Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 01, 2016 | Oct. 28, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | U.S. Auto Parts Network, Inc. | |
Entity Central Index Key | 1,378,950 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Oct. 1, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | PRTS | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 34,977,717 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Oct. 01, 2016 | Jan. 02, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 7,505 | $ 5,537 |
Short-term investments | 32 | 65 |
Accounts receivable, net of allowances of $90 and $17 at October 1, 2016 and January 2, 2016, respectively | 2,991 | 3,236 |
Inventory | 49,471 | 51,216 |
Other current assets | 3,291 | 2,475 |
Total current assets | 63,290 | 62,529 |
Property and equipment, net | 18,005 | 18,431 |
Intangible assets, net | 1,115 | 1,476 |
Other non-current assets | 1,056 | 1,320 |
Total assets | 83,466 | 83,756 |
Current liabilities: | ||
Accounts payable | 33,130 | 25,523 |
Accrued expenses | 7,663 | 7,267 |
Revolving loan payable | 0 | 11,759 |
Current portion of capital leases payable | 534 | 521 |
Other current liabilities | 4,146 | 3,854 |
Total current liabilities | 45,473 | 48,924 |
Capital leases payable, net of current portion | 9,915 | 10,168 |
Deferred income taxes | 650 | 944 |
Other non-current liabilities | 1,710 | 1,577 |
Total liabilities | 57,748 | 61,613 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Series A convertible preferred stock, $0.001 par value; $1.45 per share liquidation value or aggregate of $6,017; 4,150 shares authorized; 4,150 shares issued and outstanding at October 1, 2016 and January 2, 2016 | 4 | 4 |
Common stock, $0.001 par value; 100,000 shares authorized; 34,977 and 34,137 shares issued and outstanding at October 1, 2016 and January 2, 2016 | 35 | 34 |
Additional paid-in capital | 179,300 | 176,873 |
Accumulated other comprehensive income | 456 | 440 |
Accumulated deficit | (155,107) | (157,011) |
Total stockholders’ equity | 24,688 | 20,340 |
Noncontrolling interest | 1,030 | 1,803 |
Total equity | 25,718 | 22,143 |
Total liabilities and stockholders’ equity | $ 83,466 | $ 83,756 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Oct. 01, 2016 | Jan. 02, 2016 |
Accounts receivable, allowances | $ 90,000 | $ 17,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 34,977,000 | 34,137,000 |
Common stock, shares outstanding (in shares) | 34,977,000 | 34,137,000 |
Series A Convertible Preferred Stock | ||
Series A convertible preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Share liquidation value (in dollars per share) | $ 1.45 | $ 1.45 |
Share aggregate value | $ 6,017,000 | $ 6,017,000 |
Series A convertible preferred stock, shares authorized (in shares) | 4,150,000 | 4,150,000 |
Series A convertible preferred stock, shares issued (in shares) | 4,150,000 | 4,150,000 |
Series A convertible preferred stock, shares outstanding (in shares) | 4,150,000 | 4,150,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | ||
Income Statement [Abstract] | |||||
Net sales | $ 73,515 | $ 70,648 | $ 232,376 | $ 223,498 | |
Cost of sales | [1] | 51,101 | 49,606 | 161,616 | 160,110 |
Gross profit | 22,414 | 21,042 | 70,760 | 63,388 | |
Operating expenses: | |||||
Marketing | 10,788 | 10,684 | 33,324 | 32,684 | |
General and administrative | 4,434 | 4,292 | 13,545 | 12,957 | |
Fulfillment | 5,596 | 4,881 | 17,292 | 14,919 | |
Technology | 1,560 | 1,292 | 4,275 | 3,830 | |
Amortization of intangible assets | 120 | 115 | 361 | 345 | |
Total operating expenses | [2] | 22,498 | 21,264 | 68,797 | 64,735 |
(Loss) income from operations | (84) | (222) | 1,963 | (1,347) | |
Other income (expense): | |||||
Other income, net | 8 | 8 | 25 | 41 | |
Interest expense | (291) | (277) | (889) | (922) | |
Total other expense, net | (283) | (269) | (864) | (881) | |
(Loss) income before income taxes | (367) | (491) | 1,099 | (2,228) | |
Income tax benefit | (7) | (203) | (212) | (602) | |
Net (loss) income including noncontrolling interests | (360) | (288) | 1,311 | (1,626) | |
Net loss attributable to noncontrolling interests | (258) | (296) | (773) | (799) | |
Net (loss) income attributable to U.S. Auto Parts | (102) | 8 | 2,084 | (827) | |
Other comprehensive loss attributable to U.S. Auto Parts: | |||||
Foreign currency translation adjustments | (16) | (28) | (29) | (50) | |
Total other comprehensive loss attributable to U.S. Auto Parts | (16) | (28) | (29) | (50) | |
Comprehensive (loss) income attributable to U.S. Auto Parts | $ (118) | $ (20) | $ 2,055 | $ (877) | |
Net income (loss) attributable to U.S. Auto Parts per share: | |||||
Basic net income (loss) per share (in dollars per share) | $ 0 | $ 0 | $ 0.05 | $ (0.03) | |
Diluted net income (loss) per share (in dollars per share) | $ 0 | $ 0 | $ 0.05 | $ (0.03) | |
Weighted average common shares outstanding: | |||||
Shares used in computation of basic net income (loss) per share (in shares) | 34,932 | 34,018 | 34,728 | 33,900 | |
Shares used in computation of diluted net income (loss) per share (in shares) | 34,932 | 34,018 | 39,923 | 33,900 | |
[1] | Excludes depreciation and amortization expense which is included in marketing, general and administrative and fulfillment expense. | ||||
[2] | Operating costs for AutoMD primarily consist of depreciation and amortization on fixed assets and personnel costs. Indirect costs are not allocated to AutoMD. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 01, 2016 | Oct. 03, 2015 | |
Operating activities | ||
Net income (loss) including noncontrolling interests | $ 1,311 | $ (1,626) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization expense | 5,601 | 5,618 |
Amortization of intangible assets | 361 | 345 |
Deferred income taxes | (299) | (674) |
Share-based compensation expense | 2,475 | 1,726 |
Stock awards issued for non-employee director service | 6 | 2 |
Amortization of deferred financing costs | 61 | 61 |
Gain from disposition of assets | 0 | (13) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 245 | 261 |
Inventory | 1,745 | 2,177 |
Other current assets | (751) | (706) |
Other non-current assets | 168 | 93 |
Accounts payable and accrued expenses | 7,825 | (460) |
Other current liabilities | 291 | 649 |
Other non-current liabilities | 257 | (105) |
Net cash provided by operating activities | 19,296 | 7,348 |
Investing activities | ||
Additions to property and equipment | (4,570) | (5,800) |
Proceeds from sale of property and equipment | 0 | 13 |
Cash paid for intangible assets | (125) | (25) |
Net cash used in investing activities | (4,695) | (5,812) |
Financing activities | ||
Borrowings from revolving loan payable | 11,976 | 8,970 |
Payments made on revolving loan payable | (23,735) | (11,700) |
Proceeds from stock options | 734 | 102 |
Payments on capital leases | (449) | (297) |
Statutory tax withholding payment for share-based compensation | (969) | (438) |
Payment of liabilities related to financing activities | (100) | (100) |
Preferred stock dividends paid | (61) | 0 |
Net cash used in financing activities | (12,604) | (3,463) |
Effect of exchange rate changes on cash | (29) | (50) |
Net change in cash and cash equivalents | 1,968 | (1,977) |
Cash and cash equivalents, beginning of period | 5,537 | 7,653 |
Cash and cash equivalents, end of period | 7,505 | 5,676 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Accrued asset purchases | 1,050 | 902 |
Property acquired under capital lease | 211 | 1,588 |
Unrealized (loss) gain on investments | (2) | (2) |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for income taxes | 69 | 84 |
Cash paid during the period for interest | $ 825 | $ 886 |
Basis of Presentation and Descr
Basis of Presentation and Description of Company | 9 Months Ended |
Oct. 01, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Description of Company | Basis of Presentation and Description of Company U.S. Auto Parts Network, Inc. (including its subsidiaries) is a leading online provider of aftermarket auto parts and accessories and was established in 1995. The Company entered the e-commerce sector by launching its first website in 2000 and currently derives the majority of its revenues from online sales channels. The Company sells its products to individual consumers through a network of websites and online marketplaces. Through AutoMD.com, a majority-owned subsidiary, the Company also educates consumers on maintenance and service of their vehicles. The site provides auto information, with tools for diagnosing car troubles, locating repair shops and do-it-yourself (“DIY”) repair guides. Our flagship consumer websites are located at www.autopartswarehouse.com , www.carparts.com , www.jcwhitney.com and www.AutoMD.com and our corporate website is located at www.usautoparts.net . References to the “Company,” “we,” “us,” or “our” refer to U.S. Auto Parts Network, Inc. and its consolidated subsidiaries. The Company’s products consist of collision parts serving the body repair market, engine parts to serve the replacement parts market, and performance parts and accessories. The collision parts category is primarily comprised of body parts for the exterior of an automobile. Our parts in this category are typically replacement parts for original body parts that have been damaged as a result of a collision or through general wear and tear. The majority of these products are sold through our websites. In addition, we sell an extensive line of mirror products, including our own private-label brand called Kool-Vue™, which are marketed and sold as aftermarket replacement parts and as upgrades to existing parts. The engine parts category is comprised of engine components and other mechanical and electrical parts. These parts serve as replacement parts for existing engine parts and are generally used by professionals and do-it-yourselfers for engine and mechanical maintenance and repair. We also offer performance versions of many parts sold in each of the above categories. Performance parts and accessories generally consist of parts that enhance the performance of the automobile, upgrade existing functionality of a specific part or improve the physical appearance or comfort of the automobile. The Company is a Delaware C corporation and is headquartered in Carson, California. The Company has employees located in both the United States and the Philippines. Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to U.S. Securities and Exchange Commission (“SEC”) Form 10-Q and Article 10 of SEC Regulation S-X. In the opinion of management, the accompanying consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to present fairly the consolidated financial position of the Company as of October 1, 2016 and the consolidated results of operations and cash flows for the thirteen and thirty-nine weeks ended October 1, 2016 and October 3, 2015 . The Company’s results for the interim periods are not necessarily indicative of the results that may be expected for any other interim period, or for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended January 2, 2016 , which was filed with the SEC on March 11, 2016 and all our other periodic filings, including Current Reports on Form 8-K, filed with the SEC after the end of our 2015 fiscal year, and throughout the date of this report. During the thirteen and thirty-nine weeks ended October 1, 2016 , the Company had a net loss of $102 and net income of $2,084 , respectively, compared to net income of $8 and a net loss of $827 during the thirteen and thirty-nine weeks ended October 3, 2015 , respectively. Based on our current operating plan, we believe that our existing cash, cash equivalents, investments, cash flows from operations and available debt financing will be sufficient to finance our operational cash needs through at least the next twelve months. Segment Data The Company operates in two reportable operating segments. The criteria the Company uses to identify operating segments are primarily the nature of the products we sell or services we provide and the consolidated operating results that are regularly reviewed by our chief operating decision maker to assess performance and make operating decisions. We identified two reportable operating segments, the core auto parts business ("Base USAP"), and an online automotive repair information source of which we are a majority stockholder ("AutoMD"). Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-09, “Compensation - Stock Compensation” (“ASU 2016-09”). The objective of this update is to simplify accounting related to stock compensation. The new standard is effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted. The Company is evaluating the effect that ASU 2016-09 will have on the consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has the effect of the standard on ongoing financial reporting been determined. |
Intangible Assets, Net
Intangible Assets, Net | 9 Months Ended |
Oct. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net Intangible assets consisted of the following at October 1, 2016 and January 2, 2016 (in thousands): October 1, 2016 January 2, 2016 Useful Life Gross Carrying Amount Accumulated Amort. and Impairment Net Carrying Amount Gross Carrying Amount Accumulated Amort. and Impairment Net Carrying Amount Intangible assets subject to amortization: Product design intellectual property 4 years $ 2,750 $ (2,556 ) $ 194 $ 2,750 $ (2,361 ) $ 389 Patent license agreements 3 - 5 years 562 (312 ) $ 250 562 (219 ) $ 343 Domain and trade names 10 years 1,407 (736 ) $ 671 1,407 (663 ) $ 744 Total $ 4,719 $ (3,604 ) $ 1,115 $ 4,719 $ (3,243 ) $ 1,476 Intangible assets subject to amortization are amortized on a straight-line basis. Amortization expense relating to intangible assets for the thirteen weeks ended October 1, 2016 and October 3, 2015 was $120 and $115 , respectively. Amortization expense relating to intangible assets for the thirty-nine weeks ended October 1, 2016 and October 3, 2015 was $361 and $345 , respectively. The following table summarizes the future estimated annual amortization expense for these assets: 2016 $ 121 2017 344 2018 185 2019 100 2020 100 Thereafter 265 Total $ 1,115 |
Borrowings
Borrowings | 9 Months Ended |
Oct. 01, 2016 | |
Debt Disclosure [Abstract] | |
Borrowings | Borrowings The Company maintains an asset-based revolving credit facility ("Credit Facility") that provides for, among other things, a revolving commitment in an aggregate principal amount of up to $30,000 , which is subject to a borrowing base derived from certain receivables, inventory, and property and equipment. The Credit Facility matures on April 26, 2017 . At October 1, 2016 , our outstanding revolving loan balance was $0 . On May 6, 2016, the Company and JPMorgan Chase Bank, N.A. (“JPMorgan”) entered into a Ninth Amendment to Credit Agreement and Second Amendment to Pledge and Security Agreement (the “Amendment”), which amended the Credit Agreement previously entered into by the Company, certain of its domestic subsidiaries and JPMorgan on April 26, 2012 (as amended, the “Credit Agreement”) and the Pledge and Security Agreement previously entered into by the Company, certain of its domestic subsidiaries and JPMorgan on April 26, 2012. Pursuant to the Amendment, letters of credit can be issued if after giving effect to such issuance, the letters of credit exposure shall not exceed $15,000 , which was an increase from the previously agreed upon $6,000 . As of October 1, 2016 , our outstanding letters of credit balance was $9,283 . Loans drawn under the Credit Facility bear interest, at the Company’s option, at a per annum rate equal to either (a) LIBOR plus an applicable margin of 1.25% , or (b) a “base rate” subject to an increase or reduction by up to 0.25% per annum based on the Company's fixed charge coverage ratio. At October 1, 2016 , the Company’s LIBOR based interest rate was 1.81% (on $0 principal) and the Company’s prime based rate was 3.25% (on $0 principal). A commitment fee, based upon undrawn availability under the Credit Facility bearing interest at a rate of 0.25% per annum, is payable monthly. Under the terms of the Credit Agreement, cash receipts are deposited into a lock-box, which are at the Company’s discretion unless the “cash dominion period” is in effect, during which cash receipts will be used to reduce amounts owing under the Credit Agreement. The cash dominion period is triggered in an event of default or if excess availability is less than the $3,600 for five business days (on a cumulative basis) and will continue until, during the preceding 60 consecutive days, no event of default existed and excess availability has been greater than $3,600 at all times (with such trigger subject to adjustment based on the Company's revolving commitment). In addition, in the event that “excess availability,” as defined under the Credit Agreement, is less than $2,400 , the Company shall be required to maintain a minimum fixed charge coverage ratio of 1.0 to 1.0 (with the trigger subject to adjustment based on the Company's revolving commitment). The Company's excess availability was $13,871 at October 1, 2016 . As of the date hereof, the cash dominion period has not been in effect; accordingly, no principal payments are due. |
Stockholders' Equity and Share-
Stockholders' Equity and Share-Based Compensation | 9 Months Ended |
Oct. 01, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity and Share-Based Compensation | Stockholders’ Equity and Share-Based Compensation Non-Controlling Interest Non-controlling interests represent equity interests in consolidated subsidiaries that are not attributable, either directly or indirectly, to the Company (i.e., minority interests). Non-controlling interests consist of the minority equity holders' proportionate share of the equity of AutoMD. Ownership interests in subsidiaries held by parties other than the Company are presented as non-controlling interests within stockholders' equity, separately from the equity held by the Company. Revenues, expenses, net income (loss) and other comprehensive loss are reported in the consolidated financial statements at the consolidated amounts, which includes amounts allocated to both the Company's interest and the non-controlling interests in AutoMD. Net loss and other comprehensive loss is then attributed to the Company's interest and the non-controlling interests. Net income (loss) to non-controlling interests is deducted from net income (loss) in the consolidated statements of comprehensive operations to determine net income (loss) attributable to the Company's common stockholders. The following table summarizes the Company’s stock option activity under the AutoMD 2014 Equity Incentive Plan (the "AMD Plan") for the thirty-nine weeks ended October 1, 2016 , and details regarding the options outstanding and exercisable at October 1, 2016 : Shares (in thousands) Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding, January 2, 2016 1,430 $1.00 Granted 10 $1.00 Exercised — — Expired — — Forfeited (35 ) $1.00 Options outstanding, October 1, 2016 1,405 $1.00 8.45 $ — Vested and expected to vest at October 1, 2016 1,044 $1.00 8.44 $ — Options exercisable, October 1, 2016 463 $1.00 8.34 $ — At October 1, 2016 , 545 shares were available for future grants under the AMD Plan. The weighted-average fair value of options granted and outstanding as of October 1, 2016 and October 3, 2015 was $ 0.55 and $ 0.54 , respectively. The intrinsic value of stock options at the date of exercise is the difference between the fair value of the stock at the date of the balance sheet and the exercise price. During the thirty-nine weeks ended October 1, 2016 and October 3, 2015 , the options had $0 intrinsic value. The Company had $278 of unrecognized share-based compensation expense related to stock options outstanding as of October 1, 2016 , which expense is expected to be recognized over a weighted-average period of 2.44 years. Options exercised under all share-based compensation plans are granted net of the minimum statutory withholding requirements that we pay in cash to the appropriate taxing authorities on behalf of our employees. For those employees who elect not to receive shares net of the minimum statutory withholding requirements, the appropriate taxes are paid directly by the employee. During the thirteen and thirty-nine weeks ended October 1, 2016 , we withheld 0 shares to satisfy $0 of employees' tax obligations and 0 shares related to the net settlement of the stock options. U.S. Auto Parts Network Options and Restricted Stock Units The Company had the following common stock option activity during the thirty-nine weeks ended October 1, 2016 : • Granted options to purchase 980 common shares. • Forfeitures of 44 options to purchase common shares. • Expiration of 80 options to purchase common shares. The following table summarizes the Company’s restricted stock unit ("RSU") activity for the thirty-nine weeks ended October 1, 2016 , and details regarding the awards outstanding and exercisable at October 1, 2016 (in thousands): Shares Weighted Weighted Average Aggregate Awards outstanding, January 2, 2016 804 $ — Awarded 954 $ — Vested (774 ) $ — Forfeited (30 ) $ — Awards outstanding, October 1, 2016 954 $ — 0.87 $ 3,137 Vested and expected to vest at October 1, 2016 865 $ — 0.84 $ 2,847 During the thirty-nine weeks ended October 1, 2016 , all RSU's that vested were time-based. For the majority of RSUs awarded, the number of shares issued on the date the RSUs vest is net of the minimum statutory withholding requirements that we pay in cash to the appropriate taxing authorities on behalf of our employees. For those employees who elect not to receive shares net of the minimum statutory withholding requirements, the appropriate taxes are paid directly by the employee. During the thirty-nine weeks ended October 1, 2016 , we withheld 131 shares to satisfy $371 of employees' tax obligations. Although shares withheld are not issued, they are treated as a common stock repurchase in our consolidated financial statements, as they reduce the number of shares that would have been issued upon vesting. For the thirteen and thirty-nine weeks ended October 1, 2016 , we recorded compensation expense of $ 821 and $2,537 , respectively. As of October 1, 2016 , there was unrecognized compensation expense of $895 related to unvested RSUs based on awards that are expected to vest. The unrecognized compensation expense is expected to be recognized over a weighted-average period of 0.87 years. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Oct. 01, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Net income (loss) per share: Numerator: Net (loss) income attributable to U.S. Auto Parts $ (102 ) $ 8 2,084 (827 ) Dividends on Series A Convertible Preferred Stock 61 61 180 180 Net (loss) income available to common shares $ (163 ) $ (53 ) $ 1,904 $ (1,007 ) Denominator: Weighted-average common shares outstanding (basic) 34,932 34,018 34,728 33,900 Common equivalent shares from common stock options, preferred stock and warrants — — 5,195 — Weighted-average common shares outstanding (diluted) 34,932 34,018 39,923 33,900 Basic net income (loss) per share $ 0.00 $ 0.00 $ 0.05 $ (0.03 ) Diluted net income (loss) per share $ 0.00 $ 0.00 $ 0.05 $ (0.03 ) The weighted-average anti-dilutive securities, which are excluded from the calculation of diluted earnings per share due to the Company's net income available to common shares position for the periods then ended (including securities that would otherwise be excluded from the calculation of diluted earnings per share due to the Company's stock price), are as follows (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Common stock warrants 20 50 20 50 Series A Convertible Preferred Stock 4,150 4,150 — 4,150 Restricted stock units 967 861 968 853 Options to purchase common stock 1,142 6,125 2,107 5,960 Total 6,279 11,186 3,095 11,013 |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 01, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is subject to U.S. federal income tax as well as income tax of foreign and state tax jurisdictions. The tax years 2012-2015 remain open to examination by the major taxing jurisdictions to which the Company is subject, except the Internal Revenue Service for which the tax years 2013-2015 remain open. For the thirteen and thirty-nine weeks ended October 1, 2016 the effective tax rate for the Company was 1.9% and 19.3% , respectively. The Company's effective tax rate for the thirteen and thirty-nine weeks ended October 1, 2016 differed from the U.S. federal statutory rate primarily as a result of the recording of valuation allowance against the pre-tax losses that was offset by the tax benefit resulting from the reduction of excess book basis in the Company's investment in AutoMD over its tax basis due to AutoMD's pre-tax losses. For the thirteen and thirty-nine weeks ended October 3, 2015 , the effective tax rate for the Company was 41.3% and 27.0% , respectively. The Company’s effective tax rate for the thirteen and thirty-nine weeks ended October 3, 2015 differed from the U.S. federal statutory rate primarily as a result of the recording of valuation allowance against the pre-tax losses. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 01, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Facilities Leases The Company’s corporate headquarters is located in Carson, California, and has a lease term through October 2020. The Company also leases warehouse space in LaSalle, Illinois and in Chesapeake, Virginia. The Company’s Philippines subsidiary leases office space under an agreement through April 2020. Facility rent expense for the thirteen and thirty-nine weeks ended October 1, 2016 was $437 and $1,241 , respectively, compared to $395 and $1,159 for the thirteen and thirty-nine weeks ended October 3, 2015 , respectively. Minimum lease commitments under non-cancellable operating leases as of October 1, 2016 were as follows (in thousands): 2016 $ 412 2017 1,651 2018 1,671 2019 1,249 2020 542 Thereafter — Total $ 5,525 Capital lease commitments as of October 1, 2016 were as follows (in thousands): 2016 $ 309 2017 1,311 2018 1,319 2019 1,304 2020 1,129 Thereafter 12,910 Total minimum payments required 18,282 Less amount representing interest 7,833 Present value of minimum capital lease payments $ 10,449 Legal Matters Asbestos . A wholly-owned subsidiary of the Company, Automotive Specialty Accessories and Parts, Inc. and its wholly-owned subsidiary Whitney Automotive Group, Inc. ("WAG"), are named defendants in several lawsuits involving claims for damages caused by installation of brakes during the late 1960’s and early 1970’s that contained asbestos. WAG marketed certain brakes, but did not manufacture any brakes. WAG maintains liability insurance coverage to protect its and the Company’s assets from losses arising from the litigation and coverage is provided on an occurrence rather than a claims made basis, and the Company is not expected to incur significant out-of-pocket costs in connection with this matter that would be material to its consolidated financial statements. The Company is subject to legal proceedings and claims which arise in the ordinary course of its business. As of the date hereof, the Company believes that the final disposition of such matters will not have a material adverse effect on the financial position, results of operations or cash flow of the Company. The Company maintains liability insurance coverage to protect the Company’s assets from losses arising out of or involving activities associated with ongoing and normal business operations. |
Segment Information
Segment Information | 9 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
Segment information | Segment information As described in Note 1 above, the Company operates in two reportable segments identified as Base USAP, which is the core auto parts business, and AutoMD, an online automotive repair source of which the Company is a majority stockholder. Segment information is prepared on the same basis that our chief executive officer, who is our chief operating decision maker, manages the segments, evaluates financial results, and makes key operating decisions. Management evaluates the performance of its operating segments based on net sales, gross profit and income (loss) from operations. Operating income (loss) represents earnings (loss) before other income, interest expense and income taxes. The identifiable assets by segment disclosed in this note are those assets specifically identifiable within each segment. Summarized segment information for our continuing operations from the two reportable segments for the periods presented is as follows (in thousands): Base USAP AutoMD Consolidated Thirteen weeks ended October 1, 2016 Net sales $ 73,452 $ 63 $ 73,515 Gross profit $ 22,371 $ 43 $ 22,414 Operating costs (1) $ 21,732 $ 766 $ 22,498 Income (loss) from operations $ 639 $ (723 ) $ (84 ) Capital expenditures $ 1,480 $ 203 $ 1,683 Depreciation and amortization $ 1,611 $ 286 $ 1,897 Total assets, net $ 79,771 $ 3,695 $ 83,466 Thirteen weeks ended October 3, 2015 Net sales $ 70,573 $ 75 $ 70,648 Gross profit $ 20,967 $ 75 $ 21,042 Operating costs (1) $ 20,367 $ 897 $ 21,264 Income (loss) from operations $ 600 $ (822 ) $ (222 ) Capital expenditures $ 1,636 $ 332 $ 1,968 Depreciation and amortization $ 1,539 $ 323 $ 1,862 Total assets, net $ 73,946 $ 6,315 $ 80,261 Thirty-nine weeks ended October 1, 2016 Net sales $ 232,197 $ 179 $ 232,376 Gross profit $ 70,604 $ 156 $ 70,760 Operating costs (1) $ 66,485 $ 2,312 $ 68,797 Income (loss) from operations $ 4,119 $ (2,156 ) $ 1,963 Capital expenditures $ 3,835 $ 735 $ 4,570 Depreciation and amortization $ 4,711 $ 890 $ 5,601 Total assets, net $ 79,771 $ 3,695 $ 83,466 Thirty-nine weeks ended October 3, 2015 Net sales $ 223,309 $ 189 $ 223,498 Gross profit $ 63,199 $ 189 $ 63,388 Operating costs (1) $ 62,322 $ 2,413 $ 64,735 Loss from operations $ 877 $ (2,224 ) $ (1,347 ) Capital expenditures $ 4,974 $ 826 $ 5,800 Depreciation and amortization $ 4,571 $ 1,047 $ 5,618 Total assets, net $ 73,946 $ 6,315 $ 80,261 (1) Operating costs for AutoMD primarily consist of depreciation and amortization on fixed assets and personnel costs. Indirect costs are not allocated to AutoMD. The following table summarizes the approximate distribution of Base USAP revenue by product type. Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Private Label Collision 49% 45% 50% 47% Engine 16% 15% 15% 14% Performance 1% 1% 1% 1% Branded Collision 2% 2% 2% 2% Engine 13% 15% 13% 14% Performance 19% 22% 19% 22% Total 100% 100% 100% 100% |
AutoMD
AutoMD | 9 Months Ended |
Oct. 01, 2016 | |
Noncontrolling Interest [Abstract] | |
AutoMD | AutoMD On October 8, 2014, AutoMD entered into a Common Stock Purchase Agreement ("Purchase Agreement") to sell an aggregate of 7,000 shares of AutoMD common stock at a purchase price of $1.00 per share to third-party investors and investors that are affiliated with two of our board members. The Company retained 64.1% of AutoMD's outstanding common stock, and continues to consolidate AutoMD. In connection with the sale of the shares of AutoMD, the Company recorded an increase to additional paid-in-capital of $2,534 . This amount is equal to the increase in the Company’s interest in the net assets of AutoMD, resulting from this sale of common shares valued at $3,847 , less the related deferred tax liability of $1,313 . The Purchase Agreement also limits the use of proceeds from the sale of AutoMD common stock to only general operating purposes of AutoMD. The Company cannot use or borrow any of the proceeds without the approval of AutoMD's Board of Directors. In addition to the Purchase Agreement, AutoMD entered into an Investor Rights Agreement. The Investor Rights Agreement includes certain demand and piggyback registration rights, and restrictions on transfers or dilutive transactions involving AutoMD common stock. Prior to October 8, 2017, the Company is prohibited from transferring shares of AutoMD owned by U.S. Auto Parts or enter into any transaction or arrangement (including, without limitation, any sale, gift, merger or consolidation) that would result in U.S. Auto Parts owning, at any time, less than 50% of the shares of capital stock of the Company without the prior written consent of AutoMD shareholders. In the event of a proposed transfer or dilutive transaction for which any shareholder does not provide its written consent, in the alternative, upon not less than 30 days prior written notice to such non-consenting party, the Company may elect, at its sole option, to purchase all shares of the AutoMD common stock then owned by any non-consenting shareholder at a purchase price equal to $1.00 per share (as adjusted for any stock combinations, splits, recapitalizations, etc.) plus an annual rate of 10% thereon, compounded annually, and effect such transfer. On October 19, 2016, the Company purchased 2,000 shares of AutoMD common stock at a purchase price of $1.00 per share pursuant to its funding milestone obligation under the Purchase Agreement. As a result, the Company increased its ownership interest in AutoMD to 67.4% of AutoMD's outstanding common stock. The table below presents the effect of the Company's ownership interest in AutoMD on the Company's equity during the thirty-nine weeks ended October 1, 2016 : Noncontrolling Interest Balance, January 2, 2016 $ 1,803 Net loss allocable to noncontrolling interest (773 ) Balance, October 1, 2016 $ 1,030 |
Basis of Presentation and Des15
Basis of Presentation and Description of Company (Policies) | 9 Months Ended |
Oct. 01, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to U.S. Securities and Exchange Commission (“SEC”) Form 10-Q and Article 10 of SEC Regulation S-X. In the opinion of management, the accompanying consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to present fairly the consolidated financial position of the Company as of October 1, 2016 and the consolidated results of operations and cash flows for the thirteen and thirty-nine weeks ended October 1, 2016 and October 3, 2015 . The Company’s results for the interim periods are not necessarily indicative of the results that may be expected for any other interim period, or for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended January 2, 2016 , which was filed with the SEC on March 11, 2016 and all our other periodic filings, including Current Reports on Form 8-K, filed with the SEC after the end of our 2015 fiscal year, and throughout the date of this report. |
Segment Data | Segment Data The Company operates in two reportable operating segments. The criteria the Company uses to identify operating segments are primarily the nature of the products we sell or services we provide and the consolidated operating results that are regularly reviewed by our chief operating decision maker to assess performance and make operating decisions. We identified two reportable operating segments, the core auto parts business ("Base USAP"), and an online automotive repair information source of which we are a majority stockholder ("AutoMD"). |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-09, “Compensation - Stock Compensation” (“ASU 2016-09”). The objective of this update is to simplify accounting related to stock compensation. The new standard is effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted. The Company is evaluating the effect that ASU 2016-09 will have on the consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has the effect of the standard on ongoing financial reporting been determined. |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | Intangible assets consisted of the following at October 1, 2016 and January 2, 2016 (in thousands): October 1, 2016 January 2, 2016 Useful Life Gross Carrying Amount Accumulated Amort. and Impairment Net Carrying Amount Gross Carrying Amount Accumulated Amort. and Impairment Net Carrying Amount Intangible assets subject to amortization: Product design intellectual property 4 years $ 2,750 $ (2,556 ) $ 194 $ 2,750 $ (2,361 ) $ 389 Patent license agreements 3 - 5 years 562 (312 ) $ 250 562 (219 ) $ 343 Domain and trade names 10 years 1,407 (736 ) $ 671 1,407 (663 ) $ 744 Total $ 4,719 $ (3,604 ) $ 1,115 $ 4,719 $ (3,243 ) $ 1,476 |
Summary of Future Estimated Annual Amortization Expense | The following table summarizes the future estimated annual amortization expense for these assets: 2016 $ 121 2017 344 2018 185 2019 100 2020 100 Thereafter 265 Total $ 1,115 |
Stockholders' Equity and Shar17
Stockholders' Equity and Share-Based Compensation (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes the Company’s stock option activity under the AutoMD 2014 Equity Incentive Plan (the "AMD Plan") for the thirty-nine weeks ended October 1, 2016 , and details regarding the options outstanding and exercisable at October 1, 2016 : Shares (in thousands) Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding, January 2, 2016 1,430 $1.00 Granted 10 $1.00 Exercised — — Expired — — Forfeited (35 ) $1.00 Options outstanding, October 1, 2016 1,405 $1.00 8.45 $ — Vested and expected to vest at October 1, 2016 1,044 $1.00 8.44 $ — Options exercisable, October 1, 2016 463 $1.00 8.34 $ — |
Summary of Restricted Stock Unit Activity | The following table summarizes the Company’s restricted stock unit ("RSU") activity for the thirty-nine weeks ended October 1, 2016 , and details regarding the awards outstanding and exercisable at October 1, 2016 (in thousands): Shares Weighted Weighted Average Aggregate Awards outstanding, January 2, 2016 804 $ — Awarded 954 $ — Vested (774 ) $ — Forfeited (30 ) $ — Awards outstanding, October 1, 2016 954 $ — 0.87 $ 3,137 Vested and expected to vest at October 1, 2016 865 $ — 0.84 $ 2,847 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Net income (loss) per share: Numerator: Net (loss) income attributable to U.S. Auto Parts $ (102 ) $ 8 2,084 (827 ) Dividends on Series A Convertible Preferred Stock 61 61 180 180 Net (loss) income available to common shares $ (163 ) $ (53 ) $ 1,904 $ (1,007 ) Denominator: Weighted-average common shares outstanding (basic) 34,932 34,018 34,728 33,900 Common equivalent shares from common stock options, preferred stock and warrants — — 5,195 — Weighted-average common shares outstanding (diluted) 34,932 34,018 39,923 33,900 Basic net income (loss) per share $ 0.00 $ 0.00 $ 0.05 $ (0.03 ) Diluted net income (loss) per share $ 0.00 $ 0.00 $ 0.05 $ (0.03 ) |
Anti-Dilutive Securities Excluded from Calculation of Diluted Earnings Per Share | The weighted-average anti-dilutive securities, which are excluded from the calculation of diluted earnings per share due to the Company's net income available to common shares position for the periods then ended (including securities that would otherwise be excluded from the calculation of diluted earnings per share due to the Company's stock price), are as follows (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Common stock warrants 20 50 20 50 Series A Convertible Preferred Stock 4,150 4,150 — 4,150 Restricted stock units 967 861 968 853 Options to purchase common stock 1,142 6,125 2,107 5,960 Total 6,279 11,186 3,095 11,013 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments under Non-Cancellable Operating Leases | Minimum lease commitments under non-cancellable operating leases as of October 1, 2016 were as follows (in thousands): 2016 $ 412 2017 1,651 2018 1,671 2019 1,249 2020 542 Thereafter — Total $ 5,525 |
Summary of Capital Lease Commitments | Capital lease commitments as of October 1, 2016 were as follows (in thousands): 2016 $ 309 2017 1,311 2018 1,319 2019 1,304 2020 1,129 Thereafter 12,910 Total minimum payments required 18,282 Less amount representing interest 7,833 Present value of minimum capital lease payments $ 10,449 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
Summarized Segment Information | Summarized segment information for our continuing operations from the two reportable segments for the periods presented is as follows (in thousands): Base USAP AutoMD Consolidated Thirteen weeks ended October 1, 2016 Net sales $ 73,452 $ 63 $ 73,515 Gross profit $ 22,371 $ 43 $ 22,414 Operating costs (1) $ 21,732 $ 766 $ 22,498 Income (loss) from operations $ 639 $ (723 ) $ (84 ) Capital expenditures $ 1,480 $ 203 $ 1,683 Depreciation and amortization $ 1,611 $ 286 $ 1,897 Total assets, net $ 79,771 $ 3,695 $ 83,466 Thirteen weeks ended October 3, 2015 Net sales $ 70,573 $ 75 $ 70,648 Gross profit $ 20,967 $ 75 $ 21,042 Operating costs (1) $ 20,367 $ 897 $ 21,264 Income (loss) from operations $ 600 $ (822 ) $ (222 ) Capital expenditures $ 1,636 $ 332 $ 1,968 Depreciation and amortization $ 1,539 $ 323 $ 1,862 Total assets, net $ 73,946 $ 6,315 $ 80,261 Thirty-nine weeks ended October 1, 2016 Net sales $ 232,197 $ 179 $ 232,376 Gross profit $ 70,604 $ 156 $ 70,760 Operating costs (1) $ 66,485 $ 2,312 $ 68,797 Income (loss) from operations $ 4,119 $ (2,156 ) $ 1,963 Capital expenditures $ 3,835 $ 735 $ 4,570 Depreciation and amortization $ 4,711 $ 890 $ 5,601 Total assets, net $ 79,771 $ 3,695 $ 83,466 Thirty-nine weeks ended October 3, 2015 Net sales $ 223,309 $ 189 $ 223,498 Gross profit $ 63,199 $ 189 $ 63,388 Operating costs (1) $ 62,322 $ 2,413 $ 64,735 Loss from operations $ 877 $ (2,224 ) $ (1,347 ) Capital expenditures $ 4,974 $ 826 $ 5,800 Depreciation and amortization $ 4,571 $ 1,047 $ 5,618 Total assets, net $ 73,946 $ 6,315 $ 80,261 (1) Operating costs for AutoMD primarily consist of depreciation and amortization on fixed assets and personnel costs. Indirect costs are not allocated to AutoMD. The following table summarizes the approximate distribution of Base USAP revenue by product type. Thirteen Weeks Ended Thirty-Nine Weeks Ended October 1, 2016 October 3, 2015 October 1, 2016 October 3, 2015 Private Label Collision 49% 45% 50% 47% Engine 16% 15% 15% 14% Performance 1% 1% 1% 1% Branded Collision 2% 2% 2% 2% Engine 13% 15% 13% 14% Performance 19% 22% 19% 22% Total 100% 100% 100% 100% |
AutoMD (Tables)
AutoMD (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Noncontrolling Interest [Abstract] | |
Schedule of Changes in Company's Ownership Interests in AutoMD | The table below presents the effect of the Company's ownership interest in AutoMD on the Company's equity during the thirty-nine weeks ended October 1, 2016 : Noncontrolling Interest Balance, January 2, 2016 $ 1,803 Net loss allocable to noncontrolling interest (773 ) Balance, October 1, 2016 $ 1,030 |
Basis of Presentation and Des22
Basis of Presentation and Description of Company (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016USD ($) | Oct. 03, 2015USD ($) | Oct. 01, 2016USD ($)segment | Oct. 03, 2015USD ($) | |
Accounting Policies [Abstract] | ||||
Net income (loss) | $ | $ (102) | $ 8 | $ 2,084 | $ (827) |
Number of reportable segments | 2 | |||
Number of operating segments | 2 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 01, 2016 | Jan. 02, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 4,719 | $ 4,719 |
Accumulated Amort. and Impairment | (3,604) | (3,243) |
Net Carrying Amount | $ 1,115 | 1,476 |
Product design intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 4 years | |
Gross Carrying Amount | $ 2,750 | 2,750 |
Accumulated Amort. and Impairment | (2,556) | (2,361) |
Net Carrying Amount | 194 | 389 |
Patent license agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 562 | 562 |
Accumulated Amort. and Impairment | (312) | (219) |
Net Carrying Amount | $ 250 | 343 |
Domain and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 10 years | |
Gross Carrying Amount | $ 1,407 | 1,407 |
Accumulated Amort. and Impairment | (736) | (663) |
Net Carrying Amount | $ 671 | $ 744 |
Minimum | Patent license agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | |
Maximum | Patent license agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense relating to intangibles assets | $ 120 | $ 115 | $ 361 | $ 345 |
Intangible Assets, Net - Summ25
Intangible Assets, Net - Summary of Future Estimated Annual Amortization Expense (Detail) - USD ($) $ in Thousands | Oct. 01, 2016 | Jan. 02, 2016 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2,016 | $ 121 | |
2,017 | 344 | |
2,018 | 185 | |
2,019 | 100 | |
2,020 | 100 | |
Thereafter | 265 | |
Net Carrying Amount | $ 1,115 | $ 1,476 |
Borrowings - Additional Informa
Borrowings - Additional Information (Detail) | 9 Months Ended | |||
Oct. 01, 2016USD ($) | May 06, 2016USD ($) | May 05, 2016USD ($) | Jan. 02, 2016USD ($) | |
Line of Credit Facility [Line Items] | ||||
Revolving loan payable | $ 0 | $ 11,759,000 | ||
Jp Morgan Chase Bank | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity (up to) | 30,000,000 | |||
Revolving loan payable | 0 | |||
Outstanding letters of credit amount | $ 9,283,000 | |||
Unused credit commitment fee (percent) | 0.25% | |||
Minimum availability required trigger amount (if less than) | $ 3,600,000 | |||
Number of days below minimum excess availability that triggers cash dominion period | 5 days | |||
Number of consecutive days excess availability is above required amount | 60 days | |||
Event of default amount | $ 0 | |||
Excess availability (greater than) | 3,600,000 | |||
Minimum availability required under availability block | $ 2,400,000 | |||
Minimum fixed charge ratio if less than minimum excess availability | 1 | |||
Excess availability under credit facility | $ 13,871,000 | |||
Principal payments due | $ 0 | |||
One-Month London Interbank Offered Rate (LIBOR) | Jp Morgan Chase Bank | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Applicable margin for LIBOR-based interest rate/ Applicable margin for alternate based rate (percent) | 1.25% | |||
London Interbank Offered Rate (LIBOR) | Jp Morgan Chase Bank | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
LIBOR based interest rate, principal | $ 0 | |||
Interest rate (percent) | 1.81% | |||
Base Rate | Jp Morgan Chase Bank | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Applicable margin for LIBOR-based interest rate/ Applicable margin for alternate based rate (percent) | 0.25% | |||
Interest rate (percent) | 3.25% | |||
Prime based rate, principal | $ 0 | |||
Maximum | Jp Morgan Chase Bank | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility exposure | $ 15,000,000 | $ 6,000,000 |
Stockholders' Equity and Shar27
Stockholders' Equity and Share-Based Compensation - Summary of Stock Option Activity for AutoMD (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Oct. 01, 2016USD ($)$ / sharesshares | |
Shares (in thousands) | |
Granted (in shares) | 980 |
Expired (in shares) | (80) |
Forfeited (in shares) | (44) |
AMD Plan | |
Shares (in thousands) | |
Options outstanding, beginning balance (in shares) | 1,430 |
Granted (in shares) | 10 |
Exercised (in shares) | 0 |
Expired (in shares) | 0 |
Forfeited (in shares) | (35) |
Options outstanding, ending balance (in shares) | 1,405 |
Vested and expected to vest, ending balance (in shares) | 1,044 |
Options exercisable, ending balance (in shares) | 463 |
Weighted Average Exercise Price | |
Options outstanding, weighted average exercise price, beginning balance (in dollars per share) | $ / shares | $ 1 |
Granted, weighted average exercise price (in dollars per share) | $ / shares | 1 |
Exercised, weighted average exercise price (in dollars per share) | $ / shares | 0 |
Expired, weighted average exercise price (in dollars per share) | $ / shares | 0 |
Forfeited, weighted average exercise price (in dollars per share) | $ / shares | 1 |
Options outstanding, weighted average exercise price, ending balance (in dollars per share) | $ / shares | 1 |
Vested and expected to vest, weighted average exercise price ending balance (in dollars per share) | $ / shares | 1 |
Options exercisable, weighted average exercise price, ending balance (in dollars per share) | $ / shares | $ 1 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Options outstanding, weighted average remaining contractual term (in years) | 8 years 5 months 12 days |
Vested and expected to vest, weighted average remaining contractual term (in years) | 8 years 5 months 9 days |
Options exercisable, weighted average remaining contractual term (in years) | 8 years 4 months 2 days |
Options outstanding, aggregate intrinsic value | $ | $ 0 |
Vested and expected to vest, aggregate intrinsic value | $ | 0 |
Options exercisable, aggregate intrinsic value | $ | $ 0 |
Stockholders' Equity and Shar28
Stockholders' Equity and Share-Based Compensation - Options Narrative (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |
Oct. 01, 2016 | Oct. 01, 2016 | Oct. 03, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of stock options granted (in shares) | 980,000 | ||
Number of stock options forfeited (in shares) | 44,000 | ||
Number of stock options expired (in shares) | 80,000 | ||
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares withheld to satisfy employee tax obligations (in shares) | 0 | 0 | |
Adjustment related employee tax obligations | $ 0 | $ 0 | |
Net settlement of stock options (in shares) | 0 | 0 | |
AMD Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average fair value of options granted (in dollars per share) | $ 0.55 | $ 0.54 | |
Intrinsic value | $ 0 | $ 0 | |
Unrecognized share-based compensation expense | $ 278,000 | $ 278,000 | |
Number of stock options granted (in shares) | 10,000 | ||
Number of stock options forfeited (in shares) | 35,000 | ||
Number of stock options expired (in shares) | 0 | ||
AMD Plan | Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant (in shares) | 545,000 | 545,000 | |
Weighted-average period of unrecognized share-based compensation expense | 2 years 5 months 9 days |
Stockholders' Equity and Shar29
Stockholders' Equity and Share-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Oct. 01, 2016USD ($)$ / sharesshares | |
Shares | |
Awards outstanding, beginning balance (in shares) | shares | 804 |
Awarded (in shares) | shares | 954 |
Released (in shares) | shares | (774) |
Forfeited (in shares) | shares | (30) |
Awards outstanding, ending balance (in shares) | shares | 954 |
Vested and expected to vest, ending balance (in shares) | shares | 865 |
Weighted Average Exercise Price | |
Awards outstanding, weighted average exercise price, beginning balance (in dollars per share) | $ / shares | $ 0 |
Awarded, weighted average exercise price (in dollars per share) | $ / shares | 0 |
Released, weighted average exercise price (in dollars per share) | $ / shares | 0 |
Forfeited, weighted average exercise price (in dollars per share) | $ / shares | 0 |
Awards outstanding, weighted average exercise price, ending balance (in dollars per share) | $ / shares | 0 |
Vested and expected to vest, weighted average exercise price, ending balance (in dollars per share) | $ / shares | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | |
Awards outstanding, weighted average remaining contractual term (in years) | 10 months 13 days |
Vested and expected to vest, weighted average remaining contractual term (in years) | 10 months 2 days |
Awards outstanding, aggregate intrinsic value | $ | $ 3,137 |
Vested and expected to vest, aggregate intrinsic value | $ | $ 2,847 |
Stockholders' Equity and Shar30
Stockholders' Equity and Share-Based Compensation - Restricted Stock Units Narrative (Details) - Restricted Stock Units shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended |
Oct. 01, 2016USD ($) | Oct. 01, 2016USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares withheld to satisfy employee tax obligations (in shares) | shares | 131 | |
Adjustment related employee tax obligations | $ 371 | |
Compensation expense | $ 821 | 2,537 |
Unrecognized compensation expense | $ 895 | $ 895 |
Weighted-average period of unrecognized share-based compensation expense | 10 months 13 days |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Numerator: | ||||
Net (loss) income attributable to U.S. Auto Parts | $ (102) | $ 8 | $ 2,084 | $ (827) |
Dividends on Series A Convertible Preferred Stock | 61 | 61 | 180 | 180 |
Net (loss) income available to common shares | $ (163) | $ (53) | $ 1,904 | $ (1,007) |
Denominator: | ||||
Weighted-average common shares outstanding (basic) (in shares) | 34,932 | 34,018 | 34,728 | 33,900 |
Common equivalent shares from common stock options and warrants (in shares) | 0 | 0 | 5,195 | 0 |
Weighted-average common shares outstanding (diluted) (in shares) | 34,932 | 34,018 | 39,923 | 33,900 |
Basic and diluted net income (loss) per share (in dollars per share) | $ 0 | $ 0 | $ 0.05 | $ (0.03) |
Diluted net income (loss) per share (in dollars per share) | $ 0 | $ 0 | $ 0.05 | $ (0.03) |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Anti-Dilutive Securities Excluded from Calculation of Diluted Earnings Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 6,279 | 11,186 | 3,095 | 11,013 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 20 | 50 | 20 | 50 |
Series A Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 4,150 | 4,150 | 0 | 4,150 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 967 | 861 | 968 | 853 |
Options to purchase common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 1,142 | 6,125 | 2,107 | 5,960 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | (1.90%) | 41.30% | 19.30% | 27.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Facility rent expense | $ 437 | $ 395 | $ 1,241 | $ 1,159 |
Commitments and Contingencies35
Commitments and Contingencies - Summary of Future Minimum Lease Payments under Non-Cancellable Operating Leases (Detail) $ in Thousands | Oct. 01, 2016USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 412 |
2,017 | 1,651 |
2,018 | 1,671 |
2,019 | 1,249 |
2,020 | 542 |
Thereafter | 0 |
Total | $ 5,525 |
Commitments and Contingencies36
Commitments and Contingencies - Summary of Capital Lease Commitments (Detail) $ in Thousands | Oct. 01, 2016USD ($) |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 309 |
2,017 | 1,311 |
2,018 | 1,319 |
2,019 | 1,304 |
2,020 | 1,129 |
Thereafter | 12,910 |
Total minimum payments required | 18,282 |
Less amount representing interest | 7,833 |
Present value of minimum capital lease payments | $ 10,449 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 9 Months Ended |
Oct. 01, 2016segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Information - Summarize
Segment Information - Summarized Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | Jan. 02, 2016 | ||
Segment Reporting Information [Line Items] | ||||||
Net sales | $ 73,515 | $ 70,648 | $ 232,376 | $ 223,498 | ||
Gross profit | 22,414 | 21,042 | 70,760 | 63,388 | ||
Operating costs | [1] | 22,498 | 21,264 | 68,797 | 64,735 | |
(Loss) income from operations | (84) | (222) | 1,963 | (1,347) | ||
Capital expenditures | 1,683 | 1,968 | 4,570 | 5,800 | ||
Depreciation and amortization | 1,897 | 1,862 | 5,601 | 5,618 | ||
Total assets, net | 83,466 | 80,261 | 83,466 | 80,261 | $ 83,756 | |
Operating Segments | Base USAP | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 73,452 | 70,573 | 232,197 | 223,309 | ||
Gross profit | 22,371 | 20,967 | 70,604 | 63,199 | ||
Operating costs | [1] | 21,732 | 20,367 | 66,485 | 62,322 | |
(Loss) income from operations | 639 | 600 | 4,119 | 877 | ||
Capital expenditures | 1,480 | 1,636 | 3,835 | 4,974 | ||
Depreciation and amortization | 1,611 | 1,539 | 4,711 | 4,571 | ||
Total assets, net | 79,771 | 73,946 | 79,771 | 73,946 | ||
Operating Segments | AutoMD | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 63 | 75 | 179 | 189 | ||
Gross profit | 43 | 75 | 156 | 189 | ||
Operating costs | [1] | 766 | 897 | 2,312 | 2,413 | |
(Loss) income from operations | (723) | (822) | (2,156) | (2,224) | ||
Capital expenditures | 203 | 332 | 735 | 826 | ||
Depreciation and amortization | 286 | 323 | 890 | 1,047 | ||
Total assets, net | $ 3,695 | $ 6,315 | $ 3,695 | $ 6,315 | ||
[1] | Operating costs for AutoMD primarily consist of depreciation and amortization on fixed assets and personnel costs. Indirect costs are not allocated to AutoMD. |
Segment Information - Summary o
Segment Information - Summary of Segment Percentages (Details) - Sales Revenue, Product Line - Product Concentration Risk - Base USAP | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | 100.00% |
Private Label, Collision | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 49.00% | 45.00% | 50.00% | 47.00% |
Private Label, Engine | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 16.00% | 15.00% | 15.00% | 14.00% |
Private Label, Performance | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 1.00% | 1.00% | 1.00% | 1.00% |
Branded, Collision | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 2.00% | 2.00% | 2.00% | 2.00% |
Branded, Engine | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 13.00% | 15.00% | 13.00% | 14.00% |
Branded, Performance | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 19.00% | 22.00% | 19.00% | 22.00% |
AutoMD (Details)
AutoMD (Details) - AutoMD $ / shares in Units, $ in Thousands | Oct. 08, 2014USD ($)board_member$ / sharesshares | Oct. 19, 2016$ / sharesshares |
Common Stock Purchase Agreement | ||
Noncontrolling Interest [Line Items] | ||
Number of subsidiary shares issued (in shares) | shares | 7,000,000 | |
Purchase price of shares issued (in dollars per share) | $ / shares | $ 1 | |
Percentage ownership after issuance of shares | 64.10% | |
Issuance of shares | $ | $ 2,534 | |
Increase in Company's interest | $ | (3,847) | |
Deferred tax liability as a result of transaction | $ | $ 1,313 | |
Investor Rights Agreement | ||
Noncontrolling Interest [Line Items] | ||
Share price (in dollars per share) | $ / shares | $ 1 | |
Minimum ownership percentage required by the Company in agreement (less than) | 50.00% | |
Number of days written notice in event of default of agreement terms (not less than) | 30 days | |
Annual interest rate in event of default of agreement terms | 10.00% | |
Board Member | Common Stock Purchase Agreement | ||
Noncontrolling Interest [Line Items] | ||
Number of board members affiliated with the transaction | board_member | 2 | |
Subsequent Event | Common Stock Purchase Agreement | ||
Noncontrolling Interest [Line Items] | ||
Share price (in dollars per share) | $ / shares | $ 1 | |
Shares repurchased (in shares) | shares | 2,000 | |
Ownership interest of subsidiary | 67.40% |
AutoMD - Schedule of Changes in
AutoMD - Schedule of Changes in Company's Ownership Interests in AutoMD (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Oct. 03, 2015 | Oct. 01, 2016 | Oct. 03, 2015 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | $ 1,803 | |||
Net loss allocable to noncontrolling interest | $ (258) | $ (296) | (773) | $ (799) |
Ending balance | $ 1,030 | $ 1,030 |