Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 27, 2015 | Nov. 04, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Diversified Restaurant Holdings, Inc. | |
Entity Central Index Key | 1,394,156 | |
Current Fiscal Year End Date | --12-27 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 27, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 26,287,017 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 27, 2015 | Dec. 28, 2014 |
Current assets | ||
Cash and cash equivalents | $ 15,163,324 | $ 18,688,281 |
Investments | 0 | 2,917,232 |
Accounts receivable | 641,775 | 1,417,510 |
Inventory | 1,953,823 | 1,335,774 |
Prepaid assets | 1,646,780 | 397,715 |
Deferred Tax Assets, Net, Current | 198,093 | 0 |
Total current assets | 19,603,795 | 24,756,512 |
Deferred income taxes | 7,000,933 | 2,960,640 |
Property and equipment, net | 89,105,047 | 71,508,950 |
Intangible assets, net | 4,141,146 | 2,916,498 |
Goodwill | 50,097,081 | 10,998,630 |
Other long-term assets | 1,152,387 | 305,804 |
Total assets | 171,100,389 | 113,447,034 |
Current liabilities | ||
Accounts payable | 7,650,649 | 7,043,143 |
Accrued compensation | 2,016,713 | 2,786,830 |
Other accrued liabilities | 2,397,203 | 1,357,510 |
Current portion of deferred rent | 10,000,000 | 8,155,903 |
Current portion of long-term debt | 394,382 | 377,812 |
Total current liabilities | 22,458,947 | 19,721,198 |
Deferred rent, less current portion | 3,218,240 | 3,051,445 |
Unfavorable operating leases | 696,764 | 693,497 |
Other long-term liabilities | 5,360,356 | 3,212,376 |
Long-term debt, less current portion | 113,855,195 | 53,612,496 |
Total liabilities | $ 145,589,502 | $ 80,291,012 |
Commitments and contingencies (Notes 10 and 11) | ||
Stockholders' equity | ||
Common stock - $0.0001 par value; 100,000,000 shares authorized; 26,297,144 and 26,149,824, issued and outstanding, respectively. | $ 2,584 | $ 2,582 |
Additional paid-in capital | 35,988,801 | 35,668,001 |
Accumulated other comprehensive loss | (1,503,857) | (175,156) |
Accumulated deficit | (8,976,641) | (2,339,405) |
Total stockholders' equity | 25,510,887 | 33,156,022 |
Total liabilities and stockholders' equity | $ 171,100,389 | $ 113,447,034 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Sep. 27, 2015 | Dec. 28, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 26,297,144 | 26,149,824 |
Common stock, shares outstanding | 26,297,144 | 26,149,824 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Income Statement [Abstract] | ||||
Revenue | $ 47,077,816 | $ 32,782,092 | $ 123,389,986 | $ 93,264,727 |
Restaurant operating costs (exclusive of depreciation and amortization shown separately below): | ||||
Food, beverage, and packaging costs | 13,505,404 | 9,456,106 | 35,514,577 | 26,784,277 |
Compensation costs | 13,035,995 | 8,405,116 | 32,944,958 | 24,170,212 |
Occupancy costs | 3,529,935 | 1,873,693 | 8,334,752 | 5,052,643 |
Other operating costs | 10,480,932 | 7,220,083 | 26,252,961 | 19,627,639 |
General and administrative expenses | 4,027,338 | 2,133,564 | 12,199,188 | 6,345,810 |
Pre-opening costs | 653,789 | 609,664 | 2,323,679 | 2,063,800 |
Depreciation and amortization | 4,452,436 | 2,865,794 | 10,860,459 | 7,612,125 |
Impairment and loss on asset disposals | 532,124 | 33,013 | 3,000,591 | 353,333 |
Total operating expenses | 50,217,953 | 32,597,033 | 131,431,165 | 92,009,839 |
Operating income (loss) | (3,140,137) | 185,059 | (8,041,179) | 1,254,888 |
Interest expense | (1,842,640) | (483,057) | (2,833,898) | (1,436,092) |
Other income, net | 34,475 | 67,789 | 778,736 | 86,426 |
Loss before income taxes | (4,948,302) | (230,209) | (10,096,341) | (94,778) |
Income tax benefit | (1,366,767) | (48,100) | (3,459,105) | (180,030) |
Net income (loss) | $ (3,581,535) | $ (182,109) | $ (6,637,236) | $ 85,252 |
Basic earnings per share (in dollars per share) | $ (0.14) | $ (0.01) | $ (0.25) | $ 0 |
Fully diluted earnings per share (in dollars per share) | $ (0.14) | $ (0.01) | $ (0.25) | $ 0 |
Weighted average number of common shares outstanding | ||||
Basic (in shares) | 26,251,621 | 26,107,627 | 26,184,219 | 26,074,797 |
Diluted (in shares) | 26,251,621 | 26,107,627 | 26,184,219 | 26,174,593 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (3,581,535) | $ (182,109) | $ (6,637,236) | $ 85,252 |
Other comprehensive income (loss) | ||||
Unrealized changes in fair value of interest rate swaps, net of tax of $576,729, $(43,284), $686,442 and $(26,191) respectively | (1,119,532) | 84,021 | (1,332,505) | 50,841 |
Unrealized changes in fair value of investments, net of tax of $0, $2,232, $(1,958) and $(6,969), respectively | 0 | (4,333) | 3,804 | 13,526 |
Total other comprehensive income (loss) | (1,119,532) | 79,688 | (1,328,701) | 64,367 |
Comprehensive income (loss) | $ (4,701,067) | $ (102,421) | $ (7,965,937) | $ 149,619 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (Parentheticals) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized changes in fair value of interest rate swaps, tax | $ 576,729 | $ (43,284) | $ 686,442 | $ (26,191) |
Unrealized changes in fair value of investments, tax | $ 0 | $ 2,232 | $ (1,958) | $ (6,969) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Balance (in shares) at Dec. 29, 2013 | 26,049,578 | ||||
Balance at Dec. 29, 2013 | $ 33,961,563 | $ 2,580 | $ 35,275,255 | $ (245,364) | $ (1,070,908) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of restricted shares (in shares) | 91,966 | ||||
Forfeitures of restricted shares (in shares) | (2,068) | ||||
Employee stock purchase plan (in shares) | 8,523 | ||||
Employee stock purchase plan | 41,833 | $ 2 | 41,831 | ||
Share-based compensation | 237,079 | 237,079 | |||
Other comprehensive income (loss) | 64,367 | 64,367 | |||
Net income (loss) | 85,252 | 85,252 | |||
Balance (in shares) at Sep. 28, 2014 | 26,147,999 | ||||
Balance at Sep. 28, 2014 | $ 34,390,094 | $ 2,582 | 35,554,165 | (180,997) | (985,656) |
Balance (in shares) at Dec. 28, 2014 | 26,149,824 | 26,149,824 | |||
Balance at Dec. 28, 2014 | $ 33,156,022 | $ 2,582 | 35,668,001 | (175,156) | (2,339,405) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of restricted shares (in shares) | 130,752 | ||||
Forfeitures of restricted shares (in shares) | (5,432) | ||||
Employee stock purchase plan (in shares) | 16,500 | ||||
Employee stock purchase plan | 58,232 | $ 1 | 58,231 | ||
Share-based compensation | 285,823 | 285,823 | |||
Stock repurchase (in shares) | (24,500) | ||||
Stock repurchase | (98,252) | $ (2) | (98,250) | ||
Stock options exercised (in shares) | 30,000 | ||||
Stock options exercised | 74,999 | $ 3 | 74,996 | ||
Other comprehensive income (loss) | (1,328,701) | (1,328,701) | |||
Net income (loss) | $ (6,637,236) | (6,637,236) | |||
Balance (in shares) at Sep. 27, 2015 | 26,297,144 | 26,297,144 | |||
Balance at Sep. 27, 2015 | $ 25,510,887 | $ 2,584 | $ 35,988,801 | $ (1,503,857) | $ (8,976,641) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 27, 2015 | Sep. 28, 2014 | |
Cash flows from operating activities | ||
Net income (loss) | $ (6,637,236) | $ 85,252 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | ||
Depreciation and amortization | 10,860,459 | 7,641,090 |
Amortization of debt discount and loan fees | 60,574 | 0 |
Realized loss on investments | 0 | 33,406 |
Amortization of gain on sale-leaseback | (272,454) | 0 |
Impairment and loss on asset disposals | 3,000,591 | 353,333 |
Share-based compensation | 285,823 | 237,079 |
Deferred income taxes | (3,553,903) | (223,928) |
Changes in operating assets and liabilities that provided (used) cash | ||
Accounts receivable | 775,735 | 1,017,606 |
Inventory | (226,568) | (110,794) |
Prepaid expense | (1,249,065) | 125,563 |
Intangible assets | (239,621) | (210,937) |
Other long-term assets | (846,583) | (77,832) |
Accounts payable | 2,992,491 | 1,292,321 |
Accrued liabilities | 641,756 | (107,580) |
Deferred rent | 183,365 | (356,943) |
Net cash provided by operating activities | 5,775,364 | 9,697,636 |
Cash flows from investing activities | ||
Purchases of investments | 0 | (7,469,555) |
Proceeds from sale of investments | 2,952,302 | 11,106,241 |
Purchases of property and equipment | (19,776,752) | (23,685,771) |
Payments to Acquire Businesses, Net of Cash Acquired | (54,041,489) | (3,202,750) |
Net cash used in investing activities | (70,865,939) | (23,251,835) |
Cash flows from financing activities | ||
Proceeds from issuance of long-term debt | 67,753,463 | 16,448,332 |
Repayments of long-term debt | (5,666,667) | (5,865,644) |
Payment of loan fees | (556,157) | (118,739) |
Proceeds from employee stock purchase plan | 58,232 | 41,833 |
Repurchase of stock | (98,252) | 0 |
Stock options exercised | 74,999 | 0 |
Net cash provided by financing activities | 61,565,618 | 10,505,782 |
Net decrease in cash and cash equivalents | (3,524,957) | (3,048,417) |
Cash and cash equivalents, beginning of period | 18,688,281 | 9,562,473 |
Cash and cash equivalents, end of period | $ 15,163,324 | $ 6,514,056 |
Business and Summary of Signifi
Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 27, 2015 | |
Accounting Policies [Abstract] | |
BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business Diversified Restaurant Holdings, Inc. (“DRH”) is a fast-growing restaurant company operating two complementary concepts: Buffalo Wild Wings ® Grill & Bar (“BWW”) and Bagger Dave’s Burger Tavern ® (“Bagger Dave’s”). As the largest franchisee of BWW and the creator, developer, and operator of Bagger Dave’s, we provide a unique guest experience in a casual and inviting environment. We were incorporated in 2006 and are headquartered in the Detroit metropolitan area. As of September 27, 2015 , we had 85 locations in Florida, Illinois, Indiana, Michigan and Missouri. DRH is the largest BWW franchisee. As of November 6, 2015 , DRH operates 62 DRH-owned BWW restaurants ( 20 in Michigan, 15 in Florida, seven in Illinois, five in Indiana and 15 in Missouri), including the nation’s largest BWW restaurant, based on square footage, in downtown Detroit, Michigan. We remain on track to fulfill our area development agreement (“ADA”) with Buffalo Wild Wings International, Inc. (“BWLD”) and expect to operate 80 DRH-owned BWW restaurants by the end of 2020, exclusive of potential additional BWW restaurant acquisitions. DRH originated the Bagger Dave’s concept with our first restaurant opening in January 2008 in Berkley, Michigan. As of November 6, 2015 , there are 25 Bagger Dave’s, 17 in Michigan and eight in Indiana. Basis of Presentation The consolidated financial statements as of September 27, 2015 and December 28, 2014 , and for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 , have been prepared by DRH and its wholly-owned subsidiaries (collectively, the "Company") pursuant to accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the Securities and Exchange Commission. The financial information as of September 27, 2015 and for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 is unaudited, but, in the opinion of management, reflects all adjustments and accruals necessary for a fair presentation of the financial position, results of operations, and cash flows for the interim periods. The consolidated financial information as of December 28, 2014 is derived from our audited consolidated financial statements and notes thereto for the fiscal year ended December 28, 2014 , which is included in Item 8 in the Fiscal 2014 Annual Report on Form 10-K, and should be read in conjunction with such consolidated financial statements. The results of operations for the three-month and nine -month period ended September 27, 2015 are not necessarily indicative of the results of operations that may be achieved for the entire year ending December 27, 2015 . Segment Reporting The Company has two operating segments, BWW and Bagger Dave’s. The brands operate within the ultra-casual, full-service dining industry, providing similar products to similar customers. The brands also possess similar economic characteristics, resulting in similar long-term expected financial performance. Sales from external customers are derived principally from food and beverage sales. We do not rely on any major customers as a source of sales. We believe we meet the criteria for aggregating our operating segments into a single reporting segment. Investments The Company’s investment securities are classified as available-for-sale. Investments classified as available-for-sale are available to be sold in the future in response to the Company’s liquidity needs, changes in market interest rates, tax strategies, and asset-liability management strategies, among other reasons. Available-for-sale securities are reported at fair value, with unrealized gains and losses, net of taxes, reported in the accumulated other comprehensive income (loss) component of stockholders’ equity, and accordingly, have no effect on net income. Realized gains or losses on sale of investments are determined on the basis of specific costs of the investments. Dividend income is recognized when declared and interest income is recognized when earned. Discount or premium on debt securities purchased at other than par value are amortized using the effective yield method. See Note 3 for details. Goodwill Goodwill is not amortized and represents the excess of cost over the fair value of identified net assets of businesses acquired. Goodwill is subject to an annual impairment analysis or more frequently if indicators of impairment exist. At September 27, 2015 and December 28, 2014 , we had goodwill of $50.1 million and $11.0 million , respectively that was assigned to our BWW operating segment. See Note 2 for additional information. The impairment analysis, if necessary, consists of a two-step process. The first step is to compare the fair value of the reporting unit to its carrying value, including goodwill. We estimate fair value using market information (market approach) and discounted cash flow projections (income approach). The income approach uses the reporting unit’s projection of estimated operating results and cash flows that is discounted using a weighted-average cost of capital that reflects market conditions. The projection uses management’s best estimates of projected revenue, costs and cash expenditures, including an estimate of new restaurant openings and related capital expenditures. Other significant estimates also include terminal growth rates and working capital requirements. We supplement our estimate of fair value under the income approach by using a market approach which estimates fair value by applying multiples to the reporting unit’s projected operating performance. The multiples are derived from comparable publicly traded companies with similar characteristics to the reporting unit. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment analysis must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of goodwill with the carrying amount of that goodwill. If the carrying amount of the goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. As of December 28, 2014 , based on our quantitative analysis, goodwill was considered recoverable. At September 27, 2015 , there were no impairment indicators warranting an analysis. Impairment or Disposal of Long-Lived Assets We review long-lived assets quarterly to determine if triggering events have occurred which would require a test to determine if the carrying amount of these assets may not be recoverable based on estimated future cash flows. Assets are reviewed at the lowest level for which cash flows can be identified, which is at the individual restaurant level. In the absence of extraordinary circumstances, restaurants are included in the impairment analysis after they have been open for two years . We evaluate the recoverability of a restaurant’s long-lived assets, including buildings, intangibles, leasehold improvements, furniture, fixtures, and equipment over the remaining life of the primary asset in the asset group, after considering the potential impact of planned operational improvements, marketing programs, and anticipated changes in the trade area. In determining future cash flows, significant estimates are made by management with respect to future operating results for each restaurant over the remaining life of the primary asset in the asset group. If assets are determined to be impaired, the impairment charge is measured by calculating the amount by which the asset carrying amount exceeds its fair value based on our estimate of discounted future cash flows. The determination of asset fair value is also subject to significant judgment. In June 2015, DRH management had determined three Bagger Dave's locations were underperforming and it was best to reallocate valuable resources to higher performing locations. In late July 2015, the Board of Directors approved the closure of these three Bagger Dave's locations. The restaurants closed on August 7, 2015. As a result, the Company recorded an impairment loss of $1.8 million in Second Quarter 2015. Additionally, at the date we ceased using the properties, we recorded a liability of $182,567 for the net present value of any remaining lease obligations, net of estimated sublease income. Refer to Note 4 for additional details. For the year ended December 28, 2014 no impairment losses were recognized. We are currently monitoring several restaurants in regards to the valuation of long-lived assets and have developed plans to continue improvement of operating results. As we periodically refine our estimated future operating results, changes in our estimates and assumptions may cause us to realize impairment charges in the future that could be material. We account for exit or disposal activities, including restaurant closures, in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC")Topic 420, Exit or Disposal Cost Obligations . Such costs include the cost of disposing of the assets as well as other facility-related expenses from previously closed restaurants. These costs are generally expensed as incurred. Additionally, at the date we cease using a property under an operating lease, we record a liability for the net present value of any remaining lease obligations, net of estimated sublease income. Any subsequent adjustments to that liability as a result of lease termination or changes in estimates of sublease income are recorded in the period incurred. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Interest Rate Swap Agreements The Company utilizes interest rate swap agreements with Citizens Bank, N.A. (“Citizens”) to fix interest rates on a portion of the Company’s portfolio of variable rate debt, which reduces exposure to interest rate fluctuations. The Company does not use any other types of derivative financial instruments to hedge such exposures, nor does it use derivatives for speculative purposes. The Company’s interest rate swap agreements qualify for hedge accounting. As such, the Company records the change in the fair value of its swap agreements as a component of accumulated other comprehensive income (loss), net of tax. The Company records the fair value of its interest rate swaps on the Consolidated Balance Sheet in other long-term assets or other long-term liabilities depending on the fair value of the swaps. See Note 7 and Note 14 for additional information on the interest rate swap agreements. Recent Accounting Pronouncements In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest-Imputation of Interest, which updates guidance on the presentation of debt issuance costs. The guidance requires debt issuance costs to be presented as a direct deduction of debt balances on the statement of financial position, similar to the presentation of debt discounts. The guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permitted. We will comply with this guidance no later than January 1, 2016. We do not expect the standard will have a significant impact on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard was originally effective for annual periods beginning after December 15, 2016, and interim periods therein. In July 2015, the FASB voted to delay the effective date of the new standard. As a result of the delay, the revenue recognition standard will be effective for public companies in 2018, with early adoption permitted. We evaluated the impact of the pending adoption of ASU 2014-09, and based on the nature of our business we do not expect the standard will have a significant impact on our consolidated financial statements. We reviewed all other significant newly-issued accounting pronouncements and concluded that they either are not applicable to our operations or that no material effect is expected on our consolidated financial statements as a result of future adoption. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 27, 2015 | |
Business Combinations [Abstract] | |
ACQUISTIONS | ACQUISITIONS Florida - June 30, 2014 On June 30, 2014, the Company completed the acquisition of substantially all of the assets of Screamin’ Hot Florida, LLC and Screamin’ Hot Trinity, LLC, each a Florida limited liability company. The assets consist of three BWW restaurants in Clearwater, Port Richey and Oldsmar, Florida (the “Restaurants”). The purchase price was $3.2 million in cash, subject to working capital adjustment, and one-half of the transfer fees imposed by BWLD under its franchise agreements for these Restaurants. After the acquisition, the Company owns the entire Tampa, FL BWW market, giving DRH control of the local Advertising Co-Op. This ownership provides DRH a unique opportunity to gain local market scale, in addition to providing greater geographic diversity to the Company’s restaurant portfolio. The following table summarizes the estimated fair values of net assets acquired and liabilities assumed: Working capital $ 57,600 Property and equipment 656,146 Franchise fees 72,750 Goodwill 2,419,854 Net Cash paid for acquisition $ 3,206,350 The excess of the purchase price over the aggregate fair value of assets acquired is allocated to goodwill. Goodwill will be deductible for tax purposes. The results of operations of these locations are included in our Consolidated Statements of Operations from the date of acquisition. The Company found it impracticable to report the supplemental pro forma information for the Florida 2014 Acquisition due to the lack of available information. St. Louis - June 29, 2015 On June 29, 2015, the Company, completed the acquisition of substantially all of the assets of A Sure Wing, LLC, a Missouri limited liability company (“ASW”). The assets acquired consist primarily of 18 existing BWW restaurants, 15 in Missouri and three in Illinois. As consideration for the acquisition of the assets, the Company paid $54.0 million in cash at closing, subject to adjustment for cash on hand, inventory and certain prorated items. Seller reimbursed the Company for one-half of all fees imposed by BWLD under its franchise agreements for the transfer of these restaurants. The acquisition provides DRH greater geographic diversity to the Company’s restaurant portfolio. The following table summarizes the estimated fair values of net assets acquired and liabilities assumed: Working capital $ 413,232 Fixed assets 13,993,000 Intangible assets 505,000 Favorable lease 112,344 Unfavorable lease (58,797 ) Goodwill 39,098,451 Net Cash paid for acquisition $ 54,063,230 The excess of the purchase price over the aggregate fair value of assets acquired is allocated to goodwill. Goodwill will be deductible for tax purposes. The results of operations of these locations are included in our Consolidated Statements of Operations from the date of acquisition. The following table summarizes the unaudited pro forma financial information as if the acquisition had occurred at the beginning of the period presented: Three Months Ended Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Revenue $ 47,077,816 $ 42,978,743 $ 144,385,934 $ 122,876,283 Net income (loss) (3,581,535 ) 418,230 (5,695,267 ) 1,433,179 Basic earnings (loss) per share (0.14 ) 0.02 (0.22 ) 0.05 Diluted earnings (loss) per share (0.14 ) 0.02 (0.22 ) 0.05 The results of operations from the acquisition are included in the Company's results beginning June 29, 2015. The actual amounts of revenue and net income are included in the accompanying Consolidated Statement of Operations for the period of June 29, 2015 to September 27, 2015 is $10.2 million and $645,608 , respectively. |
Investments
Investments | 9 Months Ended |
Sep. 27, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | INVESTMENTS Investments consist of available-for-sale securities that are carried at fair value. Available-for-sale securities are classified as current assets based upon our intent and ability to use any and all of the securities as necessary to satisfy the operational requirements of our business. Based on the call date of the investments, all securities have maturities of one year or less. Unrealized losses are charged against net earnings when a decline in fair value is determined to be other than temporary. In the First Quarter 2015, DRH opted to discontinue investing in debt securities and determined investing in a highly liquid money market account was a better fit for the Company's liquidity needs. As of September 27, 2015, the outstanding investments as of December 28, 2014 had fully matured and have been redeemed. The amortized cost, gross unrealized holding gains, gross unrealized holding loss, and fair value of available-for-sale securities by type are as follows: December 28, 2014 Amortized Cost Unrealized Gains Unrealized Loss Estimated Fair Value Debt securities: Obligations of states/municipals 1,190,261 — (4,278 ) 1,185,983 Corporate securities 1,732,734 — (1,485 ) 1,731,249 Total debt securities $ 2,922,995 $ — $ (5,763 ) $ 2,917,232 As of December 28, 2014, $2.9 million of investments were in a loss position with a cumulative unrealized loss of $5,763 . The Company may have incurred future impairment charges if decline in market values continued and/or worsened and the impairments would no longer be considered temporary. All investments with unrealized losses had been in such position for less than 12 months. Gross unrealized gains and losses on available-for-sale securities, recorded in accumulated other comprehensive loss, as of December 28, 2014, was as follows: December 28, 2014 Unrealized gains $ — Unrealized loss (5,763 ) Net unrealized loss (5,763 ) Deferred federal income tax benefit 1,959 Net unrealized loss on investments, net of deferred income tax $ (3,804 ) |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 27, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment are comprised of the following assets: September 27, 2015 December 28, 2014 Land $ 37,500 $ 3,087,514 Building 2,339,219 2,339,219 Equipment 35,590,640 29,251,119 Furniture and fixtures 8,773,814 7,458,292 Leasehold improvements 74,779,976 56,971,815 Restaurant construction in progress 5,631,811 4,731,045 Total 127,152,960 103,839,004 Less accumulated depreciation (38,047,913 ) (32,330,054 ) Property and equipment, net $ 89,105,047 $ 71,508,950 On October 6, 2014, the Company entered into a sale leaseback agreement for $24.6 million with a third-party Real Estate Investment Trust. The arrangement includes the sale of 12 properties, six Bagger Dave’s locations and six BWW locations. In June 2015 and August 2015, we closed on two of the 12 properties, with total proceeds of $5.6 million . We closed on the remaining ten properties in 2014. In connection with the closing of the sale leaseback transaction in June 2015 and August 2015, the Company recorded losses of approximately $0.2 million and $0.2 million , respectively, which is included in impairment and loss on asset disposals on the Consolidated Statements of Operations. For additional details, refer to Form 10-K filed on March 13, 2015. Based on impairment indicators that existed during the quarter ended June 28, 2015, the Company performed an impairment analysis and recorded an impairment charge of $1.8 million related to three underperforming Bagger Dave's locations, two located in Michigan and one in Indiana. On August 6, 2015, the Company announced the closure of these restaurants. The impairment charge was recorded to the extent that the carrying amount of the assets were not considered recoverable based on the estimated discounted cash flows and the underlying fair value of the assets. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 27, 2015 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible assets are comprised of the following: September 27, 2015 December 28, 2014 Amortized intangibles: Franchise fees $ 1,270,642 $ 647,363 Trademark 66,826 64,934 Non-compete agreement 76,560 76,560 Favorable lease 351,344 239,000 Loan fees 652,417 130,377 Total 2,417,789 1,158,234 Less accumulated amortization (478,745 ) (377,839 ) Amortized intangibles, net 1,939,044 780,395 Unamortized intangibles: Liquor licenses 2,202,102 2,136,103 Total intangibles, net $ 4,141,146 $ 2,916,498 Amortization expense for the three-month periods ended September 27, 2015 and September 28, 2014 and nine -month periods ended September 27, 2015 and September 28, 2014 was $29,316 , $15,935 , $72,380 , and $45,144 , respectively. Amortization of favorable/unfavorable leases and loan fees are reflected as part of occupancy and interest expense, respectively. The aggregate weighted-average amortization period for intangible assets is 11.7 years . |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 27, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Fees for monthly accounting and financial statement services are paid to an entity owned by a member of the DRH Board of Directors and a stockholder of the Company. Fees paid during the three-month periods ended September 27, 2015 and September 28, 2014 and nine -month periods ended September 27, 2015 and September 28, 2014 , were $168,225 , $131,050 , $453,445 and $378,988 , respectively. See Note 10 for related party operating lease transactions. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt consists of the following obligations: September 27, 2015 December 28, 2014 Note payable - $120.0 million term loan; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Scheduled monthly principal payments are approximately $833,333 plus accrued interest through maturity in June 2020. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.5%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. The rate at September 27, 2015 was approximately 3.7%. $ 118,333,333 $ — Note payable - $30.0 million development line of credit; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Payments are due monthly once fully drawn and matures in June 2020. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.5%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Once fully drawn, payments will be due monthly; the note matures June 2020. $ 5,865,253 — Note payable - $56.0 million term loan; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Scheduled monthly principal payments are approximately $666,667 plus accrued interest through maturity in December 2019. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.15%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Repaid in conjunction with the $120.0 million term loan. — 56,000,000 Note payable - $20.0 million development line of credit; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Payments are due monthly once fully drawn and matures in December 2019. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.15%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Repaid in conjunction with the $30.0 million development line of credit. — 5,768,399 Unamortized discount (343,391 ) — Total debt 123,855,195 61,768,399 Less current portion (10,000,000 ) (8,155,903 ) Long-term debt, net of current portion $ 113,855,195 $ 53,612,496 On December 16, 2014, the Company entered into a $77.0 million senior secured credit facility with Citizens (the “December 2014 Senior Secured Credit Facility”). The December 2014 Senior Secured Credit Facility consisted of a $ 56.0 million term loan (the “December 2014 Term Loan”), a $20.0 million development line of credit (the “December 2014 DLOC”), and a $1.0 million revolving line of credit (the “December 2014 RLOC”). The Company used approximately $35.5 million of the December 2014 Term Loan to refinance existing outstanding debt with RBS and used approximately $20.0 million of the December 2014 Term Loan to refinance and term out the outstanding balance of the existing development line of credit loan between the Company and RBS. The remaining balance of the December 2014 Term Loan, approximately $0.5 million , was used to pay the fees, costs, and expenses associated with the closing of the December 2014 Senior Secured Credit Facility. The December 2014 Term Loan was for a period of 5 years . Payments of principal were based upon an 84 -month straight-line amortization schedule, with monthly principal payments of $666,667 plus accrued interest. The interest rate for the December 2014 Term Loan was LIBOR plus an applicable margin, which ranges from 2.25% to 3.15% , depending on the lease adjusted leverage ratio defined in the terms of the agreement. The entire remaining outstanding principal and accrued interest on the December 2014 Term Loan was due and payable on the maturity date of December 16, 2019. The December 2014 DLOC was for a term of two years and was convertible upon maturity into a term note based on the terms of the agreement at which time monthly principal payments were due based on a 84 -month straight-line amortization schedule, plus interest, through maturity on December 16, 2014. The December 2014 RLOC was for a term of two years . The December 2014 Senior Secured Credit Facility was refinanced in June 2015. In conjunction with the June 29, 2015 acquisition, the Company, entered into a $155.0 million Senior Secured Credit Facility (the “June 2015 Senior Secured Credit Facility”) with Citizens as administrative agent for the Lenders party thereto. The June 2015 Senior Secured Credit Facility consists of a $120.0 million term loan ("June 2015 Term Loan"), a $30.0 million development line of credit ("June 2015 DLOC"), and a $5.0 million revolving line of credit ("June 2015 RLOC"). The Company immediately used approximately $65.5 million of the June 2015 Term Loan to refinance existing outstanding debt and $54.0 million of the June 2015 Term Loan to finance the acquisition. The remaining balance of the June 2015 Term Loan, approximately $0.5 million , was used to pay the fees, costs and expenses arising in connection with the closing of the loans constituting the June 2015 Senior Secured Credit Facility. The June 2015 Term Loan is for a term of five years . Payments of principal shall be based upon a 12 -year straight-line amortization schedule, with monthly principal payments of $833,333 plus accrued interest. The interest rate for the June 2015 Term Loan is LIBOR plus an applicable margin which ranges from 2.25% to 3.5% . The entire remaining outstanding principal and accrued interest on the June 2015 Term Loan is due and payable on June 29, 2020. The June 2015 DLOC is for a term of two years and is convertible upon maturity into a term note based on the terms of the agreement at which time monthly principal payments will be due based on a 12 -year straight-line amortization schedule, plus interest at LIBOR plus an applicable margin, through maturity on June 29, 2020. The June 2015 RLOC is for a term of five years and bears interest at LIBOR plus an applicable margin. As of September 27, 2015 no amounts were outstanding. Fees related to term debt and paid directly to lenders are recorded as debt discount. Debt discount totaled $343,391 , net of accumulated amortization at September 27, 2015. Debt issuance costs represents legal, consulting, and financial costs associated with debt financing, which totaled approximately $652,416 at September 27, 2015. Debt discount and debt issuance cost are amortized over the life of the debt and are recorded in interest expense using the effective interest method. For the three month periods ended September 27, 2015 and September 28, 2014 and nine month periods ended September 27, 2015 and September 28, 2014 , interest expense pertaining to debt was $1.8 million , $ 483,057 , and $ 2.8 million and $ 1.4 million , respectively. The current debt agreement contains various customary financial covenants generally based on the performance of the specific borrowing entity and other related entities. The more significant covenants consist of a minimum debt service coverage ratio and a maximum lease adjusted leverage ratio. In connection with the closure of three locations discussed in Note 4, during the Third Quarter the Company violated one of its non-financial loan covenants related to the number of allowable restaurant closures. In the Third Quarter our primary lender modified our covenants within our debt agreement to allow for the closure of specified locations and one time transaction fees associated with the St. Louis acquisition and the wage-claim settlement, discussed in Note 11. As of September 27, 2015 the Company was in compliance with the loan covenants. At September 27, 2015 , the Company has six interest rate swap agreements to fix a portion of the interest rates on its variable rate debt. The swap agreements all qualify for hedge accounting. The swap agreements have a combined notional amount of $102.8 million at September 27, 2015 . Under the swap agreements, the Company receives interest at the one-month LIBOR and pays a fixed rate. The April 2012 swap has a rate of 1.4% (notional amount of $8.2 million ) and expires April 2019, the October 2012 swap has a rate of 0.9% (notional amount of $3.4 million ) and expires October 2017, the July 2013 swap has a rate of 1.4% (notional amount of $9.0 million ) and expires April 2018, the May 2014 swap has a rate of 1.54% (notional amount of $12.0 million ) and expires April 2018, the January 2015 swap has a rate of 1.82% (notional amount of $20.5 million ) and expires December 2019, and the August 2015 forward swap has a rate of 2.28% (notional amount of $49.7 million ) and expires June 2020. The fair value of these swap agreements was a liability of $2.3 million and $259,626 at September 27, 2015 and December 28, 2014 , respectively. Since these swap agreements qualify for hedge accounting, the changes in fair value are recorded in other comprehensive income (loss), net of tax. See Note 1 and Note 14 for additional information pertaining to interest rate swaps. |
Stockholder's Equity
Stockholder's Equity | 9 Months Ended |
Sep. 27, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCKHOLDER'S EQUITY | STOCKHOLDER'S EQUITY Restricted stock awards In 2015 and 2014, restricted shares were granted to certain team members and board members at a weighted-average fair value of $3.56 and $4.82 . Restricted shares are granted with a per share purchase price at 100.0% of the fair market value on the date of grant. Based on the Stock Award Agreement, shares vest ratably over three years , one year period or upon the three years anniversary of the granted shares, the vesting terms are determined by the Compensation Committee of the Board of Directors. Unrecognized stock-based compensation expense of $702,656 at September 27, 2015 will be recognized over the remaining weighted-average vesting period of 2.0 years . The total fair value of shares vested during the nine -months ended September 27, 2015 and September 28, 2014 was $189,358 and $193,593 , respectively. Under the 2011 Stock Incentive Plan, there are 371,483 shares available for future awards at September 27, 2015 . The following table presents the restricted shares transactions during the nine -months ended September 27, 2015 : Number of Restricted Stock Shares Unvested, December 28, 2014 164,867 Granted 130,752 Vested (41,979 ) Expired/Forfeited (5,432 ) Unvested, September 27, 2015 248,208 The following table presents the restricted shares transactions during the nine -months ended September 28, 2014 : Number of Restricted Stock Shares Unvested, December 29, 2013 116,667 Granted 91,966 Vested (41,031 ) Expired/Forfeited (2,068 ) Unvested, September 28, 2014 165,534 On July 30, 2010, DRH granted options for the purchase of 210,000 shares of common stock to the directors of the Company. These options are fully vested and expire six years from issuance, July 30, 2016. Once vested, the options can be exercised at a price of $2.50 per share. On August 13, 2015, 30,000 shares were exercised at a price of $2.50 per share The intrinsic value of options exercised is $6,300. At September 27, 2015 , 180,000 shares of authorized common stock are reserved for issuance to provide for the exercise of these options. The intrinsic value of outstanding options is $59,400 and $476,700 as of September 27, 2015 and September 28, 2014 , respectively. Employee stock purchase plan The Company reserved 250,000 shares of common stock for issuance under the Employee Stock Purchase Plan (“ESPP”). The ESPP is available to team members subject to employment eligibility requirements. Participants may purchase common stock at 85.0% of the lesser of the start or end price for the offering period. The plan has four offering periods and each offering period coincides with the fiscal quarter. Shares are purchased on the last day of the offering period. During the nine months ended September 27, 2015 and September 28, 2014 , we issued 16,500 and 8,523 shares, respectively. Under the ESPP, there are 217,712 shares available for future purchase at September 27, 2015 . Share Repurchase Program In March 2015, the Board of Directors authorized a program to repurchase up to $1.0 million of the Company's common stock in open market transactions at market prices or otherwise. In April 2015, we repurchased $98,252 in outstanding shares, representing 24,500 shares. The weighted average purchase price per share was $4.01 . Upon receipt, the repurchased shares were retired and restored to authorized but unissued shares of common stock. Stock-Based Compensation Stock-based compensation of $123,260 and $84,074 was recognized during the three-months ended September 27, 2015 and September 28, 2014 , respectively, and $ 285,823 and $237,079 for nine -months ended September 27, 2015 and September 28, 2014 , respectively, as compensation cost in the Consolidated Statements of Operations and as additional paid-in capital on the Consolidated Statement of Stockholders' Equity to reflect the fair value of shares vested. Preferred Stock The Company has authorized 10,000,000 shares of preferred stock at a par value of $0.0001 . No preferred shares are issued or outstanding as of September 27, 2015 . Any preferences, rights, voting powers, restrictions, dividend limitations, qualifications, and terms and conditions of redemption shall be set forth and adopted by a Board of Directors' resolution prior to issuance of any series of preferred stock. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 27, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The effective income tax rate for the three months and nine months ended September 27, 2015 was 27.6% and 34.3% , respectively, and was 20.9% and 190.0 % for the three months and nine months ended September 28, 2014 , respectively. The change in the effective income tax rate for the three and nine months ended September 27, 2015 as compared to the three and nine months ended September 28, 2014 is primarily attributable to a decrease in earnings before income taxes. |
Operating Leases (Including Rel
Operating Leases (Including Related Party) | 9 Months Ended |
Sep. 27, 2015 | |
Leases, Operating [Abstract] | |
OPERATING LEASES (INCLUDING RELATED PARTY) | OPERATING LEASES (INCLUDING RELATED PARTY) Lease terms range from five to 24 years , generally include renewal options, and frequently require us to pay a proportionate share of real estate taxes, insurance, common area maintenance, and other operating costs. Some restaurant leases provide for contingent rental payments based on sales thresholds. Total rent expense was $2.7 million , $1.4 million , $6.5 million and $3.8 million for the three month periods ended September 27, 2015 and September 28, 2014 and nine -month periods ended September 27, 2015 and September 28, 2014 , respectively (of which $0 , $34,299 , $0 , and $130,961 respectively, were paid to a related party). Scheduled future minimum lease payments (excluding commitments for restaurants under construction) for each of the five years and thereafter for non-cancelable operating leases for existing restaurants with initial or remaining lease terms in excess of one year at September 27, 2015 are summarized as follows: Year Amount Remainder of 2015 $ 2,692,811 2016 10,927,359 2017 10,859,434 2018 10,438,499 2019 9,598,015 Thereafter 53,232,779 Total $ 97,748,897 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 27, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company’s ADA requires DRH to open 42 restaurants by April 1, 2021. Failure to develop restaurants in accordance with the schedule detailed in the agreement could lead to potential penalties of up to $50,000 for each undeveloped restaurant, payment of the initial franchise fees for each undeveloped restaurant, and loss of rights to development territory. As of September 27, 2015 we have opened 26 of the 42 restaurants required by the ADA. We remain on track to fulfill our obligation under the ADA, and with the remaining sixteen restaurants, we expect the Company will operate 80 BWW restaurants by 2020, exclusive of potential additional BWW restaurant acquisitions. The Company is required to pay BWLD royalties ( 5.0% of net sales) and advertising fund contributions ( 3.0% of net sales globally plus an additional 0.25% or 0.5% of net sales for certain metropolitan cities) for the term of the individual franchise agreements. The Company incurred royalty fees of $2.1 million , $1.4 million , $5.1 million and $3.9 million for the three month periods ended September 27, 2015 and September 28, 2014 and nine month periods ended September 27, 2015 and September 28, 2014 , respectively. Advertising fund contribution expenses were $1.3 million , $0.8 million, $3.3 million and $2.3 million for the three month periods ended September 27, 2015 and September 28, 2014 and nine month periods ended September 27, 2015 and September 28, 2014 , respectively. The Company is required by its various BWLD franchise agreements to modernize the restaurants during the term of the agreements. The individual agreements generally require improvements between the fifth and tenth year to meet the most current design model that BWLD has approved. The modernization costs for a restaurant can range from approximately $50,000 to approximately $1.3 million depending on an individual restaurant's needs. In October 2015, the Company settled the two collective actions alleging violations of fair labor standards acts and minimum wage laws. The first action, Tammy Wolverton et al v. Diversified Restaurant Holdings, Inc. et al, was filed on March 31, 2014, in the United States District Court for the Eastern District of Michigan and made allegations regarding employees in Michigan. The second action, Lisa Murphy & Andre D. Jordan, Jr. v. Diversified Restaurants Holdings, Inc., et al, was filed in on May 19, 2014, in United States District Court for the Northern District of Illinois, and made allegations involving employees in Illinois, Indiana and Florida. The actions, in which the plaintiffs were represented by the same legal counsel, contain mirror allegations that tipped servers and bartenders in the Company’s restaurants were required to perform general preparation and maintenance duties, or “non-tipped work,” for which they should be compensated at the minimum wage. We believe that the Company’s wage and hour policies comply with the law and that we had meritorious defenses to the substantive claims in these matters. However, in light of the potential cost and uncertainty involved, we settled with the plaintiffs for $1.8 million plus payroll taxes. During the quarter ended June 28, 2015, the Company recorded a loss provision of approximately $1.9 million related to these lawsuits, which is recorded in accounts payable on the Consolidated Balance Sheet. Prior to June 2015, the Company had not received a specific demand from the plaintiff’s for any calculable amount of damages and an actuarial expert retained by the Company estimated potential damages of an immaterial amount. As a result, the Company could not have reasonably concluded whether any significant damages were likely or reasonably possible to result prior to June 2015. During mediation conducted in June and July of 2015, the Company first received settlement demands from the plaintiffs and a reassessment of the matter that provided the Company with information needed to reassess its overall risk exposure. Following this mediation process, the Company determined based on the damages sought, cost of defense, and cost of human capital, the Company’s best course of action was to move forward with settlement negotiations. Additionally, the Company is subject to ordinary and routine legal proceedings, as well as demands, claims and threatened litigation, which arise in the ordinary course of its business. The ultimate outcome of any litigation is uncertain. We have insured and continue to insure against most of these types of claims. A judgment on any claim not covered by or in excess of our insurance coverage could materially adversely affect our financial condition or results of operations. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 27, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following is a reconciliation of basic and fully diluted earnings per common share for the three month and nine month periods ended September 27, 2015 and September 28, 2014 : Three months ended September 27, 2015 September 28, 2014 Net loss available to common stockholders $ (3,581,535 ) $ (182,109 ) Weighted-average shares outstanding 26,251,621 26,107,627 Effect of dilutive securities — — Weighted-average shares outstanding - assuming dilution 26,251,621 26,107,627 Earnings per share $ (0.14 ) $ (0.01 ) Earnings per share - assuming dilution $ (0.14 ) $ (0.01 ) Nine months ended September 27, 2015 September 28, 2014 Net income (loss) available to common stockholders $ (6,637,236 ) $ 85,252 Weighted-average shares outstanding 26,184,219 26,074,797 Effect of dilutive securities — 99,796 Weighted-average shares outstanding - assuming dilution 26,184,219 26,174,593 Earnings per share $ (0.25 ) $ 0.00 Earnings per share - assuming dilution $ (0.25 ) $ 0.00 |
Supplemental Cash Flows Informa
Supplemental Cash Flows Information | 9 Months Ended |
Sep. 27, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOWS INFORMATION | SUPPLEMENTAL CASH FLOWS INFORMATION Other Cash Flows Information Cash paid for interest was $0.9 million , $0.4 million , $1.9 million and $1.3 million during the three month periods ended September 27, 2015 and September 28, 2014 and nine month periods ended September 27, 2015 and September 28, 2014 , respectively. Cash paid for income taxes was $0 , $22,000 , $94,290 and $22,000 during the three month periods ended September 27, 2015 and September 28, 2014 and nine month periods ended September 27, 2015 and September 28, 2014 , respectively. Supplemental Schedule of Non-Cash Operating, Investing, and Financing Activities Noncash investing activities for property and equipment not yet paid during the nine months ended September 27, 2015 and September 28, 2014 , was $0.7 million and $1.4 million , respectively. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 27, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The guidance for fair value measurements, FASB ASC 820, Fair Value Measurements and Disclosures , establishes the authoritative definition of fair value, sets out a framework for measuring fair value, and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We use a three-tier fair value hierarchy based upon observable and non-observable inputs as follows: ● Level 1 Quoted market prices in active markets for identical assets and liabilities; ● Level 2 Inputs, other than level 1 inputs, either directly or indirectly observable; and ● Level 3 Unobservable inputs developed using internal estimates and assumptions (there is little or no market data) which reflect those that market participants would use. As of September 27, 2015 and December 28, 2014 , respectively, our financial instruments consisted of cash and cash equivalents; including money market funds, accounts receivable, available-for-sale investments, accounts payable, and debt. The fair value of cash and cash equivalents, accounts receivable, and accounts payable approximate carrying value, due to their short-term nature. The fair value of our interest rate swaps is determined based on valuation models, which utilize quoted interest rate curves to calculate the forward value and then discount the forward values to the present period. The Company measures the fair value using broker quotes which are generally based on market observable inputs including yield curves and the value associated with counterparty credit risk. Our interest rate swaps are classified as a Level 2 measurement as these securities are not actively traded in the market, but are observable based on transactions associated with bank loans with similar terms and maturities. See Note 1 and Note 7 for additional information pertaining to interest rates swaps. The estimated fair values of the Company’s investment portfolio are based on prices provided by a third party pricing service and a third party investment manager. The prices provided by these services are based on quoted market prices, when available, non-binding broker quotes, or matrix pricing. The third party pricing service and the third party investment manager provide a single price or quote per security and the Company has not historically adjusted security prices. The Company obtains an understanding of the methods, models and inputs used by the third party pricing service and the third party investment manager, and has controls in place to validate that amounts provided represent fair values. Our investments are classified as a Level 2 measurement as these securities are not actively traded in the market, but are observable based on the quoted prices provided by our Portfolio managers. As of September 27, 2015 and December 28, 2014 , our total debt was approximately $123.9 million and $61.8 million , respectively, which approximated fair value. The Company estimates the fair value of its variable-rate debt using discounted cash flow analysis based on the Company’s incremental borrowing rate (Level 2). There were no transfers between levels of the fair value hierarchy during the three months ended September 27, 2015 and the fiscal year ended December 28, 2014 . The following table presents the fair values for those assets and liabilities measured on a recurring basis as of September 27, 2015 : FAIR VALUE MEASUREMENTS Description Level 1 Level 2 Level 3 Asset/(Liability) Total Cash equivalents $ 7,518,833 $ — $ — $ 7,518,833 Interest rate swaps — (2,278,574 ) — (2,278,574 ) Total $ 7,518,833 $ (2,278,574 ) $ — $ 5,240,259 The following table presents the fair values for those assets and liabilities measured on a recurring basis as of December 28, 2014 : FAIR VALUE MEASUREMENTS Description Level 1 Level 2 Level 3 Asset/(Liability) Total Interest rate swaps $ — $ (259,626 ) $ — $ (259,626 ) Debt securities Obligations of states/municipals — 1,185,983 — 1,185,983 Corporate securities — 1,731,249 — 1,731,249 Total debt securities — 2,917,232 — 2,917,232 Total $ — $ 2,657,606 $ — $ 2,657,606 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 27, 2015 | |
Stockholders' Equity Note [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following table summarizes each component of Accumulated Other Comprehensive loss for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 : Three Months Ended September 27, 2015 Three Months Ended September 28, 2014 Interest Rate Swap Investments Total Interest Rate Swap Investments Total Beginning balance $ (384,325 ) $ — $ (384,325 ) $ (249,368 ) $ (11,317 ) $ (260,685 ) Gain(loss) recorded to other comprehensive income (1,696,261 ) — (1,696,261 ) 127,305 (6,565 ) 120,740 Tax benefit (expense) 576,729 — 576,729 (43,284 ) 2,232 (41,052 ) Other comprehensive income (loss) (1,119,532 ) — (1,119,532 ) 84,021 (4,333 ) 79,688 Accumulated OCL $ (1,503,857 ) $ — $ (1,503,857 ) $ (165,347 ) $ (15,650 ) $ (180,997 ) Nine Months Ended September 27, 2015 Nine Months Ended September 28, 2014 Interest Rate Swap Investments Total Interest Rate Swap Investments Total Beginning balance $ (171,352 ) $ (3,804 ) $ (175,156 ) $ (216,188 ) $ (29,176 ) $ (245,364 ) Gain(loss) recorded to other comprehensive income (2,018,947 ) 5,762 (2,013,185 ) 77,032 20,495 97,527 Tax benefit (expense) 686,442 (1,958 ) 684,484 (26,191 ) (6,969 ) (33,160 ) Other comprehensive income (loss) (1,332,505 ) 3,804 (1,328,701 ) 50,841 13,526 64,367 Accumulated OCL $ (1,503,857 ) $ — $ (1,503,857 ) $ (165,347 ) $ (15,650 ) $ (180,997 ) |
Business and Summary of Signi24
Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 27, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements as of September 27, 2015 and December 28, 2014 , and for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 , have been prepared by DRH and its wholly-owned subsidiaries (collectively, the "Company") pursuant to accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the Securities and Exchange Commission. The financial information as of September 27, 2015 and for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 is unaudited, but, in the opinion of management, reflects all adjustments and accruals necessary for a fair presentation of the financial position, results of operations, and cash flows for the interim periods. The consolidated financial information as of December 28, 2014 is derived from our audited consolidated financial statements and notes thereto for the fiscal year ended December 28, 2014 , which is included in Item 8 in the Fiscal 2014 Annual Report on Form 10-K, and should be read in conjunction with such consolidated financial statements. The results of operations for the three-month and nine -month period ended September 27, 2015 are not necessarily indicative of the results of operations that may be achieved for the entire year ending December 27, 2015 . |
Segment Reporting | Segment Reporting The Company has two operating segments, BWW and Bagger Dave’s. The brands operate within the ultra-casual, full-service dining industry, providing similar products to similar customers. The brands also possess similar economic characteristics, resulting in similar long-term expected financial performance. Sales from external customers are derived principally from food and beverage sales. We do not rely on any major customers as a source of sales. We believe we meet the criteria for aggregating our operating segments into a single reporting segment. |
Investments | Investments The Company’s investment securities are classified as available-for-sale. Investments classified as available-for-sale are available to be sold in the future in response to the Company’s liquidity needs, changes in market interest rates, tax strategies, and asset-liability management strategies, among other reasons. Available-for-sale securities are reported at fair value, with unrealized gains and losses, net of taxes, reported in the accumulated other comprehensive income (loss) component of stockholders’ equity, and accordingly, have no effect on net income. Realized gains or losses on sale of investments are determined on the basis of specific costs of the investments. Dividend income is recognized when declared and interest income is recognized when earned. Discount or premium on debt securities purchased at other than par value are amortized using the effective yield method. |
Goodwill | Goodwill Goodwill is not amortized and represents the excess of cost over the fair value of identified net assets of businesses acquired. Goodwill is subject to an annual impairment analysis or more frequently if indicators of impairment exist. At September 27, 2015 and December 28, 2014 , we had goodwill of $50.1 million and $11.0 million , respectively that was assigned to our BWW operating segment. See Note 2 for additional information. The impairment analysis, if necessary, consists of a two-step process. The first step is to compare the fair value of the reporting unit to its carrying value, including goodwill. We estimate fair value using market information (market approach) and discounted cash flow projections (income approach). The income approach uses the reporting unit’s projection of estimated operating results and cash flows that is discounted using a weighted-average cost of capital that reflects market conditions. The projection uses management’s best estimates of projected revenue, costs and cash expenditures, including an estimate of new restaurant openings and related capital expenditures. Other significant estimates also include terminal growth rates and working capital requirements. We supplement our estimate of fair value under the income approach by using a market approach which estimates fair value by applying multiples to the reporting unit’s projected operating performance. The multiples are derived from comparable publicly traded companies with similar characteristics to the reporting unit. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment analysis must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of goodwill with the carrying amount of that goodwill. If the carrying amount of the goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. As of December 28, 2014 , based on our quantitative analysis, goodwill was considered recoverable. At September 27, 2015 , there were no impairment indicators warranting an analysis. |
Impairment or Disposal of Long-Lived Assets | Impairment or Disposal of Long-Lived Assets We review long-lived assets quarterly to determine if triggering events have occurred which would require a test to determine if the carrying amount of these assets may not be recoverable based on estimated future cash flows. Assets are reviewed at the lowest level for which cash flows can be identified, which is at the individual restaurant level. In the absence of extraordinary circumstances, restaurants are included in the impairment analysis after they have been open for two years . We evaluate the recoverability of a restaurant’s long-lived assets, including buildings, intangibles, leasehold improvements, furniture, fixtures, and equipment over the remaining life of the primary asset in the asset group, after considering the potential impact of planned operational improvements, marketing programs, and anticipated changes in the trade area. In determining future cash flows, significant estimates are made by management with respect to future operating results for each restaurant over the remaining life of the primary asset in the asset group. If assets are determined to be impaired, the impairment charge is measured by calculating the amount by which the asset carrying amount exceeds its fair value based on our estimate of discounted future cash flows. The determination of asset fair value is also subject to significant judgment. In June 2015, DRH management had determined three Bagger Dave's locations were underperforming and it was best to reallocate valuable resources to higher performing locations. In late July 2015, the Board of Directors approved the closure of these three Bagger Dave's locations. The restaurants closed on August 7, 2015. As a result, the Company recorded an impairment loss of $1.8 million in Second Quarter 2015. Additionally, at the date we ceased using the properties, we recorded a liability of $182,567 for the net present value of any remaining lease obligations, net of estimated sublease income. Refer to Note 4 for additional details. For the year ended December 28, 2014 no impairment losses were recognized. We are currently monitoring several restaurants in regards to the valuation of long-lived assets and have developed plans to continue improvement of operating results. As we periodically refine our estimated future operating results, changes in our estimates and assumptions may cause us to realize impairment charges in the future that could be material. We account for exit or disposal activities, including restaurant closures, in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC")Topic 420, Exit or Disposal Cost Obligations . Such costs include the cost of disposing of the assets as well as other facility-related expenses from previously closed restaurants. These costs are generally expensed as incurred. Additionally, at the date we cease using a property under an operating lease, we record a liability for the net present value of any remaining lease obligations, net of estimated sublease income. Any subsequent adjustments to that liability as a result of lease termination or changes in estimates of sublease income are recorded in the period incurred. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. |
Interest Rate Swap Agreements | Interest Rate Swap Agreements The Company utilizes interest rate swap agreements with Citizens Bank, N.A. (“Citizens”) to fix interest rates on a portion of the Company’s portfolio of variable rate debt, which reduces exposure to interest rate fluctuations. The Company does not use any other types of derivative financial instruments to hedge such exposures, nor does it use derivatives for speculative purposes. The Company’s interest rate swap agreements qualify for hedge accounting. As such, the Company records the change in the fair value of its swap agreements as a component of accumulated other comprehensive income (loss), net of tax. The Company records the fair value of its interest rate swaps on the Consolidated Balance Sheet in other long-term assets or other long-term liabilities depending on the fair value of the swaps. See Note 7 and Note 14 for additional information on the interest rate swap agreements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest-Imputation of Interest, which updates guidance on the presentation of debt issuance costs. The guidance requires debt issuance costs to be presented as a direct deduction of debt balances on the statement of financial position, similar to the presentation of debt discounts. The guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permitted. We will comply with this guidance no later than January 1, 2016. We do not expect the standard will have a significant impact on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard was originally effective for annual periods beginning after December 15, 2016, and interim periods therein. In July 2015, the FASB voted to delay the effective date of the new standard. As a result of the delay, the revenue recognition standard will be effective for public companies in 2018, with early adoption permitted. We evaluated the impact of the pending adoption of ASU 2014-09, and based on the nature of our business we do not expect the standard will have a significant impact on our consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Business Acquisition [Line Items] | |
Summary of unaudited pro forma financial information as if the acquisition had occurred at the beginning of period | The following table summarizes the unaudited pro forma financial information as if the acquisition had occurred at the beginning of the period presented: Three Months Ended Nine Months Ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Revenue $ 47,077,816 $ 42,978,743 $ 144,385,934 $ 122,876,283 Net income (loss) (3,581,535 ) 418,230 (5,695,267 ) 1,433,179 Basic earnings (loss) per share (0.14 ) 0.02 (0.22 ) 0.05 Diluted earnings (loss) per share (0.14 ) 0.02 (0.22 ) 0.05 |
Screamin' Hot [Member] | |
Business Acquisition [Line Items] | |
Schedule of estimated fair values of net assets acquired and liabilities assumed | The following table summarizes the estimated fair values of net assets acquired and liabilities assumed: Working capital $ 57,600 Property and equipment 656,146 Franchise fees 72,750 Goodwill 2,419,854 Net Cash paid for acquisition $ 3,206,350 |
A Sure Wing, LLC [Member] | |
Business Acquisition [Line Items] | |
Schedule of estimated fair values of net assets acquired and liabilities assumed | The following table summarizes the estimated fair values of net assets acquired and liabilities assumed: Working capital $ 413,232 Fixed assets 13,993,000 Intangible assets 505,000 Favorable lease 112,344 Unfavorable lease (58,797 ) Goodwill 39,098,451 Net Cash paid for acquisition $ 54,063,230 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Available-for-sale Securities | The amortized cost, gross unrealized holding gains, gross unrealized holding loss, and fair value of available-for-sale securities by type are as follows: December 28, 2014 Amortized Cost Unrealized Gains Unrealized Loss Estimated Fair Value Debt securities: Obligations of states/municipals 1,190,261 — (4,278 ) 1,185,983 Corporate securities 1,732,734 — (1,485 ) 1,731,249 Total debt securities $ 2,922,995 $ — $ (5,763 ) $ 2,917,232 |
Unrealized Gain (Loss) on Investments | Gross unrealized gains and losses on available-for-sale securities, recorded in accumulated other comprehensive loss, as of December 28, 2014, was as follows: December 28, 2014 Unrealized gains $ — Unrealized loss (5,763 ) Net unrealized loss (5,763 ) Deferred federal income tax benefit 1,959 Net unrealized loss on investments, net of deferred income tax $ (3,804 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment are comprised of the following assets: September 27, 2015 December 28, 2014 Land $ 37,500 $ 3,087,514 Building 2,339,219 2,339,219 Equipment 35,590,640 29,251,119 Furniture and fixtures 8,773,814 7,458,292 Leasehold improvements 74,779,976 56,971,815 Restaurant construction in progress 5,631,811 4,731,045 Total 127,152,960 103,839,004 Less accumulated depreciation (38,047,913 ) (32,330,054 ) Property and equipment, net $ 89,105,047 $ 71,508,950 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets are comprised of the following: September 27, 2015 December 28, 2014 Amortized intangibles: Franchise fees $ 1,270,642 $ 647,363 Trademark 66,826 64,934 Non-compete agreement 76,560 76,560 Favorable lease 351,344 239,000 Loan fees 652,417 130,377 Total 2,417,789 1,158,234 Less accumulated amortization (478,745 ) (377,839 ) Amortized intangibles, net 1,939,044 780,395 Unamortized intangibles: Liquor licenses 2,202,102 2,136,103 Total intangibles, net $ 4,141,146 $ 2,916,498 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following obligations: September 27, 2015 December 28, 2014 Note payable - $120.0 million term loan; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Scheduled monthly principal payments are approximately $833,333 plus accrued interest through maturity in June 2020. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.5%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. The rate at September 27, 2015 was approximately 3.7%. $ 118,333,333 $ — Note payable - $30.0 million development line of credit; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Payments are due monthly once fully drawn and matures in June 2020. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.5%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Once fully drawn, payments will be due monthly; the note matures June 2020. $ 5,865,253 — Note payable - $56.0 million term loan; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Scheduled monthly principal payments are approximately $666,667 plus accrued interest through maturity in December 2019. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.15%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Repaid in conjunction with the $120.0 million term loan. — 56,000,000 Note payable - $20.0 million development line of credit; payable to RBS with a senior lien on all the Company’s personal property and fixtures. Payments are due monthly once fully drawn and matures in December 2019. Interest is charged based on one-month LIBOR plus an applicable margin, which ranges from 2.25% to 3.15%, depending on the lease adjusted leverage ratio defined in the terms of the agreement. Repaid in conjunction with the $30.0 million development line of credit. — 5,768,399 Unamortized discount (343,391 ) — Total debt 123,855,195 61,768,399 Less current portion (10,000,000 ) (8,155,903 ) Long-term debt, net of current portion $ 113,855,195 $ 53,612,496 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Nonvested Restricted Stock Shares Activity | The following table presents the restricted shares transactions during the nine -months ended September 27, 2015 : Number of Restricted Stock Shares Unvested, December 28, 2014 164,867 Granted 130,752 Vested (41,979 ) Expired/Forfeited (5,432 ) Unvested, September 27, 2015 248,208 The following table presents the restricted shares transactions during the nine -months ended September 28, 2014 : Number of Restricted Stock Shares Unvested, December 29, 2013 116,667 Granted 91,966 Vested (41,031 ) Expired/Forfeited (2,068 ) Unvested, September 28, 2014 165,534 |
Operating Leases (Including R31
Operating Leases (Including Related Party) (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Leases, Operating [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Scheduled future minimum lease payments (excluding commitments for restaurants under construction) for each of the five years and thereafter for non-cancelable operating leases for existing restaurants with initial or remaining lease terms in excess of one year at September 27, 2015 are summarized as follows: Year Amount Remainder of 2015 $ 2,692,811 2016 10,927,359 2017 10,859,434 2018 10,438,499 2019 9,598,015 Thereafter 53,232,779 Total $ 97,748,897 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a reconciliation of basic and fully diluted earnings per common share for the three month and nine month periods ended September 27, 2015 and September 28, 2014 : Three months ended September 27, 2015 September 28, 2014 Net loss available to common stockholders $ (3,581,535 ) $ (182,109 ) Weighted-average shares outstanding 26,251,621 26,107,627 Effect of dilutive securities — — Weighted-average shares outstanding - assuming dilution 26,251,621 26,107,627 Earnings per share $ (0.14 ) $ (0.01 ) Earnings per share - assuming dilution $ (0.14 ) $ (0.01 ) Nine months ended September 27, 2015 September 28, 2014 Net income (loss) available to common stockholders $ (6,637,236 ) $ 85,252 Weighted-average shares outstanding 26,184,219 26,074,797 Effect of dilutive securities — 99,796 Weighted-average shares outstanding - assuming dilution 26,184,219 26,174,593 Earnings per share $ (0.25 ) $ 0.00 Earnings per share - assuming dilution $ (0.25 ) $ 0.00 |
Fair Value of Financial Instr33
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the fair values for those assets and liabilities measured on a recurring basis as of September 27, 2015 : FAIR VALUE MEASUREMENTS Description Level 1 Level 2 Level 3 Asset/(Liability) Total Cash equivalents $ 7,518,833 $ — $ — $ 7,518,833 Interest rate swaps — (2,278,574 ) — (2,278,574 ) Total $ 7,518,833 $ (2,278,574 ) $ — $ 5,240,259 The following table presents the fair values for those assets and liabilities measured on a recurring basis as of December 28, 2014 : FAIR VALUE MEASUREMENTS Description Level 1 Level 2 Level 3 Asset/(Liability) Total Interest rate swaps $ — $ (259,626 ) $ — $ (259,626 ) Debt securities Obligations of states/municipals — 1,185,983 — 1,185,983 Corporate securities — 1,731,249 — 1,731,249 Total debt securities — 2,917,232 — 2,917,232 Total $ — $ 2,657,606 $ — $ 2,657,606 |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes each component of Accumulated Other Comprehensive loss for the three-month and nine -month periods ended September 27, 2015 and September 28, 2014 : Three Months Ended September 27, 2015 Three Months Ended September 28, 2014 Interest Rate Swap Investments Total Interest Rate Swap Investments Total Beginning balance $ (384,325 ) $ — $ (384,325 ) $ (249,368 ) $ (11,317 ) $ (260,685 ) Gain(loss) recorded to other comprehensive income (1,696,261 ) — (1,696,261 ) 127,305 (6,565 ) 120,740 Tax benefit (expense) 576,729 — 576,729 (43,284 ) 2,232 (41,052 ) Other comprehensive income (loss) (1,119,532 ) — (1,119,532 ) 84,021 (4,333 ) 79,688 Accumulated OCL $ (1,503,857 ) $ — $ (1,503,857 ) $ (165,347 ) $ (15,650 ) $ (180,997 ) Nine Months Ended September 27, 2015 Nine Months Ended September 28, 2014 Interest Rate Swap Investments Total Interest Rate Swap Investments Total Beginning balance $ (171,352 ) $ (3,804 ) $ (175,156 ) $ (216,188 ) $ (29,176 ) $ (245,364 ) Gain(loss) recorded to other comprehensive income (2,018,947 ) 5,762 (2,013,185 ) 77,032 20,495 97,527 Tax benefit (expense) 686,442 (1,958 ) 684,484 (26,191 ) (6,969 ) (33,160 ) Other comprehensive income (loss) (1,332,505 ) 3,804 (1,328,701 ) 50,841 13,526 64,367 Accumulated OCL $ (1,503,857 ) $ — $ (1,503,857 ) $ (165,347 ) $ (15,650 ) $ (180,997 ) |
Business and Summary of Signi35
Business and Summary of Significant Accounting Policies (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 28, 2015USD ($)restaurant | Sep. 27, 2015USD ($)restaurantsegment | Dec. 28, 2014USD ($) | Nov. 06, 2015restaurant | Aug. 07, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 85 | ||||
Number of operating segments | segment | 2 | ||||
Goodwill | $ | $ 50,097,081 | $ 10,998,630 | |||
Period the restaurant is open to be included in the impairment analysis | 2 years | ||||
Impairment of long-lived assets | $ | 0 | ||||
BWW [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill | $ | $ 50,100,000 | $ 11,000,000 | |||
BWW [Member] | Subsequent Event [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 62 | ||||
BWW [Member] | Subsequent Event [Member] | Michigan [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 20 | ||||
BWW [Member] | Subsequent Event [Member] | Florida [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 15 | ||||
BWW [Member] | Subsequent Event [Member] | Illinois [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 7 | ||||
BWW [Member] | Subsequent Event [Member] | Indiana [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 5 | ||||
BWW [Member] | Subsequent Event [Member] | Missouri [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 15 | ||||
Bagger Dave's [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants that are underperforming | 3 | 3 | |||
Impairment of long-lived assets | $ | $ 1,800,000 | ||||
FutureLeaseObligationNetofSubleaseIncome | $ | $ 182,567 | ||||
Bagger Dave's [Member] | Subsequent Event [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 25 | ||||
Bagger Dave's [Member] | Subsequent Event [Member] | Michigan [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 17 | ||||
Bagger Dave's [Member] | Subsequent Event [Member] | Indiana [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of restaurants | 8 |
Acquisitions (Florida) (Details
Acquisitions (Florida) (Details) | Jun. 30, 2014USD ($)restaurant | Sep. 27, 2015USD ($)restaurant | Dec. 28, 2014USD ($) |
Business Acquisition [Line Items] | |||
Number of restaurants | restaurant | 85 | ||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Goodwill | $ 50,097,081 | $ 10,998,630 | |
Screamin' Hot [Member] | |||
Business Acquisition [Line Items] | |||
Purchase price of acquisition | $ 3,200,000 | ||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Working capital | 57,600 | ||
Property and equipment | 656,146 | ||
Franchise fees | 72,750 | ||
Goodwill | 2,419,854 | ||
Net Cash paid for acquisition | $ 3,206,350 | ||
BWW [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |||
Goodwill | $ 50,100,000 | $ 11,000,000 | |
BWW [Member] | Clearwater, Port Richey, and Oldsmar, Florida [Member] | Screamin' Hot [Member] | |||
Business Acquisition [Line Items] | |||
Number of restaurants | restaurant | 3 |
Acquisitions (St. Louis) (Detai
Acquisitions (St. Louis) (Details) | Jun. 29, 2015USD ($)restaurant | Sep. 27, 2015USD ($)restaurant | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)restaurant | Sep. 28, 2014USD ($) | Dec. 28, 2014USD ($) |
Business Acquisition [Line Items] | ||||||
Number of restaurants | restaurant | 85 | 85 | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||
Goodwill | $ 50,097,081 | $ 50,097,081 | $ 10,998,630 | |||
Revenue | 47,077,816 | $ 32,782,092 | 123,389,986 | $ 93,264,727 | ||
BWW [Member] | ||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||
Goodwill | 50,100,000 | $ 50,100,000 | $ 11,000,000 | |||
A Sure Wing, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price of acquisition | $ 54,000,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||
Working capital | 413,232 | |||||
Fixed assets | 13,993,000 | |||||
Intangible assets | 505,000 | |||||
Favorable lease | 112,344 | |||||
Unfavorable lease | (58,797) | |||||
Goodwill | 39,098,451 | |||||
Net Cash paid for acquisition | $ 54,063,230 | |||||
Revenue | 10,200,000 | |||||
Net income | $ 645,608 | |||||
A Sure Wing, LLC [Member] | BWW [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of restaurants | restaurant | 18 | |||||
A Sure Wing, LLC [Member] | BWW [Member] | Missouri [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of restaurants | restaurant | 15 | |||||
A Sure Wing, LLC [Member] | BWW [Member] | Illinois [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of restaurants | restaurant | 3 |
Acquisitions (Pro Forma Financi
Acquisitions (Pro Forma Financial Information) (Details) - A Sure Wing, LLC [Member] - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 47,077,816 | $ 42,978,743 | $ 144,385,934 | $ 122,876,283 |
Net income (loss) | $ (3,581,535) | $ 418,230 | $ (5,695,267) | $ 1,433,179 |
Basic earning (loss) per share (in dollars per share) | $ (0.14) | $ 0.02 | $ (0.22) | $ 0.05 |
Diluted earnings (loss) per share (in dollars per share) | $ (0.14) | $ 0.02 | $ (0.22) | $ 0.05 |
Investments (Details)
Investments (Details) | Dec. 28, 2014USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized Cost | $ 2,922,995 |
Unrealized Gains | 0 |
Unrealized Loss | (5,763) |
Estimated Fair Value | 2,917,232 |
Obligations of States/Municipals [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized Cost | 1,190,261 |
Unrealized Gains | 0 |
Unrealized Loss | (4,278) |
Estimated Fair Value | 1,185,983 |
Corporate Debt Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized Cost | 1,732,734 |
Unrealized Gains | 0 |
Unrealized Loss | (1,485) |
Estimated Fair Value | $ 1,731,249 |
Investments (Gross Unrealized G
Investments (Gross Unrealized Gains and Losses on Available for Sales Securities) (Details) - | 12 Months Ended |
Dec. 28, 2014USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Unrealized gains | $ 0 |
Unrealized loss | (5,763) |
Net unrealized loss | (5,763) |
Deferred federal income tax benefit | 1,959 |
Net unrealized loss on investments, net of deferred income tax | $ (3,804) |
Investments (Details Textual)
Investments (Details Textual) | Dec. 28, 2014USD ($) |
Investments, Debt and Equity Securities [Abstract] | |
Investments in a loss position | $ 2,900,000 |
Cumulative unrealized loss | $ 5,763 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Sep. 27, 2015 | Dec. 28, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 127,152,960 | $ 103,839,004 |
Less accumulated depreciation | (38,047,913) | (32,330,054) |
Property and equipment, net | 89,105,047 | 71,508,950 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 37,500 | 3,087,514 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,339,219 | 2,339,219 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 35,590,640 | 29,251,119 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,773,814 | 7,458,292 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 74,779,976 | 56,971,815 |
Restaurant Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,631,811 | $ 4,731,045 |
Property and Equipment (Detai43
Property and Equipment (Details Textual) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 31, 2015USD ($)restaurant | Jun. 30, 2015USD ($) | Jun. 28, 2015USD ($)restaurant | Dec. 28, 2014USD ($)restaurant | Sep. 27, 2015restaurant | Oct. 06, 2014USD ($)restaurant | |
Property, Plant and Equipment [Line Items] | ||||||
Number of restaurants | 85 | |||||
Impairment of long-lived assets | $ | $ 0 | |||||
Bagger Dave's [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Impairment of long-lived assets | $ | $ 1,800,000 | |||||
Number of restaurants that are underperforming | 3 | 3 | ||||
REIT [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Sale leaseback arrangement | $ | $ 24,600,000 | |||||
REIT [Member] | Operating Expense [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Loss on disposal of property and equipment | $ | $ 200,000 | $ 200,000 | ||||
REIT [Member] | Sale-leaseback Arrangement [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Number of restaurants | 12 | 12 | ||||
REIT [Member] | Sale-leaseback Arrangement [Member] | Bagger Dave's [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Number of restaurants | 6 | |||||
REIT [Member] | Sale-leaseback Arrangement [Member] | BWW [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Number of restaurants | 6 | |||||
REIT [Member] | Property Closed under Sale and Leaseback Arrangement [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Total proceeds from sale leaseback arrangement | $ | $ 5,600,000 | |||||
Number of restaurants | 2 | 10 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | |
Amortized intangibles: | |||||
Franchise fees | $ 1,270,642 | $ 1,270,642 | $ 647,363 | ||
Trademark | 66,826 | 66,826 | 64,934 | ||
Non-compete agreement | 76,560 | 76,560 | 76,560 | ||
Favorable lease | 351,344 | 351,344 | 239,000 | ||
Loan fees | 652,417 | 652,417 | 130,377 | ||
Total | 2,417,789 | 2,417,789 | 1,158,234 | ||
Less accumulated amortization | (478,745) | (478,745) | (377,839) | ||
Amortized intangibles, net | 1,939,044 | 1,939,044 | 780,395 | ||
Unamortized intangibles: | |||||
Liquor licenses | 2,202,102 | 2,202,102 | 2,136,103 | ||
Total intangibles, net | 4,141,146 | 4,141,146 | $ 2,916,498 | ||
Amortization expense | $ 29,316 | $ 15,935 | $ 72,380 | $ 45,144 | |
Aggregate weighted-average amortization period | 11 years 243 days |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Related Party Transactions [Abstract] | ||||
Professional fees | $ 168,225 | $ 131,050 | $ 453,445 | $ 378,988 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) | Sep. 27, 2015 | Dec. 28, 2014 |
Debt Instrument [Line Items] | ||
Unamortized discount | $ (343,391) | $ 0 |
Total debt | 123,855,195 | 61,768,399 |
Less current portion | (10,000,000) | (8,155,903) |
Long-term debt, net of current portion | 113,855,195 | 53,612,496 |
Term Loan [Member] | June 2020 Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | 118,333,333 | 0 |
Term Loan [Member] | December 2014 Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | 0 | 56,000,000 |
Line of Credit [Member] | June 2020 DLOC [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | 5,865,253 | 0 |
Line of Credit [Member] | December 2014 DLOC [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 0 | $ 5,768,399 |
Long-Term Debt (Additional Info
Long-Term Debt (Additional Information) (Details) - USD ($) | Jun. 29, 2015 | Sep. 27, 2015 | Dec. 28, 2014 |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 155,000,000 | ||
Debt discount | $ 343,391 | $ 0 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 120,000,000 | ||
Monthly principal payments plus accrued interest | $ 833,333 | ||
Interest rate range, low | 2.25% | ||
Interest rate range, high | 3.50% | ||
Term Loan [Member] | June 2020 Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 120,000,000 | ||
Monthly principal payments plus accrued interest | $ 833,333 | ||
Interest rate range, low | 2.25% | ||
Interest rate range, high | 3.50% | ||
Intеrеst ratе at еnd of pеriod | 3.70% | ||
Term Loan [Member] | June 2020 DLOC [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 30,000,000 | ||
Interest rate range, low | 2.25% | ||
Term Loan [Member] | December 2014 Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 0 | 56,000,000 | |
Monthly principal payments plus accrued interest | $ 0 | $ 666,667 | |
Interest rate range, low | 0.00% | 2.25% | |
Interest rate range, high | 0.00% | 3.15% | |
Line of Credit [Member] | December 2014 DLOC [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 0 | $ 20,000,000 | |
Interest rate range, low | 0.00% | 2.25% | |
Interest rate range, high | 0.00% | 3.15% |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) | Jun. 29, 2015USD ($) | Dec. 16, 2014USD ($) | Sep. 27, 2015USD ($)agreement | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)agreement | Sep. 28, 2014USD ($) | Dec. 28, 2014USD ($) | Aug. 31, 2015USD ($) | Jan. 31, 2015USD ($) | May. 31, 2014USD ($) | Jul. 31, 2013USD ($) | Oct. 31, 2012USD ($) | Apr. 30, 2012USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 155,000,000 | ||||||||||||
Payments of fees and closing costs | $ 556,157 | $ 118,739 | |||||||||||
Debt discount | $ 343,391 | 343,391 | $ 0 | ||||||||||
Debt issuance costs | 652,416 | ||||||||||||
Interest expense | 1,800,000 | $ 483,057 | 2,800,000 | $ 1,400,000 | |||||||||
Fair value of swap agreements, liability | $ (2,300,000) | $ (2,300,000) | (259,626) | ||||||||||
Interest Rate Swap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of interest rate swap agreements | agreement | 6 | 6 | |||||||||||
Notional amount | $ 102,800,000 | $ 102,800,000 | $ 49,700,000 | $ 20,500,000 | $ 12,000,000 | $ 9,000,000 | $ 3,400,000 | $ 8,200,000 | |||||
Interest swap rate | 2.28% | 1.82% | 1.54% | 1.40% | 0.90% | 1.40% | |||||||
Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt term | 5 years | ||||||||||||
Term Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 120,000,000 | ||||||||||||
Payments used to refinance existing outstanding debt | 65,500,000 | ||||||||||||
Purchase price of acquisition | 54,000,000 | ||||||||||||
Payments of fees and closing costs | $ 500,000 | ||||||||||||
Debt term | 5 years | ||||||||||||
Debt payment term | 12 years | ||||||||||||
Monthly principal payments plus accrued interest | $ 833,333 | ||||||||||||
Interest rate range, low | 2.25% | ||||||||||||
Interest rate range, high | 3.50% | ||||||||||||
Term Loan [Member] | December 2014 Term Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | 0 | 0 | 56,000,000 | ||||||||||
Monthly principal payments plus accrued interest | $ 0 | $ 666,667 | |||||||||||
Interest rate range, low | 0.00% | 2.25% | |||||||||||
Interest rate range, high | 0.00% | 3.15% | |||||||||||
Line of Credit [Member] | December 2014 DLOC [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 0 | $ 0 | $ 20,000,000 | ||||||||||
Interest rate range, low | 0.00% | 2.25% | |||||||||||
Interest rate range, high | 0.00% | 3.15% | |||||||||||
Line of Credit [Member] | Development Line of Credit [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 30,000,000 | ||||||||||||
Debt term | 2 years | ||||||||||||
Senior Secured Credit Facility [Member] | Revolving Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 5,000,000 | ||||||||||||
RBS [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 77,000,000 | ||||||||||||
RBS [Member] | Revolving Credit Facility [Member] | December 2014 RLOC [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 1,000,000 | ||||||||||||
Debt term | 2 years | ||||||||||||
RBS [Member] | Term Loan [Member] | December 2014 Term Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 56,000,000 | ||||||||||||
Payments used to refinance existing outstanding debt | 35,500,000 | ||||||||||||
Payments used to refinance and term out the outstanding balance of existing development line of credit loan | 20,000,000 | ||||||||||||
Payments of fees and closing costs | $ 500,000 | ||||||||||||
Debt term | 5 years | ||||||||||||
Debt payment term | 84 months | ||||||||||||
Monthly principal payments plus accrued interest | $ 666,667 | ||||||||||||
Interest rate range, low | 2.25% | ||||||||||||
Interest rate range, high | 3.15% | ||||||||||||
RBS [Member] | Line of Credit [Member] | December 2014 DLOC [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 20,000,000 | ||||||||||||
Debt term | 2 years | ||||||||||||
Debt payment term | 84 months |
Stockholder's Equity (Restricte
Stockholder's Equity (Restricted Stock Awards) (Details) - USD ($) | Jul. 30, 2010 | Aug. 31, 2015 | Sep. 27, 2015 | Sep. 28, 2014 |
Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options granted (in shares) | 210,000 | |||
Expiration period | 6 years | |||
Options, exercise price (in dollars per share) | $ 2.50 | $ 2.50 | ||
Number of shares reserved for future issuance | 180,000 | |||
Intrinsic value of outstanding options | $ 59,400 | $ 476,700 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average fair value (in dollars per share) | $ 3.56 | $ 4.82 | ||
Stock Incentive Plan [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Purchase price, percentage | 100.00% | |||
Unrecognized stock-based compensation expense | $ 702,656 | |||
Weighted-average vesting period | 2 years 5 days | |||
Total fair value of shares vested | $ 189,358 | $ 193,593 | ||
Number of shares available for future awards | 371,483 | |||
Stock Incentive Plan [Member] | Restricted Stock [Member] | Tranche One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Stock Incentive Plan [Member] | Restricted Stock [Member] | Tranche Two [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Stock Incentive Plan [Member] | Restricted Stock [Member] | Tranche Three [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years |
Stockholder's Equity (Restric50
Stockholder's Equity (Restricted Shares Transactions) (Details) - shares | 1 Months Ended | 9 Months Ended | |
Aug. 31, 2015 | Sep. 27, 2015 | Sep. 28, 2014 | |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Unvested, beginning of period (in shares) | 164,867 | 116,667 | |
Granted (in shares) | 130,752 | 91,966 | |
Vested (in shares) | (41,979) | (41,031) | |
Expired/Forfeited (in shares) | (5,432) | (2,068) | |
Unvested, end of period (in shares) | 248,208 | 165,534 | |
Director [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 30,000 |
Stockholder's Equity (Employee
Stockholder's Equity (Employee Stock Purchase Plan) (Details) - ESPP [Member] | 9 Months Ended | |
Sep. 27, 2015offering_periodshares | Sep. 28, 2014shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares reserved for future issuance | 250,000 | |
Number of offering period | offering_period | 4 | |
Number of shares issued under the ESPP | 16,500 | 8,523 |
Number of shares available for future awards | 217,712 | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Purchase price, percentage | 85.00% |
Stockholder's Equity (Share Rep
Stockholder's Equity (Share Repurchase Program) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Apr. 30, 2015 | Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Jun. 28, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares repurchased, value | $ 98,252 | $ 98,252 | ||||
Shares repurchased | 24,500 | |||||
Weighted average purchase price per share (in dollars per share) | $ 4.01 | |||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares issued | 0 | 0 | ||||
Additional Paid-in Capital [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares repurchased, value | $ 98,250 | |||||
Compensation Cost [Member] | Additional Paid-in Capital [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 123,260 | $ 84,074 | $ 0 | $ 237,079 | ||
Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 1,000,000 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 27.60% | 20.90% | 34.30% | 190.00% |
Operating Leases (Including R54
Operating Leases (Including Related Party) (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Operating Leased Assets [Line Items] | ||||
Total rent expense | $ 2,700,000 | $ 1,400,000 | $ 6,500,000 | $ 3,800,000 |
Rent Expense [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Total rent expense | $ 0 | $ 34,299 | $ 0 | $ 130,961 |
Minimum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease terms | 5 years | |||
Maximum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease terms | 24 years |
Operating Leases (Including R55
Operating Leases (Including Related Party) (Future Minimum Lease Payments) (Details) - Open Restaurants [Member] | Sep. 27, 2015USD ($) |
Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2015 | $ 2,692,811 |
2,016 | 10,927,359 |
2,017 | 10,859,434 |
2,018 | 10,438,499 |
2,019 | 9,598,015 |
Thereafter | 53,232,779 |
Total | $ 97,748,897 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2015USD ($) | Sep. 27, 2015USD ($)restaurant | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)restaurant | Sep. 28, 2014USD ($) | Dec. 31, 2020restaurant | Jun. 28, 2015USD ($) | |
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 85 | 85 | |||||
Royalty fees, percentage | 5.00% | 5.00% | |||||
Royalty fees | $ 2,100,000 | $ 1,400,000 | $ 5,100,000 | $ 3,900,000 | |||
Modernization costs for a restaurant, maximum | 1,300,000 | ||||||
Violations of Fair Labor Standards Act and Minimum Wage Laws [Member] | Other Accrued Liabilitie [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Loss provision | $ 1,900,000 | ||||||
Violations of Fair Labor Standards Act and Minimum Wage Laws [Member] | Subsequent Event [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Settlement with plaintiffs amount | $ 1,800,000 | ||||||
Advertising Fund Contribution Expenses [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Advertising fund contribution expenses | $ 1,300,000 | $ 800,000 | $ 3,300,000 | $ 2,300,000 | |||
Global [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Advertising fund contributions | 3.00% | 3.00% | |||||
Original Number of Restaurants Required [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 42 | 42 | |||||
Potential Penalty Per Undeveloped Restaurant [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Potential penalties for each undeveloped restaurant | $ 50,000 | ||||||
Modernization costs for a restaurant, minimum | $ 50,000 | ||||||
Open Restaurants [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 26 | 26 | |||||
Restaurants Required [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 42 | 42 | |||||
Additional Agreements [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 16 | 16 | |||||
Exclusive of Potential Additional Restaurant Acquisitions [Member] | Scenario, Forecast [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Number of restaurants | restaurant | 80 | ||||||
Minimum [Member] | Certain Cities [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Advertising fund contributions | 0.25% | 0.25% | |||||
Maximum [Member] | Certain Cities [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Advertising fund contributions | 0.50% | 0.50% |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Earnings Per Share [Abstract] | ||||
Net loss available to common stockholders | $ (3,581,535) | $ (182,109) | $ (6,637,236) | $ 85,252 |
Weighted-average shares outstanding | 26,251,621 | 26,107,627 | 26,184,219 | 26,074,797 |
Effect of dilutive securities | 0 | 0 | 0 | 99,796 |
Weighted-average shares outstanding - assuming dilution | 26,251,621 | 26,107,627 | 26,184,219 | 26,174,593 |
Earnings per share (in dollars per share) | $ (0.14) | $ (0.01) | $ (0.25) | $ 0 |
Earnings per share - assuming dilution (in dollars per share) | $ (0.14) | $ (0.01) | $ (0.25) | $ 0 |
Supplemental Cash Flows Infor58
Supplemental Cash Flows Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash paid for interest | $ 900,000 | $ 400,000 | $ 1,900,000 | $ 0 |
Cash paid for income taxes | $ 0 | $ 22,000 | 94,290 | 22,000 |
Property and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment not yet paid | $ 700,000 | $ 1,400,000 |
Fair Value of Financial Instr59
Fair Value of Financial Instruments (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 27, 2015 | Dec. 28, 2014 | |
Fair Value Disclosures [Abstract] | ||
Total debt | $ 123,900,000 | $ 61,800,000 |
Level 2 to level 1 transfers, assets | 0 | 0 |
Level 2 to level 1 transfers, liabilities | 0 | 0 |
Asset transfers into level 3 | 0 | 0 |
Liability transfers into level 3 | 0 | 0 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 7,518,833 | |
Interest rate swaps | (2,278,574) | (259,626) |
Debt securities | 2,917,232 | |
Total | 5,240,259 | 2,657,606 |
Obligations of States/Municipals [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 1,185,983 | |
Corporate Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 1,731,249 | |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 7,518,833 | |
Total | 7,518,833 | |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps | (2,278,574) | (259,626) |
Debt securities | 2,917,232 | |
Total | $ (2,278,574) | 2,657,606 |
Level 2 [Member] | Obligations of States/Municipals [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | 1,185,983 | |
Level 2 [Member] | Corporate Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt securities | $ 1,731,249 |
Accumulated Other Comprehensi60
Accumulated Other Comprehensive Loss (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | $ (384,325) | $ (260,685) | $ (175,156) | $ (245,364) |
Gain(loss) recorded to other comprehensive income | (1,696,261) | 120,740 | (2,013,185) | 97,527 |
Tax benefit (expense) | 576,729 | (41,052) | 684,484 | (33,160) |
Total other comprehensive income (loss) | (1,119,532) | 79,688 | (1,328,701) | 64,367 |
Accumulated OCL | (1,503,857) | (180,997) | (1,503,857) | (180,997) |
Interest Rate Swap | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | (384,325) | (249,368) | (171,352) | (216,188) |
Gain(loss) recorded to other comprehensive income | (1,696,261) | 127,305 | (2,018,947) | 77,032 |
Tax benefit (expense) | 576,729 | (43,284) | 686,442 | (26,191) |
Total other comprehensive income (loss) | (1,119,532) | 84,021 | (1,332,505) | 50,841 |
Accumulated OCL | (1,503,857) | (165,347) | (1,503,857) | (165,347) |
Investments | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 0 | (11,317) | (3,804) | (29,176) |
Gain(loss) recorded to other comprehensive income | 0 | (6,565) | 5,762 | 20,495 |
Tax benefit (expense) | 0 | 2,232 | (1,958) | (6,969) |
Total other comprehensive income (loss) | 0 | (4,333) | 3,804 | 13,526 |
Accumulated OCL | $ 0 | $ (15,650) | $ 0 | $ (15,650) |