Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 29, 2017 | Feb. 21, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 29, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | FOXF | ||
Entity Registrant Name | Fox Factory Holding Corp | ||
Entity Central Index Key | 1,424,929 | ||
Current Fiscal Year End Date | --12-29 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 37,608,532 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 1,245,969,518 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 35,947 | $ 35,280 |
Accounts receivable (net of allowances of $676 and $397 at December 29, 2017 and December 30, 2016, respectively) | 61,060 | 61,617 |
Inventory | 84,841 | 71,243 |
Prepaids and other current assets | 21,100 | 14,772 |
Total current assets | 202,948 | 182,912 |
Property, plant and equipment, net | 43,636 | 32,262 |
Deferred tax assets | 2,669 | 4,082 |
Goodwill | 88,438 | 57,781 |
Intangibles, net | 90,044 | 57,855 |
Other assets | 551 | 708 |
Total assets | 428,286 | 335,600 |
Current liabilities: | ||
Accounts payable | 40,813 | 36,240 |
Accrued expenses | 32,608 | 34,435 |
Reserve for uncertain tax positions | 7,787 | 7,204 |
Current portion of long-term debt | 5,038 | 3,625 |
Current portion of contingent consideration | 0 | 5,532 |
Total current liabilities | 86,246 | 87,036 |
Line of credit | 35,585 | 0 |
Long-term debt, less current portion | 58,020 | 63,058 |
Deferred rent | 645 | 569 |
Total liabilities | 180,496 | 150,663 |
Commitments and contingencies (Refer to Note 8 - Commitments and Contingencies) | ||
Redeemable non-controlling interest | 12,955 | 0 |
Stockholders’ equity | ||
Preferred stock, $0.001 par value — 10,000 authorized and no shares issued or outstanding as of December 29, 2017 and December 30, 2016 | 0 | 0 |
Common stock, $0.001 par value — 90,000 authorized; 38,497 shares issued and 37,607 outstanding as of December 29, 2017; 37,781 shares issued and 36,891 outstanding as of December 30, 2016 | 38 | 37 |
Additional paid-in capital | 112,793 | 108,049 |
Treasury stock, at cost; 890 common shares as of December 29, 2017 and December 30, 2016 | (13,754) | (13,754) |
Accumulated other comprehensive loss | (168) | (2,193) |
Retained earnings | 135,926 | 92,798 |
Total stockholders’ equity | 234,835 | 184,937 |
Total liabilities, redeemable non-controlling interest and stockholders’ equity | $ 428,286 | $ 335,600 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 676 | $ 397 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 38,497,000 | 37,781,000 |
Common stock, shares outstanding | 37,607,000 | 36,891,000 |
Treasury stock, shares | 890,000 | 890,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Sales | $ 475,633 | $ 403,077 | $ 366,798 |
Cost of sales | 321,143 | 276,689 | 254,756 |
Gross profit | 154,490 | 126,388 | 112,042 |
Operating expenses: | |||
Sales and marketing | 27,905 | 25,796 | 23,182 |
Research and development | 20,178 | 18,459 | 17,001 |
General and administrative | 34,933 | 27,693 | 21,053 |
Amortization of purchased intangibles | 2,986 | 2,988 | 8,525 |
Fair value adjustment of contingent consideration and acquisition related compensation | 1,447 | 5,911 | 6,937 |
Total operating expenses | 87,449 | 80,847 | 76,698 |
Income from operations | 67,041 | 45,541 | 35,344 |
Other expense, net: | |||
Interest expense | 2,396 | 2,088 | 1,549 |
Other expense (income), net | 360 | 363 | (449) |
Other expense, net | 2,756 | 2,451 | 1,100 |
Income before income taxes | 64,285 | 43,090 | 34,244 |
Provision for income taxes | 21,102 | 7,415 | 9,290 |
Net income | 43,183 | 35,675 | 24,954 |
Less: net income attributable to non-controlling interest | (55) | 0 | 0 |
Net income attributable to Fox stockholders | $ 43,128 | $ 35,675 | $ 24,954 |
Earnings per share: | |||
Basic (in dollars per share) | $ 1.15 | $ 0.97 | $ 0.67 |
Diluted (in dollars per share) | $ 1.11 | $ 0.94 | $ 0.66 |
Weighted average shares used to compute earnings per share: | |||
Basic (in shares) | 37,373 | 36,799 | 36,989 |
Diluted (in shares) | 38,738 | 37,801 | 37,894 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 43,183 | $ 35,675 | $ 24,954 |
Other comprehensive loss | |||
Foreign currency translation adjustments, net of tax effects | 2,025 | (240) | (1,547) |
Other comprehensive income (loss) | 2,025 | (240) | (1,547) |
Comprehensive income | 45,208 | 35,435 | 23,407 |
Comprehensive income attributable to non-controlling interest | 55 | 0 | 0 |
Comprehensive income attributable to Fox stockholders | $ 45,153 | $ 35,435 | $ 23,407 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity and Redeemable Non-controlling Interest - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury | Additional paid-in capital | Accumulated other comprehensive (loss) income | Retained earnings |
Beginning Balance (in shares) at Dec. 31, 2014 | 37,117 | (39) | ||||
Beginning Balance at Dec. 31, 2014 | $ 128,806 | $ 37 | $ (571) | $ 97,577 | $ (406) | $ 32,169 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding (in shares) | 298 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (163) | (163) | ||||
Excess tax benefit from exercise of stock options | 539 | 539 | ||||
Repurchase of common stock (in shares) | 351 | |||||
Repurchases of common stock | (5,236) | $ (5,236) | ||||
Stock-based compensation expense | 4,907 | 4,907 | ||||
Foreign currency translation adjustment | (1,547) | (1,547) | ||||
Net Income | 24,954 | 24,954 | ||||
Ending Balance (in shares) at Dec. 31, 2015 | 37,415 | (390) | ||||
Ending Balance at Dec. 31, 2015 | 152,260 | $ 37 | $ (5,807) | 102,860 | (1,953) | 57,123 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding (in shares) | 366 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (1,034) | (1,034) | ||||
Repurchase of common stock (in shares) | 500 | |||||
Repurchases of common stock | (7,947) | $ (7,947) | ||||
Stock-based compensation expense | 6,223 | 6,223 | ||||
Foreign currency translation adjustment | (240) | (240) | ||||
Net Income | $ 35,675 | 35,675 | ||||
Ending Balance (in shares) at Dec. 30, 2016 | 36,891 | 37,781 | (890) | |||
Ending Balance at Dec. 30, 2016 | $ 184,937 | $ 37 | $ (13,754) | 108,049 | (2,193) | 92,798 |
Ending Balance at Dec. 30, 2016 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding (in shares) | 716 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (3,982) | $ 1 | (3,983) | |||
Stock-based compensation expense | 8,727 | 8,727 | ||||
Foreign currency translation adjustment | 2,025 | 2,025 | ||||
Net Income | $ 43,128 | 43,128 | ||||
Ending Balance (in shares) at Dec. 29, 2017 | 37,607 | 38,497 | (890) | |||
Ending Balance at Dec. 29, 2017 | $ 234,835 | $ 38 | $ (13,754) | $ 112,793 | $ (168) | $ 135,926 |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Acquisition of redeemable non-controlling interest | 12,900 | |||||
Net Income | 55 | |||||
Ending Balance at Dec. 29, 2017 | $ 12,955 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
OPERATING ACTIVITIES: | |||
Net income | $ 43,183 | $ 35,675 | $ 24,954 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 10,280 | 9,025 | 13,315 |
Cost of goods on acquired inventory step up | 248 | 212 | 812 |
Stock-based compensation | 8,727 | 6,223 | 4,907 |
Excess tax benefit from exercise of stock options | 0 | 0 | (539) |
Deferred taxes | (1,160) | (3,016) | (4,364) |
Gain on bargain purchase, net of deferred taxes | 0 | 0 | (315) |
Change in fair value of contingent consideration | (150) | (229) | (748) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 3,554 | (17,862) | (5,435) |
Inventory | (8,322) | (2,991) | (11,128) |
Income taxes payable | 6,211 | 1,467 | (2,389) |
Prepaids and other assets | (9,423) | (2,089) | (1,909) |
Accounts payable | 2,243 | 9,610 | 2,138 |
Accrued expenses | (7,219) | 2,820 | 10,723 |
Net cash provided by operating activities | 48,172 | 38,845 | 30,022 |
INVESTING ACTIVITIES: | |||
Acquisition of businesses | (53,592) | (198) | (2,414) |
Purchases of property and equipment | (16,864) | (12,024) | (10,894) |
Proceeds from sale of property and equipment | 0 | 0 | 145 |
Net cash used in investing activities | (70,456) | (12,222) | (13,163) |
FINANCING ACTIVITIES: | |||
Proceeds from line of credit | 42,120 | 29,500 | 37,000 |
Payments on line of credit | (7,000) | (12,500) | (35,500) |
Payment of contingent consideration liability | (5,382) | (6,889) | (7,854) |
Proceeds from issuance of debt, net of origination fees of $286 | 0 | 9,222 | 0 |
Repayment of debt | (3,750) | (8,522) | (2,838) |
Cash from stock compensation program, net | (3,981) | (1,034) | (163) |
Excess tax benefit from exercise of stock options | 0 | 0 | 539 |
Repurchase of common stock | 0 | (7,947) | (5,236) |
Net cash provided by (used in) financing activities | 22,007 | 1,830 | (14,052) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 944 | (117) | (75) |
CHANGE IN CASH AND CASH EQUIVALENTS | 667 | 28,336 | 2,732 |
CASH AND CASH EQUIVALENTS—Beginning of year | 35,280 | 6,944 | 4,212 |
CASH AND CASH EQUIVALENTS—End of year | 35,947 | 35,280 | 6,944 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Cash paid during the period for Income taxes | 15,951 | 8,880 | 15,928 |
Cash paid during the period for Interest | 2,012 | 1,786 | 1,338 |
Non-cash investing and financing activities: | |||
Refinancing of line of credit to term debt | 0 | 18,500 | 0 |
Non-controlling interests in acquired business | 12,900 | 0 | 0 |
Sport Truck USA, Inc. | |||
Non-cash investing and financing activities: | |||
Contingent consideration - acquisition of Sport Truck USA, Inc. | 0 | 0 | 19,035 |
Tuscany | |||
Non-cash investing and financing activities: | |||
Debt assumed in acquisition of Tuscany | $ 465 | $ 0 | $ 0 |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 30, 2016USD ($) | |
Statement of Cash Flows [Abstract] | |
Issuance of debt, origination fees | $ 286 |
Description of the Business, Ba
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 29, 2017 | |
Accounting Policies [Abstract] | |
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies | Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies Fox Factory Holding Corp. (the "Company") designs and manufactures performance-defining ride dynamics products primarily for bicycles ("bikes"), side-by-side vehicles ("Side-by-Sides"), on-road vehicles with off-road capabilities, off-road vehicles and trucks, all-terrain vehicles, or ATVs, snowmobiles, specialty vehicles and applications, and motorcycles. The Company is a direct supplier to leading power vehicle original equipment manufacturers ("OEMs"). Additionally, the Company supplies top bicycle OEMs and their current contract manufacturers, and provides aftermarket products to retailers and distributors. Throughout this Annual Report on Form 10-K, unless stated otherwise or as the context otherwise requires, the "Company," "FOX," "Fox Factory," "we," "us," "our," and "ours" refer to Fox Factory Holding Corp. and its operating subsidiaries on a consolidated basis. Basis of Presentation - The accompanying consolidated financial statements have been prepared in accordance with United States of America ("U.S.") generally accepted accounting principles ("GAAP"). Change in Fiscal Year - In fiscal year 2016, the Company changed from a calendar year ending on December 31 to a 52-53 week fiscal year ending on the Friday nearest to December 31, effective beginning with the first quarter of 2016. Therefore, the financial results of certain future fiscal years and quarters, which will contain 53 and 14 weeks, respectively, will not be exactly comparable to the prior and subsequent fiscal years and quarters, which contain 52 and 13 weeks, respectively. The adoption of a 52-53 week year was not deemed a change in fiscal year for purposes of reporting subject to Rule 13a-10 or 15d-10; hence, no transition reports are required. The Company has made the change in fiscal years on a prospective basis and thus has not revised the Company’s previously reported financial statements as of and for the year ended December 31, 2015 or any interim period therein. For 2017 and 2016, the Company's fiscal year ended on December 29, 2017 and December 30, 2016, respectively. Principles of Consolidation - The consolidated financial statements include the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates - The preparation of the Company’s 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 financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the financial statements; therefore, actual results could differ from management’s estimates. Foreign Currency Translation and Transaction - The functional currency of the Company’s non-U.S. entities is the local currency of the respective operations. The Company translates the financial statements of its non-U.S. entities into U.S. Dollars each reporting period for purposes of consolidation. Assets and liabilities of the Company’s foreign subsidiaries are translated at the period-end currency exchange rates while sales and expenses are translated at the average currency exchange rates in effect for the period. The effects of these translation adjustments are a component of other comprehensive income. Foreign currency transaction losses (gains) of $181 , $340 , and $ (187) for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively, are included as a component of other income or expense. Cash and Cash Equivalents - Cash consists of cash maintained in a checking account. All highly liquid investments purchased with an original maturity date of 90 days or less at the date of purchase are considered to be cash equivalents. Accounts Receivable - Accounts receivable are unsecured customer obligations which generally require payment within various terms from the invoice date. The receivables are stated at the invoice amount. Financing terms vary by customer. Payments of accounts receivable are applied to the specific invoices identified on the customer’s remittance advice or if unspecified, generally to the earliest unpaid invoices. The carrying amount of accounts receivable is reduced by a valuation allowance that reflects management’s best estimate of amounts that may not be collected. All accounts or portions thereof deemed to be uncollectible or that may require an excessive collection cost are written off to the allowance for doubtful accounts. Concentration of Credit Risk - Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and accounts receivable. The Company held $17,102 in cash at U.S. subsidiaries and $18,845 at subsidiaries outside the U.S.. The account balances may significantly exceed the insurance coverage provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company has not experienced any losses in its uninsured accounts. The Company mitigates its credit risk with respect to accounts receivable by performing ongoing credit evaluations and monitoring of its customers’ accounts receivable balances. The following customers accounted for 10% or more of the Company’s accounts receivable balance: December 29, December 30, 2017 2016 Customer A 15% 17% Customer B 14% 14% During the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , Customer A from the table above represented 10% , 14% , and 12% of sales, respectively. No other customers were individually significant in any of these periods. The Company depends on a limited number of vendors to supply component parts for its products. The Company purchased 35% , 34% , and 37% of its product components for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively, from ten vendors. As of December 29, 2017 and December 30, 2016 , amounts due to these vendors represented 23% and 19% of accounts payable, respectively. Allowance for Doubtful Accounts - The Company records a provision for doubtful accounts based on historical experience and a detailed assessment of the collectability of its accounts receivable. In estimating the allowance for doubtful accounts, management considers, among other factors, the aging of the accounts receivable, historical write-offs, and the credit-worthiness of each customer. If circumstances change, such as higher-than-expected defaults or an unexpected material adverse change in a major customer’s ability to meet its financial obligations, the Company’s estimate of the recoverability of the amounts due could be reduced by a material amount. The following table presents the activity in the allowance for doubtful accounts: For the years ended Allowance for doubtful accounts: 2017 2016 2015 Balance, beginning of year $ 397 $ 407 $ 348 Add: bad debt expense 327 53 75 Less: write-offs, net of recoveries (48 ) (63 ) (16 ) Balance, end of year $ 676 $ 397 $ 407 Inventories - Inventories are stated at the lower of actual cost (or standard cost which generally approximates actual costs on a first-in first-out basis) or market value. Cost includes raw materials, as well as direct labor and manufacturing overhead for products we manufacture. Market value is based on current replacement cost for raw materials and on a net realizable value for finished goods. Adjustments to reduce the cost of inventory to its net realizable value are made, if required, for estimated excess, obsolescence or impaired balances. Property and Equipment - Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Maintenance and repairs are charged to expense as incurred, and improvements and betterments are capitalized. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. Leasehold improvements are amortized on a straight-line basis over the terms of the lease, or the useful lives of the assets, whichever is shorter. The value assigned to land associated with buildings we own, is not amortized. Depreciation and amortization periods for the Company’s property and equipment are as follows: Asset Classification Estimated useful life Machine shop equipment 10-15 years Manufacturing equipment 5-10 years Information systems, office equipment and furniture 3-5 years Internal use computer software 10 years Transportation equipment 5 years Buildings 39 years Internal Use Computer Software Costs - Costs incurred to purchase and develop computer software for internal use are capitalized during the application development and implementation stages. These software costs have been for enterprise-level business and finance software that is customized to meet the Company’s operational needs. Capitalized costs are included in property and equipment and are amortized on a straight-line basis over the estimated useful life of the software beginning when the software project is substantially complete and placed in service. The Company capitalized $2,482 in internal use computer software costs during the year ended December 29, 2017 . Costs incurred during the preliminary project stage and costs for training, data conversion, and maintenance are expensed as incurred. Impairment of Long-lived Assets -The Company periodically reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset is impaired or the estimated useful lives are no longer appropriate. If indicators of impairment exist and the undiscounted projected cash flows associated with such assets are less than the carrying amount of the assets, an impairment loss is recorded to write the assets down to their estimated fair values. Fair value is estimated based on discounted future cash flows. No impairment charges were recorded during the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 . Business Combinations - The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets acquired, liabilities assumed and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition related expenses and restructuring costs are expensed as incurred. During the measurement period, the Company records adjustments to provisional amounts recorded for assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company’s consolidated statements of income. Goodwill and Intangible Assets - Goodwill represents the excess of purchase price over the fair value of the net assets of businesses acquired. On an annual basis, the Company makes a qualitative assessment to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If the Company determines that the fair value of the reporting unit is less than its carrying amount, it will perform a quantitative analysis; otherwise, no further evaluation is necessary. For the quantitative impairment test, the Company compares the fair value of the reporting unit to its carrying value, including goodwill. The Company determines the fair value of the reporting unit based on a weighting of income and market approaches. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not impaired and no further testing is performed. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company will recognize a loss equal to the excess, limited to the total amount of goodwill allocated to that reporting unit. Impairments, if any, are charged directly to earnings. The Company has a single reporting unit for purposes of assessing goodwill impairment. We completed our most recent annual impairment test in the third quarter of 2017 at which time we had a single reporting unit for purposes of assessing goodwill impairment. No impairment charges have been incurred to date. Intangible assets include customer relationships and the Company’s core technology, are subject to amortization over their respective useful lives, and are classified in intangibles, net in the accompanying consolidated balance sheet. These intangibles are evaluated for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. If facts and circumstances indicate that the carrying value might not be recoverable, projected undiscounted net cash flows associated with the related asset or group of assets over their estimated remaining useful lives is compared against their respective carrying amounts. If an asset is found to be impaired, the impairment charge will be measured as the amount by which the carrying amount of an entity exceeds its fair value. Trademarks and brands are considered to be indefinite life intangibles, and are not amortized but are subject to testing for impairment annually. No impairments of intangible assets were identified in the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 . Self-Insurance - Since January 2015, the Company has been partially self-insured for its U.S. employee health and welfare benefits. The Company’s liability for self-insurance is based on claims filed and an estimate of claims incurred but not yet reported. The Company considers a number of factors, including historical claims information, when determining the amount of the accrual. Costs related to the administration of the plan and related claims are expensed as incurred. The Company has third-party insurance coverage to limit exposure for individually significant claims. The estimates for unpaid claims incurred as of December 29, 2017 and December 30, 2016 are $934 and $1,101 respectively, and are recorded within accrued expenses on the consolidated balance sheets. Revenue Recognition - The Company recognizes sales when persuasive evidence of an arrangement exists, title has transferred, the sales price is fixed or determinable, and collectability of the receivable is reasonably assured. Provisions for discounts, rebates, sales incentives, returns, and other adjustments are provided for in the period the related sales are recorded based on an assessment of historical trends and current projection of future results. Sales are recorded net of sales tax. Cost of Sales - Cost of sales primarily consists of materials and labor expense in the manufacturing of the Company’s products. Cost of sales also includes provisions for excess and obsolete inventory, warranty costs, certain allocated costs for facilities, depreciation and other manufacturing overhead. Additionally, it includes stock-based compensation for personnel directly involved with manufacturing the Company’s product offerings. Shipping and Handling Fees and Costs - The Company includes shipping and handling fees billed to customers in sales. Shipping costs associated with inbound freight are capitalized as part of inventory and included in cost of sales as products are sold. Sales and Marketing - Sales and marketing expenses include costs related to sales, customer service and marketing personnel, including their wages, employee benefits and related stock-based compensation, and occupancy related expenses. Other significant sales and marketing expenses include race support and sponsorships of events and athletes, advertising and promotions related to trade shows, travel and entertainment, and promotional materials, products and sales offices costs. Research and Development - Research and development expenses consist primarily of salaries and personnel costs, including wages, employee benefits and related stock-based compensation for the Company’s engineering, research and development teams, occupancy related expenses, fees for third party consultants, service fees, and expenses for prototype tooling and materials, travel, and supplies. The Company expenses research and development costs as incurred. General and Administrative - General and administrative expenses include costs related to executive, finance, information technology, human resources and administrative personnel, including wages, employee benefits and related stock-based compensation expenses. The Company records professional and contract service expenses, occupancy related expenses associated with corporate locations and equipment, and legal expenses in general and administrative expenses. Stock-Based Compensation - The Company measures stock-based compensation for all stock-based awards, including stock options and restricted stock units (“RSUs”), based on their estimated fair values on the date of the grant and recognizes the stock-based compensation cost for time-vested awards on a straight-line basis over the requisite service period. For performance-based RSUs, the number of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. To the extent shares are expected to vest, the stock based compensation cost is recognized on a straight-line basis over the requisite service period. The fair value of each stock option granted is estimated using the Black-Scholes option pricing model. The Company does not estimate forfeitures in recognizing stock based compensation expense. The fair value of the RSU’s is equal to the fair value of the Company’s common stock on the grant date of the award. Income Taxes - Income taxes are computed using the asset and liability method, under which deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Operating loss and tax credit carryforwards are measured by applying currently enacted tax laws. Valuation allowances are provided when necessary to reduce net deferred tax assets to an amount that is more likely than not to be realized. The Company recognizes the tax effects of an uncertain tax position only if it is more likely than not to be sustained based solely on its technical merits as of the reporting date and then only in an amount more likely than not to be sustained upon review by the tax authorities. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. Advertising - Advertising costs are expensed as incurred and recognized as sales and marketing expenses on our Consolidated Statements of Income. Costs incurred for advertising totaled $1,070 , $1,242 , and $1,532 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. Warranties - The Company offers limited warranties on its products generally for one to four years . The Company recognizes estimated costs related to warranty activities as a component of cost of sales upon product shipment. The estimates are based upon historical product failure rates and historical costs incurred in correcting product failures. The recorded amount is adjusted from time to time for specifically identified warranty exposures. Actual warranty expenses are charged against the Company’s estimated warranty liability when incurred. Factors that affect the Company’s liability include the number of units, historical and anticipated rates of warranty claims, and the cost per claim. Fair Value of Financial Instruments - The Financial Accounting Standards Board ("FASB") has issued Accounting Standards Codification 820, Fair Value Measurements and Disclosures , that requires the valuation of assets and liabilities required or permitted to be either recorded or disclosed at fair value based on hierarchy of available inputs as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices for identical assets and liabilities in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The carrying amounts of the Company’s financial instruments, including cash, receivables, accounts payable, and accrued liabilities approximate their fair values due to their short-term nature. Amounts owed under the Company's credit facility approximate fair value due to the variable interest rate features embedded in both the line of credit and term debt. Certain Significant Risks and Uncertainties - The Company is subject to those risks common in manufacturing-driven markets, including, but not limited to, competitive forces, dependence on key personnel, customer demand for its products, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. Recent Accounting Pronouncements - In May 2014, the FASB and International Accounting Standards Board issued their converged standard on revenue recognition, Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, updated in December 2016 with the release of ASU 2016-20. This standard outlines a single comprehensive model for companies to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods and services in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods and services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company has selected the modified retrospective implementation method, in which the cumulative effect of initially applying the standard is recognized at the date of the initial application in retained earnings. The Company utilized a cross-functional team to implement the guidance related to the recognition of revenue from contracts with customers. The implementation approach included an assessment of customer contracts aimed at identifying contractual provisions that could result in a change in the timing or the amount of revenue recognized in comparison with prior guidance, as well as assessing the enhanced disclosure requirements of the new guidance. As a result of these procedures, the Company expects that the primary impact of this guidance will be on pricing provisions contained in certain customer contracts which either represent variable consideration or provide the customer with a material right, in some cases resulting in a different allocation of the transaction price than under current guidance. The Company does not expect the adoption of this ASU to be material to its financial statements. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory. The guidance applies to inventory that is measured using first-in, first-out (“FIFO”) or average cost. Under the guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company adopted ASU 2015-11 at the beginning of fiscal year 2017. The adoption of ASU 2015-11 did not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases, which will supersede the existing guidance for lease accounting. This ASU will require lessees to recognize leases with durations greater than twelve months on the balance sheet. This guidance is effective for fiscal years and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments, which clarifies the presentation of certain transactions, including, but not limited to, contingent consideration payments made after a business combination and debt prepayment and extinguishment costs in the cash flow statement. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2019. Early adoption is permitted. The Company is currently assessing the impact this guidance will have on its consolidated statement of cash flows. In October 2016, the FASB issued ASU 2016-16, Income Taxes: Intra-Entity Transfer of Assets Other Than Inventory, which improves the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business, which provides more guidance to an entity when they are assessing if transactions should be accounted for as acquisitions of assets or businesses. The clarification of the definition of a business impacts various areas of accounting such as acquisitions, disposals, goodwill, and consolidations. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which removes the second step of the goodwill impairment test that would currently require the assessment of fair value of individual assets and liabilities of a reporting unit to measure goodwill impairments. Under ASU 2017-04, goodwill impairment will be the amount by which a reporting unit's carrying value exceeds its fair value. The Company adopted ASU 2017-04 effective for goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of ASU 2017-14 did not have a material impact on the Company's consolidated financial statements. Reclassifications - Certain non-vendor liabilities have been reclassified from accounts payable to accrued expenses in the December 30, 2016 consolidated balance sheet and the consolidated statement of cash flows in order to more accurately reflect the nature of the liability on a basis consistent with the financial statements as of and for the period ended December 29, 2017. |
Inventory
Inventory | 12 Months Ended |
Dec. 29, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consisted of the following: December 29, December 30, 2017 2016 Raw materials $ 51,371 $ 46,679 Work-in-process 1,233 1,929 Finished goods 32,237 22,635 Total inventory $ 84,841 $ 71,243 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 12 Months Ended |
Dec. 29, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant and Equipment, net Property, plant and equipment consisted of the following: December 29, December 30, 2017 2016 Machinery and manufacturing equipment $ 33,664 $ 28,752 Information systems, office equipment and furniture 7,715 7,449 Internal use computer software 7,819 5,337 Transportation equipment 3,325 2,531 Building and land 8,811 4,358 Leasehold improvements 9,919 8,083 Total 71,253 56,510 Less: accumulated depreciation and amortization (27,617 ) (24,248 ) Property, plant and equipment, net $ 43,636 $ 32,262 Depreciation expense was $6,923 , $5,766 , and $ 4,538 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively, including $565 , $254 , and $0 of internal use software amortization for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. The Company capitalized $2,482 in internal use computer software costs during the year ended December 29, 2017 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 29, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Intangible assets, excluding goodwill, are comprised of the following: Gross carrying amount Accumulated amortization Net carrying amount Weighted average life (years) December 29, 2017 Customer relationships $ 67,643 $ (18,324 ) $ 49,319 11 Core technology 33,400 (32,874 ) 526 8 Patents 1,389 (1,260 ) 129 4 Total $ 102,432 $ (52,458 ) 49,974 Trademarks and brands, not subject to amortization 40,070 Total $ 90,044 December 30, 2016 Customer relationships $ 38,990 $ (15,548 ) $ 23,442 12 Core technology 33,400 (32,717 ) 683 8 Patents 1,335 (1,176 ) 159 4 Total $ 73,725 $ (49,441 ) 24,284 Trademarks and brands, not subject to amortization 33,571 Total $ 57,855 For the years ended 2017 2016 2015 Amortization of intangibles $ 2,986 $ 2,988 $ 8,525 The Company acquired intangible assets in conjunction with acquisitions, as more fully described in Note 15 - Acquisitions of the Notes to Consolidated Financial Statements in this Annual Report on Form 10-K. Intangible assets acquired include $28,600 in customer relationships and $6,500 in trademarks. The acquired definite lived assets will be amortized on a straight-line basis. Goodwill activity consisted of the following: Balance as of December 30, 2016 $ 57,781 Acquisitions (Refer to Note 15 - Acquisitions ) 30,540 Currency translation and other adjustments 117 Balance as of December 29, 2017 $ 88,438 Future amortization expense for finite-lived intangibles as of December 29, 2017 is as follows: For fiscal year: Amortization Expense 2018 $ 6,067 2019 5,927 2020 5,236 2021 5,134 2022 5,010 Thereafter 22,600 Total expected future amortization $ 49,974 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 29, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consisted of the following: December 29, December 30, 2017 2016 Payroll and related expenses $ 13,211 $ 10,717 Management earn-out related to Race Face/Easton — 6,421 Warranty 6,481 4,593 Income tax payable 6,562 4,490 Other accrued expenses 6,354 8,214 Total $ 32,608 $ 34,435 Activity related to warranties is as follows: For the years ended 2017 2016 2015 Beginning warranty liability $ 4,593 $ 3,914 $ 4,215 Charge to cost of sales 5,904 4,833 3,616 Fair value of warranty assumed in acquisition 1,016 — — Costs incurred (5,032 ) (4,154 ) (3,917 ) Ending warranty liability $ 6,481 $ 4,593 $ 3,914 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 29, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In September 2014, the Company entered into an agreement with Compass to assist with compliance requirements pursuant to the Sarbanes-Oxley Act of 2002, as amended. Fees paid for services provided for compliance associated with our fiscal 2015 financial statements were approximately $135 , including $72 expensed in the twelve months ended December 30, 2016. This agreement expired upon completion of the services related to fiscal 2015. Compass no longer holds any equity interest in the Company. Fox Factory, Inc. has a triple-net building lease for its manufacturing and office facilities in Watsonville, California. The building is owned by a member of our Board of Directors. Rent expense under this lease was $715 , $837 and $1,203 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. The lease was amended effective April 2016 to extend the term through June 30, 2020 , with monthly rental payments of $60 , which are adjusted annually for a cost-of-living increase based upon the consumer price index. On November 30, 2017, the Company, through FF US Holding Corp. ("Tuscany"), acquired the business of Flagship, Inc. Tuscany has building leases for its manufacturing and office facilities in Elkhart, Indiana. The buildings are owned by the non-controlling interest stockholders, who are now employees of the Company. Rent expense under these leases was $29 for the year ended December 29, 2017 . The leases are effective November 30, 2017 through April 1, 2022 , with monthly rental payments of $29 , which are subject to annual escalation of 7.5% . See Note 8 - Commitments and Contingencies of the Notes to the Consolidated Financial Statements in this Annual Report on Form 10-K for a summary of the future minimum lease payments under related party operating leases. |
Debt
Debt | 12 Months Ended |
Dec. 29, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt Second Amended and Restated Credit Facility In August 2013, the Company entered into a credit facility with Sun Trust Bank and other named lenders which has been periodically amended and restated; the last restatement occurred on May 11, 2016 and was further amended on August 11, 2016, June 12, 2017 and November 30, 2017 (as most recently amended and restated and as further amended, the “Second Amended and Restated Credit Facility”). The Second Amended and Restated Credit Facility, which matures on May 11, 2021, provides a revolving line of credit and a maturing secured term loan with a refinanced principal balance of $75,000 , as a result of a May 2016 amendment and restatement. The term loan is subject to quarterly amortization payments. The Second Amended and Restated Credit Facility provides for interest at either a rate based on the London Interbank Offered Rate, or LIBOR, plus a margin ranging from 1.50% to 2.50% , or based on the prime rate offered by SunTrust Bank plus a margin ranging from 0.50% to 1.50% . At December 29, 2017 , the one-month LIBOR and prime rates were 1.57% and 4.50% , respectively. At December 29, 2017 our weighted average interest rate on outstanding borrowing was 3.16% . The Second Amended and Restated Credit Facility is secured by substantially all of the Company’s assets, restricts the Company's ability to make certain payments and engage in certain transactions, and also requires that the Company satisfy customary financial ratios. The Company was in compliance with the covenants as of December 29, 2017 . Additionally, the existing credit facility permits up to $15,000 of the aggregate revolving commitment to be used by the Company for issuance of letters of credit. As of December 29, 2017, the Company utilized $5,000 in the form of a standby letter of credit in support of subsidiary operations. The letter of credit expires in November 2018. The following table summarizes the line of credit under the Second Amended and Restated Credit Facility: December 29, December 30, 2017 2016 Amount outstanding $ 35,000 $ — Standby letter of credit $ 5,000 $ — Available borrowing capacity $ 60,000 $ 100,000 Maximum borrowing capacity $ 100,000 $ 100,000 Maturity date May 11, 2021 As of December 29, 2017 , future principal payments for the term loan, including the current portion, are summarized as follows: For fiscal year: 2018 $ 5,156 2019 5,625 2020 7,031 2021 45,626 Total term debt 63,438 Debt issuance cost (380 ) Long-term debt, net of issuance cost 63,058 Less: current portion (5,038 ) Long-term debt less current portion $ 58,020 Other Indebtedness As of December 29, 2017 , the Company has $585 outstanding under a vendor associated line of credit. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 29, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases - The Company has operating lease agreements for administrative, research and development, manufacturing and sales and marketing facilities and equipment that expire at various dates and in some cases contain renewal options and rent escalations based on inflation indexes. The Company recognizes rent expense on a straight-line basis over the lease term and records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. Rent expense was $6,045 , $4,819 , and $4,611 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. See Note 6 - Related Party Transactions of the Notes to Consolidated Financial Statements in this Annual Report for Form 10-K for additional information on related party operating leases. Approximate remaining future minimum lease payments under these operating leases as of December 29, 2017 , are as follows: For fiscal year: Third party future payments Related party future payments Total future payments 2018 $ 4,318 $ 1,058 $ 5,376 2019 3,305 1,058 4,363 2020 2,906 700 3,606 2021 1,425 343 1,768 2022 Thereafter 2,130 86 2,216 $ 14,084 $ 3,245 $ 17,329 Indemnification Agreements - In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by the Company or intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. While the outcome of these matters cannot be predicted with certainty, the Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on the Company’s results of operations, financial position or liquidity. Legal Proceedings - A lawsuit was filed on December 17, 2015 by SRAM Corporation (“SRAM”) in the U.S. District Court, Northern District of Illinois, against the Company’s wholly-owned subsidiary, RFE Canada Holding Corp. (“RFE Canada”). The lawsuit alleges patent infringement of U.S. Patent number 9,182,027 ("027 Patent") and violation of the Lanham Act. SRAM filed a second lawsuit in the same court against RFE Canada on May 16, 2016. That lawsuit alleges patent infringement of U.S patent number 9,291,250 ("250 Patent"). The Company believes the lawsuits are without merit and intends to vigorously defend itself. As such, the Company has filed, before the U. S. Patent and Trademark Appeals Board ("PTAB"), for Interparties Reviews ("IPR") of the '027 Patent and separately the same for the '250 Patent. The PTAB has instituted all of the Company's IPR Petitions and has stayed a third party ex-parte re-exam of SRAM's '027 Patent. In a separate action the Company filed a lawsuit on January 29, 2016 in the U.S. District Court, Northern District of California against SRAM. That lawsuit alleges SRAM’s infringement of two separate Company owned patents, specifically U.S. Patent numbers 6,135,434 and 6,557,674. A second lawsuit was filed by the Company on July 1, 2016 in the U.S. District Court, Northern District of California against SRAM alleging infringement of the Company’s U.S. Patent numbers 8,226,172 and 8,974,009. These lawsuits have been moved to U.S. District Count, District of Colorado but are otherwise proceeding. The SRAM lawsuits against the Company have been stayed by the U.S. District Court, Northern District of Illinois pending a PTAB determination in the Company filed SRAM patent reviews (IPRs). Meanwhile the Company filed lawsuits have moved forward as scheduled by the courts. Due to the inherent uncertainties of litigation, the Company is not able to predict either the outcome or a range of reasonably possible losses, if any, at this time. Accordingly, no amounts have been recorded in the consolidated financial statements for the settlement of these matters. Were an unfavorable ruling to occur, or if factors indicate that a loss is probable and reasonably estimable, the Company's business, financial condition or results of operations could be materially and adversely affected. The Company is involved in other legal matters that arise in the ordinary course of business. Based on information currently available, management does not believe that the ultimate resolution of these matters will have a material adverse effect on the Company's financial condition, results of operations or cash flows. Other Commitments - On November 30, 2017, the Company acquired an 80% interest in Tuscany. The stockholders' agreement provides the Company with a call option (the "Call Option") to acquire the remaining 20% of Tuscany any time from November 30, 2019 through November 30, 2024 at a value which approximates fair market value. In addition, if the Call Option has not been exercised as of November 30, 2024, the non-controlling owners shall be entitled to exercise a put option (the "Put Option") on November 30, 2024 and for a 180 day period thereafter, which would require the Company to purchase all of the remaining shares held by the non-controlling owners at a price that approximates fair market value. See Note 15 - Acquisitions for additional information on this commitment. In connection with the acquisitions of businesses in 2014, the Company had commitments to pay up to $46,195 in additional consideration and acquisition related compensation, contingent upon the achievement of certain financial performance goals and in some cases continued employment through 2016. As of December 29, 2017 , the Company paid $35,153 cumulatively under these arrangements, which concluded within the current fiscal year. The Company has no further commitments related to these acquisitions. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 29, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | Stockholders' Equity Secondary Stock Offerings and Share Repurchase Program In February 2016, the Company's Board of Directors authorized the Company's 2016 stock repurchase program (the "2016 Repurchase Program"), permitting repurchases of up to an aggregate of $40,000 in shares of common stock. The plan expired on December 31, 2017. The Company repurchased 890 shares for a total of $13,754 under both the 2016 Repurchase Program and the prior repurchase program of the Company, which expired on December 31, 2015. Shares of common stock repurchased under this program are accounted for as treasury stock under the cost method. In March 2016, Compass sold 2,500 shares of the Company's common stock at a price of $15.90 per share, less underwriting discounts and commissions, in a secondary public offering. The Company did not sell shares or receive any proceeds from the sales of shares by the selling stockholders. Concurrently, pursuant to the 2016 Repurchase Program and a stock repurchase agreement between Compass and the Company, the Company repurchased 500 shares of its common stock held by Compass for a total of $7,948 . In August 2016, selling stockholders, including Compass, sold 4,025 shares of the Company's common stock at a price of $18.00 per share, less underwriting discounts and commissions, in a secondary public offering. The total shares sold include 525 shares, which were also sold by certain selling stockholders, in connection with the underwriters' option to purchase additional shares. The Company did not sell shares or receive any proceeds from the sales of shares by the selling stockholders. In November 2016, the Company closed another secondary offering, whereby the selling stockholders, including Compass, sold an additional 4,025 shares of the Company's common stock at a price of $20.51 per share, less underwriting discounts and commissions. The total shares sold include 525 shares, which were also sold by certain selling stockholders, in connection with the underwriters' option to purchase additional shares. The Company did not sell shares or receive any proceeds from the sales of shares by the selling stockholders. In March 2017, the Company closed another secondary offering, whereby the selling stockholders, including Compass, sold an additional 5,574 shares of the Company's common stock at a price of $26.65 per share, less underwriting discounts and commissions. The total shares sold included 466 shares, which were also sold by certain selling stockholders, in connection with the underwriters' option to purchase additional shares. The Company did not sell shares or receive any proceeds from the sales of shares by the selling stockholders. As a result of the March 2017 secondary offering, Compass no longer holds any equity interest in the Company. The Company incurred approximately $113 , $617 , and $225 of expenses in connection with the secondary offerings during the fiscal years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. Equity Incentive Plans The Company has outstanding awards under the following equity incentive plans: the 2008 Stock Option Plan (the "2008 Plan"), the 2008 Non-Statutory Stock Option Plan (the "2008 Non-Statutory Plan") and the 2013 Omnibus Plan (the "2013 Plan"). No further awards will be granted pursuant to the 2008 Plan or the 2008 Non-Statutory Plan. Under the 2013 Plan, the Company has the ability to issue incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, RSUs, performance units and/or performance shares. The equity incentive plans are administered by the Compensation Committee of the Board of Directors of the Company, which has the authority to determine the type of incentive award, as well as the terms and conditions of the awards. Options granted under the plans have vesting periods ranging from one to five years and expire no later than 10 years from the date of grant. RSUs generally vest over a four -year period with 25% vesting at the end of one year and the remaining vesting annually thereafter. In addition to time-based vesting criteria, certain of our RSUs include performance-based vesting criteria. As of December 29, 2017 , there were 3,576 shares reserved for issuance under the Company's equity incentive plans and 1,890 shares available for grant under the 2013 Plan. The Company generally issues new shares in connection with awards under its equity incentive plans. Stock-Based Compensation Compensation expense related to the Company's share-based awards for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 was $8,727 , $6,223 and $4,907 , respectively, of which $8,641 , $5,977 and $4,576 , respectively, related to RSUs and $86 , $246 and $331 , respectively, related to stock options. The following table summarizes the allocation of stock-based compensation in the accompanying consolidated statements of income: For the fiscal years ended 2017 2016 2015 Cost of sales $ 429 $ 139 $ 82 Sales and marketing 587 598 430 Research and development 442 357 178 General and administrative 7,269 5,129 4,217 Total $ 8,727 $ 6,223 $ 4,907 Stock-based compensation expense capitalized to inventory was not material for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 . Tax benefits related to stock-based compensation were approximately $2,886 , $2,178 , and $1,717 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. Excess tax benefits of $6,974 and $935 were recognized as a component of income tax expense for the years ended December 29, 2017 and December 30, 2016 and $539 was recognized as a credit to additional paid-in-capital for the year ended December 31, 2015 , respectively. Restricted Stock Units The Company grants both time-based and performance-based stock awards which also include a time-based vesting feature. Compensation expense for time-based stock awards is measured at the grant date based on the closing market price of the Company's common stock, and recognized ratably over the vesting period. For performance-based stock awards, compensation expense is measured based on estimates of the number of shares ultimately expected to vest at each reporting date based on management’s expectations regarding the relevant performance criteria. The recognition of compensation expense associated with performance-based stock awards requires defined criteria for assessing achievement and judgment in assessing the probability of meeting the performance goals. The following table summarizes RSU activity: Unvested RSUs Number of shares outstanding Weighted-average grant date fair value Unvested at December 31, 2014 781 $ 17.30 Granted 246 16.60 Canceled (19 ) 16.93 Vested (235 ) 17.36 Unvested at December 31, 2015 773 17.07 Granted 341 15.84 Canceled (15 ) 17.83 Vested (288 ) 17.16 Unvested at December 30, 2016 811 16.53 Granted 411 31.38 Canceled (55 ) 17.45 Vested (367 ) 16.93 Unvested at December 29, 2017 800 $ 23.91 The fair value of vested RSUs was $12,587 , $5,122 and $3,731 for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. As of December 29, 2017 , the Company had approximately $13,242 of unrecognized stock-based compensation expense related to RSUs, which will be recognized over the remaining weighted-average vesting period of approximately 2.59 years. Stock Options The following table summarizes stock option activity: Number of shares outstanding Weighted-average exercise price Weighted-average remaining contractual life (years) Aggregate intrinsic value Balance at December 31, 2014 1,742 $ 5.25 7 $ 19,136 Options exercised (99 ) 3.99 1,332 Balance at December 31, 2015 1,643 5.32 6 18,414 Options exercised (193 ) 5.30 2,767 Balance at December 30, 2016 1,450 5.33 5 32,528 Options exercised (541 ) 5.51 13,588 Options forfeited (14 ) 6.20 — Options expired (9 ) 6.38 — Balance at December 29, 2017 886 5.19 4 29,840 Options vested and expected to vest - December 29, 2017 886 5.19 4 29,840 Options exercisable - December 29, 2017 886 $ 5.19 4 $ 29,840 Aggregate intrinsic value represents the difference between the closing price of the Company's common stock on NASDAQ and the exercise price of outstanding, in-the-money options. The fair value of options vested during the year ended December 29, 2017 was $203 . As of December 29, 2017 , stock-based compensation expense related to stock options has been fully recognized. During the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , 541 , 193 , and 99 shares of common stock, respectively, were issued due to the exercise of stock options, resulting in proceeds to the Company of approximately $2,981 , $1,000 , and $396 , respectively. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 29, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share ("EPS") amounts are computed by dividing net income attributable to Fox Factory Holding Corp. stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted EPS amounts are computed by dividing net income for the period by the weighted average number of shares of common stock and potentially dilutive common stock outstanding during the period. Potentially dilutive common shares include shares issuable upon the exercise of outstanding stock options and vesting of restricted stock units, which are reflected in diluted earnings per share by application of the treasury stock method. The following table presents the calculation of basic and diluted earnings per share: For the years ended 2017 2016 2015 Net income attributable to Fox stockholders $ 43,128 $ 35,675 $ 24,954 Weighted average shares used to compute basic earnings per share 37,373 36,799 36,989 Dilutive effect of employee stock plans 1,365 1,002 905 Weighted average shares used to compute diluted earnings per share 38,738 37,801 37,894 Earnings per share: Basic $ 1.15 $ 0.97 $ 0.67 Diluted $ 1.11 $ 0.94 $ 0.66 The Company did not exclude any potentially dilutive shares from the calculation of diluted earnings per share for the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , as none of these shares would have been antidilutive. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 29, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Provision for Income Taxes The components of income tax expense are as follows: For the years ended 2017 2016 2015 Current: Federal $ 13,483 $ 5,710 $ 11,468 State 648 (1,287 ) (22 ) Foreign 8,148 6,008 2,208 Total 22,279 10,431 13,654 Deferred: Federal (923 ) (1,729 ) (3,751 ) State 387 (1,156 ) (613 ) Foreign (641 ) (131 ) — Total (1,177 ) (3,016 ) (4,364 ) Provision for income taxes $ 21,102 $ 7,415 $ 9,290 The Company's income before provision for income taxes was subject to taxes in the following jurisdictions for the following periods: For the years ended 2017 2016 2015 United States $ 36,555 $ 22,348 $ 24,308 Foreign 27,730 20,742 9,936 $ 64,285 $ 43,090 $ 34,244 The following table presents a reconciliation of the statutory federal rate and the Company’s effective tax rate for the periods presented: For the years ended 2017 2016 2015 Tax at federal statutory rate 35.0 % 35.0 % 35.0 % State taxes, net of federal benefit 2.0 1.0 2.2 Stock-based compensation (10.6 ) (2.0 ) (0.1 ) Foreign rate differential (4.6 ) (9.4 ) — Change in tax rates due to Tax Cuts and Jobs Act (3.8 ) — — Research and development tax credit (2.2 ) (2.0 ) (2.9 ) Change in liability for unrecognized tax benefits (1.7 ) (4.9 ) (2.8 ) California business development tax credit — (1.1 ) — Manufacturing deduction — — (2.0 ) Valuation allowance on foreign tax credits 9.4 — — Tax on unremitted foreign earnings 8.9 — — Other 0.4 0.6 (2.3 ) Total provision 32.8 % 17.2 % 27.1 % The Tax Cuts and Jobs Act (the "TCJA") was enacted on December 22, 2017. The TCJA reduces the US federal corporate tax rate from 35% to 21%, requires companies to pay a one-time transition tax on unremitted earnings of certain foreign subsidiaries, creates a new minimum tax on certain foreign earnings, and provides incentives for US companies to sell and license goods and services abroad, among other changes. Effective January 1, 2016, the Company sold the net assets of its Taiwan branch operations and its shares of Fox Factory IP Holding Corp. to Fox Factory Switzerland GmbH. The Company’s Taiwan operations were as a result, organized as a branch of the Swiss entity (together, "Fox Switzerland"). Fox Switzerland owns or licenses the Company’s non-US intangible property and generates earnings that prior to the enactment of TCJA, were not currently subject to payment of US income taxes or accrual of deferred tax expense because the Company asserted that such earnings were permanently invested outside the US. The unremitted earnings of Fox Switzerland became subject to US tax as a result of the one-time transition tax provided for by the TCJA, which approximated $3,706 . As a result of the change in US taxation, the Company no longer considers the unremitted earnings of Fox Switzerland to be permanently reinvested, and as such recorded a deferred tax liability of approximately $2,026 , primarily representing foreign withholding tax due upon remittance. As permitted by the Securities and Exchange Commission's Staff Accounting Bulletin 118, the Company has not completed its accounting for the tax effects of the enactment of the TCJA; however, in certain cases, as described below, the Company has made a reasonable estimate of the effects of the new law. In other cases, primarily the impact of grandfathering on limitations of deductibility of executive compensation, the Company has not been able to make a reasonable estimate because clarifying regulations have not been issued, and as such continues to account for those items based on its existing accounting under ASC 740, Income Taxes , and the provisions of the tax laws that were in effect immediately prior to the enactment. The Company has recognized provisional amounts for all items for which it was able to determine a reasonable estimate. In all cases, the Company will continue to make and refine its calculations as additional analysis is completed. In addition, the Company's estimates may be affected as interpretations of the law through regulations and common practice emerge. Provisional amounts Deferred Tax Assets and Liabilities: The Company remeasured its US deferred tax assets and liabilities that give rise to future tax deductions based on the enacted tax rates in effect for the periods in which the deductions are expected to be taken. However, certain aspects of the TCJA could potentially affect the measurement of these balances or give rise to new deferred tax amounts. For example, differences between the provisional and actual calculations of the on-time transition tax could result in the need for changes to the amount of the valuation allowance on the balance that is not utilized to pay such tax. The provisional amount recorded related to the remeasurement of our deferred tax balance was a net benefit of $2,448 . One-Time Transition Tax: The one-time transition tax is based on the total post-1986 earnings and profits on which US tax were previously deferred. The Company recorded a provisional amount as an increase in income tax expense related to the one-time transition tax of $3,706 . Because of the complexities of TCJA, the Company has estimated the amount of earnings and profits subject to the tax. Further, the transition tax is based in part on the amount of those earnings held in cash and other specified assets. The Company's estimates may change when it finalizes the calculations required to determine the ultimate amount of the transition tax. The Company has obtained tax incentives in Switzerland that are effective through March 2019 that result in a rate reduction provided that the Company meets specified criteria. Upon expiration, the Company may renew the arrangement on demand, as long as the applicable law and operating criteria remain in place. The effect of the tax incentive was not material to the Company's income tax provision for the years ended December 29, 2017 or December 30, 2016. On February 3, 2015, the Company announced that it had been awarded a four -year, $1,700 tax credit from the State of California, subject to certain in-state growth requirements. The Company will evaluate the requirements in each of the eligible years and realize the benefits of the credit if conditions are met. For the year ended December 30, 2016, the Company met requirements to recognize a benefit of $750 , or $488 net of federal income tax. Deferred Income Taxes December 29, December 30, 2017 2016 Deferred tax assets: Foreign tax credits $ 9,381 $ 2,128 Research and development tax credits 2,473 1,244 Inventory 2,344 3,174 Accrued withholding taxes 1,940 — Stock-based compensation 1,718 2,043 Accrued liabilities 1,649 2,384 Other 703 741 Total deferred tax asset 20,208 11,714 Valuation allowance (6,336 ) — Net deferred tax asset 13,872 11,714 Deferred tax liabilities: Depreciation (4,496 ) (5,707 ) Intangible assets (3,545 ) (1,769 ) Accrued withholding tax on unremitted foreign dividends (2,179 ) — Other (983 ) (156 ) Total deferred tax liability (11,203 ) (7,632 ) Net deferred tax asset $ 2,669 $ 4,082 As of December 29, 2017 , the Company had foreign tax credits of $9,381 which begins to expire in 2025, unless previously utilized, and foreign net operating loss carryforwards of $908 , of which $564 begin to expire in 2034 if not utilized and $344 which do not expire. The Company also had federal and state research and development credits of approximately $1,409 and $2,123 . The federal research and development credits begin to expire in 2036 unless previously utilized, and the state research credits do not expire. As of December 29, 2017, the Company assessed the realizability of deferred tax assets and evaluated the need for a valuation allowance for deferred tax assets for each jurisdiction based on the framework of ASC 740. As a result of TCJA, the Company believes that it is more likely than not that a portion of its foreign tax credits will not be realizable, and as such, provided an allowance of $6,031 . A full valuation allowance was avoided primarily due to the decision to implement a prudent and feasible tax planning strategy to restructure business functions such that both US taxable income and foreign sourced income will increase in future years, allowing a portion of the foreign tax credits to be utilized. Additionally, based on available evidence, it was concluded on a more likely than not basis that deferred tax assets of the Company's Canadian subsidiary and Austrian branch are not realizable. Accordingly, a valuation allowance of $305 has been recorded to offset the deferred tax assets in these jurisdictions. Unrecognized Tax Benefits For the years ended 2017 2016 2015 Balance - beginning of period $ 7,440 $ 8,924 $ 7,785 Increase related to current year tax positions 460 1,828 1,878 Increase (decrease) related to prior year tax positions 1,770 (1,193 ) 584 Decrease due to expiration of statute of limitations (1,516 ) (2,119 ) (1,323 ) Balance - end of period $ 8,154 $ 7,440 $ 8,924 As of December 29, 2017 , the Company had $8,154 of unrecognized tax benefits, of which approximately $6,966 , if recognized, would favorably impact the effective tax rate. The Company regularly engages in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. On January 30, 2018, the Company received a no change letter from the Internal Revenue Service ("IRS") related to the audit of the Company's 2015 federal tax return. Specifically, the audit resolved issues involving the 2015 deductibility of amortization and depreciation arising from the acquisition of the Company in 2008. The favorable conclusion of the audit will result in a decrease in the unrecognized tax benefits of $1,490 , of which $1,352 will favorably impact the effective tax rate in 2018. The IRS is considering a closing agreement that will resolve the uncertainty about acquisition related amortization and depreciation deductions for all open tax years. As a result, the Company believes that it is reasonably possible that unrecognized tax benefits at December 29, 2017 could be reduced by an additional $5,162 in the next twelve months. Including the reversal of amounts presented as contra to our deferred tax assets, the favorable impact of the closing agreement on the effective tax rate could amount to approximately $8,256 in 2018. As of December 29, 2017 and December 30, 2016 , the Company had approximately $311 and $193 , respectively, of cumulative interest and penalties related to the uncertain tax positions, and has elected to treat interest and penalties as a component of income tax expense. The Company's 2014 and 2016 federal tax returns, state tax returns from 2013 and forward, and foreign tax returns from 2015 and forward are subject to examination by tax authorities. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 29, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The FASB's Accounting Standards Codification 820, "Fair Value Measurements and Disclosures" requires the valuation of assets and liabilities required or permitted to be either recorded or disclosed at fair value based on hierarchy of available inputs as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices for identical assets and liabilities in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The following table presents the Company's hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods: December 29, 2017 December 30, 2016 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Liabilities: Credit facility $ — $ 63,058 $ — $ 63,058 $ — $ 66,683 $ — $ 66,683 Non-controlling interest subject to put provisions — — 12,955 12,955 — — — — Contingent consideration — — — — — — 5,532 5,532 Total liabilities measured at fair value $ — $ 63,058 $ 12,955 $ 76,013 $ — $ 66,683 $ 5,532 $ 72,215 There were no transfers of assets or liabilities between Level 1, Level 2 and Level 3 categories of the fair value hierarchy during the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 . As of December 29, 2017 and December 30, 2016 , the carrying amount of the principal under the Company’s Second Amended and Restated Credit Facility approximates fair value because it has a variable interest rate that reflects market changes in interest rates and changes in the Company’s net leverage ratio. As of December 29, 2017 , the Company used Level 2 inputs to determine the fair value of its Second Amended and Restated Credit Facility. The Company has potential obligations to purchase the non-controlling interests held by third parties in the Tuscany subsidiary. These obligations are in the form of put provisions and are exercisable at the third-party owners' discretion within the specified periods outlined in the put provision within the Tuscany stockholders' agreement (see Note 15 - Acquisitions of the Notes to Consolidated Financial Statements in this Annual Report on Form 10-K). If these put provisions were exercised, the Company would be required to purchase the third-party owners' non-controlling interests at the appraised fair value. The initial non-controlling interest value was implicit in the purchase price and will be revalued each quarter, with the adjustment being recorded directly as a component of retained earnings. The methodology the Company expects to use to estimate the fair value of the non-controlling interests subject to these put provisions is based on an average multiple of earnings before income taxes, depreciation and amortization ("EBITDA"), taking into consideration historical earnings and other factors. The estimated fair values of the non-controlling interests subject to put provisions can fluctuate and the implicit multiple of earnings at which these non-controlling interest obligations may ultimately be settled could vary significantly from our future estimates depending upon market conditions. The Company measured its contingent consideration liability arising from a 2014 acquisition using Level 3 unobservable inputs. The contingent consideration liability is associated with the achievement of adjusted EBITDA targets, and is estimated at each balance sheet date by considering, among other factors, results of completed periods and the Company's most recent financial projection for future periods subject to earn-out payments. The change in fair value is recorded as a component of fair value adjustment of contingent consideration and acquisition related compensation in the accompanying consolidated statement of income for the year ended December 29, 2017 . The following table provides a reconciliation of the beginning and ending balances for the Company's obligations measured at fair value using Level 3 inputs: Obligations (measured with level 3 inputs) Balance at December 30, 2016 $ 5,532 Acquisition of non-controlling interest 12,900 Net income attributable to non-controlling interest 55 Change in fair value (150 ) Payment of contingent liability (5,382 ) Balance at December 29, 2017 $ 12,955 |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 29, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plan | Retirement Plan The Company established a 401(k) plan to provide tax deferred salary deductions for all eligible employees. Participants may make voluntary contributions to the 401(k) plan, limited by certain IRS restrictions. The Company made matching contributions of $437 , $373 , and $298 for each of the years ended December 29, 2017 , December 30, 2016 and December 31, 2015 , respectively. |
Segments and Geographic Areas
Segments and Geographic Areas | 12 Months Ended |
Dec. 29, 2017 | |
Segment Reporting [Abstract] | |
Segments and Geographic Areas | Segments and Geographic Areas The Company has determined that it has a single operating and reportable segment. The Company considers operating segments to be components of the Company in which separate financial information is available that is evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The chief operating decision maker for the Company is the Chief Executive Officer. The Chief Executive Officer reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The following table summarizes total sales generated by geographic location of the customer: For the years ended 2017 2016 2015 North America $ 280,860 $ 221,312 $ 193,675 Asia 101,079 100,999 99,394 Europe 86,405 76,999 69,580 Rest of the World 7,289 3,767 4,149 Total sales $ 475,633 $ 403,077 $ 366,798 Previously, the Company reported sales to U.S. customers on a standalone basis, while sales to customers in the rest of North America were included under the "Rest of the World" caption. The Company has determined that the markets in North America share common economic characteristics and as such has combined sales to all North American countries and reclassified our previously reported sales for the twelve month periods ended December 30, 2016 and December 31, 2015 for comparability. The Company’s long-lived assets by geographic location are as follows: December 29, December 30, 2017 2016 United States $ 38,450 $ 29,344 International 5,186 2,918 Total long-lived assets $ 43,636 $ 32,262 The following table summarizes total sales by product category: For the years ended 2017 2016 2015 Bikes $ 245,378 $ 226,686 $ 211,704 Power vehicles 230,255 176,391 155,094 Total sales $ 475,633 $ 403,077 $ 366,798 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 29, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Tuscany On November 30, 2017, the Company acquired an 80% interest in Tuscany, a designer, manufacturer and distributor of premium aftermarket powered vehicle performance packages in an asset purchase accounted for as a business combination, pursuant to ASC 805. The Company believes that this acquisition will accelerate the growth of its off-road and on-road truck products. In connection with the acquisition, the Company paid $53,350 in cash financed through a combination of its existing credit facility and cash on hand. This purchase included $242 in intercompany accounts payable, resulting in a total purchase price of $53,592 . This transaction was accounted for as a business combination. The stockholders' agreement executed in association with the acquisition provides the Company with a call option to acquire the remaining 20% of Tuscany any time from November 30, 2019 through November 30, 2024 at a value which approximates fair market value as defined in the purchase agreement. In addition, if the call option has not been exercised as of November 30, 2024, the non-controlling owners shall be entitled to exercise a put option on November 30, 2024 and for a 180 day period thereafter, which would require the Company to purchase all of the remaining shares held by the non-controlling owners at a price that approximates fair market value as defined in the purchase agreement. In accordance with ASC 805, the Company recognized a non-controlling interest in Tuscany and measured the non-controlling interest at fair value on the acquisition date. The Company concluded that the put feature embedded in the agreement causes the non-controlling interest to be redeemable, pursuant to ASC 480, because the put option requires cash settlement. Therefore, the Company has classified the non-controlling interest as temporary (mezzanine) equity in the consolidated balance sheets. The purchase price of Tuscany is allocated to the assets acquired and liabilities assumed based on their estimated respective fair values as of November 30, 2017, with the excess purchase price allocated to goodwill. The allocation of the purchase price is preliminary, subject to the completion of the Company's validation of working capital and completion of its intangible valuation procedures, with the assistance of specialists. Goodwill represents the value of synergies from combining operations Tuscany and the Company, as well as intangibles that do not qualify for separate recognition. Intangibles and goodwill related to the Company's 80% interest are deductible for tax purposes. The Company incurred $0.9 million of transaction costs in conjunction with the Tuscany acquisition for the year ended December 29, 2017, which is included in general and administrative expense in the accompanying consolidated statement of income. The Company’s allocation of the purchase price to the net tangible and intangible assets acquired and liabilities assumed is as follows: Acquisition consideration Cash consideration $ 53,350 Settlement of pre-existing accounts 242 Total consideration at closing $ 53,592 Fair market values Other current and non-current assets $ 5,966 Property, plant and equipment 1,416 Customer relationships 28,600 Trademarks and brand 6,500 Goodwill 30,392 Total assets acquired 72,874 Accounts payable and accrued expenses 3,329 Debt assumed in acquisition 465 Deferred tax liability for tax free rollover of non-controlling interest 2,588 Total liabilities assumed 6,382 Redeemable non-controlling interest 12,900 Purchase price allocation $ 53,592 The following unaudited pro forma financial information shows the combined results of operations of the Company and Tuscany, as if the acquisition had occurred as of the beginning of the periods presented. The pro forma results include the effects of the elimination of intercompany sales and profits, the amortization of purchased intangible assets and acquired inventory valuation step-up, interest expense on the revolving debt utilized to finance the acquisition, and the net tax benefit of the above adjustments calculated at the statutory combined federal and state tax rates of 41% . Tuscany was operated as an S Corporation for federal taxation purposes. A pro forma adjustment has been made to reflect the income taxes that would have been recorded at the federal and state statutory rates based on Tuscany’s net income. This pro forma data is presented for informational purposes only and does not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place in the periods noted below. For the years ended (unaudited) 2017 2016 Pro forma sales $ 515,159 $ 444,463 Pro forma net income $ 45,249 $ 37,507 Other Acquisitions The Company completed the following business acquisitions in the years ended December 30, 2016 and December 31, 2015, none of which were material to the Company's financial statements: In January 2015, the Company, through certain of its subsidiaries, acquired certain specified assets of a machine shop in Spring Arbor, Michigan. The Company paid cash of $765 . Based on the allocation of the purchase price to the assets acquired and liabilities assumed, the Company recorded goodwill of $567 which represents the strategic fit with the Company's operations. In November 2015, the Company, through certain of its subsidiaries, acquired certain specified assets of Marzocchi’s mountain bike product lines. The Company paid cash of $1,649 . Based on the allocation of the purchase price to the assets acquired and liabilities assumed, the Company recorded a gain of $315 , net of tax, to reflect the excess of the fair value acquired over the consideration paid which is included in other expense (income), net, in the statement of income for the period ended December 31, 2015. In 2016, the Company acquired certain specified assets of two businesses for cash consideration of $198 , of which $48 and $148 were allocated to net tangible assets and goodwill, respectively. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 29, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) Selected summarized quarterly financial information for 2017 and 2016 is as follows: Quarter Ended Dec 29, Sep 29, Jun 30, Mar 31, Dec 30, Sep 30, Jul 1, Apr 1, 2017 2017 2017 2017 2016 2016 2016 2016 Sales $ 121,093 $ 127,399 $ 120,811 $ 106,330 $ 111,555 $ 109,011 $ 102,294 $ 80,217 Gross profit 39,122 42,597 39,056 33,714 34,057 34,886 32,327 25,118 Income from operations 16,053 20,378 18,189 12,417 13,483 15,086 11,278 5,694 Net income attributable to Fox Stockholders 2,802 16,072 13,726 10,528 9,812 13,684 8,917 3,262 Earnings per share: Basic $ 0.07 $ 0.43 $ 0.37 $ 0.28 $ 0.27 $ 0.37 $ 0.24 $ 0.09 Diluted $ 0.07 $ 0.41 $ 0.35 $ 0.27 $ 0.26 $ 0.36 $ 0.24 $ 0.09 |
Description of the Business, 25
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 29, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation - The accompanying consolidated financial statements have been prepared in accordance with United States of America ("U.S.") generally accepted accounting principles ("GAAP"). |
Change in Fiscal Year | Change in Fiscal Year - In fiscal year 2016, the Company changed from a calendar year ending on December 31 to a 52-53 week fiscal year ending on the Friday nearest to December 31, effective beginning with the first quarter of 2016. Therefore, the financial results of certain future fiscal years and quarters, which will contain 53 and 14 weeks, respectively, will not be exactly comparable to the prior and subsequent fiscal years and quarters, which contain 52 and 13 weeks, respectively. The adoption of a 52-53 week year was not deemed a change in fiscal year for purposes of reporting subject to Rule 13a-10 or 15d-10; hence, no transition reports are required. The Company has made the change in fiscal years on a prospective basis and thus has not revised the Company’s previously reported financial statements as of and for the year ended December 31, 2015 or any interim period therein. For 2017 and 2016, the Company's fiscal year ended on December 29, 2017 and December 30, 2016, respectively. |
Principles of Consolidation | Principles of Consolidation - The consolidated financial statements include the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates - The preparation of the Company’s 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 financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the financial statements; therefore, actual results could differ from management’s estimates. |
Foreign Currency Translation and Transaction | Foreign Currency Translation and Transaction - The functional currency of the Company’s non-U.S. entities is the local currency of the respective operations. The Company translates the financial statements of its non-U.S. entities into U.S. Dollars each reporting period for purposes of consolidation. Assets and liabilities of the Company’s foreign subsidiaries are translated at the period-end currency exchange rates while sales and expenses are translated at the average currency exchange rates in effect for the period. The effects of these translation adjustments are a component of other comprehensive income. |
Cash and Cash Equivalents | Cash and Cash Equivalents - Cash consists of cash maintained in a checking account. All highly liquid investments purchased with an original maturity date of 90 days or less at the date of purchase are considered to be cash equivalents. |
Accounts Receivable | Accounts Receivable - Accounts receivable are unsecured customer obligations which generally require payment within various terms from the invoice date. The receivables are stated at the invoice amount. Financing terms vary by customer. Payments of accounts receivable are applied to the specific invoices identified on the customer’s remittance advice or if unspecified, generally to the earliest unpaid invoices. The carrying amount of accounts receivable is reduced by a valuation allowance that reflects management’s best estimate of amounts that may not be collected. All accounts or portions thereof deemed to be uncollectible or that may require an excessive collection cost are written off to the allowance for doubtful accounts. |
Concentration of Credit Risk | Concentration of Credit Risk - Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and accounts receivable. The Company held $17,102 in cash at U.S. subsidiaries and $18,845 at subsidiaries outside the U.S.. The account balances may significantly exceed the insurance coverage provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company has not experienced any losses in its uninsured accounts. The Company mitigates its credit risk with respect to accounts receivable by performing ongoing credit evaluations and monitoring of its customers’ accounts receivable balances. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts - The Company records a provision for doubtful accounts based on historical experience and a detailed assessment of the collectability of its accounts receivable. In estimating the allowance for doubtful accounts, management considers, among other factors, the aging of the accounts receivable, historical write-offs, and the credit-worthiness of each customer. If circumstances change, such as higher-than-expected defaults or an unexpected material adverse change in a major customer’s ability to meet its financial obligations, the Company’s estimate of the recoverability of the amounts due could be reduced by a material amount. |
Inventories | Inventories - Inventories are stated at the lower of actual cost (or standard cost which generally approximates actual costs on a first-in first-out basis) or market value. Cost includes raw materials, as well as direct labor and manufacturing overhead for products we manufacture. Market value is based on current replacement cost for raw materials and on a net realizable value for finished goods. Adjustments to reduce the cost of inventory to its net realizable value are made, if required, for estimated excess, obsolescence or impaired balances. |
Property and Equipment | Property and Equipment - Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Maintenance and repairs are charged to expense as incurred, and improvements and betterments are capitalized. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. Leasehold improvements are amortized on a straight-line basis over the terms of the lease, or the useful lives of the assets, whichever is shorter. The value assigned to land associated with buildings we own, is not amortized. Depreciation and amortization periods for the Company’s property and equipment are as follows: Asset Classification Estimated useful life Machine shop equipment 10-15 years Manufacturing equipment 5-10 years Information systems, office equipment and furniture 3-5 years Internal use computer software 10 years Transportation equipment 5 years Buildings 39 years |
Internal Use Computer Software Costs | Internal Use Computer Software Costs - Costs incurred to purchase and develop computer software for internal use are capitalized during the application development and implementation stages. These software costs have been for enterprise-level business and finance software that is customized to meet the Company’s operational needs. Capitalized costs are included in property and equipment and are amortized on a straight-line basis over the estimated useful life of the software beginning when the software project is substantially complete and placed in service. The Company capitalized $2,482 in internal use computer software costs during the year ended December 29, 2017 . Costs incurred during the preliminary project stage and costs for training, data conversion, and maintenance are expensed as incurred. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets -The Company periodically reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset is impaired or the estimated useful lives are no longer appropriate. If indicators of impairment exist and the undiscounted projected cash flows associated with such assets are less than the carrying amount of the assets, an impairment loss is recorded to write the assets down to their estimated fair values. Fair value is estimated based on discounted future cash flows. |
Business Combinations | Business Combinations - The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets acquired, liabilities assumed and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition related expenses and restructuring costs are expensed as incurred. During the measurement period, the Company records adjustments to provisional amounts recorded for assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company’s consolidated statements of income. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets - Goodwill represents the excess of purchase price over the fair value of the net assets of businesses acquired. On an annual basis, the Company makes a qualitative assessment to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If the Company determines that the fair value of the reporting unit is less than its carrying amount, it will perform a quantitative analysis; otherwise, no further evaluation is necessary. For the quantitative impairment test, the Company compares the fair value of the reporting unit to its carrying value, including goodwill. The Company determines the fair value of the reporting unit based on a weighting of income and market approaches. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not impaired and no further testing is performed. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company will recognize a loss equal to the excess, limited to the total amount of goodwill allocated to that reporting unit. Impairments, if any, are charged directly to earnings. The Company has a single reporting unit for purposes of assessing goodwill impairment. We completed our most recent annual impairment test in the third quarter of 2017 at which time we had a single reporting unit for purposes of assessing goodwill impairment. No impairment charges have been incurred to date. Intangible assets include customer relationships and the Company’s core technology, are subject to amortization over their respective useful lives, and are classified in intangibles, net in the accompanying consolidated balance sheet. These intangibles are evaluated for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. If facts and circumstances indicate that the carrying value might not be recoverable, projected undiscounted net cash flows associated with the related asset or group of assets over their estimated remaining useful lives is compared against their respective carrying amounts. If an asset is found to be impaired, the impairment charge will be measured as the amount by which the carrying amount of an entity exceeds its fair value. Trademarks and brands are considered to be indefinite life intangibles, and are not amortized but are subject to testing for impairment annually. |
Self Insurance | Self-Insurance - Since January 2015, the Company has been partially self-insured for its U.S. employee health and welfare benefits. The Company’s liability for self-insurance is based on claims filed and an estimate of claims incurred but not yet reported. The Company considers a number of factors, including historical claims information, when determining the amount of the accrual. Costs related to the administration of the plan and related claims are expensed as incurred. The Company has third-party insurance coverage to limit exposure for individually significant claims. |
Revenue Recognition | Revenue Recognition - The Company recognizes sales when persuasive evidence of an arrangement exists, title has transferred, the sales price is fixed or determinable, and collectability of the receivable is reasonably assured. Provisions for discounts, rebates, sales incentives, returns, and other adjustments are provided for in the period the related sales are recorded based on an assessment of historical trends and current projection of future results. Sales are recorded net of sales tax. |
Cost of Sales | Cost of Sales - Cost of sales primarily consists of materials and labor expense in the manufacturing of the Company’s products. Cost of sales also includes provisions for excess and obsolete inventory, warranty costs, certain allocated costs for facilities, depreciation and other manufacturing overhead. Additionally, it includes stock-based compensation for personnel directly involved with manufacturing the Company’s product offerings. |
Shipping and Handling Fees and Costs | Shipping and Handling Fees and Costs - The Company includes shipping and handling fees billed to customers in sales. Shipping costs associated with inbound freight are capitalized as part of inventory and included in cost of sales as products are sold. |
Sales and Marketing | Sales and Marketing - Sales and marketing expenses include costs related to sales, customer service and marketing personnel, including their wages, employee benefits and related stock-based compensation, and occupancy related expenses. Other significant sales and marketing expenses include race support and sponsorships of events and athletes, advertising and promotions related to trade shows, travel and entertainment, and promotional materials, products and sales offices costs. |
Research and Development | Research and Development - Research and development expenses consist primarily of salaries and personnel costs, including wages, employee benefits and related stock-based compensation for the Company’s engineering, research and development teams, occupancy related expenses, fees for third party consultants, service fees, and expenses for prototype tooling and materials, travel, and supplies. The Company expenses research and development costs as incurred. |
General and Administrative | General and Administrative - General and administrative expenses include costs related to executive, finance, information technology, human resources and administrative personnel, including wages, employee benefits and related stock-based compensation expenses. The Company records professional and contract service expenses, occupancy related expenses associated with corporate locations and equipment, and legal expenses in general and administrative expenses. |
Stock-Based Compensation | Stock-Based Compensation - The Company measures stock-based compensation for all stock-based awards, including stock options and restricted stock units (“RSUs”), based on their estimated fair values on the date of the grant and recognizes the stock-based compensation cost for time-vested awards on a straight-line basis over the requisite service period. For performance-based RSUs, the number of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. To the extent shares are expected to vest, the stock based compensation cost is recognized on a straight-line basis over the requisite service period. The fair value of each stock option granted is estimated using the Black-Scholes option pricing model. The Company does not estimate forfeitures in recognizing stock based compensation expense. The fair value of the RSU’s is equal to the fair value of the Company’s common stock on the grant date of the award. |
Income Taxes | Income Taxes - Income taxes are computed using the asset and liability method, under which deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Operating loss and tax credit carryforwards are measured by applying currently enacted tax laws. Valuation allowances are provided when necessary to reduce net deferred tax assets to an amount that is more likely than not to be realized. The Company recognizes the tax effects of an uncertain tax position only if it is more likely than not to be sustained based solely on its technical merits as of the reporting date and then only in an amount more likely than not to be sustained upon review by the tax authorities. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments and which may not accurately anticipate actual outcomes. |
Advertising | Advertising - Advertising costs are expensed as incurred and recognized as sales and marketing expenses on our Consolidated Statements of Income. |
Warranties | Warranties - The Company offers limited warranties on its products generally for one to four years . The Company recognizes estimated costs related to warranty activities as a component of cost of sales upon product shipment. The estimates are based upon historical product failure rates and historical costs incurred in correcting product failures. The recorded amount is adjusted from time to time for specifically identified warranty exposures. Actual warranty expenses are charged against the Company’s estimated warranty liability when incurred. Factors that affect the Company’s liability include the number of units, historical and anticipated rates of warranty claims, and the cost per claim. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments - The Financial Accounting Standards Board ("FASB") has issued Accounting Standards Codification 820, Fair Value Measurements and Disclosures , that requires the valuation of assets and liabilities required or permitted to be either recorded or disclosed at fair value based on hierarchy of available inputs as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices for identical assets and liabilities in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The carrying amounts of the Company’s financial instruments, including cash, receivables, accounts payable, and accrued liabilities approximate their fair values due to their short-term nature. Amounts owed under the Company's credit facility approximate fair value due to the variable interest rate features embedded in both the line of credit and term debt. |
Certain Significant Risks and Uncertainties | Certain Significant Risks and Uncertainties - The Company is subject to those risks common in manufacturing-driven markets, including, but not limited to, competitive forces, dependence on key personnel, customer demand for its products, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements - In May 2014, the FASB and International Accounting Standards Board issued their converged standard on revenue recognition, Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, updated in December 2016 with the release of ASU 2016-20. This standard outlines a single comprehensive model for companies to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods and services in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods and services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company has selected the modified retrospective implementation method, in which the cumulative effect of initially applying the standard is recognized at the date of the initial application in retained earnings. The Company utilized a cross-functional team to implement the guidance related to the recognition of revenue from contracts with customers. The implementation approach included an assessment of customer contracts aimed at identifying contractual provisions that could result in a change in the timing or the amount of revenue recognized in comparison with prior guidance, as well as assessing the enhanced disclosure requirements of the new guidance. As a result of these procedures, the Company expects that the primary impact of this guidance will be on pricing provisions contained in certain customer contracts which either represent variable consideration or provide the customer with a material right, in some cases resulting in a different allocation of the transaction price than under current guidance. The Company does not expect the adoption of this ASU to be material to its financial statements. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory. The guidance applies to inventory that is measured using first-in, first-out (“FIFO”) or average cost. Under the guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company adopted ASU 2015-11 at the beginning of fiscal year 2017. The adoption of ASU 2015-11 did not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases, which will supersede the existing guidance for lease accounting. This ASU will require lessees to recognize leases with durations greater than twelve months on the balance sheet. This guidance is effective for fiscal years and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments, which clarifies the presentation of certain transactions, including, but not limited to, contingent consideration payments made after a business combination and debt prepayment and extinguishment costs in the cash flow statement. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2019. Early adoption is permitted. The Company is currently assessing the impact this guidance will have on its consolidated statement of cash flows. In October 2016, the FASB issued ASU 2016-16, Income Taxes: Intra-Entity Transfer of Assets Other Than Inventory, which improves the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business, which provides more guidance to an entity when they are assessing if transactions should be accounted for as acquisitions of assets or businesses. The clarification of the definition of a business impacts various areas of accounting such as acquisitions, disposals, goodwill, and consolidations. This standard will be effective for fiscal years, and interim periods within those years, beginning the first quarter of fiscal year 2018. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which removes the second step of the goodwill impairment test that would currently require the assessment of fair value of individual assets and liabilities of a reporting unit to measure goodwill impairments. Under ASU 2017-04, goodwill impairment will be the amount by which a reporting unit's carrying value exceeds its fair value. The Company adopted ASU 2017-04 effective for goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of ASU 2017-14 did not have a material impact on the Company's consolidated financial statements. |
Reclassifications | Reclassifications - Certain non-vendor liabilities have been reclassified from accounts payable to accrued expenses in the December 30, 2016 consolidated balance sheet and the consolidated statement of cash flows in order to more accurately reflect the nature of the liability on a basis consistent with the financial statements as of and for the period ended December 29, 2017. |
Description of the Business, 26
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Accounting Policies [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | The following customers accounted for 10% or more of the Company’s accounts receivable balance: December 29, December 30, 2017 2016 Customer A 15% 17% Customer B 14% 14% |
Schedule of Credit Losses for Financing Receivables, Current | The following table presents the activity in the allowance for doubtful accounts: For the years ended Allowance for doubtful accounts: 2017 2016 2015 Balance, beginning of year $ 397 $ 407 $ 348 Add: bad debt expense 327 53 75 Less: write-offs, net of recoveries (48 ) (63 ) (16 ) Balance, end of year $ 676 $ 397 $ 407 |
Schedule of Depreciation and Amortization Periods | Depreciation and amortization periods for the Company’s property and equipment are as follows: Asset Classification Estimated useful life Machine shop equipment 10-15 years Manufacturing equipment 5-10 years Information systems, office equipment and furniture 3-5 years Internal use computer software 10 years Transportation equipment 5 years Buildings 39 years Property, plant and equipment consisted of the following: December 29, December 30, 2017 2016 Machinery and manufacturing equipment $ 33,664 $ 28,752 Information systems, office equipment and furniture 7,715 7,449 Internal use computer software 7,819 5,337 Transportation equipment 3,325 2,531 Building and land 8,811 4,358 Leasehold improvements 9,919 8,083 Total 71,253 56,510 Less: accumulated depreciation and amortization (27,617 ) (24,248 ) Property, plant and equipment, net $ 43,636 $ 32,262 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory consisted of the following: December 29, December 30, 2017 2016 Raw materials $ 51,371 $ 46,679 Work-in-process 1,233 1,929 Finished goods 32,237 22,635 Total inventory $ 84,841 $ 71,243 |
Property, Plant and Equipment28
Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Depreciation and amortization periods for the Company’s property and equipment are as follows: Asset Classification Estimated useful life Machine shop equipment 10-15 years Manufacturing equipment 5-10 years Information systems, office equipment and furniture 3-5 years Internal use computer software 10 years Transportation equipment 5 years Buildings 39 years Property, plant and equipment consisted of the following: December 29, December 30, 2017 2016 Machinery and manufacturing equipment $ 33,664 $ 28,752 Information systems, office equipment and furniture 7,715 7,449 Internal use computer software 7,819 5,337 Transportation equipment 3,325 2,531 Building and land 8,811 4,358 Leasehold improvements 9,919 8,083 Total 71,253 56,510 Less: accumulated depreciation and amortization (27,617 ) (24,248 ) Property, plant and equipment, net $ 43,636 $ 32,262 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Excluding Goodwill | Intangible assets, excluding goodwill, are comprised of the following: Gross carrying amount Accumulated amortization Net carrying amount Weighted average life (years) December 29, 2017 Customer relationships $ 67,643 $ (18,324 ) $ 49,319 11 Core technology 33,400 (32,874 ) 526 8 Patents 1,389 (1,260 ) 129 4 Total $ 102,432 $ (52,458 ) 49,974 Trademarks and brands, not subject to amortization 40,070 Total $ 90,044 December 30, 2016 Customer relationships $ 38,990 $ (15,548 ) $ 23,442 12 Core technology 33,400 (32,717 ) 683 8 Patents 1,335 (1,176 ) 159 4 Total $ 73,725 $ (49,441 ) 24,284 Trademarks and brands, not subject to amortization 33,571 Total $ 57,855 |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | For the years ended 2017 2016 2015 Amortization of intangibles $ 2,986 $ 2,988 $ 8,525 |
Schedule of Goodwill | Goodwill activity consisted of the following: Balance as of December 30, 2016 $ 57,781 Acquisitions (Refer to Note 15 - Acquisitions ) 30,540 Currency translation and other adjustments 117 Balance as of December 29, 2017 $ 88,438 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense for finite-lived intangibles as of December 29, 2017 is as follows: For fiscal year: Amortization Expense 2018 $ 6,067 2019 5,927 2020 5,236 2021 5,134 2022 5,010 Thereafter 22,600 Total expected future amortization $ 49,974 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consisted of the following: December 29, December 30, 2017 2016 Payroll and related expenses $ 13,211 $ 10,717 Management earn-out related to Race Face/Easton — 6,421 Warranty 6,481 4,593 Income tax payable 6,562 4,490 Other accrued expenses 6,354 8,214 Total $ 32,608 $ 34,435 |
Activity Related to Warranties | Activity related to warranties is as follows: For the years ended 2017 2016 2015 Beginning warranty liability $ 4,593 $ 3,914 $ 4,215 Charge to cost of sales 5,904 4,833 3,616 Fair value of warranty assumed in acquisition 1,016 — — Costs incurred (5,032 ) (4,154 ) (3,917 ) Ending warranty liability $ 6,481 $ 4,593 $ 3,914 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Amended and Restated Credit Facility | The following table summarizes the line of credit under the Second Amended and Restated Credit Facility: December 29, December 30, 2017 2016 Amount outstanding $ 35,000 $ — Standby letter of credit $ 5,000 $ — Available borrowing capacity $ 60,000 $ 100,000 Maximum borrowing capacity $ 100,000 $ 100,000 Maturity date May 11, 2021 |
Schedule of Future Principal Payments | As of December 29, 2017 , future principal payments for the term loan, including the current portion, are summarized as follows: For fiscal year: 2018 $ 5,156 2019 5,625 2020 7,031 2021 45,626 Total term debt 63,438 Debt issuance cost (380 ) Long-term debt, net of issuance cost 63,058 Less: current portion (5,038 ) Long-term debt less current portion $ 58,020 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Approximate remaining future minimum lease payments under these operating leases as of December 29, 2017 , are as follows: For fiscal year: Third party future payments Related party future payments Total future payments 2018 $ 4,318 $ 1,058 $ 5,376 2019 3,305 1,058 4,363 2020 2,906 700 3,606 2021 1,425 343 1,768 2022 Thereafter 2,130 86 2,216 $ 14,084 $ 3,245 $ 17,329 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes the allocation of stock-based compensation in the accompanying consolidated statements of income: For the fiscal years ended 2017 2016 2015 Cost of sales $ 429 $ 139 $ 82 Sales and marketing 587 598 430 Research and development 442 357 178 General and administrative 7,269 5,129 4,217 Total $ 8,727 $ 6,223 $ 4,907 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes RSU activity: Unvested RSUs Number of shares outstanding Weighted-average grant date fair value Unvested at December 31, 2014 781 $ 17.30 Granted 246 16.60 Canceled (19 ) 16.93 Vested (235 ) 17.36 Unvested at December 31, 2015 773 17.07 Granted 341 15.84 Canceled (15 ) 17.83 Vested (288 ) 17.16 Unvested at December 30, 2016 811 16.53 Granted 411 31.38 Canceled (55 ) 17.45 Vested (367 ) 16.93 Unvested at December 29, 2017 800 $ 23.91 |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes stock option activity: Number of shares outstanding Weighted-average exercise price Weighted-average remaining contractual life (years) Aggregate intrinsic value Balance at December 31, 2014 1,742 $ 5.25 7 $ 19,136 Options exercised (99 ) 3.99 1,332 Balance at December 31, 2015 1,643 5.32 6 18,414 Options exercised (193 ) 5.30 2,767 Balance at December 30, 2016 1,450 5.33 5 32,528 Options exercised (541 ) 5.51 13,588 Options forfeited (14 ) 6.20 — Options expired (9 ) 6.38 — Balance at December 29, 2017 886 5.19 4 29,840 Options vested and expected to vest - December 29, 2017 886 5.19 4 29,840 Options exercisable - December 29, 2017 886 $ 5.19 4 $ 29,840 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Earnings Per Share | The following table presents the calculation of basic and diluted earnings per share: For the years ended 2017 2016 2015 Net income attributable to Fox stockholders $ 43,128 $ 35,675 $ 24,954 Weighted average shares used to compute basic earnings per share 37,373 36,799 36,989 Dilutive effect of employee stock plans 1,365 1,002 905 Weighted average shares used to compute diluted earnings per share 38,738 37,801 37,894 Earnings per share: Basic $ 1.15 $ 0.97 $ 0.67 Diluted $ 1.11 $ 0.94 $ 0.66 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The components of income tax expense are as follows: For the years ended 2017 2016 2015 Current: Federal $ 13,483 $ 5,710 $ 11,468 State 648 (1,287 ) (22 ) Foreign 8,148 6,008 2,208 Total 22,279 10,431 13,654 Deferred: Federal (923 ) (1,729 ) (3,751 ) State 387 (1,156 ) (613 ) Foreign (641 ) (131 ) — Total (1,177 ) (3,016 ) (4,364 ) Provision for income taxes $ 21,102 $ 7,415 $ 9,290 |
Schedule of Income before Income Tax, Domestic and Foreign | The Company's income before provision for income taxes was subject to taxes in the following jurisdictions for the following periods: For the years ended 2017 2016 2015 United States $ 36,555 $ 22,348 $ 24,308 Foreign 27,730 20,742 9,936 $ 64,285 $ 43,090 $ 34,244 |
Schedule of Effective Income Tax Rate Reconciliation | The following table presents a reconciliation of the statutory federal rate and the Company’s effective tax rate for the periods presented: For the years ended 2017 2016 2015 Tax at federal statutory rate 35.0 % 35.0 % 35.0 % State taxes, net of federal benefit 2.0 1.0 2.2 Stock-based compensation (10.6 ) (2.0 ) (0.1 ) Foreign rate differential (4.6 ) (9.4 ) — Change in tax rates due to Tax Cuts and Jobs Act (3.8 ) — — Research and development tax credit (2.2 ) (2.0 ) (2.9 ) Change in liability for unrecognized tax benefits (1.7 ) (4.9 ) (2.8 ) California business development tax credit — (1.1 ) — Manufacturing deduction — — (2.0 ) Valuation allowance on foreign tax credits 9.4 — — Tax on unremitted foreign earnings 8.9 — — Other 0.4 0.6 (2.3 ) Total provision 32.8 % 17.2 % 27.1 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred Income Taxes December 29, December 30, 2017 2016 Deferred tax assets: Foreign tax credits $ 9,381 $ 2,128 Research and development tax credits 2,473 1,244 Inventory 2,344 3,174 Accrued withholding taxes 1,940 — Stock-based compensation 1,718 2,043 Accrued liabilities 1,649 2,384 Other 703 741 Total deferred tax asset 20,208 11,714 Valuation allowance (6,336 ) — Net deferred tax asset 13,872 11,714 Deferred tax liabilities: Depreciation (4,496 ) (5,707 ) Intangible assets (3,545 ) (1,769 ) Accrued withholding tax on unremitted foreign dividends (2,179 ) — Other (983 ) (156 ) Total deferred tax liability (11,203 ) (7,632 ) Net deferred tax asset $ 2,669 $ 4,082 |
Schedule of Unrecognized Tax Benefits Roll Forward | Unrecognized Tax Benefits For the years ended 2017 2016 2015 Balance - beginning of period $ 7,440 $ 8,924 $ 7,785 Increase related to current year tax positions 460 1,828 1,878 Increase (decrease) related to prior year tax positions 1,770 (1,193 ) 584 Decrease due to expiration of statute of limitations (1,516 ) (2,119 ) (1,323 ) Balance - end of period $ 8,154 $ 7,440 $ 8,924 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Fair Value Disclosures [Abstract] | |
Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company's hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods: December 29, 2017 December 30, 2016 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Liabilities: Credit facility $ — $ 63,058 $ — $ 63,058 $ — $ 66,683 $ — $ 66,683 Non-controlling interest subject to put provisions — — 12,955 12,955 — — — — Contingent consideration — — — — — — 5,532 5,532 Total liabilities measured at fair value $ — $ 63,058 $ 12,955 $ 76,013 $ — $ 66,683 $ 5,532 $ 72,215 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a reconciliation of the beginning and ending balances for the Company's obligations measured at fair value using Level 3 inputs: Obligations (measured with level 3 inputs) Balance at December 30, 2016 $ 5,532 Acquisition of non-controlling interest 12,900 Net income attributable to non-controlling interest 55 Change in fair value (150 ) Payment of contingent liability (5,382 ) Balance at December 29, 2017 $ 12,955 |
Segments and Geographic Areas (
Segments and Geographic Areas (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Segment Reporting [Abstract] | |
Summary of Total Sales by Geographic Location of Customer | The following table summarizes total sales generated by geographic location of the customer: For the years ended 2017 2016 2015 North America $ 280,860 $ 221,312 $ 193,675 Asia 101,079 100,999 99,394 Europe 86,405 76,999 69,580 Rest of the World 7,289 3,767 4,149 Total sales $ 475,633 $ 403,077 $ 366,798 |
Long-lived Assets by Geographic Location | The Company’s long-lived assets by geographic location are as follows: December 29, December 30, 2017 2016 United States $ 38,450 $ 29,344 International 5,186 2,918 Total long-lived assets $ 43,636 $ 32,262 |
Revenue from External Customers by Products and Services | The following table summarizes total sales by product category: For the years ended 2017 2016 2015 Bikes $ 245,378 $ 226,686 $ 211,704 Power vehicles 230,255 176,391 155,094 Total sales $ 475,633 $ 403,077 $ 366,798 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Business Combinations [Abstract] | |
Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | The Company’s allocation of the purchase price to the net tangible and intangible assets acquired and liabilities assumed is as follows: Acquisition consideration Cash consideration $ 53,350 Settlement of pre-existing accounts 242 Total consideration at closing $ 53,592 Fair market values Other current and non-current assets $ 5,966 Property, plant and equipment 1,416 Customer relationships 28,600 Trademarks and brand 6,500 Goodwill 30,392 Total assets acquired 72,874 Accounts payable and accrued expenses 3,329 Debt assumed in acquisition 465 Deferred tax liability for tax free rollover of non-controlling interest 2,588 Total liabilities assumed 6,382 Redeemable non-controlling interest 12,900 Purchase price allocation $ 53,592 |
Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information shows the combined results of operations of the Company and Tuscany, as if the acquisition had occurred as of the beginning of the periods presented. The pro forma results include the effects of the elimination of intercompany sales and profits, the amortization of purchased intangible assets and acquired inventory valuation step-up, interest expense on the revolving debt utilized to finance the acquisition, and the net tax benefit of the above adjustments calculated at the statutory combined federal and state tax rates of 41% . Tuscany was operated as an S Corporation for federal taxation purposes. A pro forma adjustment has been made to reflect the income taxes that would have been recorded at the federal and state statutory rates based on Tuscany’s net income. This pro forma data is presented for informational purposes only and does not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place in the periods noted below. For the years ended (unaudited) 2017 2016 Pro forma sales $ 515,159 $ 444,463 Pro forma net income $ 45,249 $ 37,507 |
Selected Quarterly Financial 39
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Selected summarized quarterly financial information for 2017 and 2016 is as follows: Quarter Ended Dec 29, Sep 29, Jun 30, Mar 31, Dec 30, Sep 30, Jul 1, Apr 1, 2017 2017 2017 2017 2016 2016 2016 2016 Sales $ 121,093 $ 127,399 $ 120,811 $ 106,330 $ 111,555 $ 109,011 $ 102,294 $ 80,217 Gross profit 39,122 42,597 39,056 33,714 34,057 34,886 32,327 25,118 Income from operations 16,053 20,378 18,189 12,417 13,483 15,086 11,278 5,694 Net income attributable to Fox Stockholders 2,802 16,072 13,726 10,528 9,812 13,684 8,917 3,262 Earnings per share: Basic $ 0.07 $ 0.43 $ 0.37 $ 0.28 $ 0.27 $ 0.37 $ 0.24 $ 0.09 Diluted $ 0.07 $ 0.41 $ 0.35 $ 0.27 $ 0.26 $ 0.36 $ 0.24 $ 0.09 |
Description of the Business, 40
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Description of Business and Basis of Presentation [Line Items] | ||||
Cash and cash equivalents | $ 35,947,000 | $ 35,280,000 | $ 6,944,000 | $ 4,212,000 |
Foreign currency transaction (losses) gains | 181,000 | 340,000 | (187,000) | |
Internal use computer software costs capitalized | 2,482,000 | |||
Asset impairment charges | 0 | 0 | 0 | |
Goodwill impairment | 0 | |||
Impairment of intangible assets | 0 | 0 | 0 | |
Estimates for unpaid claims | 934,000 | 1,101,000 | ||
Advertising expense | $ 1,070,000 | $ 1,242,000 | $ 1,532,000 | |
Minimum | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Warranty period | 1 year | |||
Maximum | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Warranty period | 4 years | |||
Sales Revenue, Net | Customer A | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Concentration risk, percentage | 10.00% | 14.00% | 12.00% | |
Purchases | Supplier Concentration Risk | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Concentration risk, percentage | 35.00% | 34.00% | 37.00% | |
Accounts Payable | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Concentration risk, percentage | 23.00% | 19.00% | ||
U.S. | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Cash and cash equivalents | $ 17,102,000 | |||
Non-U.S. | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Cash and cash equivalents | $ 18,845,000 |
Description of the Business, 41
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Customers Accounted for 10% or More of Accounts Receivable Balance (Details) - Accounts Receivable | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Customer A | ||
Concentration Risk [Line Items] | ||
Concentration risk, accounts receivable percentage | 15.00% | 17.00% |
Customer B | ||
Concentration Risk [Line Items] | ||
Concentration risk, accounts receivable percentage | 14.00% | 14.00% |
Description of the Business, 42
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Activity in Allowance For Doubtful Accounts (Details) - Allowance for Doubtful Accounts, Current - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of year | $ 397 | $ 407 | $ 348 |
Add: bad debt expense | 327 | 53 | 75 |
Less: write-offs, net of recoveries | (48) | (63) | (16) |
Balance, end of year | $ 676 | $ 397 | $ 407 |
Description of the Business, 43
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Depreciation and Amortization Periods for the Company's Property and Equipment (Details) | 12 Months Ended |
Dec. 29, 2017 | |
Machine shop equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 10 years |
Machine shop equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 15 years |
Manufacturing equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Manufacturing equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 10 years |
Information systems, office equipment and furniture | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 3 years |
Information systems, office equipment and furniture | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Internal use computer software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 10 years |
Transportation equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Buildings | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 39 years |
Inventory (Detail)
Inventory (Detail) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 51,371 | $ 46,679 |
Work-in-process | 1,233 | 1,929 |
Finished goods | 32,237 | 22,635 |
Total inventory | $ 84,841 | $ 71,243 |
Property, Plant and Equipment45
Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | $ 71,253 | $ 56,510 | |
Less: accumulated depreciation and amortization | (27,617) | (24,248) | |
Property, plant and equipment, net | 43,636 | 32,262 | |
Depreciation expense | 6,923 | 5,766 | $ 4,538 |
Amortization of internal use software | 565 | 254 | $ 0 |
Machinery and manufacturing equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 33,664 | 28,752 | |
Information systems, office equipment and furniture | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 7,715 | 7,449 | |
Internal use computer software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 7,819 | 5,337 | |
Transportation equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 3,325 | 2,531 | |
Building and land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 8,811 | 4,358 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | $ 9,919 | $ 8,083 |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Intangible Assets Excluding Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 102,432 | $ 73,725 |
Accumulated amortization | (52,458) | (49,441) |
Net carrying amount | 49,974 | 24,284 |
Intangible assets, excluding goodwill | 90,044 | 57,855 |
Trademarks and brands | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Trademarks and brands, not subject to amortization | 40,070 | 33,571 |
Customer relationships | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | 67,643 | 38,990 |
Accumulated amortization | (18,324) | (15,548) |
Net carrying amount | $ 49,319 | $ 23,442 |
Weighted average life (years) | 11 years | 12 years |
Core technology | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 33,400 | $ 33,400 |
Accumulated amortization | (32,874) | (32,717) |
Net carrying amount | $ 526 | $ 683 |
Weighted average life (years) | 8 years | 8 years |
Patents | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 1,389 | $ 1,335 |
Accumulated amortization | (1,260) | (1,176) |
Net carrying amount | $ 129 | $ 159 |
Weighted average life (years) | 4 years | 4 years |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets - Amortization of Intangibles (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Amortization of intangibles | $ 2,986 | $ 2,988 | $ 8,525 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets - Additional Information (Details) $ in Thousands | Nov. 30, 2017USD ($) |
Trademarks | |
Business Acquisition [Line Items] | |
Trademarks and brand | $ 6,500 |
Customer relationships | |
Business Acquisition [Line Items] | |
Customer relationships | $ 28,600 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Rollforward Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Balance as of December 30, 2016 | $ 57,781 | |
Acquisitions (Refer to Note 15 - Acquisitions) | 30,540 | $ 148 |
Currency translation and other adjustments | 117 | |
Balance as of December 29, 2017 | $ 88,438 | $ 57,781 |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 6,067 | |
2,019 | 5,927 | |
2,020 | 5,236 | |
2,021 | 5,134 | |
2,022 | 5,010 | |
Thereafter | 22,600 | |
Net carrying amount | $ 49,974 | $ 24,284 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||||
Payroll and related expenses | $ 13,211 | $ 10,717 | ||
Management earn-out related to Race Face/Easton | 0 | 6,421 | ||
Warranty | 6,481 | 4,593 | $ 3,914 | $ 4,215 |
Income tax payable | 6,562 | 4,490 | ||
Other accrued expenses | 6,354 | 8,214 | ||
Total | $ 32,608 | $ 34,435 |
Accrued Expenses - Activity Rel
Accrued Expenses - Activity Related to Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Beginning warranty liability | $ 4,593 | $ 3,914 | $ 4,215 |
Charge to cost of sales | 5,904 | 4,833 | 3,616 |
Fair value of warranty assumed in acquisition | 1,016 | 0 | 0 |
Costs incurred | (5,032) | (4,154) | (3,917) |
Ending warranty liability | $ 6,481 | $ 4,593 | $ 3,914 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Rent expense | $ 6,045 | $ 4,819 | $ 4,611 |
Beneficial Owner | Compass | Assist with Compliance Requirements Pursuant to Sarbanes-Oxley Act | |||
Related Party Transaction [Line Items] | |||
Amount of related party transaction | 135 | ||
Estimated annual cost | 72 | ||
Beneficial Owner | Employees | Rental of Buildings | |||
Related Party Transaction [Line Items] | |||
Amount of related party transaction | 29 | ||
Expenses from transactions with related party | $ 29 | ||
Annual rent escalation rate | 7.50% | ||
Minority Shareholder | Related Party Transactions | |||
Related Party Transaction [Line Items] | |||
Rent expense | $ 715 | $ 837 | $ 1,203 |
Monthly rental payments | $ 60 |
Debt - Second Amended and Resta
Debt - Second Amended and Restated Credit Facility, Additional Information (Details) - USD ($) | May 11, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Aug. 31, 2013 |
Debt Instrument [Line Items] | ||||
Weighted average interest rate on outstanding borrowings | 3.16% | |||
Credit facility | $ 100,000,000 | $ 100,000,000 | ||
Standby letter of credit | $ 5,000,000 | $ 0 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 15,000,000 | |||
LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 1.57% | |||
LIBOR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 1.50% | |||
LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 2.50% | |||
Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 4.50% | |||
Prime Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 0.50% | |||
Prime Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 1.50% | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Term loan amount | $ 75,000,000 |
Debt - Summary of Amended and R
Debt - Summary of Amended and Restated Credit Facility (Details) - USD ($) | Dec. 29, 2017 | Dec. 30, 2016 |
Debt Disclosure [Abstract] | ||
Amount outstanding | $ 35,000,000 | $ 0 |
Standby letter of credit | 5,000,000 | 0 |
Available borrowing capacity | 60,000,000 | 100,000,000 |
Maximum borrowing capacity | $ 100,000,000 | $ 100,000,000 |
Debt - Future Payments for Long
Debt - Future Payments for Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
For fiscal year: | ||
2,018 | $ 5,156 | |
2,019 | 5,625 | |
2,020 | 7,031 | |
2,021 | 45,626 | |
Total term debt | 63,438 | |
Debt issuance cost | (380) | |
Long-term debt, net of issuance cost | 63,058 | |
Less: current portion | (5,038) | $ (3,625) |
Long-term debt less current portion | $ 58,020 | $ 63,058 |
Debt - Other Indebtedness (Deta
Debt - Other Indebtedness (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Debt Instrument [Line Items] | ||
Line of credit | $ 35,000 | $ 0 |
Vendor Associated Line of Credit | ||
Debt Instrument [Line Items] | ||
Line of credit | $ 585 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Commitments and Contingencies Disclosure [Abstract] | |||||
Rent expense | $ 6,045 | $ 4,819 | $ 4,611 | ||
Business Acquisition [Line Items] | |||||
Contingent consideration | $ 46,195 | ||||
Cumulative payment on contingent consideration | $ 35,153 | ||||
Tuscany | |||||
Business Acquisition [Line Items] | |||||
Ownership interest acquired (as a percent) | 80.00% | ||||
Call option to acquire remaining interest (as a percent) | 20.00% | ||||
Period to exercise put option | 180 days |
Commitments and Contingencies59
Commitments and Contingencies - Future Minimum Lease Payments under Operating Leases (Details) $ in Thousands | Dec. 29, 2017USD ($) |
For fiscal year: | |
2,018 | $ 5,376 |
2,019 | 4,363 |
2,020 | 3,606 |
2,022 | 1,768 |
2022 Thereafter | 2,216 |
Total future payments | 17,329 |
Third party future payments | |
For fiscal year: | |
2,018 | 4,318 |
2,019 | 3,305 |
2,020 | 2,906 |
2,022 | 1,425 |
2022 Thereafter | 2,130 |
Total future payments | 14,084 |
Related party future payments | |
For fiscal year: | |
2,018 | 1,058 |
2,019 | 1,058 |
2,020 | 700 |
2,022 | 343 |
2022 Thereafter | 86 |
Total future payments | $ 3,245 |
Stockholders' Equity - Secondar
Stockholders' Equity - Secondary Offerings and Share Repurchase Program (Details) - USD ($) $ / shares in Units, shares in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Mar. 31, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | Feb. 28, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share repurchase program, authorized amount | $ 40,000,000 | |||||||
Repurchase of common stock (in shares) | 500 | |||||||
Repurchase of common stock | $ 7,948,000 | $ 7,947,000 | $ 5,236,000 | |||||
Issuance of common stock (in shares) | 5,574 | 4,025 | 4,025 | |||||
Share price (in dollars per share) | $ 26.65 | $ 20.51 | $ 18 | |||||
Expenses incurred in connection with offering of shares | $ 113,000 | $ 617,000 | $ 225,000 | |||||
Underwriter's Option | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Issuance of common stock (in shares) | 466 | 525 | 525 | |||||
Beneficial Owner | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Issuance of common stock (in shares) | 2,500 | |||||||
Share price (in dollars per share) | $ 15.895 | |||||||
2016 Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Repurchase of common stock (in shares) | 890 | |||||||
Repurchase of common stock | $ 13,754,000 |
Stockholders' Equity - Equity I
Stockholders' Equity - Equity Incentive Plans (Details) shares in Thousands | 12 Months Ended |
Dec. 29, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares reserved for future issuance | 3,576 |
Number of shares available for grant | 1,890 |
Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Award expiration period | 10 years |
Award vesting percentage | 25.00% |
Stock Option | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 1 year |
Stock Option | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 5 years |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocation of stock-based compensation | $ 8,727 | $ 6,223 | $ 4,907 |
Tax benefits related to stock-based compensation | 2,886 | 2,178 | 1,717 |
Excess tax benefits recognized as component of income tax expense | 6,974 | 935 | |
Excess tax benefits recognized as a credit to additional paid-in-capital | 539 | ||
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocation of stock-based compensation | 8,641 | 5,977 | 4,576 |
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Allocation of stock-based compensation | $ 86 | $ 246 | $ 331 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Allocation of Stock-Based Compensation in Accompanying Consolidated Statements of Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocation of stock-based compensation | $ 8,727 | $ 6,223 | $ 4,907 |
Cost of sales | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocation of stock-based compensation | 429 | 139 | 82 |
Sales and marketing | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocation of stock-based compensation | 587 | 598 | 430 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocation of stock-based compensation | 442 | 357 | 178 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocation of stock-based compensation | $ 7,269 | $ 5,129 | $ 4,217 |
Stockholders' Equity - Summar64
Stockholders' Equity - Summary of Unvested RSUs Activity (Details) - RSUs - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Number of shares outstanding | |||
Unvested outstanding, beginning balance (in shares) | 811 | 773 | 781 |
Granted (in shares) | 411 | 341 | 246 |
Canceled (in shares) | (55) | (15) | (19) |
Vested (in shares) | (367) | (288) | (235) |
Unvested outstanding, ending balance (in shares) | 800 | 811 | 773 |
Weighted-average grant date fair value | |||
Unvested outstanding, beginning balance (in dollars per share) | $ 16.53 | $ 17.07 | $ 17.30 |
Granted (in dollars per share) | 31.38 | 15.84 | 16.60 |
Canceled (in dollars per share) | 17.45 | 17.83 | 16.93 |
Vested (in dollars per share) | 16.93 | 17.16 | 17.36 |
Unvested outstanding, ending balance (in dollars per share) | $ 23.91 | $ 16.53 | $ 17.07 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Units (Details) - RSUs - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 12,587 | $ 5,122 | $ 3,731 |
Unrecognized stock-based compensation expense | $ 13,242 | ||
Period for recognition of unrecognized stock-based compensation expense | 2 years 7 months 2 days |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of shares outstanding | ||||
Options outstanding, beginning balance (in shares) | 1,450 | 1,643 | 1,742 | |
Options exercised (in shares) | (541) | (193) | (99) | |
Options forfeited (in shares) | (14) | |||
Options expired (in shares) | (9) | |||
Options outstanding, ending balance (in shares) | 886 | 1,450 | 1,643 | 1,742 |
Options vested and expected to vest (in shares) | 886 | |||
Options exercisable (in shares) | 886 | |||
Weighted-average exercise price | ||||
Options outstanding, beginning of period (in dollars per share) | $ 5.33 | $ 5.32 | $ 5.25 | |
Options exercised (in dollars per share) | 5.51 | 5.30 | 3.99 | |
Options forfeited (in dollars per share) | 6.20 | |||
Options expired (in dollars per share) | 6.38 | |||
Options outstanding, ending balance (in dollars per share) | 5.19 | $ 5.33 | $ 5.32 | $ 5.25 |
Options vested and expected to vest (in dollars per share) | 5.19 | |||
Options exercisable (in dollars per share) | $ 5.19 | |||
Weighted-average remaining contractual life (years) | ||||
Options outstanding | 4 years | 5 years | 6 years | 7 years |
Options vested and expected to vest | 4 years | |||
Options exercisable | 4 years | |||
Aggregate intrinsic value | ||||
Options outstanding | $ 29,840 | $ 32,528 | $ 18,414 | $ 19,136 |
Options exercised | 13,588 | $ 2,767 | $ 1,332 | |
Options vested and expected to vest | 29,840 | |||
Options exercisable | $ 29,840 |
Stockholders' Equity - Stock 67
Stockholders' Equity - Stock Options (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Intrinsic value of options vested | $ 203 | ||
Shares issued due to exercise of stock options | 541 | 193 | 99 |
Proceeds from exercise of stock options | $ 2,981 | $ 1,000 | $ 396 |
Earnings Per Share - Calculatio
Earnings Per Share - Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 30, 2016 | Jul. 01, 2016 | Apr. 01, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||||
Net income attributable to Fox stockholders | $ 2,802 | $ 16,072 | $ 13,726 | $ 10,528 | $ 9,812 | $ 13,684 | $ 8,917 | $ 3,262 | $ 43,128 | $ 35,675 | $ 24,954 |
Weighted average shares used to compute basic earnings per share (in shares) | 37,373 | 36,799 | 36,989 | ||||||||
Dilutive effect of employee stock plans (in shares) | 1,365 | 1,002 | 905 | ||||||||
Weighted average shares used to compute diluted earnings per share (in shares) | 38,738 | 37,801 | 37,894 | ||||||||
Basic (in dollars per share) | $ 0.07 | $ 0.43 | $ 0.37 | $ 0.28 | $ 0.27 | $ 0.37 | $ 0.24 | $ 0.09 | $ 1.15 | $ 0.97 | $ 0.67 |
Diluted (in dollars per share) | $ 0.07 | $ 0.41 | $ 0.35 | $ 0.27 | $ 0.26 | $ 0.36 | $ 0.24 | $ 0.09 | $ 1.11 | $ 0.94 | $ 0.66 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||
Anti-dilutive shares excluded from calculation of diluted earnings per share | 0 | 0 | 0 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ 13,483 | $ 5,710 | $ 11,468 |
State | 648 | (1,287) | (22) |
Foreign | 8,148 | 6,008 | 2,208 |
Total current | 22,279 | 10,431 | 13,654 |
Deferred: | |||
Federal | (923) | (1,729) | (3,751) |
State | 387 | (1,156) | (613) |
Foreign | (641) | (131) | 0 |
Total deferred | (1,177) | (3,016) | (4,364) |
Total provision | $ 21,102 | $ 7,415 | $ 9,290 |
Income Taxes - Income Before Pr
Income Taxes - Income Before Provision by Jurisdiction (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 36,555 | $ 22,348 | $ 24,308 |
Foreign | 27,730 | 20,742 | 9,936 |
Income before income taxes | $ 64,285 | $ 43,090 | $ 34,244 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Rate and Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | |||
Tax at federal statutory rate | 35.00% | 35.00% | 35.00% |
State taxes, net of federal benefit | 2.00% | 1.00% | 2.20% |
Stock-based compensation | (10.60%) | (2.00%) | (0.10%) |
Foreign rate differential | (4.60%) | (9.40%) | 0.00% |
Change in tax rates due to Tax Cuts and Jobs Act | (3.80%) | 0.00% | 0.00% |
Research and development tax credit | (2.20%) | (2.00%) | (2.90%) |
Change in liability for unrecognized tax benefits | (1.70%) | (4.90%) | (2.80%) |
Tax on unremitted foreign earnings | (0.00%) | (1.10%) | (0.00%) |
Manufacturing deduction | (0.00%) | (0.00%) | (2.00%) |
Valuation allowance on foreign tax credits | 9.40% | 0.00% | 0.00% |
Tax on unremitted foreign earnings | 8.90% | 0.00% | 0.00% |
Other | 0.40% | 0.60% | (2.30%) |
Total provision | 32.80% | 17.20% | 27.10% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | Jan. 30, 2018 | Feb. 03, 2015 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2018 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | |||||||
One-time transition tax provided for by the TCJA | $ 3,706 | ||||||
Deferred tax liability representing foreign withholding tax due upon remittance | 2,026 | ||||||
Provisional amount recorded related to the remeasurement of deferred tax balance | 2,448 | ||||||
Tax Credit Carryforward [Line Items] | |||||||
Deferred tax liability on unremitted foreign earnings | 2,179 | $ 0 | |||||
Valuation allowance | 6,336 | 0 | |||||
Unrecognized tax benefits | 8,154 | 7,440 | $ 8,924 | $ 7,785 | |||
Unrecognized tax benefits that would impact effective tax rate | 6,966 | ||||||
Possible reduction in unrecognized tax benefit over fiscal year | 5,162 | ||||||
Interest and penalties related to uncertain tax positions | 311 | 193 | |||||
Scenario, Forecast | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Unrecognized tax benefits that would impact effective tax rate | $ 8,256 | ||||||
Subsequent Event | Tax Year 2015 | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Unrecognized tax benefits that would impact effective tax rate | $ 1,352 | ||||||
Decrease in unrecognized tax benefits resulting from tax audits | $ 1,490 | ||||||
State | Research Tax Credit | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit carryforward | 2,123 | ||||||
Foreign | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit carryforward | 9,381 | ||||||
Net operating loss carryforwards | 908 | ||||||
Net operating loss carryforwards not subject to expiration | 344 | ||||||
Valuation allowance on foreign tax credits as a result of TCJA | 6,031 | ||||||
Valuation allowance | 305 | ||||||
Foreign | Year 2034 | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Net operating loss carryforwards | 564 | ||||||
Federal | Research Tax Credit | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit carryforward | $ 1,409 | ||||||
California | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit | $ 1,700 | ||||||
California | State | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit period | 4 years | ||||||
Benefit from tax credits | 750 | ||||||
Tax credit, net of federal income tax | $ 488 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Deferred tax assets: | ||
Foreign tax credits | $ 9,381 | $ 2,128 |
Research and development tax credits | 2,473 | 1,244 |
Inventory | 2,344 | 3,174 |
Accrued withholding taxes | 1,940 | 0 |
Stock-based compensation | 1,718 | 2,043 |
Accrued liabilities | 1,649 | 2,384 |
Other | 703 | 741 |
Total deferred tax asset | 20,208 | 11,714 |
Valuation allowance | (6,336) | 0 |
Net deferred tax asset | 13,872 | 11,714 |
Deferred tax liabilities: | ||
Depreciation | (4,496) | (5,707) |
Intangible assets | (3,545) | (1,769) |
Accrued withholding tax on unremitted foreign dividends | (2,179) | 0 |
Other | (983) | (156) |
Total deferred tax liability | (11,203) | (7,632) |
Net deferred tax asset | $ 2,669 | $ 4,082 |
Income Taxes - Income Taxes Unr
Income Taxes - Income Taxes Unrecognized Tax Benefit - Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance - beginning of period | $ 7,440 | $ 8,924 | $ 7,785 |
Increase related to current year tax positions | 460 | 1,828 | 1,878 |
Increase related to prior year tax positions | 1,770 | 584 | |
Decrease related to prior year tax positions | (1,193) | ||
Decrease due to expiration of statute of limitations | (1,516) | (2,119) | (1,323) |
Balance - end of period | $ 8,154 | $ 7,440 | $ 8,924 |
Fair Value Measurements - Hiera
Fair Value Measurements - Hierarchy of Assets and Liabilities at Fair Value (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Liabilities: | ||
Redeemable non-controlling interest | $ 12,955 | $ 0 |
Total liabilities measured at fair value | 76,013 | 72,215 |
Level 1 | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 | ||
Liabilities: | ||
Total liabilities measured at fair value | 63,058 | 66,683 |
Level 3 | ||
Liabilities: | ||
Total liabilities measured at fair value | 12,955 | 5,532 |
Recurring | ||
Liabilities: | ||
Credit facility | 63,058 | 66,683 |
Redeemable non-controlling interest | 12,955 | 0 |
Contingent consideration | 0 | 5,532 |
Recurring | Level 1 | ||
Liabilities: | ||
Credit facility | 0 | 0 |
Redeemable non-controlling interest | 0 | 0 |
Contingent consideration | 0 | 0 |
Recurring | Level 2 | ||
Liabilities: | ||
Credit facility | 63,058 | 66,683 |
Redeemable non-controlling interest | 0 | 0 |
Contingent consideration | 0 | 0 |
Recurring | Level 3 | ||
Liabilities: | ||
Credit facility | 0 | 0 |
Redeemable non-controlling interest | 12,955 | 0 |
Contingent consideration | $ 0 | $ 5,532 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 Roll Forward (Details) $ in Thousands | 12 Months Ended |
Dec. 29, 2017USD ($) | |
Obligations (measured with level 3 inputs) | |
Balance at December 30, 2016 | $ 5,532 |
Acquisition of non-controlling interest | 12,900 |
Net income attributable to non-controlling interest | 55 |
Change in fair value | (150) |
Payment of contingent liability | (5,382) |
Balance at December 29, 2017 | $ 12,955 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |||
Matching contribution made under the plan | $ 437 | $ 373 | $ 298 |
Segments and Geographic Areas -
Segments and Geographic Areas - Summary of Total Sales by Geographic Location of Customer (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017USD ($) | Sep. 29, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 30, 2016USD ($) | Sep. 30, 2016USD ($) | Jul. 01, 2016USD ($) | Apr. 01, 2016USD ($) | Dec. 29, 2017USD ($)segment | Dec. 30, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting [Abstract] | |||||||||||
Number of operating segments | segment | 1 | ||||||||||
Number of reportable segments | segment | 1 | ||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | $ 121,093 | $ 127,399 | $ 120,811 | $ 106,330 | $ 111,555 | $ 109,011 | $ 102,294 | $ 80,217 | $ 475,633 | $ 403,077 | $ 366,798 |
North America | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 280,860 | 221,312 | 193,675 | ||||||||
Asia | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 101,079 | 100,999 | 99,394 | ||||||||
Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 86,405 | 76,999 | 69,580 | ||||||||
Rest of the World | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | $ 7,289 | $ 3,767 | $ 4,149 |
Segments and Geographic Areas80
Segments and Geographic Areas - Long-lived Assets by Geographic Location (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 43,636 | $ 32,262 |
North America | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 38,450 | 29,344 |
International | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 5,186 | $ 2,918 |
Segments and Geographic Areas81
Segments and Geographic Areas - Summary of Sales by Products (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 30, 2016 | Jul. 01, 2016 | Apr. 01, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Revenue from External Customer [Line Items] | |||||||||||
Sales | $ 121,093 | $ 127,399 | $ 120,811 | $ 106,330 | $ 111,555 | $ 109,011 | $ 102,294 | $ 80,217 | $ 475,633 | $ 403,077 | $ 366,798 |
Bikes | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Sales | 245,378 | 226,686 | 211,704 | ||||||||
Power vehicles | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Sales | $ 230,255 | $ 176,391 | $ 155,094 |
Acquisitions - Tuscany, Additio
Acquisitions - Tuscany, Additional Information (Details) - Tuscany - USD ($) $ in Thousands | Nov. 30, 2017 | Dec. 29, 2017 |
Business Acquisition [Line Items] | ||
Ownership interest acquired (as a percent) | 80.00% | |
Cash consideration | $ 53,350 | |
Settlement of pre-existing accounts | 242 | |
Total consideration at closing | $ 53,592 | |
Call option to acquire remaining interest (as a percent) | 20.00% | |
Period to exercise put option | 180 days | |
Transaction costs | $ 900 |
Acquisitions - Allocation of Pu
Acquisitions - Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Dec. 29, 2017 | Dec. 30, 2016 |
Fair market values | |||
Goodwill | $ 88,438 | $ 57,781 | |
Tuscany | |||
Acquisition consideration | |||
Cash consideration | $ 53,350 | ||
Settlement of pre-existing accounts | 242 | ||
Total consideration at closing | 53,592 | ||
Fair market values | |||
Other current and non-current assets | 5,966 | ||
Property, plant and equipment | 1,416 | ||
Customer relationships | 28,600 | ||
Trademarks and brand | 6,500 | ||
Goodwill | 30,392 | ||
Total assets acquired | 72,874 | ||
Accounts payable and accrued expenses | 3,329 | ||
Debt assumed in acquisition | 465 | ||
Deferred tax liability for tax free rollover of non-controlling interest | 2,588 | ||
Total liabilities assumed | 6,382 | ||
Redeemable non-controlling interest | 12,900 | ||
Purchase price allocation | $ 53,592 |
Acquisitions - Unaudited Pro Fo
Acquisitions - Unaudited Pro Forma (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Business Combinations [Abstract] | ||
Combined federal and state tax rate | 41.00% | |
Tuscany | ||
Business Acquisition [Line Items] | ||
Pro forma sales | $ 515,159 | $ 444,463 |
Pro forma net income | $ 45,249 | $ 37,507 |
Acquisitions - Other Acquisitio
Acquisitions - Other Acquisitions (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Nov. 30, 2015USD ($) | Jan. 31, 2015USD ($) | Dec. 29, 2017USD ($) | Dec. 30, 2016USD ($)business_acquired | Dec. 31, 2015USD ($) | |
Business Acquisition [Line Items] | |||||
Cash consideration | $ 53,592 | $ 198 | $ 2,414 | ||
Goodwill | 88,438 | 57,781 | |||
Gain on bargain purchase, net of deferred taxes | 0 | $ 0 | $ 315 | ||
Number of businesses which certain assets were acquired | business_acquired | 2 | ||||
Tangible assets | $ 48 | ||||
Goodwill acquired | $ 30,540 | $ 148 | |||
Machine Shop in Spring Arbor, Michigan | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 765 | ||||
Goodwill | $ 567 | ||||
Marzocchi's Mountain Bike Product Line | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 1,649 | ||||
Gain on bargain purchase, net of deferred taxes | $ 315 |
Selected Quarterly Financial 86
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 29, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 30, 2016 | Sep. 30, 2016 | Jul. 01, 2016 | Apr. 01, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Sales | $ 121,093 | $ 127,399 | $ 120,811 | $ 106,330 | $ 111,555 | $ 109,011 | $ 102,294 | $ 80,217 | $ 475,633 | $ 403,077 | $ 366,798 |
Gross profit | 39,122 | 42,597 | 39,056 | 33,714 | 34,057 | 34,886 | 32,327 | 25,118 | 154,490 | 126,388 | 112,042 |
Income from operations | 16,053 | 20,378 | 18,189 | 12,417 | 13,483 | 15,086 | 11,278 | 5,694 | 67,041 | 45,541 | 35,344 |
Net income attributable to Fox Stockholders | $ 2,802 | $ 16,072 | $ 13,726 | $ 10,528 | $ 9,812 | $ 13,684 | $ 8,917 | $ 3,262 | $ 43,128 | $ 35,675 | $ 24,954 |
Earnings per share: | |||||||||||
Basic (in dollars per share) | $ 0.07 | $ 0.43 | $ 0.37 | $ 0.28 | $ 0.27 | $ 0.37 | $ 0.24 | $ 0.09 | $ 1.15 | $ 0.97 | $ 0.67 |
Diluted (in dollars per share) | $ 0.07 | $ 0.41 | $ 0.35 | $ 0.27 | $ 0.26 | $ 0.36 | $ 0.24 | $ 0.09 | $ 1.11 | $ 0.94 | $ 0.66 |