Cover page
Cover page - USD ($) | 12 Months Ended | ||
Dec. 29, 2023 | Feb. 15, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --12-29 | ||
Document Period End Date | Dec. 29, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-36040 | ||
Entity Registrant Name | Fox Factory Holding Corp. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-1647258 | ||
Entity Address, Address Line One | 2055 Sugarloaf Circle, Suite 300 | ||
Entity Address, City or Town | Duluth | ||
Entity Address, State or Province | GA | ||
Entity Address, Postal Zip Code | 30097 | ||
City Area Code | 831 | ||
Local Phone Number | 274-6500 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | FOXF | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,026,813,587 | ||
Entity Common Stock, Shares Outstanding | 41,953,938 | ||
Documents Incorporated by Reference | Portions of the registrant’s Definitive Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference in Part III, Items 10-14 of this Annual Report on Form 10-K. | ||
Document Financial Statement Error Correction | false | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001424929 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Location | San Francisco, California | ||
Auditor Firm ID | 248 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 29, 2023 | |
Audit Information [Abstract] | |
Auditor Name | GRANT THORNTON LLP |
Auditor Location | San Francisco, California |
Auditor Firm ID | 248 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 83,642 | $ 145,250 |
Accounts receivable (net of allowances of $1,158 and $443 at December 29, 2023 and December 30, 2022, respectively) | 171,060 | 200,440 |
Inventory | 371,841 | 350,620 |
Prepaids and other current assets | 141,512 | 101,364 |
Total current assets | 768,055 | 797,674 |
Property, plant and equipment, net | 237,192 | 202,215 |
Lease right-of-use assets | 84,317 | 48,096 |
Deferred tax assets | 21,297 | 57,339 |
Goodwill | 636,565 | 323,978 |
Finite-lived intangible assets | 483,347 | 178,980 |
Other assets | 11,525 | 10,054 |
Total assets | 2,242,298 | 1,618,336 |
Current liabilities: | ||
Accounts payable | 104,150 | 131,160 |
Accrued expenses | 103,400 | 127,729 |
Current portion of long-term debt | 0 | |
Total current liabilities | 207,550 | 258,889 |
Line of credit | 370,000 | 200,000 |
Long-term debt, less current portion | 373,528 | 0 |
Other liabilities | 69,459 | 38,061 |
Total liabilities | 1,020,537 | 496,950 |
Commitments and contingent liabilities (Refer to Note 12. Commitments and Contingent Liabilities) | ||
Stockholders’ equity | ||
Preferred stock, $0.001 par value — 0 authorized and no shares issued or outstanding as of December 29, 2023 and December 30, 2022 | 0 | 0 |
Common stock, $0.001 par value — 90,000 authorized; 42,844 shares issued and 41,954 outstanding as of December 29, 2023; 43,160 shares issued and 42,270 outstanding as of December 30, 2022 | 42 | 42 |
Additional paid-in capital | 348,346 | 356,239 |
Treasury stock, at cost; 890 common shares as of December 29, 2023 and December 30, 2022 | (13,754) | (13,754) |
Accumulated other comprehensive income | 9,041 | 14,782 |
Retained earnings | 878,086 | 764,077 |
Total stockholders’ equity | 1,221,761 | 1,121,386 |
Total liabilities and stockholders’ equity | 2,242,298 | 1,618,336 |
Trademarks and brands | ||
Current assets: | ||
Finite-lived intangible assets | 275,480 | 64,214 |
Customer and distributor relationships | ||
Current assets: | ||
Finite-lived intangible assets | 182,731 | 109,887 |
Core technologies | ||
Current assets: | ||
Finite-lived intangible assets | $ 25,136 | $ 4,879 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 1,158 | $ 443 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 0 | 0 |
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 | 42,844,000 | 43,160,000 |
Common stock, shares outstanding | 41,954,000 | 42,270,000 |
Treasury stock, common shares (in shares) | 890,000 | 890,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Net sales | $ 1,464,178 | $ 1,602,491 | $ 1,299,064 |
Cost of sales | 999,366 | 1,071,148 | 866,732 |
Gross profit | 464,812 | 531,343 | 432,332 |
Operating expenses: | |||
Sales and marketing | 100,451 | 90,801 | 70,925 |
Research and development | 53,179 | 56,205 | 46,567 |
General and administrative | 124,582 | 116,103 | 97,241 |
Amortization of purchased intangibles | 26,509 | 21,537 | 20,685 |
Total operating expenses | 304,721 | 284,646 | 235,418 |
Income from operations | 160,091 | 246,697 | 196,914 |
Interest expense | 19,320 | 8,939 | 8,162 |
Other expense, net | 2,108 | 3,994 | 371 |
Income before income taxes | 138,663 | 233,764 | 188,381 |
Provision for income taxes | 17,817 | 28,486 | 24,563 |
Net income | $ 120,846 | $ 205,278 | $ 163,818 |
Earnings per share: | |||
Basic (in dollars per share) | $ 2.86 | $ 4.86 | $ 3.90 |
Diluted (in dollars per share) | $ 2.85 | $ 4.84 | $ 3.87 |
Weighted-average shares used to compute earnings per share: | |||
Basic (in shares) | 42,305 | 42,232 | 42,022 |
Diluted (in shares) | 42,432 | 42,384 | 42,366 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 120,846 | $ 205,278 | $ 163,818 |
Other comprehensive (loss) income | |||
Change in net unrealized gain, net of tax effects of $(1,303), $4,226, and $(1,130), respectively | (473) | 18,001 | 3,692 |
Less: reclassification of net gain on interest rate swap to net earnings | (6,775) | (3,177) | (48) |
Net change, net of tax effects | (7,248) | 14,824 | 3,644 |
Foreign currency translation adjustments, net of tax effects of $0, $0, and $673, respectively | 1,507 | (4,918) | 164 |
Other comprehensive (loss) income | (5,741) | 9,906 | 3,808 |
Comprehensive income | $ 115,105 | $ 215,184 | $ 167,626 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity and Redeemable Non-controlling Interest - USD ($) $ in Thousands | Total | Common Stock | Treasury | Additional paid-in capital | Accumulated other comprehensive income | Retained earnings |
Beginning Balance (in shares) at Jan. 01, 2021 | 42,692,000 | 890,000 | ||||
Beginning Balance at Jan. 01, 2021 | $ 719,171 | $ 42 | $ (13,754) | $ 336,834 | $ 1,068 | $ 394,981 |
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) | 318,000 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (7,050) | (7,050) | ||||
Stock-based compensation expense | 14,335 | 14,335 | ||||
Other comprehensive income | 3,808 | 3,808 | ||||
Net income | 163,818 | 163,818 | ||||
Ending Balance (in shares) at Dec. 31, 2021 | 43,010,000 | 890,000 | ||||
Ending Balance at Dec. 31, 2021 | 894,082 | $ 42 | $ (13,754) | 344,119 | 4,876 | 558,799 |
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) | 150,000 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (4,231) | (4,231) | ||||
Stock-based compensation expense | 16,351 | 16,351 | ||||
Other comprehensive income | 9,906 | 9,906 | ||||
Net income | $ 205,278 | 205,278 | ||||
Ending Balance (in shares) at Dec. 30, 2022 | 42,270,000 | 43,160,000 | 890,000 | |||
Ending Balance at Dec. 30, 2022 | $ 1,121,386 | $ 42 | $ (13,754) | 356,239 | 14,782 | 764,077 |
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) | 112,000 | |||||
Issuance of common stock under equity compensation plans, net of shares repurchased for income tax withholding | (6,195) | (6,195) | ||||
Stock-based compensation expense | 16,465 | 16,465 | ||||
Purchase and retirement of common stock (in shares) | (428,000) | |||||
Purchase and retirement of common stock | (25,000) | (18,163) | (6,837) | |||
Other comprehensive income | (5,741) | (5,741) | ||||
Net income | $ 120,846 | 120,846 | ||||
Ending Balance (in shares) at Dec. 29, 2023 | 41,954,000 | 42,844,000 | 890,000 | |||
Ending Balance at Dec. 29, 2023 | $ 1,221,761 | $ 42 | $ (13,754) | $ 348,346 | $ 9,041 | $ 878,086 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES: | |||
Net income | $ 120,846 | $ 205,278 | $ 163,818 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 58,603 | 49,242 | 43,426 |
Provision for inventory reserve | 6,184 | 8,923 | 3,916 |
Stock-based compensation | 16,465 | 16,351 | 13,914 |
Amortization of acquired inventory step-up | 13,008 | 0 | 0 |
Amortization of loan fees | 905 | 1,086 | 1,631 |
Write off of unamortized loan origination fees | 0 | 1,927 | 0 |
Amortization of deferred gains on prior swap settlements | (4,252) | (3,177) | (48) |
(Gain) Loss on disposal of property and equipment | 1,492 | (1,740) | (96) |
Deferred taxes | (7,867) | (18,445) | (17,096) |
Accounts receivable | 64,527 | (63,957) | (20,230) |
Inventory | 31,613 | (87,460) | (150,448) |
Income taxes | (19,094) | 8,717 | 26,789 |
Prepaids and other assets | (38,180) | 18,132 | (34,509) |
Accounts payable | (44,029) | 40,493 | 10,304 |
Accrued expenses and other liabilities | (21,478) | 11,724 | 21,813 |
Net cash provided by operating activities | 178,743 | 187,094 | 63,184 |
INVESTING ACTIVITIES: | |||
Acquisition of businesses, net of cash acquired | (701,112) | (714) | (51,881) |
Acquisition of other assets | (2,432) | (3,500) | 0 |
Purchases of property and equipment | (46,852) | (43,701) | (54,846) |
Proceeds from sale of property and equipment | 0 | 3,180 | 1,781 |
Net cash used in investing activities | (750,396) | (44,735) | (104,946) |
FINANCING ACTIVITIES: | |||
Proceeds from line of credit, net of origination fees | 400,000 | 602,356 | 37,931 |
Payments on line of credit | (230,000) | (404,336) | (37,931) |
Proceeds from issuance of debt, net of origination fees | 393,528 | 0 | 0 |
Repayment of term debt | 0 | (382,500) | (12,500) |
Prepayment of term debt | (20,000) | 0 | 0 |
Purchase and retirement of common stock | 25,000 | 0 | 0 |
Installment on purchase of non-controlling interest | 0 | (2,700) | (4,550) |
Repurchases from stock compensation program, net | (6,195) | (4,231) | (7,050) |
Deferred debt issuance costs | 3,354 | 0 | 0 |
Proceeds from termination of swap agreement | 0 | 12,270 | 324 |
Net cash provided by (used in) financing activities | 508,979 | (179,141) | (23,776) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 1,066 | 2,346 | (540) |
CHANGE IN CASH AND CASH EQUIVALENTS | (61,608) | (34,436) | (66,078) |
CASH AND CASH EQUIVALENTS—Beginning of year | 145,250 | 179,686 | 245,764 |
CASH AND CASH EQUIVALENTS—End of year | 83,642 | 145,250 | 179,686 |
Supplemental Cash Flow Information [Abstract] | |||
Income taxes | 44,655 | 37,493 | 14,980 |
Interest, net of capitalized interest | 21,147 | 9,922 | 6,384 |
Amounts included in the measurement of lease liabilities | 14,009 | 10,499 | 8,747 |
Right-of-use assets obtained in exchange for lease obligations | 54,949 | 21,167 | 20,289 |
Capital expenditures included in accounts payable | $ 977 | $ 2,049 | $ 3,491 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Change in net unrealized gain, tax effects | $ (1,303) | $ 4,226 | $ (1,130) |
Foreign currency translation adjustments, tax effects | $ 0 | $ 0 | $ 673 |
Description of the Business, Ba
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 29, 2023 | |
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, engineers, manufactures and markets performance-defining products and systems for customers worldwide. Our premium brand, performance-defining products and systems are used primarily on bicycles (“bikes”), side-by-side vehicles (“side-by-sides”), on-road vehicles with and without off-road capabilities, off-road vehicles and trucks, all-terrain vehicles (“ATVs”), snowmobiles, and specialty vehicles and applications. In addition, we also offer premium baseball and softball gear and equipment. Some of our products are specifically designed and marketed to some of the leading cycling and powered vehicle original equipment manufacturers (“OEMs”), while others are distributed to consumers through a global network of dealers and distributors and retailers. 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”). Fiscal Year Calendar - The Company operates using a 52-53-week fiscal year calendar ending on the Friday nearest to December 31. Therefore, the financial results of certain 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. For the fiscal years 2023, 2022 and 2021, the Company’s fiscal year ended on December 29, 2023, December 30, 2022 and December 31, 2021 and each had 52 weeks. 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 of $1,465, $3,377, and $455 for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively, are included as a component of other income or expense. Cash and Cash Equivalents - Cash consists of cash maintained in checking or money market accounts. 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. Invoices are considered past due when payment is not received within the terms stated within the contract. 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 credit losses. The Company records a provision for credit losses based on historical experience and a detailed assessment of the collectability of its accounts receivable. The provision is based on how long a receivable has been outstanding, taking into account the historical credit loss rate and adjusting for both current conditions and forecasts of economic conditions into that expected credit loss rate. 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 credit losses: For the fiscal years ended Allowance for credit losses: December 29, 2023 December 30, 2022 December 31, 2021 Balance, beginning of year $ 443 $ 410 $ 663 Add: bad debt expense (benefit) 907 446 (14) Less: write-offs, net of recoveries (192) (413) (239) Balance, end of year $ 1,158 $ 443 $ 410 Concentration of Credit Risk - Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and accounts receivable. As of December 29, 2023 the Company held $58,979 in cash at U.S. subsidiaries and $24,663 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, 2023 December 30, 2022 Customer A 18% 14% No other customers were individually significant in any of these periods presented. The Company depends on a limited number of vendors to supply component parts for its products. The Company purchased 29%, 34%, and 32% of its product components for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively, from ten vendors. As of December 29, 2023 and December 30, 2022, amounts due to these vendors represented 20% and 38% of accounts payable, respectively. 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 net realizable value. Cost includes raw materials and inbound freight, as well as direct labor and manufacturing overhead for products we manufacture. Net realizable 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 Building and building improvements 15-39 years Information systems, office equipment and furniture 3-7 years Internal-use computer software 10 years Land improvements 15 years Machinery and manufacturing equipment 5-15 years Transportation equipment 3-5 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 $5,254 in internal use computer software costs during the year ended December 29, 2023. 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, 2023, December 30, 2022 and December 31, 2021. 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 assessment, 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. We completed our most recent annual impairment test in the third quarter of 2023 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 including customer relationships, certain trademarks, 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. Certain 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, 2023, December 30, 2022 and December 31, 2021. Self-Insurance - The Company is 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, 2023 and December 30, 2022 are $2,203 and $1,988 respectively, and are recorded within accrued expenses on the consolidated balance sheets. Revenue Recognition - Revenues are generated from the sale of performance-defining products and systems to customers worldwide. The Company’s performance-defining products and systems are solutions that improve performance of powered vehicles, bikes, and baseball and softball gear and equipment. Powered vehicles include side-by-sides, on-road vehicles with off-road capabilities, off-road vehicles and trucks, ATVs, snowmobiles, specialty vehicles and applications, motorcycles. Revenue is measured based on the consideration specified in a contract with a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a product to a customer, generally at the time of shipment. Contracts are generally in the form of purchase orders and are governed by standard terms and conditions. For larger OEMs, the Company may also enter into master agreements. Sales tax and other similar taxes are excluded from revenues. Revenues generated from upfit packages generally do not include the vehicle chassis, as the Company is not the principal in this arrangement and the automotive dealer purchases the chassis directly from the OEM. The Company is required to place a deposit on Stellantis vehicle chassis, however that deposit is refunded when the chassis is sold through to the end customer. For other chassis, the Company entered into floorplan financing agreements, in which the Company pays interest expense based on the duration of time the chassis stay on the Company's premises. Revenues generated from custom upfit packages from our Outside Van subsidiary generally include the vehicle chassis, of which the Company has the risks and rewards of ownership and are recognized over-time as work is performed based on actual costs incurred. We elected as a practical expedient to not capitalize the incremental costs to obtain contracts with customers since the amortization period would have been one year or less. Provisions for discounts, rebates, sales incentives, returns, and other adjustments are generally provided for in the period the related sales are recorded, based on management’s assessment of historical trends and projection of future results. Cost of Sales - Cost of sales primarily consists of materials and labor expense in the manufacturing of the Company’s products sold to customers. 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 freight are capitalized as part of inventory and included in cost of sales as products are sold. Sales and Marketing - Our sales and marketing expenses include costs related to our 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 commissions paid to outside sales representatives, promotional materials and products, our sales office costs, race support and sponsorships of events and athletes, advertising and promotions related to trade shows, and travel and entertainment. 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 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 RSUs 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 accounts for global intangible low-taxed income (“GILTI”) in the year the tax is incurred, rather than recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years. The net GILTI inclusion for the year ended December 29, 2023 was partially offset by foreign tax credits associated with the income. 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 recorded as sales and marketing expenses on our Consolidated Statements of Income. Costs incurred for advertising totaled $6,717, $4,813, and $2,741 for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively. Warranties - The Company offers limited warranties on its products generally for one Segments - The Company determined that it has a single operating and reportable segment: manufacturing, sale and service of performance-defining products. 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. Reclassifications - We reclassified certain prior period amounts within our consolidated statements of other comprehensive income, consolidated statements of cash flows, and Note 2 - Revenues for the years ended December 30, 2022 and December 31, 2021 to conform to our current year presentation. The reclassifications did not have any impact on net income or other major financial statement line items. Fair Value Measurements and Financial Instruments - The Financial Accounting Standards Board (“FASB”) 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. As of December 29, 2023, amounts owed under the Company’s 2022 Credit Facility - Incremental Term A Loan approximated fair value because it had a variable interest rate that reflected market changes in interest rates and changes in the Company’s net leverage ratio. 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, disruptions in the operations of its or its customers’ facilities, or along its global supply chain, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. International geopolitical conflicts, including continuing tensions between Taiwan and China, the Russian invasion of Ukraine, and the Israel-Palestine conflict on the global economy, energy supplies and raw materials may prove to negatively impact the Company’s business and operations. Recent Accounting Pronouncements - In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. The guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. The Company adopted this guidance in the first quarter of 2022. This adoption did not have a material impact on our financial statements. In September 2022, the FASB issued ASU 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405): Disclosure of Supplier Finance Program Obligations. Under ASU 2022-04, the buyer in a supplier finance program is required to disclose sufficient information to allow a user of the financial statements to understand the program's nature, activity during the period, changes from period to period, and potential magnitude. The guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. These amendments will be applied retrospectively to each period in which a balance sheet is presented, except for the disclosure of rollforward information, which will be applied prospectively. The Company adopted the interim disclosure requirements, as applicable, during the first quarter of 2023 and adopted the annual disclosure requirements, except for the annual rollforward, in this 2023 Annual Report on Form 10-K. The Company expects to adopt the annual rollforward requirement in our 2024 Annual Report on Form 10-K. Refer to the “Bailment Pool Arrangements” section within Note 12 - Commitments and Contingencies for further details of this adoption. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in ASU 2023-07 require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. These amendments do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The Company is currently reviewing the impact that the adoption of ASU 2023-07 may have on our consolidated financial statements and disclosures. |
Revenues
Revenues | 12 Months Ended |
Dec. 29, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues In the second quarter of fiscal year 2023, the Company realigned its Powered Vehicles Group into the Powered Vehicles Group and the Aftermarket Applications Group to be more aligned with the Company’s end customers and drive additional focus on product development. The new Powered Vehicles Group is comprised of sales to original equipment off-road and power sports manufacturers and aftermarket businesses that sell shocks directly to dealers and distributors. The Aftermarket Applications Group is comprised of aftermarket businesses that offer custom vehicle shock, tuning, suspension, lift kit, upfitting, and wheel and tire solutions for automotive and power sports enthusiasts. All prior-period amounts have been recast to conform with the current period presentation. The following table summarizes total net sales by product category: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Powered Vehicle Group $ 523,862 $ 432,388 $ 360,711 Aftermarket Applications Group 551,143 489,132 359,318 Specialty Sports Group 389,173 680,971 579,035 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 The following table summarizes total net sales by sales channel: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 OEM $ 725,232 $ 909,550 $ 718,000 Aftermarket 738,946 692,941 581,064 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 The following table summarizes total net sales generated by geographic location of the customer: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 North America $ 1,127,587 $ 1,009,203 $ 811,312 Europe 187,762 320,545 230,491 Asia 125,488 252,275 241,033 Rest of the World 23,341 20,468 16,228 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 Remaining performance obligations represent the transaction price of contracts, generally considered to be the customer's purchase order, for which work has not been performed or has been partially performed. The Company elected to exclude remaining performance obligations with an original expected duration of one year or less. Revenue expected to be recognized from remaining performance obligations as of December 29, 2023 for contracts with a duration more than one year was approximately $1,534, all of which is expected to be recognized during fiscal years 2025 to 2027. |
Inventory
Inventory | 12 Months Ended |
Dec. 29, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consisted of the following: December 29, 2023 December 30, 2022 Raw materials $ 217,888 $ 247,441 Work-in-process 8,813 9,959 Finished goods 145,140 93,220 Total inventory $ 371,841 $ 350,620 |
Prepaids and Other Assets
Prepaids and Other Assets | 12 Months Ended |
Dec. 29, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaids and Other Current Assets | Prepaids and Other Current Assets Prepaids and other current assets consisted of the following: December 29, 2023 December 30, 2022 Prepaid chassis deposits $ 108,866 $ 74,013 Advanced payments and prepaid contracts 14,025 13,598 Other current assets 18,621 13,753 Total prepaids and other assets $ 141,512 $ 101,364 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 12 Months Ended |
Dec. 29, 2023 | |
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, 2023 December 30, 2022 Machinery and manufacturing equipment $ 149,502 $ 122,748 Building and building improvements 77,998 73,594 Internal-use computer software 35,518 30,290 Information systems, office equipment and furniture 26,972 21,655 Leasehold improvements 38,115 20,078 Transportation equipment 15,505 12,450 Land and land improvements 14,692 14,493 Total property, plant and equipment 358,302 295,308 Less: accumulated depreciation and amortization (121,110) (93,093) Total property, plant and equipment, net $ 237,192 $ 202,215 Depreciation expense was $32,094, $27,705, and $22,741 for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively, including $2,916, $3,787, and $2,492 of internal-use software amortization for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively. The Company capitalized $5,254, $4,683, and $5,847 in internal use computer software costs during the years ended December 29, 2023, December 30, 2022, and December 31, 2021, respectively. The following table summarizes the allocation of depreciation expense in the accompanying consolidated statements of income: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Cost of sales $ 15,040 $ 13,741 $ 11,656 General and administrative 13,098 11,003 8,780 Research and development 2,916 2,441 2,080 Sales and marketing 1,040 520 225 Total depreciation expense $ 32,094 $ 27,705 $ 22,741 The Company’s long-lived assets by geographic location are as follows: December 29, 2023 December 30, 2022 United States $ 198,033 $ 166,544 International 39,159 35,671 Total long-lived assets $ 237,192 $ 202,215 |
Leases
Leases | 12 Months Ended |
Dec. 29, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has operating lease agreements for administrative, research and development, manufacturing, and sales and marketing facilities. These leases have remaining lease terms ranging from under one As most of the Company’s leases do not provide an interest rate, the Company used the incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The weighted-average remaining lease term for the Company’s operating leases was 9.26 years and the weighted-average incremental borrowing rate was 3.30% as of December 29, 2023. Operating lease costs consisted of the following: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Operating lease cost $ 15,656 $ 11,209 $ 9,124 Other lease costs (1) 3,846 3,638 1,122 Total lease costs $ 19,502 $ 14,847 $ 10,246 (1) Includes short-term leases and variable lease costs. The Company elected a policy exclusion permitting leases with an original lease term of less than one year to be excluded from the right-of-use assets and lease liabilities. Supplemental balance sheet information related to the Company’s operating leases is as follows: Balance Sheet Classification December 29, 2023 Operating lease right-of-use assets Lease right-of-use assets $ 84,317 Current lease liabilities Accrued expenses $ 14,115 Non-current lease liabilities Other liabilities $ 69,237 Maturities of lease liabilities by fiscal year for the Company’s operating leases are as follows: For fiscal year Total future payments 2024 $ 16,600 2025 13,887 2026 11,528 2027 8,510 2028 8,013 Thereafter 42,438 Total lease payments 100,976 Less: imputed interest (17,624) Present value of lease liabilities 83,352 Less: current portion (14,115) Lease liabilities less current portion $ 69,237 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 29, 2023 | |
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, 2023 Trademarks and brands, subject to amortization $ 226,563 $ (6,653) $ 219,910 14 Customer and distributor relationships 290,518 (107,787) 182,731 12 Core technologies 61,439 (36,303) 25,136 10 Total $ 578,520 $ (150,743) 427,777 Trademarks and brands, not subject to amortization 55,570 Total $ 483,347 December 30, 2022 Trademarks and brands, subject to amortization $ 12,443 $ (3,799) $ 8,644 9 Customer and distributor relationships 195,910 (86,023) 109,887 10 Core technologies 39,291 (34,412) 4,879 8 Total $ 247,644 $ (124,234) 123,410 Trademarks and brands, not subject to amortization 55,570 Total $ 178,980 The following table summarizes the amortization of intangible assets in the accompanying consolidated statements of income: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Amortization of intangibles $ 26,509 $ 21,537 $ 20,685 Future amortization expense for finite-lived intangibles as of December 29, 2023 is as follows: For fiscal year: Amortization Expense 2024 $ 43,611 2025 40,976 2026 40,425 2027 39,191 2028 36,737 Thereafter 226,837 Total expected future amortization $ 427,777 Goodwill activity consisted of the following: Balance as of December 30, 2022 $ 323,978 Acquisitions (Refer to Note 18. Acquisitions ) 312,567 Currency translation and other adjustments 20 Balance as of December 29, 2023 $ 636,565 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 29, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consisted of the following: December 29, December 30, 2023 2022 Payroll and related expenses $ 17,988 $ 38,193 Income tax payable 21,743 40,701 Warranty 20,001 17,071 Current portion of lease liabilities 14,115 10,314 Accrued sales rebate 11,885 8,693 Other accrued expenses 17,668 12,757 Total accrued expenses $ 103,400 $ 127,729 Activity related to warranties is as follows: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Beginning warranty liability $ 17,071 $ 15,510 $ 9,835 Charge to cost of sales 16,114 11,387 13,603 Fair value of warranty assumed in acquisition 391 — 150 Costs incurred (13,575) (9,826) (8,078) Ending warranty liability $ 20,001 $ 17,071 $ 15,510 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 29, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions On July 22, 2020, the Company, pursuant to a stock purchase agreement with Flagship, Inc., purchased the remaining 20% interest of FF US Holding Corp. for $24,975 payable in a combination of stock and cash. The cash and stock portions were settled in quarterly installments through July 2022. Refer to Note 12. Commitments and Contingent Liabilities for additional details of this agreement. On March 3, 2023, the Company acquired all of the outstanding equity interest of Custom Wheel House. Custom Wheel House has building leases for its office facilities in California. The buildings are owned by the former owner of Custom Wheel House, who is now an employee of the Company. Rent expense under these leases was $600 for the year ended December 29, 2023. |
Debt
Debt | 12 Months Ended |
Dec. 29, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Prior Credit Facility In June 2019, the Company entered into a credit facility with Bank of America and other named lenders, which was periodically amended and restated and/or amended. The credit facility was amended and restated on March 11, 2020, and further amended on June 19, 2020, June 11, 2021 and December 16, 2021 (as amended, the “Prior Credit Facility”). The Prior Credit Facility (which was terminated on April 5, 2022 and replaced with the 2022 Credit Facility (as discussed below)), would have matured on March 11, 2025, and provided a senior secured revolving line of credit with a borrowing capacity of $250,000 and a term loan of $400,000. The term loan was subject to quarterly amortization payments. 2022 Credit Facility On April 5, 2022, the Company entered into a new credit agreement with Wells Fargo Bank, National Association, and other named lenders (the “2022 Credit Facility”), and concurrently repaid in full and terminated the Prior Credit Facility. The 2022 Credit Facility, which matures on April 5, 2027, provides for revolving loans, swingline loans and letters of credit up to an aggregate amount of $650,000. On April 5, 2022, the Company borrowed $475,000 under the 2022 Credit Facility, which was used to repay all outstanding amounts owed under the Prior Credit Facility and for general corporate purposes. Future advances under the 2022 Credit Facility will be used to finance working capital, capital expenditures and other general corporate purposes of the Company. To the extent not previously paid, all then-outstanding amounts under the 2022 Credit Facility are due and payable on the maturity date. The Company paid $1,980 in debt issuance costs in connection with the 2022 Credit Facility, which were allocated to the line of credit and amortized on a straight-line basis over the term of the facility. Additionally, the Company had $4,473 of remaining unamortized debt issuance costs related to the Prior Credit Facility. The Company expensed $1,927 of the remaining unamortized debt issuance costs and allocated $2,546 to the 2022 Credit Facility. The Company may borrow, prepay and re-borrow principal under the 2022 Credit Facility during its term. Advances under the 2022 Credit Facility can be either Adjusted Term Secured Overnight Financing Rate (“SOFR”) loans or base rate loans. SOFR rate revolving loans bear interest on the outstanding principal amount thereof for each interest period at a rate per annum equal to Term SOFR for such calculation plus 0.10% plus a margin ranging from 1.00% to 2.00%. Base rate revolving loans bear interest on the outstanding principal amount thereof at a rate per annum equal to the highest of (i) Federal Funds Rate plus 0.50%, (ii) the rate of interest in effect for such day as publicly announced from time to time by the administrative agent as its “prime rate”, and (iii) Adjusted Term SOFR rate for a one-month tenor plus 1.00%, subject to the interest rate floors set forth therein, plus a margin ranging from 0.00% to 1.00%. On November 14, 2023, in connection and concurrently with the closing of the Marucci acquisition, the Company entered into the Amendment amending the 2022 Credit Facility. The Amendment provided the Company with the Incremental Term A Loan in an amount of $400,000 and the Delayed Draw Term Loan in an amount of $200,000, each of which are permitted under the 2022 Credit Facility, subject to satisfaction of certain conditions. The Incremental Term A Loan was fully funded on November 14, 2023 and used to fund a portion of the consideration owed under the Marucci acquisition. The Delayed Draw Term Loan is available to the Company for up to six months commencing on December 6, 2023, until the earlier of (a) May 14, 2024 and (b) the date on which the Delayed Draw Term commitments have been terminated. Each Incremental Term Loan is subject to quarterly amortization payments of principal at a rate of 5.00% per annum. The Incremental Term Loans are in the form of term SOFR loans and base rate loans, at the option of the Company, and have an applicable margin ranging from 0.50% to 1.50% for base rate loans and 1.50% to 2.50% for term SOFR loans, subject to adjustment provisions. Each Incremental Term Loan has a maturity date of April 5, 2027, consistent with the 2022 Credit Facility. The Company paid $10,063 in debt issuance costs, of which $6,709 were allocated to the Term A Loan and $3,354 were allocated to the Delayed Draw Term Loan. Loan fees allocated to the Term A Loan are amortized using the interest method over the term of the Credit Facility. Loan fees allocated to the Delayed Draw Term Loan were deferred as an asset until the debt is drawn. Upon the drawing of the Delayed Draw Term Loan, the fees will be reclassified to a contra-liability account and amortized over the term of the drawn debt using the interest method. At December 29, 2023, the one-month SOFR and three-month SOFR rates were 5.34% and 5.36%, respectively. At December 29, 2023, our weighted-average interest rate on outstanding borrowing was 6.97%. The 2022 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 requires that the Company satisfy customary financial ratios. The Company was in compliance with the covenants as of December 29, 2023. The following table summarizes the line of credit under the 2022 Credit Facility: December 29, December 30, 2023 2022 Amount outstanding $ 370,000 $ 200,000 Standby letters of credit $ — $ — Available borrowing capacity $ 280,000 $ 450,000 Total borrowing capacity $ 650,000 $ 650,000 Maturity date April 5, 2027 April 5, 2027 As of December 29, 2023, future principal payments for long-term debt, including the current portion, as summarized as follows: For fiscal year December 29, 2023 2024 $ — 2025 20,000 2026 20,000 2027 340,000 Total $ 380,000 Debt issuance cost (6,472) Long-term debt, net of issuance cost 373,528 Less: current portion — Long-term debt less current portion $ 373,528 |
Derivatives and Hedging
Derivatives and Hedging | 12 Months Ended |
Dec. 29, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging The Company is exposed to certain risks relating to its ongoing business operations. The primary risk managed by using derivative instruments is interest rate risk. The Company utilizes interest rate swaps to limit its exposure to interest rate risk by converting a portion of its floating-rate debt to a fixed-rate basis, thus reducing the impact of interest rate changes on future interest expense. Interest rate swaps involve the receipt of floating-rate amounts in exchange for fixed-rate interest payments based on the three-month Term SOFR over the lives of the agreements without an exchange of the underlying principal amounts. As of December 29, 2023 and December 30, 2022, the Company had the following interest rate swap contracts: December 29, December 30, 2023 2022 Effective Date Termination Date Notional Amount Unrealized Gain in AOCI Unrealized Gain in AOCI September 2, 2020 June 11, 2021 $200,000 $ 104 $ 189 July 2, 2021 April 5, 2022 $200,000 5,013 9,180 April 5, 2022 April 5, 2027 $100,000 3,394 5,087 Total $ 8,511 $ 14,456 On June 11, 2021, the Company terminated its existing swap agreement (the “2020 Swap Agreement”) and entered into an interest rate swap agreement (the “2021 Swap Agreement”) with a notional amount of $200,000. On April 5, 2022, the Company terminated its 2021 Swap Agreement and entered into a new interest rate swap agreement (the “2022 Swap Agreement”) with a notional amount of $100,000. The terminated 2020 and 2021 Swap Agreements resulted in unrealized gains of $324 and $12,270, respectively, at the termination dates that will continue to be accounted for in accumulated other comprehensive income and amortized into earnings over the term of the associated debt instrument. The 2022 Swap Agreement has a maturity date of April 5, 2027 and is indexed to a three-month Term SOFR (as defined in the 2022 Swap Agreement). The 2022 Swap Agreement met the criteria as a cash flow hedge under ASC 815, Derivatives and Hedging (“ASC 815”), and is recorded to other assets or other liabilities on the Consolidated Balance Sheets. Refer to Note 16. Fair Value Measurements and Financial Instruments for additional information on determining the fair value. The unrealized gains or losses, after tax, will be recorded in accumulated other comprehensive income, a component of equity, and are expected to be reclassified into interest expense on the Consolidated Statements of Income when the forecasted transactions affect earnings. As required under ASC 815, the interest rate swap contracts’ effectiveness will be assessed on a quarterly basis using a quantitative regression analysis. The unrealized gains and losses, net of tax, deferred to accumulated other comprehensive income resulting from the derivative instruments designated as cash flow hedges for the years ended December 29, 2023, December 30, 2022, and December 31, 2021 were a loss of $473, and gains of $18,001 and $3,692, respectively. The reclassifications of gains from accumulated other comprehensive income into earnings related to the derivative instruments designated as cash flow hedges during the years ended December 29, 2023, December 30, 2022 and December 31, 2021 were $6,775, $3,177 and $48, respectively. Over the next twelve months, the Company expects to recognize $7,279 of the $8,511 of unrealized gains currently included in accumulated other comprehensive income as an offset to interest expense. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 29, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingent Liabilities 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 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 - From time to time, the Company is involved in legal proceedings that arise in the ordinary course of business. Although the Company cannot assure the outcome of any such legal proceedings, based on information currently available, management does not believe that the ultimate resolution of any pending matters, either individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows. On February 20, 2024, a complaint alleging violations of federal securities laws and seeking certification as a class action was filed against the Company and certain of its current and former officers in the United States District Court for the Northern District of Georgia in Atlanta. The complaint has not yet been served. The complaint purports to seek damages on behalf of a putative class of persons who purchased the Company’s common stock between May 6, 2021 and November 2, 2023. The complaint asserts claims under Sections 10(b) and 20 of the Securities Exchange Act and alleges that the Company made material misstatements and omissions to investors regarding demand for the Company’s products and inventory levels. The complaint generally seeks money damages, interest, attorneys’ fees, and other costs. The case is in preliminary stages, and the Company anticipates filing a motion to dismiss all claims. Bailment Pool Arrangements - The Company has relationships with several OEM partners, including General Motors (“GM”), Ford Motor Company (“Ford”), and Chrysler to obtain truck chassis. For Chrysler chassis, the Company pays a cash deposit upon transfer of the chassis to the Company’s premises and records the chassis within prepaids and other current assets on the consolidated balance sheets until the chassis is transferred to the dealer customer’s floorplan, at which time the cash deposit is returned to the Company. For GM and Ford, the Company entered into floorplan financing agreements with the OEM. The Company receives an allocation of chassis and pays interest expense on the allocated value of trucks based on the duration of time they are on the Company’s premises. Bailment, which is the non-ownership transfer of the chassis from GM and Ford to the Company, ends when the vehicle is sold to an authorized dealer, or upon authorized return of the vehicle to the manufacturer. The Company does not pay a cash deposit to obtain GM and Ford chassis, and accordingly it does not recognize an asset. or a liability related to these chassis. Interest payments made to manufacturer-affiliated finance companies are classified as operating activities in the consolidated statements of cash flows. At December 29, 2023 and December 30, 2022, the Company had utilized $9,036 and $2,634 out of a maximum of $49,400 and $26,200 of Ford allocation of chassis, respectively, and $11,362 and $67,149, respectively, out of a maximum of $100,000 GM allocation of chassis. The company incurred $4,760 of interest expense related to chassis on hand during the year ended December 29, 2023. Other Commitments - On November 30, 2017, the Company through FF US Holding Corp., acquired the assets of Flagship, Inc. d/b/a Tuscany and issued a 20% interest in FF US Holding Corp. to Flagship, Inc. A stockholders' agreement with Flagship, Inc. provided the Company with a call option (the “Call Option”) to acquire the remaining 20% of FF US Holding Corp. at any time from November 30, 2019 through November 30, 2024 at a value that approximates fair market value. On July 22, 2020, the Company exercised the Call Option and, pursuant to a stock purchase agreement with Flagship, Inc., the Company purchased the remaining 20% interest for $24,975 payable in a combination of stock and cash. The cash portion was settled in quarterly installment payments beginning in July 2020 through July 2022, which amounted to $6,556, $4,550 and $2,700 in 2020, 2021 and 2022, respectively. The Company had no remaining liability as of December 29, 2023. The stock portion of 136 shares were released from escrow on a quarterly basis starting January 2021 through July 2022. The Company released 58 and 78 shares during the years ended December 30, 2022 and December 31, 2021, respectively. The Company had no remaining shares to be released as of December 29, 2023. The exercise of the Call Option effectively canceled the put option held by Flagship, Inc. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 29, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Share Repurchase Plan On November 1, 2023, the Company’s Board of Directors authorized a share repurchase plan for up to $300,000 in shares of the Company’s common stock, par value $0.001 per share. The share repurchase program is scheduled to expire on November 1, 2028. Repurchases of shares of Common Stock under the stock repurchase plan will be made in accordance with applicable securities laws and may be made under a variety of methods, which may include open market purchases. The stock repurchase program does not obligate the Company to acquire any particular amount of common stock, and it may be suspended or terminated at any time at the Company’s discretion. During the fiscal year ended December 29, 2023, the Company repurchased approximately 428 shares for $25,000, at an average price of $58.44. All repurchased shares were immediately retired. The aggregate cost of share repurchases and average price paid per share exclude 1% excise tax on share repurchases imposed as part of the Inflation Reduction Act of 2022. Common stock was reduced by the number of shares retired at $0.001 par value per shares. The excess purchase price over par value was allocated between additional paid-in capital and retained earnings. As of December 29, 2023, authorized repurchases of $275,000 remain available to the Company. 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”). On February 23, 2022, the Board of Directors, upon recommendation of the Compensation Committee approved the 2022 Omnibus Plan (the “2022 Plan”), which replaced the 2013 Plan. All remaining available shares under the 2013 Plan were rolled into the 2022 Plan and made available for issuance. No further awards will be granted pursuant to the 2008 Plan or the 2008 Non-Statutory Plan. Under the 2022 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 Stock-Based Compensation Compensation expense related to the Company’s share-based awards for the fiscal years ended December 29, 2023, December 30, 2022, and December 31, 2021 was $16,465, $16,351, and $13,914, respectively, all of which related to RSUs and performance share units (“PSUs”). No compensation expense related to stock options was incurred during the fiscal years ended December 29, 2023, December 30, 2022, and December 31, 2021. The following table summarizes the allocation of stock-based compensation in the accompanying consolidated statements of income: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Cost of sales $ 1,179 $ 957 $ 710 Sales and marketing 1,501 924 803 Research and development 1,175 946 944 General and administrative 12,610 13,524 11,457 Total $ 16,465 $ 16,351 $ 13,914 As of January 1, 2021, $421 of stock-based compensation expense related to our executive bonus plan was included in Accrued Expenses on the Consolidated Balance Sheets. This amount was recognized as additional paid in capital during the year ended December 31, 2021 upon the issuance of the underlying restricted stock units. Stock-based compensation expense capitalized to inventory was not material for the years ended December 29, 2023, December 30, 2022 and December 31, 2021. 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 January 1, 2021 450 $ 50.12 Granted 89 $ 149.08 Canceled (24) $ 56.21 Vested (177) $ 49.17 Unvested at December 30, 2021 338 $ 76.30 Granted 142 $ 95.34 Canceled (17) $ 97.00 Vested (166) $ 73.14 Unvested at December 30, 2022 297 $ 87.05 Granted 135 $ 109.23 Canceled (44) $ 90.91 Vested (141) $ 83.97 Unvested at December 29, 2023 247 $ 100.21 The fair value of vested RSUs was $15,516, $15,140 and $27,213 for the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively. As of December 29, 2023, the Company had approximately $15,203 of unrecognized stock-based compensation expense related to RSUs, which will be recognized over the remaining weighted-average vesting period of approximately 1.79 years. Performance Stock Units During the year ended December 29, 2023, the Company issued PSUs to certain executives that represent shares potentially issuable in the future. Issuance is based upon the Company’s performance, over a 3 year performance period, on certain measures including return on invested capital and free cash flow. The PSUs vest only upon the achievement of the applicable performance goals for the performance period, and, depending on the actual achievement on the performance goals, the grantee may earn between 0% and 200% of the target PSUs. The fair value of PSUs is calculated based on the stock price on the date of grant. The following table summarizes the activity for the Company’s unvested PSUs for the year ended December 29, 2023: Unvested PSUs Number of shares outstanding Weighted-average grant date fair value Unvested at January 2021 — $ — Granted 29 $ 141.46 Unvested at December 31, 2021 29 $ 141.46 Granted 37 $ 120.90 Canceled (4) $ 126.73 Vested (14) $ 141.46 Unvested at December 30, 2022 48 $ 126.69 Granted 45 $ 114.04 Canceled (10) $ 120.08 Vested (13) $ 141.57 Unvested at December 29, 2023 70 $ 116.54 The stock-based compensation expense recognized each period is dependent upon our estimate of the number of shares that will ultimately vest based on the achievement of certain performance conditions. Future stock-based compensation expense for unvested performance-based awards could reach a maximum of $9,040 assuming achievement at the maximum level. The unrecognized stock-based compensation expense is expected to be recognized over a weighted average period of 1.59 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 January 1, 2021 225 $ 5.37 2 $ 22,593 Options exercised (192) $ 5.41 $ 25,751 Balance at December 31, 2021 33 $ 5.16 2 $ 5,389 Options exercised (33) $ 5.16 $ 2,470 Balance at December 30, 2022 — $ — 0 $ — Options exercised — $ — $ — Balance at December 29, 2023 — $ — 0 $ — Options vested and expected to vest - December 29, 2023 — $ — 0 $ — Options exercisable - December 29, 2023 — $ — 0 $ — 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. As of December 30, 2022, stock-based compensation expense related to stock options has been fully recognized. During the years ended December 30, 2022 and December 31, 2021, 33, and 192 shares of common stock, respectively, were issued due to the exercise of stock options, resulting in proceeds to the Company of approximately $169, and $1,042, respectively. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 29, 2023 | |
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 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 fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Net income attributable to FOX stockholders $ 120,846 $ 205,278 $ 163,818 Weighted average shares used to compute basic earnings per share 42,305 42,232 42,022 Dilutive effect of employee stock plans 127 152 344 Weighted average shares used to compute diluted earnings per share 42,432 42,384 42,366 Earnings per share: Basic $ 2.86 $ 4.86 $ 3.90 Diluted $ 2.85 $ 4.84 $ 3.87 The Company excluded 12 and 20 shares from the calculation of diluted earnings per share for the years ended December 29, 2023 and December 30, 2022 as these shares would have been antidilutive. No potentially antidilutive shares were excluded from the calculation of diluted earnings per share for the year ended December 31, 2021. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 29, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Provision for Income Taxes The components of income tax expense are as follows: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Current: Federal $ 14,427 $ 33,622 $ 30,698 State 5,404 4,372 (138) Foreign 5,850 11,964 8,617 Total current 25,681 49,958 39,177 Deferred: Federal (4,782) (17,447) (14,447) State (2,693) (2,837) (23) Foreign (389) (1,188) (144) Total deferred (7,864) (21,472) (14,614) Provision for income taxes $ 17,817 $ 28,486 $ 24,563 The Company’s income before provision for income taxes was subject to taxes in the following jurisdictions for the following periods: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 United States $ 114,128 $ 197,640 $ 149,238 Foreign 24,535 36,124 39,143 Total income before provision for income taxes $ 138,663 $ 233,764 $ 188,381 The following table presents a reconciliation of the statutory federal rate and the Company’s effective tax rate for the periods presented: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Tax at federal statutory rate 21.0 % 21.0 % 21.0 % Foreign derived income benefit (4.4) (6.6) (5.8) Research and development tax credit (3.8) (2.9) (1.1) Federal return to provision (2.2) 1.0 0.4 Stock-based compensation (0.2) (0.5) (5.0) State taxes, net of federal benefit 0.8 0.6 1.9 Change in liability for unrecognized tax benefits 0.7 — (1.4) Executive compensation deduction limitation 0.6 0.8 1.2 Valuation allowance on foreign tax credits — (3.8) 1.1 Foreign withholding taxes, net of foreign tax credits — 1.1 — Other 0.3 1.5 0.7 Effective tax rate 12.8 % 12.2 % 13.0 % Deferred Income Taxes December 29, December 30, 2023 2022 Deferred tax assets: Foreign tax credits, including amounts associated with accrued charges $ 51,232 $ 47,779 Capitalized research & development 23,778 16,502 Lease liability 16,597 6,077 Inventory 9,673 8,222 Accrued liabilities 7,299 7,146 Net operating losses 3,226 — Research and development tax credits 2,402 3,963 Interest rate swap 2,010 3,313 Stock-based compensation 385 (121) Other 2,629 1,273 Total deferred tax asset 119,231 94,154 Valuation allowance (693) (280) Net deferred tax asset 118,538 93,874 Deferred tax liabilities: Intangible assets (65,090) (23,078) Lease Right-of-use-asset (17,117) (6,232) Depreciation (12,192) (5,583) Other (2,842) (1,642) Total deferred tax liability (97,241) (36,535) Net deferred tax asset $ 21,297 $ 57,339 As of December 29, 2023, the Company had foreign tax credits of $51,232 that begin to expire in 2026, unless previously utilized. As of December 29, 2023, 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. For the year ended December 29, 2023, the valuation allowance increased by $413 due to a taxable loss at the Company’s UK subsidiary. There was no valuation allowance for foreign tax credits as of December 29, 2023. It is reasonably possible that the company could record a material adjustment to the valuation allowance in the next twelve months. An estimate of the range cannot be made. Unrecognized Tax Benefits For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Balance - beginning of period $ 119 $ 228 $ 3,150 Increase related to current year tax positions 1,274 — — Decrease related to prior year tax positions (119) (109) (2,923) Increase (decrease) due to expiration of statute of limitations — — 1 Balance - end of period $ 1,274 $ 119 $ 228 As of December 29, 2023, the Company had $1,274 of unrecognized tax benefits related to certain state tax positions. The Company regularly engages in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. It is reasonably possible that significant changes in the unrecognized tax benefit may occur within the next twelve months, including settlement of the full amount with the taxing authority. |
Fair Value Measurement and Fina
Fair Value Measurement and Financial Instruments | 12 Months Ended |
Dec. 29, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement and Financial Instruments | Fair Value Measurements and Financial Instruments 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, liabilities and redeemable non-controlling interest measured at fair value on a recurring basis as of the following periods: December 29, 2023 December 30, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Interest Rate Swap $ — $ 3,394 $ — $ 3,394 $ — $ 5,087 $ — $ 5,087 Total assets measured at fair value $ — $ 3,394 $ — $ 3,394 $ — $ 5,087 $ — $ 5,087 Liabilities: Incremental Term A Loan $ — $ 373,528 $ — $ 373,528 $ — $ — $ — $ — Total liabilities measured at fair value $ — $ 373,528 $ — $ 373,528 $ — $ — $ — $ — 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, 2023, and December 30, 2022. As of December 29, 2023, the carrying amount of the principal under the Company’s 2022 Credit Facility - Incremental Term A Loan approximated fair value because it had a variable interest rate that reflected market changes in interest rates and changes in the Company’s net leverage ratio. On June 11, 2021, the Company entered into the 2021 Swap Agreement to mitigate the cash flow risk associated with changes in interest rates on its variable rate debt. On April 5, 2022, the Company terminated its 2021 Swap Agreement and entered into the 2022 Swap Agreement. Refer to Note 11. Derivatives and Hedging for additional details of the agreement. In accordance with ASC 815, an interest rate swap contract is recognized as an asset or liability on the Consolidated Balance Sheets and is measured at fair value. The fair value was calculated utilizing Level 2 inputs. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 29, 2023 | |
Retirement Benefits [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 $3,873, $3,649, and $2,655 for each of the years ended December 29, 2023, December 30, 2022 and December 31, 2021, respectively. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 29, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Acquisition of Sola Sport Pty Ltd. On May 21, 2021, the Company, through its wholly owned subsidiary, Fox Factory Australia Pty Ltd., acquired substantially all the assets of Sola Sport Pty Ltd. for $486. The acquisition was not material to the Company’s financial statements. Acquisition of Outside Van On May 25, 2021, the Company, through its wholly owned subsidiary, SCA, acquired 100% of the issued and outstanding stock of Manifest Joy LLC, d/b/a Outside Van (“Outside Van”), a custom van conversion company. The total purchase price of $15,275, net of cash acquired, was allocated to the net liabilities assumed of $1,057, identifiable intangibles assets of $5,560 and goodwill acquired of $10,772 based on their respective fair values as of May 25, 2021, with the excess purchase price allocated to goodwill. The Company will amortize the acquired customer relationship and trade name assets over their expected useful lives of 1 and 10 years, respectively. This purchase was accounted for as a business combination and was not material to the Company’s financial statements. Acquisition of Shock Therapy Suspension, Inc. On December 30, 2021, the Company, through its wholly owned subsidiary, Shock Therapy Suspension, Inc., acquired substantially all the assets of Shock Therapy LLC (“STS”), for $36,834, net of cash acquired. STS is a premier suspension tuning company in the off-road industry, with headquarters in Phoenix, Arizona. This purchase price of STS is allocated to the net assets assumed of $5,244, identifiable intangible assets of $7,086 and goodwill acquired of $24,504, based on their respective fair values as of December 30, 2021. The Company will amortize the acquired non-compete and trade name assets over their expected useful lives of 5 and 10 years, respectively. The acquired goodwill represents the value of combining operations of STS and the Company, and is expected to be deductible for tax purposes. This purchase was accounted for as a business combination and was not material to the Company’s financial statements. Acquisition of Custom Wheel House On February 17, 2023 the Company entered into a Securities Purchase Agreement with CWH Holdco, LLC (“CWH”), CWH Blocker Corp., (“Blocker”), Thompson Street Capital Partners V, L.P., and each other member of CWH to purchase all of the outstanding equity of Blocker, and thereafter Blocker acquired all of the outstanding equity interest of CWH. CWH is the parent company of Custom Wheel House, LLC. Custom Wheel House is a designer, marketer, and distributor of high-performance wheels, performance off-road tires, and accessories, including the premier flagship brand Method Race Wheels. The Company believes that this acquisition will be complementary to its upfitting businesses and will help to expand its product offerings. This acquisition was financed through the Company’s existing 2022 Credit Facility. The acquisition was closed on March 3, 2023 and accounted for as a business combination. The purchase price of Custom Wheel House is allocated to the assets acquired and liabilities assumed based on their estimated respective fair values as of March 3, 2023 with the excess purchase price allocated to goodwill. The weighted average amortization period of the total acquired intangible assets was 11 years. The weighted average amortization periods of the acquired trade name, customer relationship and core technology assets were 12, 7, and 10 years, respectively. The acquired goodwill represents the value of combining operations of Custom Wheel House and the Company, $25,000 of which is deductible for tax purposes. During the year ended December 29, 2023, the Company finalized the purchase price allocation and recorded adjustments to net assets of $7,291, identified intangible assets of $4,247, and goodwill of $10,693. 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 $ 129,784 Total consideration at closing $ 129,784 Fair market values Inventory $ 23,266 Other current assets 3,109 Property, plant and equipment 3,529 Lease right-of-use assets 4,718 Trademarks and brands 36,397 Customer and distributor relationships 10,808 Core technologies 1,548 Goodwill 67,610 Total assets acquired $ 150,985 Accounts payable and accrued expenses $ 10,783 Current portion of lease liabilities 1,693 Lease liabilities 3,024 Deferred taxes 5,701 Total liabilities assumed $ 21,201 Purchase price allocation $ 129,784 The Company incurred $1,001 of transaction costs related to the acquisition of Custom Wheel House during the year ended December 29, 2023. These costs are classified as general and administrative expenses in the accompanying consolidated statements of income. The results of operations for Custom Wheel House have been included in the Company's consolidated statements of income since the closing date of the acquisition on March 3, 2023. The total revenue and pre-tax net loss for Custom Wheel House for the year ended December 29, 2023 amounted to $65,558 and $1,630, respectively. The following unaudited pro forma financial information shows the combined results of operations of the Company and Custom Wheel House, as if the acquisition had occurred as of the beginning of the periods presented. The pro forma results include the effects of the amortization of purchased intangible assets and acquired inventory and property, plant and equipment valuation step-ups, interest expense on the revolving credit facility used to finance the transaction, and the net tax benefit of the above adjustments calculated at the statutory federal tax rate of 21%. A pro forma adjustment has been made to reflect the income taxes that would have been recorded at the federal statutory rate based on Custom Wheel House’s net income. The pro forma results for the years ended December 29, 2023 and December 30, 2022 do not include transaction costs associated with the acquisition or transaction success bonuses as these were removed for pro forma purposes. 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 fiscal years ended December 29, 2023 December 30, 2022 Pro forma sales $ 1,475,574 $ 1,684,375 Pro forma net income attributable to FOX stockholders $ 118,341 $ 206,152 Acquisition of Marucci Sports LLC On November 14, 2023, the Company, through Fox Factory, Inc., acquired 100% of the issued and outstanding stock of Wheelhouse Holdings Inc. ("Wheelhouse") from Compass Group Diversified Holdings LLC for $567,194, net of cash acquired. Wheelhouse is the parent company of Marucci, which is an industry-leading designer, manufacturer, and distributor of premium performance baseball, softball, and other sports-related products. Marucci also develops and licenses franchises for sports training facilities, and its customer base is primarily located in the United States and certain international markets. The Company believes the acquisition advances FOX’s position as a diversified provider of market-leading branded products with a proven ability to win over both professional athletes and passionate consumer bases, while positioning the combined company for future profitable growth. This transaction was accounted for as a business combination. The purchase price of Marucci has been preliminary allocated to the assets acquired and liabilities assumed based on their estimated respective fair values as of November 14, 2023 with the excess purchase price allocated to goodwill. The following table summarizes the provisional fair values of the identifiable assets acquired and liabilities assumed at the date of the acquisition: Acquisition consideration Cash consideration, net of cash acquired $ 567,092 Due to sellers 102 Total consideration at closing $ 567,194 Fair market values Accounts receivable $ 31,268 Inventory 44,972 Prepaid and other current assets 1,256 Property, plant and equipment 19,065 Lease right-of-use assets 9,423 Trademarks and brands 174,700 Customer and distributor relationships 83,800 Core technologies 20,600 Goodwill 244,790 Other assets 583 Total assets acquired $ 630,457 Accounts payable $ 6,995 Accrued expenses 10,512 Other current liabilities 1,854 Deferred Taxes 36,914 Other liabilities 6,988 Total liabilities assumed $ 63,263 Purchase price allocation $ 567,194 The gross contractual accounts receivable acquired in the acquisition was $32,455, of which $1,187 was not expected to be collected. The amounts above represent the Company’s provisional fair value estimates related to the acquisition as of November 14, 2023, and are subject to subsequent adjustments as additional information is obtained during the applicable measurement period. The primary areas of estimates that are not yet finalized include certain tangible assets acquired and liabilities assumed, as well as the identifiable intangible assets. The Company incurred $3,126 of acquisition costs in conjunction with the Marucci acquisition during the year ended December 29, 2023. These costs are classified as general and administrative expenses in the accompanying consolidated statements of income. Additional debt issuance costs of $6,709 were incurred in association with financing the transaction and will be amortized over the term of the Incremental Term Loan A. Refer to Note Note 10 - Debt for further details. The values assigned to the identifiable intangible assets were determined by discounting the estimated future cash flows associated with these assets to their present value. The goodwill of $244,790 reflects the strategic fit of Marucci with the Company’s operations. The weighted average amortization period of the total acquired intangible assets was 16 years. The weighted average amortization periods of the customer and distributor relationship, trade name and trademark, and developed technology assets were 18, 15, and 13 years, respectively. Goodwill is expected to have an indefinite life and will be subject to impairment testing. The goodwill is not deductible for income tax purposes. Marucci previously purchased intangibles in asset acquisitions with a remaining net tax basis approximating $57,735, which the Company may deduct for income tax purposes. The results of operations for Marucci have been included in the Company's consolidated statements of income since the closing date of the acquisition on November 14, 2023. The total revenue and pre-tax loss for Marucci for the year ended December 29, 2023 amounted to $16,791 and $3,150, respectively. The following unaudited pro forma financial information shows the combined results of operations of the Company and Marucci, as if the acquisition had occurred as of the beginning of the periods presented. The pro forma results include the effects of the amortization of purchased intangible assets and acquired inventory and property, plant and equipment valuation step-ups, interest expense on the term debt secured to finance the acquisition, and the net tax benefit of the above adjustments calculated at the statutory federal tax rate of 21%. Marucci was operated as a C 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 statutory rate based on Marucci’s net income. The pro forma results for the years ended December 29, 2023 and December 30, 2022 do not include transaction costs associated with the acquisition or the acceleration of any stock-based compensation that resulted from the transaction as these were removed for pro forma purposes. 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 fiscal years ended December 29, 2023 December 30, 2022 Pro forma sales $ 1,632,076 $ 1,767,902 Pro forma net income attributable to FOX stockholders $ 110,391 $ 177,081 |
Foreign Currency Translation Ad
Foreign Currency Translation Adjustment | 12 Months Ended |
Dec. 29, 2023 | |
Foreign Currency [Abstract] | |
Foreign Currency Translation Adjustment | Foreign Currency Translation Adjustment The following table summarizes the changes in foreign currency translation adjustments: Foreign currency translation adjustment Balance as of 12/31/2021 $ 1,281 Other comprehensive loss (4,918) Balance as of 12/30/2022 (3,637) Other comprehensive income 1,507 Balance as of 12/29/2023 $ (2,130) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 29, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Subsequent to December 29, 2023 and up through February 15, 2024, the Company repurchased and subsequently retired approximately 378 shares of the Company’s Common Stock at a cost of approximately $25,000, for an average price of $66.03 per share, under the Share Repurchase Program described further in Note 1 3 - Stockholders' Equity to the consolidated financial statements. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income | $ 120,846 | $ 205,278 | $ 163,818 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 29, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of the Business, _2
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 29, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Change in Fiscal Year | Fiscal Year Calendar - The Company operates using a 52-53-week fiscal year calendar ending on the Friday nearest to December 31. Therefore, the financial results of certain 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. For the fiscal years 2023, 2022 and 2021, the Company’s fiscal year ended on December 29, 2023, December 30, 2022 and December 31, 2021 and each had 52 weeks. |
Principles of Consolidation | Principles of 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 |
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. Invoices are considered past due when payment is not received within the terms stated within the contract. 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 credit losses. The Company records a provision for credit losses based on historical experience and a detailed assessment of the collectability of its accounts receivable. The provision is based on how long a receivable has been outstanding, taking into account the historical credit loss rate and adjusting for both current conditions and forecasts of economic conditions into that expected credit loss rate. 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 credit losses: For the fiscal years ended Allowance for credit losses: December 29, 2023 December 30, 2022 December 31, 2021 Balance, beginning of year $ 443 $ 410 $ 663 Add: bad debt expense (benefit) 907 446 (14) Less: write-offs, net of recoveries (192) (413) (239) Balance, end of year $ 1,158 $ 443 $ 410 |
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. As of December 29, 2023 the Company held $58,979 in cash at U.S. subsidiaries and $24,663 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. |
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 net realizable value. Cost includes raw materials and inbound freight, as well as direct labor and manufacturing overhead for products we manufacture. Net realizable 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 Building and building improvements 15-39 years Information systems, office equipment and furniture 3-7 years Internal-use computer software 10 years Land improvements 15 years Machinery and manufacturing equipment 5-15 years Transportation equipment 3-5 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 $5,254 in internal use computer software costs during the year ended December 29, 2023. 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 |
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 assessment, 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. We completed our most recent annual impairment test in the third quarter of 2023 at which time we had a single reporting unit for purposes of assessing goodwill impairment. No impairment charges have been incurred to date. |
Self Insurance | Self-Insurance |
Revenue Recognition | Revenue Recognition - Revenues are generated from the sale of performance-defining products and systems to customers worldwide. The Company’s performance-defining products and systems are solutions that improve performance of powered vehicles, bikes, and baseball and softball gear and equipment. Powered vehicles include side-by-sides, on-road vehicles with off-road capabilities, off-road vehicles and trucks, ATVs, snowmobiles, specialty vehicles and applications, motorcycles. Revenue is measured based on the consideration specified in a contract with a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a product to a customer, generally at the time of shipment. Contracts are generally in the form of purchase orders and are governed by standard terms and conditions. For larger OEMs, the Company may also enter into master agreements. Sales tax and other similar taxes are excluded from revenues. Revenues generated from upfit packages generally do not include the vehicle chassis, as the Company is not the principal in this arrangement and the automotive dealer purchases the chassis directly from the OEM. The Company is required to place a deposit on Stellantis vehicle chassis, however that deposit is refunded when the chassis is sold through to the end customer. For other chassis, the Company entered into floorplan financing agreements, in which the Company pays interest expense based on the duration of time the chassis stay on the Company's premises. Revenues generated from custom upfit packages from our Outside Van subsidiary generally include the vehicle chassis, of which the Company has the risks and rewards of ownership and are recognized over-time as work is performed based on actual costs incurred. We elected as a practical expedient to not capitalize the incremental costs to obtain contracts with customers since the amortization period would have been one year or less. Provisions for discounts, rebates, sales incentives, returns, and other adjustments are generally provided for in the period the related sales are recorded, based on management’s assessment of historical trends and projection of future results. |
Cost of Sales | Cost of Sales - Cost of sales primarily consists of materials and labor expense in the manufacturing of the Company’s products sold to customers. 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 freight are capitalized as part of inventory and included in cost of sales as products are sold. |
Sales and Marketing | Sales and Marketing - Our sales and marketing expenses include costs related to our 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 commissions paid to outside sales representatives, promotional materials and products, our sales office costs, race support and sponsorships of events and athletes, advertising and promotions related to trade shows, and travel and entertainment. |
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 |
Stock-Based Compensation | Stock-Based Compensation - The Company measures stock-based compensation for all stock-based awards, including stock options and 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 RSUs 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 accounts for global intangible low-taxed income (“GILTI”) in the year the tax is incurred, rather than recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years. The net GILTI inclusion for the year ended December 29, 2023 was partially offset by foreign tax credits associated with the income. 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 |
Warranties | Warranties one |
Segments | Segments - The Company determined that it has a single operating and reportable segment: manufacturing, sale and service of performance-defining products. 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. Reclassifications - We reclassified certain prior period amounts within our consolidated statements of other comprehensive income, consolidated statements of cash flows, and Note 2 - Revenues for the years ended December 30, 2022 and December 31, 2021 to conform to our current year presentation. The reclassifications did not have any impact on net income or other major financial statement line items. |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments - The Financial Accounting Standards Board (“FASB”) 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. As of December 29, 2023, amounts owed under the Company’s 2022 Credit Facility - Incremental Term A Loan approximated fair value because it had a variable interest rate that reflected market changes in interest rates and changes in the Company’s net leverage ratio. |
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, disruptions in the operations of its or its customers’ facilities, or along its global supply chain, the successful protection of its proprietary technologies, compliance with government regulations, and the possibility of not being able to obtain additional financing when needed. International geopolitical conflicts, including continuing tensions between Taiwan and China, the Russian invasion of Ukraine, and the Israel-Palestine conflict on the global economy, energy supplies and raw materials may prove to negatively impact the Company’s business and operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements - In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. The guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. The Company adopted this guidance in the first quarter of 2022. This adoption did not have a material impact on our financial statements. In September 2022, the FASB issued ASU 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405): Disclosure of Supplier Finance Program Obligations. Under ASU 2022-04, the buyer in a supplier finance program is required to disclose sufficient information to allow a user of the financial statements to understand the program's nature, activity during the period, changes from period to period, and potential magnitude. The guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. These amendments will be applied retrospectively to each period in which a balance sheet is presented, except for the disclosure of rollforward information, which will be applied prospectively. The Company adopted the interim disclosure requirements, as applicable, during the first quarter of 2023 and adopted the annual disclosure requirements, except for the annual rollforward, in this 2023 Annual Report on Form 10-K. The Company expects to adopt the annual rollforward requirement in our 2024 Annual Report on Form 10-K. Refer to the “Bailment Pool Arrangements” section within Note 12 - Commitments and Contingencies for further details of this adoption. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in ASU 2023-07 require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. These amendments do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The Company is currently reviewing the impact that the adoption of ASU 2023-07 may have on our consolidated financial statements and disclosures. |
Description of the Business, _3
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
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, 2023 December 30, 2022 Customer A 18% 14% |
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 Building and building improvements 15-39 years Information systems, office equipment and furniture 3-7 years Internal-use computer software 10 years Land improvements 15 years Machinery and manufacturing equipment 5-15 years Transportation equipment 3-5 years Property, plant and equipment consisted of the following: December 29, 2023 December 30, 2022 Machinery and manufacturing equipment $ 149,502 $ 122,748 Building and building improvements 77,998 73,594 Internal-use computer software 35,518 30,290 Information systems, office equipment and furniture 26,972 21,655 Leasehold improvements 38,115 20,078 Transportation equipment 15,505 12,450 Land and land improvements 14,692 14,493 Total property, plant and equipment 358,302 295,308 Less: accumulated depreciation and amortization (121,110) (93,093) Total property, plant and equipment, net $ 237,192 $ 202,215 The following table summarizes the allocation of depreciation expense in the accompanying consolidated statements of income: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Cost of sales $ 15,040 $ 13,741 $ 11,656 General and administrative 13,098 11,003 8,780 Research and development 2,916 2,441 2,080 Sales and marketing 1,040 520 225 Total depreciation expense $ 32,094 $ 27,705 $ 22,741 The Company’s long-lived assets by geographic location are as follows: December 29, 2023 December 30, 2022 United States $ 198,033 $ 166,544 International 39,159 35,671 Total long-lived assets $ 237,192 $ 202,215 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | The following table summarizes total net sales by product category: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Powered Vehicle Group $ 523,862 $ 432,388 $ 360,711 Aftermarket Applications Group 551,143 489,132 359,318 Specialty Sports Group 389,173 680,971 579,035 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 The following table summarizes total net sales by sales channel: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 OEM $ 725,232 $ 909,550 $ 718,000 Aftermarket 738,946 692,941 581,064 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 The following table summarizes total net sales generated by geographic location of the customer: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 North America $ 1,127,587 $ 1,009,203 $ 811,312 Europe 187,762 320,545 230,491 Asia 125,488 252,275 241,033 Rest of the World 23,341 20,468 16,228 Total net sales $ 1,464,178 $ 1,602,491 $ 1,299,064 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory consisted of the following: December 29, 2023 December 30, 2022 Raw materials $ 217,888 $ 247,441 Work-in-process 8,813 9,959 Finished goods 145,140 93,220 Total inventory $ 371,841 $ 350,620 |
Prepaids and Other Current Asse
Prepaids and Other Current Assets (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Accrued Expenses | Prepaids and other current assets consisted of the following: December 29, 2023 December 30, 2022 Prepaid chassis deposits $ 108,866 $ 74,013 Advanced payments and prepaid contracts 14,025 13,598 Other current assets 18,621 13,753 Total prepaids and other assets $ 141,512 $ 101,364 Accrued expenses consisted of the following: December 29, December 30, 2023 2022 Payroll and related expenses $ 17,988 $ 38,193 Income tax payable 21,743 40,701 Warranty 20,001 17,071 Current portion of lease liabilities 14,115 10,314 Accrued sales rebate 11,885 8,693 Other accrued expenses 17,668 12,757 Total accrued expenses $ 103,400 $ 127,729 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
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 Building and building improvements 15-39 years Information systems, office equipment and furniture 3-7 years Internal-use computer software 10 years Land improvements 15 years Machinery and manufacturing equipment 5-15 years Transportation equipment 3-5 years Property, plant and equipment consisted of the following: December 29, 2023 December 30, 2022 Machinery and manufacturing equipment $ 149,502 $ 122,748 Building and building improvements 77,998 73,594 Internal-use computer software 35,518 30,290 Information systems, office equipment and furniture 26,972 21,655 Leasehold improvements 38,115 20,078 Transportation equipment 15,505 12,450 Land and land improvements 14,692 14,493 Total property, plant and equipment 358,302 295,308 Less: accumulated depreciation and amortization (121,110) (93,093) Total property, plant and equipment, net $ 237,192 $ 202,215 The following table summarizes the allocation of depreciation expense in the accompanying consolidated statements of income: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Cost of sales $ 15,040 $ 13,741 $ 11,656 General and administrative 13,098 11,003 8,780 Research and development 2,916 2,441 2,080 Sales and marketing 1,040 520 225 Total depreciation expense $ 32,094 $ 27,705 $ 22,741 The Company’s long-lived assets by geographic location are as follows: December 29, 2023 December 30, 2022 United States $ 198,033 $ 166,544 International 39,159 35,671 Total long-lived assets $ 237,192 $ 202,215 |
Leases - (Tables)
Leases - (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Leases [Abstract] | |
Lease Costs | Operating lease costs consisted of the following: For the fiscal years ended December 29, 2023 December 30, 2022 December 31, 2021 Operating lease cost $ 15,656 $ 11,209 $ 9,124 Other lease costs (1) 3,846 3,638 1,122 Total lease costs $ 19,502 $ 14,847 $ 10,246 (1) Includes short-term leases and variable lease costs. The Company elected a policy exclusion permitting leases with an original lease term of less than one year to be excluded from the right-of-use assets and lease liabilities. |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to the Company’s operating leases is as follows: Balance Sheet Classification December 29, 2023 Operating lease right-of-use assets Lease right-of-use assets $ 84,317 Current lease liabilities Accrued expenses $ 14,115 Non-current lease liabilities Other liabilities $ 69,237 |
Maturity of Lease Liabilities | Maturities of lease liabilities by fiscal year for the Company’s operating leases are as follows: For fiscal year Total future payments 2024 $ 16,600 2025 13,887 2026 11,528 2027 8,510 2028 8,013 Thereafter 42,438 Total lease payments 100,976 Less: imputed interest (17,624) Present value of lease liabilities 83,352 Less: current portion (14,115) Lease liabilities less current portion $ 69,237 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
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, 2023 Trademarks and brands, subject to amortization $ 226,563 $ (6,653) $ 219,910 14 Customer and distributor relationships 290,518 (107,787) 182,731 12 Core technologies 61,439 (36,303) 25,136 10 Total $ 578,520 $ (150,743) 427,777 Trademarks and brands, not subject to amortization 55,570 Total $ 483,347 December 30, 2022 Trademarks and brands, subject to amortization $ 12,443 $ (3,799) $ 8,644 9 Customer and distributor relationships 195,910 (86,023) 109,887 10 Core technologies 39,291 (34,412) 4,879 8 Total $ 247,644 $ (124,234) 123,410 Trademarks and brands, not subject to amortization 55,570 Total $ 178,980 |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Amortization of intangibles $ 26,509 $ 21,537 $ 20,685 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense for finite-lived intangibles as of December 29, 2023 is as follows: For fiscal year: Amortization Expense 2024 $ 43,611 2025 40,976 2026 40,425 2027 39,191 2028 36,737 Thereafter 226,837 Total expected future amortization $ 427,777 |
Schedule of Goodwill | Goodwill activity consisted of the following: Balance as of December 30, 2022 $ 323,978 Acquisitions (Refer to Note 18. Acquisitions ) 312,567 Currency translation and other adjustments 20 Balance as of December 29, 2023 $ 636,565 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Prepaids and other current assets consisted of the following: December 29, 2023 December 30, 2022 Prepaid chassis deposits $ 108,866 $ 74,013 Advanced payments and prepaid contracts 14,025 13,598 Other current assets 18,621 13,753 Total prepaids and other assets $ 141,512 $ 101,364 Accrued expenses consisted of the following: December 29, December 30, 2023 2022 Payroll and related expenses $ 17,988 $ 38,193 Income tax payable 21,743 40,701 Warranty 20,001 17,071 Current portion of lease liabilities 14,115 10,314 Accrued sales rebate 11,885 8,693 Other accrued expenses 17,668 12,757 Total accrued expenses $ 103,400 $ 127,729 |
Activity Related to Warranties | Activity related to warranties is as follows: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Beginning warranty liability $ 17,071 $ 15,510 $ 9,835 Charge to cost of sales 16,114 11,387 13,603 Fair value of warranty assumed in acquisition 391 — 150 Costs incurred (13,575) (9,826) (8,078) Ending warranty liability $ 20,001 $ 17,071 $ 15,510 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Amended and Restated Credit Facility | The following table summarizes the line of credit under the 2022 Credit Facility: December 29, December 30, 2023 2022 Amount outstanding $ 370,000 $ 200,000 Standby letters of credit $ — $ — Available borrowing capacity $ 280,000 $ 450,000 Total borrowing capacity $ 650,000 $ 650,000 Maturity date April 5, 2027 April 5, 2027 |
Schedule of Future Principal Payments | As of December 29, 2023, future principal payments for long-term debt, including the current portion, as summarized as follows: For fiscal year December 29, 2023 2024 $ — 2025 20,000 2026 20,000 2027 340,000 Total $ 380,000 Debt issuance cost (6,472) Long-term debt, net of issuance cost 373,528 Less: current portion — Long-term debt less current portion $ 373,528 |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | As of December 29, 2023 and December 30, 2022, the Company had the following interest rate swap contracts: December 29, December 30, 2023 2022 Effective Date Termination Date Notional Amount Unrealized Gain in AOCI Unrealized Gain in AOCI September 2, 2020 June 11, 2021 $200,000 $ 104 $ 189 July 2, 2021 April 5, 2022 $200,000 5,013 9,180 April 5, 2022 April 5, 2027 $100,000 3,394 5,087 Total $ 8,511 $ 14,456 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Share-Based Payment Arrangement [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 December 29, December 30, December 31, 2023 2022 2021 Cost of sales $ 1,179 $ 957 $ 710 Sales and marketing 1,501 924 803 Research and development 1,175 946 944 General and administrative 12,610 13,524 11,457 Total $ 16,465 $ 16,351 $ 13,914 |
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 January 1, 2021 450 $ 50.12 Granted 89 $ 149.08 Canceled (24) $ 56.21 Vested (177) $ 49.17 Unvested at December 30, 2021 338 $ 76.30 Granted 142 $ 95.34 Canceled (17) $ 97.00 Vested (166) $ 73.14 Unvested at December 30, 2022 297 $ 87.05 Granted 135 $ 109.23 Canceled (44) $ 90.91 Vested (141) $ 83.97 Unvested at December 29, 2023 247 $ 100.21 |
Schedule of Nonvested Performance-based Units Activity | The following table summarizes the activity for the Company’s unvested PSUs for the year ended December 29, 2023: Unvested PSUs Number of shares outstanding Weighted-average grant date fair value Unvested at January 2021 — $ — Granted 29 $ 141.46 Unvested at December 31, 2021 29 $ 141.46 Granted 37 $ 120.90 Canceled (4) $ 126.73 Vested (14) $ 141.46 Unvested at December 30, 2022 48 $ 126.69 Granted 45 $ 114.04 Canceled (10) $ 120.08 Vested (13) $ 141.57 Unvested at December 29, 2023 70 $ 116.54 |
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 January 1, 2021 225 $ 5.37 2 $ 22,593 Options exercised (192) $ 5.41 $ 25,751 Balance at December 31, 2021 33 $ 5.16 2 $ 5,389 Options exercised (33) $ 5.16 $ 2,470 Balance at December 30, 2022 — $ — 0 $ — Options exercised — $ — $ — Balance at December 29, 2023 — $ — 0 $ — Options vested and expected to vest - December 29, 2023 — $ — 0 $ — Options exercisable - December 29, 2023 — $ — 0 $ — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
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 fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Net income attributable to FOX stockholders $ 120,846 $ 205,278 $ 163,818 Weighted average shares used to compute basic earnings per share 42,305 42,232 42,022 Dilutive effect of employee stock plans 127 152 344 Weighted average shares used to compute diluted earnings per share 42,432 42,384 42,366 Earnings per share: Basic $ 2.86 $ 4.86 $ 3.90 Diluted $ 2.85 $ 4.84 $ 3.87 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The components of income tax expense are as follows: For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Current: Federal $ 14,427 $ 33,622 $ 30,698 State 5,404 4,372 (138) Foreign 5,850 11,964 8,617 Total current 25,681 49,958 39,177 Deferred: Federal (4,782) (17,447) (14,447) State (2,693) (2,837) (23) Foreign (389) (1,188) (144) Total deferred (7,864) (21,472) (14,614) Provision for income taxes $ 17,817 $ 28,486 $ 24,563 |
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 fiscal years ended December 29, December 30, December 31, 2023 2022 2021 United States $ 114,128 $ 197,640 $ 149,238 Foreign 24,535 36,124 39,143 Total income before provision for income taxes $ 138,663 $ 233,764 $ 188,381 |
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 fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Tax at federal statutory rate 21.0 % 21.0 % 21.0 % Foreign derived income benefit (4.4) (6.6) (5.8) Research and development tax credit (3.8) (2.9) (1.1) Federal return to provision (2.2) 1.0 0.4 Stock-based compensation (0.2) (0.5) (5.0) State taxes, net of federal benefit 0.8 0.6 1.9 Change in liability for unrecognized tax benefits 0.7 — (1.4) Executive compensation deduction limitation 0.6 0.8 1.2 Valuation allowance on foreign tax credits — (3.8) 1.1 Foreign withholding taxes, net of foreign tax credits — 1.1 — Other 0.3 1.5 0.7 Effective tax rate 12.8 % 12.2 % 13.0 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred Income Taxes December 29, December 30, 2023 2022 Deferred tax assets: Foreign tax credits, including amounts associated with accrued charges $ 51,232 $ 47,779 Capitalized research & development 23,778 16,502 Lease liability 16,597 6,077 Inventory 9,673 8,222 Accrued liabilities 7,299 7,146 Net operating losses 3,226 — Research and development tax credits 2,402 3,963 Interest rate swap 2,010 3,313 Stock-based compensation 385 (121) Other 2,629 1,273 Total deferred tax asset 119,231 94,154 Valuation allowance (693) (280) Net deferred tax asset 118,538 93,874 Deferred tax liabilities: Intangible assets (65,090) (23,078) Lease Right-of-use-asset (17,117) (6,232) Depreciation (12,192) (5,583) Other (2,842) (1,642) Total deferred tax liability (97,241) (36,535) Net deferred tax asset $ 21,297 $ 57,339 |
Schedule of Unrecognized Tax Benefits Roll Forward | Unrecognized Tax Benefits For the fiscal years ended December 29, December 30, December 31, 2023 2022 2021 Balance - beginning of period $ 119 $ 228 $ 3,150 Increase related to current year tax positions 1,274 — — Decrease related to prior year tax positions (119) (109) (2,923) Increase (decrease) due to expiration of statute of limitations — — 1 Balance - end of period $ 1,274 $ 119 $ 228 |
Fair Value Measurement and Fi_2
Fair Value Measurement and Financial Instruments (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Fair Value Disclosures [Abstract] | |
Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s hierarchy for its assets, liabilities and redeemable non-controlling interest measured at fair value on a recurring basis as of the following periods: December 29, 2023 December 30, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Interest Rate Swap $ — $ 3,394 $ — $ 3,394 $ — $ 5,087 $ — $ 5,087 Total assets measured at fair value $ — $ 3,394 $ — $ 3,394 $ — $ 5,087 $ — $ 5,087 Liabilities: Incremental Term A Loan $ — $ 373,528 $ — $ 373,528 $ — $ — $ — $ — Total liabilities measured at fair value $ — $ 373,528 $ — $ 373,528 $ — $ — $ — $ — |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Business Combination and Asset Acquisition [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 $ 129,784 Total consideration at closing $ 129,784 Fair market values Inventory $ 23,266 Other current assets 3,109 Property, plant and equipment 3,529 Lease right-of-use assets 4,718 Trademarks and brands 36,397 Customer and distributor relationships 10,808 Core technologies 1,548 Goodwill 67,610 Total assets acquired $ 150,985 Accounts payable and accrued expenses $ 10,783 Current portion of lease liabilities 1,693 Lease liabilities 3,024 Deferred taxes 5,701 Total liabilities assumed $ 21,201 Purchase price allocation $ 129,784 Acquisition consideration Cash consideration, net of cash acquired $ 567,092 Due to sellers 102 Total consideration at closing $ 567,194 Fair market values Accounts receivable $ 31,268 Inventory 44,972 Prepaid and other current assets 1,256 Property, plant and equipment 19,065 Lease right-of-use assets 9,423 Trademarks and brands 174,700 Customer and distributor relationships 83,800 Core technologies 20,600 Goodwill 244,790 Other assets 583 Total assets acquired $ 630,457 Accounts payable $ 6,995 Accrued expenses 10,512 Other current liabilities 1,854 Deferred Taxes 36,914 Other liabilities 6,988 Total liabilities assumed $ 63,263 Purchase price allocation $ 567,194 |
Business Acquisition, Pro Forma Information | 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 fiscal years ended December 29, 2023 December 30, 2022 Pro forma sales $ 1,475,574 $ 1,684,375 Pro forma net income attributable to FOX stockholders $ 118,341 $ 206,152 For the fiscal years ended December 29, 2023 December 30, 2022 Pro forma sales $ 1,632,076 $ 1,767,902 Pro forma net income attributable to FOX stockholders $ 110,391 $ 177,081 |
Foreign Currency Translation _2
Foreign Currency Translation Adjustment (Tables) | 12 Months Ended |
Dec. 29, 2023 | |
Foreign Currency [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in foreign currency translation adjustments: Foreign currency translation adjustment Balance as of 12/31/2021 $ 1,281 Other comprehensive loss (4,918) Balance as of 12/30/2022 (3,637) Other comprehensive income 1,507 Balance as of 12/29/2023 $ (2,130) |
Description of the Business, _4
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Oct. 01, 2021 | Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Description of Business and Basis of Presentation [Line Items] | ||||
Foreign currency transaction (losses) gains | $ 455,000 | $ 1,465,000 | $ 3,377,000 | |
Internal use computer software costs capitalized | 5,254,000 | 4,683,000 | ||
Asset impairment charges | 0 | 0 | $ 0 | |
Goodwill impairment | 0 | |||
Impairment of intangible assets | 0 | 0 | 0 | |
Estimates for unpaid claims | 2,203,000 | 1,988,000 | ||
Advertising expense | $ 6,717,000 | $ 4,813,000 | $ 2,741,000 | |
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 | 3 years | |||
Purchases | Supplier Concentration Risk | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Concentration risk, accounts receivable percentage | 32% | 29% | 34% | |
Accounts Payable | Supplier Concentration Risk | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Concentration risk, accounts receivable percentage | 20% | 38% | ||
U.S. | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Cash and cash equivalents | $ 58,979,000 | |||
International | ||||
Description of Business and Basis of Presentation [Line Items] | ||||
Cash and cash equivalents | $ 24,663,000 |
Description of the Business, _5
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Customers Accounted for 10% or More of Accounts Receivable Balance (Details) | 12 Months Ended | |
Dec. 29, 2023 | Dec. 30, 2022 | |
Accounts Receivable | Customer A | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 18% | 14% |
Description of the Business, _6
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies - Activity in Allowance For Doubtful Accounts (Details) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of year | $ 443 | $ 410 | $ 663 |
Add: bad debt expense (benefit) | 907 | 446 | (14) |
Less: write-offs, net of recoveries | (192) | (413) | (239) |
Balance, end of year | $ 1,158 | $ 443 | $ 410 |
Description of the Business, _7
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) | Dec. 29, 2023 |
Building and building improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 15 years |
Building and building improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 39 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 | 7 years |
Internal-use computer software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 10 years |
Land improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 15 years |
Machinery and manufacturing equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Machinery and manufacturing equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 15 years |
Transportation equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 3 years |
Transportation equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Revenues - Sales by Product Cat
Revenues - Sales by Product Category (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 1,464,178 | $ 1,602,491 | $ 1,299,064 |
Powered Vehicle Group | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 523,862 | 432,388 | 360,711 |
Aftermarket Applications Group | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 551,143 | 489,132 | 359,318 |
Specialty Sports Group | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 389,173 | $ 680,971 | $ 579,035 |
Revenues - Sales by Sales Chann
Revenues - Sales by Sales Channel (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 1,464,178 | $ 1,602,491 | $ 1,299,064 |
OEM | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 725,232 | 909,550 | 718,000 |
Aftermarket | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 738,946 | $ 692,941 | $ 581,064 |
Revenues - Sales by Geographic
Revenues - Sales by Geographic Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 1,464,178 | $ 1,602,491 | $ 1,299,064 |
North America | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,127,587 | 1,009,203 | 811,312 |
Asia | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 125,488 | 252,275 | 241,033 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 187,762 | 320,545 | 230,491 |
Rest of the world | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 23,341 | $ 20,468 | $ 16,228 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) $ in Thousands | Dec. 29, 2023 USD ($) |
Revenue from Contract with Customer [Abstract] | |
Revenue expected to be recognized from remaining performance obligations | $ 1,534 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 217,888 | $ 247,441 |
Work-in-process | 8,813 | 9,959 |
Finished goods | 145,140 | 93,220 |
Total inventory | $ 371,841 | $ 350,620 |
Prepaids and Other Current As_2
Prepaids and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid chassis deposits | $ 108,866 | $ 74,013 |
Advanced payments and prepaid contracts | 14,025 | 13,598 |
Other current assets | 18,621 | 13,753 |
Total prepaids and other assets | $ 141,512 | $ 101,364 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net - Components (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 358,302 | $ 295,308 |
Less: accumulated depreciation and amortization | (121,110) | (93,093) |
Total property, plant and equipment, net | 237,192 | 202,215 |
Building and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 77,998 | 73,594 |
Information systems, office equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 26,972 | 21,655 |
Internal-use computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 35,518 | 30,290 |
Land and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 14,692 | 14,493 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 38,115 | 20,078 |
Machinery and manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 149,502 | 122,748 |
Transportation equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 15,505 | $ 12,450 |
Property, Plant and Equipment_4
Property, Plant and Equipment, net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 32,094 | $ 27,705 | $ 22,741 |
Amortization of internal use software | 2,916 | 3,787 | $ 2,492 |
Internal use computer software costs capitalized | $ 5,254 | $ 4,683 |
Property, Plant and Equipment_5
Property, Plant and Equipment, net - Summary of Depreciation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 32,094 | $ 27,705 | $ 22,741 |
Cost of sales | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 15,040 | 13,741 | 11,656 |
General and administrative | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 13,098 | 11,003 | 8,780 |
Research and development | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 2,916 | 2,441 | 2,080 |
Sales and marketing | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 1,040 | $ 520 | $ 225 |
Property, Plant and Equipment_6
Property, Plant and Equipment, net - Long-lived Assets by Geographic Location (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Long-lived assets | $ 237,192 | $ 202,215 |
United States | ||
Property, Plant and Equipment [Line Items] | ||
Long-lived assets | 198,033 | 166,544 |
International | ||
Property, Plant and Equipment [Line Items] | ||
Long-lived assets | $ 39,159 | $ 35,671 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 12 Months Ended |
Dec. 29, 2023 | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 10 years |
Lease termination period | 1 year |
Weighted average remaining lease term | 9 years 3 months 3 days |
Weighted-average incremental borrowing rate | 3.30% |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term | 20 years |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 15,656 | $ 11,209 | $ 9,124 |
Other lease costs | 3,846 | 3,638 | 1,122 |
Total | $ 19,502 | $ 14,847 | $ 10,246 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Leases [Abstract] | ||
Lease right-of-use assets | $ 84,317 | $ 48,096 |
Current portion of lease liabilities | 14,115 | |
Lease liabilities less current portion | $ 69,237 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Leases [Abstract] | ||
2024 | $ 16,600 | |
2025 | 13,887 | |
2026 | 11,528 | |
2027 | 8,510 | |
2028 | 8,013 | |
Thereafter | 42,438 | |
Total lease payments | 100,976 | |
Less: imputed interest | (17,624) | |
Present value of lease liabilities | 83,352 | |
Less: current portion | (14,115) | |
Lease liabilities less current portion | $ 69,237 | |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Liabilities | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses | Accrued expenses |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Intangible Assets Excluding Goodwill (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 578,520 | $ 247,644 |
Accumulated amortization | (150,743) | (124,234) |
Net carrying amount | 427,777 | 123,410 |
Finite-lived intangible assets | 483,347 | 178,980 |
Trademarks and brands | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Trademarks and brands, not subject to amortization | 55,570 | 55,570 |
Trademarks and brands | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | 226,563 | 12,443 |
Accumulated amortization | (6,653) | (3,799) |
Net carrying amount | 219,910 | 8,644 |
Finite-lived intangible assets | $ 275,480 | $ 64,214 |
Weighted average life (years) | 14 years | 9 years |
Customer and distributor relationships | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 290,518 | $ 195,910 |
Accumulated amortization | (107,787) | (86,023) |
Net carrying amount | 182,731 | 109,887 |
Finite-lived intangible assets | $ 182,731 | $ 109,887 |
Weighted average life (years) | 12 years | 10 years |
Core technologies | ||
Intangible Asset Excluding Goodwill [Line Items] | ||
Gross carrying amount | $ 61,439 | $ 39,291 |
Accumulated amortization | (36,303) | (34,412) |
Net carrying amount | 25,136 | 4,879 |
Finite-lived intangible assets | $ 25,136 | $ 4,879 |
Weighted average life (years) | 10 years | 8 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Amortization of Intangibles (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Amortization of intangibles | $ 26,509 | $ 21,537 | $ 20,685 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 43,611 | |
2025 | 40,976 | |
2026 | 40,425 | |
2027 | 39,191 | |
2028 | 36,737 | |
Thereafter | 226,837 | |
Net carrying amount | $ 427,777 | $ 123,410 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Goodwill Rollforward Activity (Details) $ in Thousands | 12 Months Ended |
Dec. 29, 2023 USD ($) | |
Finite-lived Intangible Assets [Roll Forward] | |
Balance as of December 30, 2022 | $ 323,978 |
Acquisitions (Refer to Note 18. Acquisitions) | 312,567 |
Currency translation and other adjustments | 20 |
Balance as of December 29, 2023 | $ 636,565 |
Accrued Expenses - Components (
Accrued Expenses - Components (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Jan. 01, 2021 |
Payables and Accruals [Abstract] | ||||
Payroll and related expenses | $ 17,988 | $ 38,193 | ||
Current portion of lease liabilities | 14,115 | 10,314 | ||
Warranty | 20,001 | 17,071 | $ 15,510 | $ 9,835 |
Income tax payable | 21,743 | 40,701 | ||
Accrued sales rebate | 11,885 | 8,693 | ||
Other accrued expenses | 17,668 | 12,757 | ||
Accrued expenses | $ 103,400 | $ 127,729 | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses | Accrued expenses |
Accrued Expenses - Activity Rel
Accrued Expenses - Activity Related to Warranties (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Oct. 01, 2021 | Dec. 29, 2023 | Dec. 30, 2022 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Beginning warranty liability | $ 9,835 | $ 17,071 | $ 15,510 |
Charge to cost of sales | 13,603 | 16,114 | 11,387 |
Fair value of warranty assumed in acquisition | 150 | 391 | 0 |
Costs incurred | $ (8,078) | (13,575) | (9,826) |
Ending warranty liability | $ 20,001 | $ 17,071 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 22, 2020 | Dec. 29, 2023 | |
SCA | ||
Related Party Transaction [Line Items] | ||
Call option to acquire remaining interest (as a percent) | 20% | |
Total consideration at closing | $ 24,975 | |
Related Party | ||
Related Party Transaction [Line Items] | ||
Rent expense | $ 600 |
Debt - First Amended and Restat
Debt - First Amended and Restated Credit Facility (Details) - USD ($) | 12 Months Ended | ||||
Nov. 14, 2023 | Apr. 05, 2022 | Dec. 29, 2023 | Dec. 30, 2022 | Jun. 30, 2019 | |
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 650,000,000 | $ 650,000,000 | $ 250,000,000 | ||
Debt issuance costs | $ 10,063,000 | $ 1,980,000 | |||
Unamortized debt issuance costs | 4,473,000 | $ 1,927,000 | |||
Weighted average interest rate on outstanding borrowings | 6.97% | ||||
Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 650,000,000 | ||||
Secured Overnight Financing Rate (SOFR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0.10% | ||||
Secured Overnight Financing Rate (SOFR) | One-Month Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 5.34% | ||||
Secured Overnight Financing Rate (SOFR) | Three-Month Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 5.36% | ||||
Fed Funds Effective Rate Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0.50% | ||||
Minimum | Secured Overnight Financing Rate (SOFR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1% | ||||
Maximum | Secured Overnight Financing Rate (SOFR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 2% | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Term loan amount | $ 400,000,000 | ||||
Term Loan | Marucci | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs | 6,709,000 | ||||
Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Proceeds from lines of credit | $ 475,000,000 | ||||
Unamortized debt issuance costs | $ 2,546,000 | ||||
Line of Credit | Delayed Draw Term Loan Facility | Amendment to the 2022 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 200,000,000 | ||||
Debt issuance costs | $ 3,354,000 | ||||
Interest rate, stated percentage | 5% | ||||
Line of Credit | Base Rate | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1% | ||||
Line of Credit | Minimum | Secured Overnight Financing Rate (SOFR) | Delayed Draw Term Loan Facility | Amendment to the 2022 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0.50% | ||||
Line of Credit | Minimum | Base Rate | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0% | ||||
Line of Credit | Minimum | Base Rate | Delayed Draw Term Loan Facility | Amendment to the 2022 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1.50% | ||||
Line of Credit | Maximum | Secured Overnight Financing Rate (SOFR) | Delayed Draw Term Loan Facility | Amendment to the 2022 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1.50% | ||||
Line of Credit | Maximum | Base Rate | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 1% | ||||
Line of Credit | Maximum | Base Rate | Delayed Draw Term Loan Facility | Amendment to the 2022 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 2.50% |
Debt - Summary of Amended and R
Debt - Summary of Amended and Restated Credit Facility (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 | Jun. 30, 2019 |
Debt Disclosure [Abstract] | |||
Amount outstanding | $ 370,000 | $ 200,000 | |
Standby letters of credit | 0 | 0 | |
Available borrowing capacity | 280,000 | 450,000 | |
Total borrowing capacity | $ 650,000 | $ 650,000 | $ 250,000 |
Debt - Future Payments for Long
Debt - Future Payments for Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Debt Disclosure [Abstract] | ||
2024 | $ 0 | |
2025 | 20,000 | |
2026 | 20,000 | |
2027 | 340,000 | |
Total | 380,000 | |
Debt issuance cost | (6,472) | |
Long-term debt, net of issuance cost | 373,528 | |
Less: current portion | 0 | |
Long-term debt, less current portion | $ 373,528 | $ 0 |
Derivatives and Hedging - Sched
Derivatives and Hedging - Schedule of Interest Rate Derivatives (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 | Jun. 11, 2021 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Unrealized Gain (Loss) in AOCI | $ 8,511 | $ 14,456 | |
Interest Rate Swap September 2020 To June 2021 | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 200,000 | ||
Unrealized Gain (Loss) in AOCI | 104 | 189 | $ 324 |
Interest Rate Swap July 2021 To March 2025 | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 200,000 | ||
Unrealized Gain (Loss) in AOCI | 5,013 | 9,180 | $ 12,270 |
Interest Rate Swap April 2022 To April 2027 | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 100,000 | ||
Unrealized Gain (Loss) in AOCI | $ 3,394 | $ 5,087 |
Derivatives and Hedging (Detail
Derivatives and Hedging (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Apr. 05, 2022 | Jun. 11, 2021 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Unrealized gain in AOCI on terminated swap | $ 8,511 | $ 14,456 | |||
Other comprehensive income (loss), derivative instruments | (7,248) | 14,824 | $ 3,644 | ||
Less: reclassification of net gain on interest rate swap to net earnings | 6,775 | 3,177 | 48 | ||
Interest Rate Swap | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional Amount | $ 100,000 | ||||
Other comprehensive income (loss), derivative instruments | (473) | 18,001 | 3,692 | ||
Losses to be reclassified over the next twelve months | (7,279) | ||||
Less: reclassification of net gain on interest rate swap to net earnings | (6,775) | (3,177) | $ (48) | ||
Interest Rate Swap September 2020 To June 2021 | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional Amount | 200,000 | ||||
Unrealized gain in AOCI on terminated swap | 104 | 189 | $ 324 | ||
Interest Rate Swap July 2021 To March 2025 | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional amount terminated | 200,000 | ||||
Notional Amount | 200,000 | ||||
Unrealized gain in AOCI on terminated swap | $ 5,013 | $ 9,180 | $ 12,270 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jul. 22, 2020 | Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Nov. 30, 2017 | |
Business Acquisition [Line Items] | |||||
Bailment pool arrangement, interest expense | $ 4,760 | ||||
Installment Payments to Acquire Business, Remainder of Year | $ 6,556 | ||||
Installment Payment to Acquire Business, Year Two | $ 4,550 | ||||
Installment Payments to Acquire Business, Year Three | 2,700 | ||||
Installment on purchase of non-controlling interest | $ 0 | $ (2,700) | $ (4,550) | ||
Redeemable non-controlling interest (in shares) | 136,000 | ||||
Shares released (in shares) | 58,000 | 78,000 | |||
Ford | |||||
Business Acquisition [Line Items] | |||||
Bailment pool arrangement, allocation | $ 9,036 | $ 2,634 | |||
Bailment pool arrangement, maximum allocation | 49,400 | 26,200 | |||
General Motors | |||||
Business Acquisition [Line Items] | |||||
Bailment pool arrangement, allocation | 11,362 | $ 67,149 | |||
Bailment pool arrangement, maximum allocation | $ 100,000 | ||||
SCA | |||||
Business Acquisition [Line Items] | |||||
Call option to acquire remaining interest (as a percent) | 20% | ||||
Total consideration at closing | $ 24,975 | ||||
SCA | |||||
Business Acquisition [Line Items] | |||||
Call option to acquire remaining interest (as a percent) | 20% | 20% |
Stockholders' Equity - Equity I
Stockholders' Equity - Equity Incentive Plans (Details) shares in Thousands | 12 Months Ended |
Dec. 29, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares available for grant | 3,367 |
Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Award expiration period | 10 years |
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 | 10 years |
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 | |||
Jan. 01, 2021 | Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocation of stock-based compensation | $ 421 | $ 16,465 | $ 16,351 | $ 13,914 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocation of stock-based compensation | 1,179 | 957 | 710 | |
Sales and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocation of stock-based compensation | 1,501 | 924 | 803 | |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocation of stock-based compensation | 1,175 | 946 | 944 | |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocation of stock-based compensation | $ 12,610 | $ 13,524 | $ 11,457 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Unvested RSUs Activity (Details) - RSUs - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Number of shares outstanding | |||
Unvested outstanding, beginning balance (in shares) | 297 | 338 | 450 |
Granted (in shares) | 135 | 142 | 89 |
Canceled (in shares) | (44) | (17) | (24) |
Vested (in shares) | (141) | (166) | (177) |
Unvested outstanding, ending balance (in shares) | 247 | 297 | 338 |
Weighted-average grant date fair value | |||
Unvested outstanding, beginning balance (in dollars per share) | $ 87.05 | $ 76.30 | $ 50.12 |
Granted (in dollars per share) | 109.23 | 95.34 | 149.08 |
Canceled (in dollars per share) | 90.91 | 97 | 56.21 |
Vested (in dollars per share) | 83.97 | 73.14 | 49.17 |
Unvested outstanding, ending balance (in dollars per share) | $ 100.21 | $ 87.05 | $ 76.30 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Units (Details) - RSUs - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of vested awards | $ 15,516 | $ 15,140 | $ 27,213 |
Unrecognized stock-based compensation expense | $ 15,203 | ||
Period for recognition of unrecognized stock-based compensation expense | 1 year 9 months 14 days |
Stockholders' Equity - Unvested
Stockholders' Equity - Unvested PSU Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Number of shares outstanding | |||
Canceled (in shares) | 0 | (33) | |
PSU | |||
Number of shares outstanding | |||
Unvested outstanding, beginning balance (in shares) | 48 | 29 | 0 |
Granted (in shares) | 45 | 37 | 29 |
Canceled (in shares) | (10) | (4) | |
Vested (in shares) | (13) | (14) | |
Unvested outstanding, ending balance (in shares) | 70 | 48 | 29 |
Weighted-average grant date fair value | |||
Unvested outstanding, beginning balance (in dollars per share) | $ 126.69 | $ 141.46 | $ 0 |
Granted (in dollars per share) | 114.04 | 120.90 | 141.46 |
Canceled (in dollars per share) | 120.08 | 126.73 | |
Vested (in dollars per share) | 141.57 | 141.46 | |
Unvested outstanding, ending balance (in dollars per share) | $ 116.54 | $ 126.69 | $ 141.46 |
Unrecognized stock-based compensation expense | $ 9,040 | ||
Period for recognition of unrecognized stock-based compensation expense | 1 year 7 months 2 days | ||
PSU | Minimum | |||
Weighted-average grant date fair value | |||
Award vesting percentage | 0% | ||
PSU | Maximum | |||
Weighted-average grant date fair value | |||
Performance period | 3 year | ||
Award vesting percentage | 200% |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Jan. 01, 2021 | |
Number of shares outstanding | ||||
Options outstanding, beginning balance (in shares) | 0 | 225 | ||
Options exercised (in shares) | (33) | (192) | ||
Options forfeited (in shares) | 33 | |||
Options expired (in shares) | 0 | (33) | ||
Options outstanding, ending balance (in shares) | 0 | 0 | 225 | |
Weighted-average exercise price | ||||
Options outstanding, beginning of period (in dollars per share) | $ 5.16 | $ 5.37 | ||
Options exercised (in dollars per share) | $ 0 | 5.16 | 5.41 | |
Options forfeited (in dollars per share) | $ 0 | |||
Options expired (in dollars per share) | 0 | |||
Options outstanding, ending balance (in dollars per share) | $ 0 | $ 5.16 | $ 5.37 | |
Weighted-average remaining contractual life (years) | ||||
Options outstanding | 0 years | 0 years | 2 years | 2 years |
Aggregate intrinsic value | ||||
Options outstanding | $ 0 | $ 5,389 | $ 22,593 | |
Options exercised | 0 | $ 2,470 | $ 25,751 | |
Balance at December 30, 2022 | $ 0 | |||
Options exercised | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | 0 years |
Stockholders' Equity - Stock _2
Stockholders' Equity - Stock Options (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 30, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Shares issued due to exercise of stock options | 33 | 192 |
Proceeds from exercise of stock options | $ 169 | $ 1,042 |
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 | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net income attributable to FOX stockholders | $ 120,846 | $ 205,278 | $ 163,818 |
Weighted average shares used to compute basic earnings per share (in shares) | 42,305 | 42,232 | 42,022 |
Dilutive effect of employee stock plans (in shares) | 127 | 152 | 344 |
Weighted average shares used to compute diluted earnings per share (in shares) | 42,432 | 42,384 | 42,366 |
Basic (in dollars per share) | $ 2.86 | $ 4.86 | $ 3.90 |
Diluted (in dollars per share) | $ 2.85 | $ 4.84 | $ 3.87 |
Anti-dilutive shares excluded from calculation of diluted earnings per share | 12 | 20 | 0 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Current: | |||
Federal | $ 14,427 | $ 33,622 | $ 30,698 |
State | 5,404 | 4,372 | (138) |
Foreign | 5,850 | 11,964 | 8,617 |
Total current | 25,681 | 49,958 | 39,177 |
Deferred: | |||
Federal | (4,782) | (17,447) | (14,447) |
State | (2,693) | (2,837) | (23) |
Foreign | (389) | (1,188) | (144) |
Total deferred | (7,864) | (21,472) | (14,614) |
Total provision | $ 17,817 | $ 28,486 | $ 24,563 |
Income Taxes - Income Before Pr
Income Taxes - Income Before Provision by Jurisdiction (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 114,128 | $ 197,640 | $ 149,238 |
Foreign | 24,535 | 36,124 | 39,143 |
Income before income taxes | $ 138,663 | $ 233,764 | $ 188,381 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Rate and Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | |||
Tax at federal statutory rate | 21% | 21% | 21% |
Foreign derived income benefit | (4.40%) | (6.60%) | (5.80%) |
Valuation allowance on foreign tax credits | 0% | (3.80%) | 1.10% |
Research and development tax credit | (3.80%) | (2.90%) | (1.10%) |
Federal return to provision | (0.022) | 0.010 | 0.004 |
Foreign withholding taxes, net of foreign tax credits | 0% | 1.10% | 0% |
Executive compensation deduction limitation | 0.60% | 0.80% | 1.20% |
State taxes, net of federal benefit | 0.80% | 0.60% | 1.90% |
Stock-based compensation | (0.20%) | (0.50%) | (5.00%) |
Change in liability for unrecognized tax benefits | 0.70% | 0% | (1.40%) |
Other | 0.30% | 1.50% | 0.70% |
Effective Income Tax Rate Reconciliation, Percent, Total | 12.80% | 12.20% | 13% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | Jan. 01, 2021 | |
Tax Credit Carryforward [Line Items] | ||||
Decrease in valuation allowance | $ 413 | |||
Unrecognized tax benefits | $ 1,274 | $ 119 | $ 228 | $ 3,150 |
Foreign | ||||
Tax Credit Carryforward [Line Items] | ||||
Tax credit carryforward | $ 51,232 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2023 | Dec. 30, 2022 |
Deferred tax assets: | ||
Foreign tax credits, including amounts associated with accrued charges | $ 51,232 | $ 47,779 |
Inventory | 9,673 | 8,222 |
Accrued liabilities | 7,299 | 7,146 |
Lease liability | 16,597 | 6,077 |
Capitalized research & development | 23,778 | 16,502 |
Research and development tax credits | 2,402 | 3,963 |
Interest rate swap | 2,010 | 3,313 |
Stock-based compensation | (385) | 121 |
Net operating losses | 3,226 | 0 |
Other | 2,629 | 1,273 |
Total deferred tax asset | 119,231 | 94,154 |
Valuation allowance | (693) | (280) |
Net deferred tax asset | 118,538 | 93,874 |
Deferred tax liabilities: | ||
Intangible assets | (65,090) | (23,078) |
Depreciation | (12,192) | (5,583) |
Lease Right-of-use-asset | (17,117) | (6,232) |
Other | (2,842) | (1,642) |
Total deferred tax liability | (97,241) | (36,535) |
Deferred tax assets | $ 21,297 | $ 57,339 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit - Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance - beginning of period | $ 119 | $ 228 | $ 3,150 |
Increase related to current year tax positions | 1,274 | 0 | 0 |
Decrease related to prior year tax positions | (119) | (109) | (2,923) |
Increase (decrease) due to expiration of statute of limitations | 0 | 0 | 1 |
Balance - end of period | $ 1,274 | $ 119 | $ 228 |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments - Liabilities at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2023 | Dec. 30, 2022 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | $ 3,394 | $ 5,087 |
Incremental Term A Loan | 373,528 | 0 |
Total liabilities measured at fair value | $ 373,528 | $ 0 |
Derivative Asset, Statement Of Financial Position, Extensible Enumeration, Not Disclosed Flag | assets | assets |
Interest Rate Swap | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest Rate Swap | $ 3,394 | $ 5,087 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Incremental Term A Loan | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Level 1 | Interest Rate Swap | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest Rate Swap | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest Rate Swap | 373,528 | 0 |
Total assets measured at fair value | 3,394 | 5,087 |
Total liabilities measured at fair value | 373,528 | 0 |
Level 2 | Interest Rate Swap | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest Rate Swap | 3,394 | 5,087 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Incremental Term A Loan | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Level 3 | Interest Rate Swap | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest Rate Swap | $ 0 | $ 0 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Matching contribution made under the plan | $ 3,873 | $ 3,649 | $ 2,655 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||||
Nov. 14, 2023 | Feb. 17, 2023 | Dec. 30, 2021 | May 25, 2021 | May 21, 2021 | Dec. 29, 2023 | Mar. 03, 2023 | Dec. 30, 2022 | Apr. 05, 2022 | |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 636,565 | $ 323,978 | |||||||
Debt issuance costs | $ 10,063 | $ 1,980 | |||||||
Sola Sport Pty Ltd. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration at closing | $ 486 | ||||||||
Manifest Joy LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Ownership interest acquired (as a percent) | 100% | ||||||||
Total consideration at closing | $ 15,275 | ||||||||
Goodwill | 10,772 | ||||||||
Net liabilities assumed | (1,057) | ||||||||
Identifiable intangible assets | $ 5,560 | ||||||||
Manifest Joy LLC | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 1 year | ||||||||
Manifest Joy LLC | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 10 years | ||||||||
Shock Therapy LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration at closing | $ 36,834 | ||||||||
Goodwill | 24,504 | ||||||||
Net liabilities assumed | (5,244) | ||||||||
Identifiable intangible assets | $ 7,086 | ||||||||
Shock Therapy LLC | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 5 years | ||||||||
Shock Therapy LLC | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 10 years | ||||||||
CWH Blocker Corp | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration at closing | $ 129,784 | ||||||||
Gross contractual accounts receivable | $ 32,455 | ||||||||
Estimated uncollectible | 1,187 | ||||||||
Transaction costs | 1,001 | ||||||||
Remaining net tax basis | 25,000 | ||||||||
Goodwill | 10,693 | 67,610 | |||||||
Useful lives | 11 years | ||||||||
Net liabilities assumed | (21,201) | ||||||||
Net tangible assets acquired (liabilities) assumed | 7,291 | ||||||||
Finite-lived intangible assets | 4,247 | ||||||||
Business acquisition, total revenue | 65,558 | ||||||||
Business acquisition, pre-tax loss | (1,630) | ||||||||
CWH Blocker Corp | Customer and distributor relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 7 years | ||||||||
Finite-lived intangible assets | $ 10,808 | ||||||||
CWH Blocker Corp | Trademarks and brands | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 12 years | ||||||||
CWH Blocker Corp | Developed Technology Rights | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 10 years | ||||||||
Marucci | |||||||||
Business Acquisition [Line Items] | |||||||||
Ownership interest acquired (as a percent) | 100% | ||||||||
Total consideration at closing | $ 567,194 | ||||||||
Transaction costs | 3,126 | ||||||||
Goodwill | $ 244,790 | ||||||||
Useful lives | 16 years | ||||||||
Net liabilities assumed | $ (63,263) | ||||||||
Business acquisition, total revenue | 16,791 | ||||||||
Business acquisition, pre-tax loss | $ (3,150) | ||||||||
Finite-lived intangible assets acquired | 57,735 | ||||||||
Marucci | Customer and distributor relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite-lived intangible assets | $ 83,800 | ||||||||
Marucci | Trademarks and brands | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 15 years | ||||||||
Marucci | Minimum | Customer and distributor relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 18 years | ||||||||
Marucci | Minimum | Developed Technology Rights | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful lives | 13 years |
Acquisitions - Allocation of Pu
Acquisitions - Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Nov. 14, 2023 | Feb. 17, 2023 | Dec. 29, 2023 | Mar. 03, 2023 | Dec. 30, 2022 |
Fair market values | |||||
Goodwill | $ 636,565 | $ 323,978 | |||
CWH Blocker Corp | |||||
Acquisition consideration | |||||
Cash consideration | $ 129,784 | ||||
Total consideration at closing | $ 129,784 | ||||
Fair market values | |||||
Inventory | $ 23,266 | ||||
Other current assets | 3,109 | ||||
Property, plant and equipment | 3,529 | ||||
Lease right-of-use assets | 4,718 | ||||
Finite-lived intangible assets | 4,247 | ||||
Goodwill | $ 10,693 | 67,610 | |||
Total assets acquired | 150,985 | ||||
Accounts payable and accrued expenses | 10,783 | ||||
Current portion of lease liabilities | 1,693 | ||||
Lease liabilities | 3,024 | ||||
Deferred taxes | 5,701 | ||||
Total liabilities assumed | 21,201 | ||||
Purchase price allocation | 129,784 | ||||
CWH Blocker Corp | Trademarks and brands | |||||
Fair market values | |||||
Finite-lived intangible assets | 36,397 | ||||
CWH Blocker Corp | Customer and distributor relationships | |||||
Fair market values | |||||
Finite-lived intangible assets | 10,808 | ||||
CWH Blocker Corp | Core technologies | |||||
Fair market values | |||||
Finite-lived intangible assets | $ 1,548 | ||||
Marucci | |||||
Acquisition consideration | |||||
Cash consideration | $ 567,092 | ||||
Due to sellers | 102 | ||||
Total consideration at closing | 567,194 | ||||
Fair market values | |||||
Accounts receivable | 31,268 | ||||
Inventory | 44,972 | ||||
Prepaid and other current assets | 1,256 | ||||
Property, plant and equipment | 19,065 | ||||
Lease right-of-use assets | 9,423 | ||||
Goodwill | 244,790 | ||||
Other assets | 583 | ||||
Total assets acquired | 630,457 | ||||
Accounts payable and accrued expenses | 6,995 | ||||
Accrued expenses | 10,512 | ||||
Other current liabilities | 1,854 | ||||
Deferred taxes | 36,914 | ||||
Other liabilities | 6,988 | ||||
Total liabilities assumed | 63,263 | ||||
Purchase price allocation | 567,194 | ||||
Marucci | Trademarks and brands | |||||
Fair market values | |||||
Finite-lived intangible assets | 174,700 | ||||
Marucci | Customer and distributor relationships | |||||
Fair market values | |||||
Finite-lived intangible assets | 83,800 | ||||
Marucci | Core technologies | |||||
Fair market values | |||||
Finite-lived intangible assets | $ 20,600 |
Acquisitions - Unaudited Pro Fo
Acquisitions - Unaudited Pro Forma (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2023 | Dec. 30, 2022 | |
CWH Blocker Corp | ||
Business Acquisition [Line Items] | ||
Pro forma sales | $ 1,475,574 | $ 1,684,375 |
Pro forma net income attributable to FOX stockholders | 118,341 | 206,152 |
Marucci | ||
Business Acquisition [Line Items] | ||
Pro forma sales | 1,632,076 | 1,767,902 |
Pro forma net income attributable to FOX stockholders | $ 110,391 | $ 177,081 |
Foreign Currency Translation _3
Foreign Currency Translation Adjustment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2023 | Dec. 30, 2022 | Dec. 31, 2021 | |
Cumulative Translation Adjustment Summary [Roll Forward] | |||
Beginning balance | $ (3,637) | $ 1,281 | |
Other comprehensive loss | 1,507 | (4,918) | $ 164 |
Ending balance | $ (2,130) | $ (3,637) | $ 1,281 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended |
Feb. 15, 2024 | Dec. 29, 2023 | |
Subsequent Event [Line Items] | ||
Purchase and retirement of common stock | $ (25,000) | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Purchase and retirement of common stock (in shares) | 378 | |
Purchase and retirement of common stock | $ 25,000 | |
Average cost per share (in dollars per share) | $ 66.03 |