The Chefs' Warehouse, Inc. (CHEF) 10-Q 2 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 23, 2016	Oct. 28, 2016
Document And Entity Information
Entity Registrant Name	Chefs' Warehouse, Inc.
Entity Central Index Key	1,517,175
Document Type	10-Q
Trading Symbol	CHEF
Document Period End Date	Sep. 23, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-25
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		26,254,318
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Current assets:
Cash and cash equivalents	$ 26,191	$ 2,454
Accounts receivable, net of allowance of $6,091 in 2016 and $5,803 in 2015	121,493	124,139
Inventories, net	88,979	92,758
Deferred taxes, net	5,502	5,256
Prepaid expenses and other current assets	23,090	9,164
Total current assets	265,255	233,771
Equipment and leasehold improvements, net	59,275	54,283
Software costs, net	6,337	4,511
Goodwill	163,806	155,816
Intangible assets, net	133,904	132,211
Other assets	3,703	3,089
Total assets	632,280	583,681
Current liabilities:
Accounts payable	59,163	64,888
Accrued liabilities	22,064	24,258
Accrued compensation	7,968	7,732
Current portion of long-term debt	13,615	6,030
Total current liabilities	102,810	102,908
Long-term debt, net of current portion	319,005	266,207
Deferred taxes, net	9,974	9,316
Other liabilities and deferred credits	16,254	17,286
Total liabilities	448,043	395,717
Commitments and contingencies
Stockholders' equity:
Preferred Stock, $0.01 par value, 5,000,000 shares authorized, no shares issued and outstanding September 23, 2016 and December 25, 2015
Common Stock, $0.01 par value, 100,000,000 shares authorized, 26,254,411 and 26,290,675 shares issued and outstanding September 23, 2016 and December 25, 2015, respectively	263	263
Additional paid in capital	126,528	125,170
Cumulative foreign currency translation adjustment	(1,915)	(2,949)
Retained earnings	59,361	65,480
Stockholders' equity	184,237	187,964
Total liabilities and stockholders' equity	$ 632,280	$ 583,681

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Statement of Financial Position [Abstract]
Allowance for accounts receivable	$ 6,091	$ 5,803
Preferred Stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred Stock, authorized	5,000,000	5,000,000
Preferred Stock, issued	0	0
Preferred Stock, outstanding	0	0
Common Stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common Stock, authorized	100,000,000	100,000,000
Common Stock, issued	26,254,411	26,290,675
Common Stock, outstanding	26,254,411	26,290,675

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015
Income Statement [Abstract]
Net sales	$ 297,917	$ 276,306	$ 849,962	$ 753,789
Cost of sales	223,525	206,134	637,809	562,146
Gross profit	74,392	70,172	212,153	191,643
Operating expenses	66,106	57,319	187,318	166,316
Operating income	8,286	12,853	24,835	25,327
Interest expense	5,947	3,902	35,271	9,312
Loss (gain) on asset disposal	40	8	43	(340)
Income (loss) before income taxes	2,299	8,943	(10,479)	16,355
Provision for income tax expense (benefit)	956	3,719	(4,360)	6,801
Net income (loss)	1,343	5,224	(6,119)	9,554
Other comprehensive income (loss):
Foreign currency translation adjustments	(72)	(914)	1,034	(1,282)
Comprehensive income (loss)	$ 1,271	$ 4,310	$ (5,085)	$ 8,272
Net income (loss) per share:
Basic (in dollars per share)	$ 0.05	$ 0.20	$ (0.24)	$ 0.38
Diluted (in dollars per share)	$ 0.05	$ 0.20	$ (0.24)	$ 0.37
Weighted average common shares outstanding:
Basic (in shares)	25,936,832	25,864,638	25,911,278	25,419,349
Diluted (in shares)	25,977,171	27,154,770	25,911,278	26,275,597

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015
Cash flows from operating activities:
Net income (loss)	$ (6,119)	$ 9,554
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation	4,966	4,219
Amortization	8,704	6,754
Provision for allowance for doubtful accounts	2,674	2,018
Deferred rent	1,340	475
Deferred taxes	1,169	(1,760)
Amortization of deferred financing fees	1,209	908
Loss on debt extinguishment	22,310
Stock compensation	1,909	2,869
Change in fair value of contingent earn-out liability	(1,601)	307
Loss (gain) on sale of assets	43	(340)
Changes in assets and liabilities, net of acquisitions:
Accounts receivable	4,627	(3,294)
Inventories	5,638	(6,182)
Prepaid expenses and other current assets	(15,612)	563
Accounts payable, accrued liabilities and accrued compensation	(8,424)	1,124
Other liabilities	(1,186)	(85)
Other assets	(439)	(385)
Net cash provided by operating activities	21,208	16,745
Cash flows from investing activities:
Capital expenditures	(11,532)	(19,247)
Proceeds from asset disposals		16,187
Cash paid for acquisitions, net of cash received	(19,742)	(123,831)
Net cash used in investing activities	(31,274)	(126,891)
Cash flows from financing activities:
Payment of debt	(156,655)	(7,351)
Proceeds from issuance of debt	315,810	25,000
Debt prepayment penalty and other fees	(21,219)
Cash paid for deferred financing fees	(7,691)	(628)
Surrender of shares to pay withholding taxes	(552)	(1,060)
Cash paid for contingent earn-out liability	(2,660)	(1,420)
Borrowings under revolving credit facility	33,200	192,300
Payments under revolving credit facility	(126,582)	(98,300)
Net cash provided by financing activities	33,651	108,541
Effect of foreign currency on cash and cash equivalents	152	(238)
Net increase (decrease) in cash and cash equivalents	23,737	(1,843)
Cash and cash equivalents-beginning of period	2,454	3,328
Cash and cash equivalents-end of period	$ 26,191	$ 1,485

Operations and Basis of Present

Operations and Basis of Presentation	9 Months Ended
	Sep. 23, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operations and Basis of Presentation	Note 1 Operations and Basis of Presentation Description of Business and Basis of Presentation The financial statements include the consolidated accounts of The Chefs’ Warehouse, Inc. (the “Company”), and its wholly-owned subsidiaries. The Company’s quarterly periods end on the thirteenth Friday of each quarter. Every six to seven years the Company will add a fourteenth week to its fourth quarter to more closely align its year end to the calendar year. Fiscal 2016 will include a fourteenth week in the fourth quarter. The Company operates in one reportable segment, food product distribution, which is concentrated on the East and West Coasts of the United States. The Company’s customer base consists primarily of menu-driven independent restaurants, fine dining establishments, country clubs, hotels, caterers, culinary schools, bakeries, patisseries, chocolatiers, cruise lines, casinos and specialty food stores. Consolidation The consolidated financial statements include all the accounts of the Company and its direct and indirect wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Unaudited Interim Financial Statements The accompanying unaudited condensed consolidated financial statements and the related interim information contained within the notes to such unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules of the Securities and Exchange Commission (“SEC”) for interim information and quarterly reports on Form 10-Q. Accordingly, they do not include all the information and disclosures required by GAAP for complete financial statements. These unaudited condensed consolidated financial statements and related notes should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the fiscal year ended December 25, 2015 filed as part of the Company’s Annual Report on Form 10-K, as filed with the SEC on March 4, 2016. The unaudited condensed consolidated financial statements appearing in this Form 10-Q have been prepared on the same basis as the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K, as filed with the SEC on March 4, 2016, and in the opinion of management include all normal recurring adjustments that are necessary for the fair statement of the Company’s interim period results. The year-end condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by GAAP. Due to seasonal fluctuations and other factors, the results of operations for the thirteen and thirty-nine weeks ended September 23, 2016 are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in conformity with GAAP requires management to make significant 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 revenues and expenses during the reporting periods. Actual results could differ from management’s estimates. Reclassification Changes have been made to the prior period presentation in the condensed consolidated statements of operations and comprehensive income to conform to the current period presentation. Amounts previously included in operating expenses are now included in net sales and cost of sales and amounts previously included in sales have been netted against cost of sales. The impact of these reclassifications is included below: Thirteen weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 277,516 $ 207,056 $ 70,460 $ 57,607 Income statement reclassifications (1,210 ) (922 ) (288 ) (288 ) Current presentation $ 276,306 $ 206,134 $ 70,172 $ 57,319 Thirty-nine weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 759,274 $ 566,666 $ 192,608 $ 167,281 Income statement reclassifications (5,485 ) (4,520 ) (965 ) (965 ) Current presentation $ 753,789 $ 562,146 $ 191,643 $ 166,316 New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify the principles for recognizing revenue. This guidance includes the required steps to achieve the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. On August 12, 2015, the FASB voted to defer the effective date by one year to December 15, 2017 for interim and annual reporting periods beginning after that date. Early adoption of ASU 2014-09 is permitted but not before the original effective date (annual periods beginning after December 15, 2016). The Company expects to adopt this guidance when effective and is still evaluating the impact this standard will have on its financial statements. In July 2015, the FASB issued guidance to simplify the subsequent measurement of inventory. This new guidance provides that inventory should be measured at lower of cost or net realizable value. This guidance is effective for fiscal years beginning after December 15, 2016 and interim periods within fiscal years beginning after December 15, 2017 and is required to be applied on a prospective basis. Early adoption is permitted at the beginning of an interim or annual reporting period. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In November 2015, the FASB issued guidance to simplify the presentation of deferred income tax assets and liabilities. Current GAAP requires an entity to separate deferred income tax assets and liabilities into current and non-current classifications. This guidance requires that all deferred tax liabilities be classified as non-current. This guidance is effective for fiscal years beginning after December 15, 2016 and may be applied on a prospective or retrospective basis. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In February 2016, the FASB issued guidance to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Current GAAP does not require lessees to recognize assets and liabilities arising from operating leases on the balance sheet. This new guidance is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company expects to adopt this guidance when effective and is evaluating the impact this standard will have on its financial statements. In March 2016, the FASB issued guidance to simplify the accounting for stock compensation. This guidance requires that all excess tax benefits and deficiencies be recognized as income tax expense in the period in which they occur and that they be reflected as an operating activity in the statement of cash flows. Current GAAP requires excess tax benefits to be recognized as additional paid in capital and as a financing activity in the statement of cash flows. In addition, the guidance gives companies the option of estimating the number of awards that will ultimately vest or accounting for forfeitures as they occur. This guidance is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this guidance when effective and is evaluating the impact this standard will have on its financial statements. In August 2016, the FASB issued guidance to clarify how companies present and classify certain cash receipts and cash payments in the statement of cash flows, including contingent consideration payments made after a business acquisition and debt extinguishment costs. Specifically, cash payments to settle a contingent consideration liability which are not made soon after the acquisition date should be classified as cash used in financing activities up to the initial amount of contingent consideration recognized with the remaining amount classified as cash flows from operating activities. The guidance will be effective for the Company's annual and interim reporting periods beginning January 1, 2018, and early adoption is permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. Guidance Adopted in 2016 Simplifying the Presentation of Debt Issuance Costs Other Total Current portion Total Long-term Total Total Previously reported $ 5,626 $ 586,218 $ 6,266 $ 103,144 $ 268,508 $ 398,254 $ 586,218 Simplifying the Presentation of Debt Issuance Costs (2,537 ) (2,537 ) (236 ) (236 ) (2,301 ) (2,537 ) (2,537 ) Current presentation $ 3,089 $ 583,681 $ 6,030 $ 102,908 $ 266,207 $ 395,717 $ 583,681

Earnings (Loss) Per Share

Earnings (Loss) Per Share	9 Months Ended
	Sep. 23, 2016
Net income (loss) per share:
Earnings (Loss) Per Share	Note 2 Earnings (Loss) Per Share The following table sets forth the computation of basic and diluted net income (loss) per share: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 23, 2016 September 25, 2015 September 23, 2016 September 25, 2015 Net income (loss) per share: Basic $ 0.05 $ 0.20 $ (0.24 ) $ 0.38 Diluted $ 0.05 $ 0.20 $ (0.24 ) $ 0.37 Weighted average common shares: Basic 25,936,832 25,864,638 25,911,278 25,419,349 Diluted 25,977,171 27,154,770 25,911,278 26,275,597 Reconciliation of net income (loss) per common share: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 23, 2016 September 25, 2015 September 23, 2016 September 25, 2015 Numerator: Net income (loss) $ 1,343 $ 5,224 $ (6,119 ) $ 9,554 Add effect of dilutive securities: Interest on convertible notes, net of tax — 134 — 268 Adjusted net income (loss) $ 1,343 $ 5,358 $ (6,119 ) $ 9,822 Denominator: Weighted average basic common shares outstanding 25,936,832 25,864,638 25,911,278 25,419,349 Dilutive effect of unvested common shares 40,339 52,758 — 72,125 Dilutive effect of convertible notes — 1,237,374 — 784,123 Weighted average diluted common shares outstanding 25,977,171 27,154,770 25,911,278 26,275,597 The weighted average shares outstanding for the thirteen and thirty-nine weeks ended September 23, 2016 did not include the impact of 158,539 and 309,922 Restricted Share Awards (RSAs), respectively, or 1,237,374 shares from the convertible subordinated notes issued in connection with our acquisition of Del Monte Capitol Meat Co. and certain related entities (“Del Monte”) as they were deemed to be anti-dilutive. The weighted average shares outstanding for the thirty-nine weeks ended September 25, 2015 did not include the impact of 45,106 RSAs as they were deemed to be anti-dilutive.

Fair Value Measurements; Fair V

Fair Value Measurements; Fair Value of Financial Instruments	9 Months Ended
	Sep. 23, 2016
Fair Value Disclosures [Abstract]
Fair Value Measurements; Fair Value of Financial Instruments	Note 3 Fair Value Measurements; Fair Value of Financial Instruments We account for certain assets and liabilities at fair value. We categorize each of our fair value measurements in one of the following three levels based on the lowest level input that is significant to the fair value measurement in its entirety: Level 1 - Inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets. Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities include the following: a) quoted prices for similar assets in active markets; b) quoted prices for identical or similar assets in inactive markets; c) inputs other than quoted prices that are observable for the asset; and d) inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset. Level 3 - Inputs to the valuation methodology are unobservable (i.e., supported by little or no market activity) and significant to the fair value measure. Assets and Liabilities Measured at Fair Value As of September 23, 2016, the Company’s only assets or liabilities measured at fair value were the contingent earn-out liabilities for the Del Monte and the M.T. Food Service, Inc. (“MT Food”) acquisitions. These liabilities were estimated using Level 3 inputs and had fair values of $13,661 and $500 at September 23, 2016, respectively. These liabilities are reflected as accrued liabilities and other liabilities and deferred credits on the balance sheet. The fair value of contingent consideration for the Del Monte acquisition was determined based on a probability-based approach which includes projected results, percentage probability of occurrence and the application of a discount rate to present value the payments. A significant change in projected results, discount rate, or probabilities of occurrence could result in a significantly higher or lower fair value measurement. Based on the short duration of the earn-out period, the fair value of the contingent consideration for the MT Food acquisition was determined based on management’s assessment of the likelihood of achievement. On July 8, 2016, the Company and the former owners of Allen Brothers, reached an agreement and paid $2,660 to settle the remaining earn-out payments related to the Allen Brothers acquisition. On September 30, 2016, the Company made an earn-out payment of $4,083 to the former owners of Del Monte (see Note 13). The following table presents the changes in Level 3 contingent consideration liability: Del Monte Allen Brothers MT Food Total Balance December 25, 2015 $ 13,792 $ 4,344 $ — $ 18,136 Gain on settlement — (1,684 ) — (1,684 ) MT Food acquisition — — 500 500 Cash payments — (2,660 ) — (2,660 ) Changes in fair value 83 — — 83 Balance September 23, 2016 $ 13,875 $ — $ 500 $ 14,375 Fair Value of Financial Instruments The carrying amounts reported in the Company’s consolidated balance sheets for accounts receivable and accounts payable approximate fair value, due to the immediate to short-term maturity of these financial instruments. The fair values of the current and former revolving credit facilities and term loans approximated their book values as of September 23, 2016 and December 25, 2015, as these instruments had variable interest rates that reflected current market rates available to the Company. The carrying amount of the Company’s senior secured notes at December 25, 2015 approximates fair value, as the interest rate obtained by the Company approximates the prevailing interest rates available to the Company for similar instruments. The fair value of these debt instruments were estimated using Level 3 inputs. The following table presents the carrying value and fair value of the Company’s convertible subordinated notes. In estimating the fair value of these convertible secured notes, the Company utilized Level 3 inputs including, prevailing market interest rates to estimate the debt portion of the instrument and a Black Scholes valuation model to estimate the fair value of the conversion option. The Black Scholes model utilizes the market price of the Company’s common stock, estimates of the stock’s volatility and the prevailing risk free interest rate in calculating the fair value estimate. September 23, 2016 December 25, 2015 Carrying Fair Carrying Fair Convertible Secured Notes $ 36,750 $ 32,918 $ 36,750 $ 34,300

Acquisitions

Acquisitions	9 Months Ended
	Sep. 23, 2016
Business Combinations [Abstract]
Acquisitions	Note 4 Acquisitions The Company accounts for acquisitions in accordance with ASC 805 Business Combinations On June 26, 2016, the Company acquired substantially all of the assets of MT Food, based in Chicago, Illinois. Founded in the mid 1990's, MT Food is a wholesale distributor of dairy, produce, specialty and grocery items in the metro Chicago area. The purchase price for the transaction was $21,500, of which, $21,000 was paid in cash at closing with an additional $500 payable eighteen months after the closing date. The aggregate purchase price paid by the Company was paid through cash-on-hand and the proceeds from a draw down on its delayed draw term loan facility (see Note 8). The final purchase price is subject to a customary working capital true-up. The Company will also pay additional contingent consideration, if earned, in the form of an earn-out amount which totals $500 to MT Food; the payment of the earn-out liability is subject to certain conditions, including the successful achievement of Gross Profit targets for the MT Food entity during the period between the acquisition date and the date the MT Food operations are transferred to the Company’s existing Chicago facility, not to exceed one year. As of the acquisition date, the Company estimated that this contingent consideration would be fully met and established a $500 contingent consideration liability. This contingent liability will be adjusted to fair value on a quarterly basis and is estimated to be $500 at September 23, 2016. The Company is in the process of finalizing a valuation of the tangible and intangible assets of MT Food as of the acquisition date. These assets will be valued at fair value using Level 3 inputs. Other intangible assets are expected to be amortized over 5-15 years. Goodwill for the MT Food acquisition will be amortized over 15 years for tax purposes. For the thirteen weeks ended September 23, 2016, the Company reflected net revenues and income before taxes of $15,620 and $992, respectively for MT Food in its condensed consolidated statement of operations. On April 6, 2015, the Company acquired substantially all the equity interests of Del Monte Capitol Meat Co. and substantially all the assets of certain of its affiliated companies (collectively “Del Monte”). Del Monte supplies high quality USDA inspected beef, pork, lamb, veal, poultry and seafood products to Northern California. The aggregate purchase price paid by the Company was approximately $184,074. Approximately $123,893 was paid in cash initially, through cash-on-hand, the proceeds from the issuance of additional senior secured notes and additional borrowings under the revolving portion of the Amended and Restated Credit Agreement (as defined below). The remaining approximately $61,439 consisted of (i) approximately 1.1 million shares of the Company’s common stock totaling approximately $24,689 and (ii) $36,750 in aggregate principal amounts of convertible subordinated notes with a six-year maturity bearing interest at 2.5% with a conversion price of $29.70 per share issued to certain of the Del Monte entities. The Company will also pay additional contingent consideration, if earned, in the form of an earn-out amount which could total approximately $24,500 to certain of the Del Monte entities; the payment of the earn-out liability is subject to certain conditions, including the successful achievement of Adjusted EBITDA targets for the Del Monte entities and improvements in certain operating metrics for the Company’s existing protein business and the business of any protein companies subsequently acquired by the Company over the six years following the closing of the Del Monte acquisition. At April 6, 2015, the Company estimated the fair value of this contingent earn-out liability to be $13,139. This contingent liability is adjusted to fair value on a quarterly basis and is estimated to be $13,661 at September 23, 2016. The Company expensed $1,546 of professional fees and $3,000 of transaction bonuses in operating expenses related to the Del Monte acquisition during the fiscal year ended December 25, 2015. The Company has finalized a valuation of the tangible and intangible assets of Del Monte as of the acquisition date. These assets are being valued at fair value using Level 3 inputs. Customer lists are being amortized over 15 years and trademarks are being amortized over 20 years. Goodwill for the Del Monte acquisition will be amortized over 15 years for tax purposes. During the second quarter of fiscal 2016, the Company finalized the net working capital adjustment as included in the initial purchase agreement and in July 2016, the Company received $1,258 out of escrow, in final settlement of the net working capital true-up. Del Monte Current assets (includes cash acquired) $ 31,509 Customer Relationships 62,246 Trademarks 29,261 Goodwill 76,892 Fixed assets 5,652 Other assets 137 Earn-out liability (13,139 ) Deferred tax liability (361 ) Convertible subordinated notes (36,750 ) Issuance of common shares (24,689 ) Current liabilities (8,123 ) Cash purchase price $ 122,635

Inventory

Inventory	9 Months Ended
	Sep. 23, 2016
Inventory Disclosure [Abstract]
Inventory	Note 5 Inventory Inventory consists of finished product. Our different entities record inventory using a mixture of first-in, first-out and average cost, which we believe approximates first-in, first-out. Inventory is reflected net of reserves for shrinkage and obsolescence totaling $1,983 and $1,956 at September 23, 2016 and December 25, 2015, respectively.

Equipment and Leasehold Improve

Equipment and Leasehold Improvements	9 Months Ended
	Sep. 23, 2016
Property, Plant and Equipment [Abstract]
Equipment and Leasehold Improvements	Note 6 Equipment and Leasehold Improvements Equipment and leasehold improvements consisted of the following: As of Useful Lives September 23, 2016 December 25, 2015 Land Indefinite $ 1,571 $ 1,571 Buildings 20 years 2,802 2,740 Machinery and equipment 5-10 years 12,931 10,739 Computers, data processing and other equipment 3-7 years 8,453 7,598 Leasehold improvements 7-22 years 45,693 41,653 Furniture and fixtures 7 years 2,782 1,488 Vehicles 5-7 years 2,300 2,077 Other 7 years 95 95 Construction-in-process 8,910 8,884 85,537 76,845 Less: accumulated depreciation and amortization (26,262 ) (22,562 ) Equipment and leasehold improvements, net $ 59,275 $ 54,283 Construction-in-process at September 23, 2016 related primarily to the implementation of the Company’s Enterprise Resource Planning (“ERP”) system. The rollout of its ERP system will continue throughout fiscal 2016 and 2017. Construction-in-process at December 25, 2015 related primarily to the build out of the Company’s new distribution facility in San Francisco, CA and the implementation of its ERP system. At September 23, 2016 and December 25, 2015, the Company had $506 of equipment and vehicles financed by capital leases. The Company recorded depreciation on equipment under capital leases of $15 and $24 on these assets during the thirteen weeks ended September 23, 2016 and September 25, 2015, respectively, and $58 and $72 on these assets during the thirty-nine weeks ended September 23, 2016 and September 25, 2015, respectively. Depreciation expense on equipment and leasehold improvements was $1,577 and $1,323 for the thirteen weeks ended September 23, 2016 and September 25, 2015, respectively and $3,753 and $3,348 for the thirty-nine weeks ended September 23, 2016 and September 25, 2015, respectively. Capitalized software is recorded net of accumulated amortization of $4,906 and $3,751 at September 23, 2016 and December 25, 2015, respectively, and has an estimated useful life of three to seven years. Depreciation expense on software was $437 and $278 for the thirteen weeks ended September 23, 2016 and September 25, 2015, respectively and $1,155 and $799 for the thirty-nine weeks ended September 23, 2016 and September 25, 2015, respectively. During the thirty-nine weeks ended September 25, 2015, the Company capitalized interest expense of $739 related to the build outs of the new distribution facilities in Bronx, NY and Las Vegas, NV. No interest was capitalized during the thirty-nine weeks ended September 23, 2016.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	9 Months Ended
	Sep. 23, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible Assets	Note 7 Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill are presented as follows: Carrying amount as of December 25, 2015 $ 155,816 Goodwill adjustments (614 ) MT Food acquisition 8,559 Foreign currency translation 45 Carrying amount as of September 23, 2016 $ 163,806 The goodwill adjustment is from the settlement of the Del Monte working capital adjustment and the finalization of the Del Monte opening balance sheet. Other intangible assets consist of customer relationships being amortized over a period ranging from four to twenty years, trademarks being amortized over a period of one to forty years, and non-compete agreements being amortized over a period of two to six years. Other intangible assets consisted of the following at September 23, 2016 and December 25, 2015: Gross Accumulated Net Amount September 23, 2016: Customer relationships $ 104,464 (18,559 ) $ 85,905 Non-compete agreements 7,165 (5,276 ) 1,889 Trademarks 52,598 (6,488 ) 46,110 Total $ 164,227 (30,323 ) $ 133,904 December 25, 2015: Customer relationships $ 94,097 (12,755 ) $ 81,342 Non-compete agreements 7,166 (4,213 ) 2,953 Trademarks 52,549 (4,633 ) 47,916 Total $ 153,812 (21,601 ) $ 132,211 Amortization expense for other intangibles was $3,137 and $2,165 for the thirteen weeks ended September 23, 2016 and September 25, 2015, respectively, and $8,704 and $6,754 for the thirty-nine weeks ended September 23, 2016 and September 25, 2015, respectively. Estimated amortization expense for other intangibles for the fiscal year ending December 30, 2016 and each of the next four fiscal years and thereafter is as follows: 2016 $ 11,478 2017 11,443 2018 10,304 2019 10,027 2020 9,754 Thereafter 89,602 Total $ 142,608

Debt Obligations

Debt Obligations	9 Months Ended
	Sep. 23, 2016
Debt Disclosure [Abstract]
Debt Obligations	Note 8 Debt Obligations Debt obligations as of September 23, 2016 and December 25, 2015 consisted of the following: September 23, December 25, Senior secured term loan $ 293,202 $ — Convertible subordinated notes 36,750 36,750 New Markets Tax Credit loan 11,000 11,000 Capital leases and financed software 2,774 3,961 Senior secured notes — 125,000 Revolving credit facility — 93,382 Term loan — 4,681 Deferred finance fees and original issue discount (11,106 ) (2,537 ) Total debt obligations 332,620 272,237 Less: current installments (13,615 ) (6,030 ) Total debt obligations excluding current installments $ 319,005 $ 266,207 On June 22, 2016, the Company refinanced its debt structure by entering into a new senior secured term loan. The Company used the proceeds to pay down its revolving credit facility of $96,400, its previous term loan of $1,681 and its senior secured notes of $125,000. The revolving credit facility and previous term loan were originally due in April 2017. The senior secured notes had maturities of $50,000 in April 2018, $25,000 in October 2020 and $50,000 in April 2023. The Company was required to pay the senior note holders make-whole payments totaling $21,144 for the early retirement of these notes. In addition, the Company wrote off deferred financing fees totaling $1,091 relating to the senior secured notes, term loan, and revolving credit facility. The refinancing met the requirements of a debt extinguishment for accounting purposes and the loss on extinguishment of debt of $22,310, inclusive of the make-whole payments and write-off of deferred financing fees, is reflected in interest expense. Senior Secured Term Loan Credit Facility On June 22, 2016, the Company entered into a credit agreement (the “Term Loan Credit Agreement”) with a group of lenders for which Jefferies Finance LLC (“Jefferies”) acts as administrative agent and collateral agent. The Term Loan Credit Agreement provides for a senior secured term loan B facility (the “Term Loan Facility”) in an aggregate amount of $305,000 with a $50,000 six-month delayed draw term loan facility (the “DDTL”; the loans outstanding under the Term Loan Facility (including the DDTL), the “Term Loans”). Additionally, the Term Loan Facility includes an accordion which permits the Company to request that the lenders extend additional Term Loans in an aggregate principal amount of up to $50,000 (less the aggregate amount of certain indebtedness incurred to finance acquisitions) plus an unlimited amount subject to the Company’s Total Leverage Ratio not exceeding 4.90:1.00 on a pro forma basis. Borrowings under the Term Loan Facility were used to repay the Company’s senior secured notes, as well as the prior term loan and revolving credit facility. Remaining funds will be used for capital expenditures, permitted acquisitions, working capital and general corporate purposes of the Company. On June 27, 2016, the Company drew $14,000 from the DDTL to help pay for the MT Food acquisition. On September 14, 2016, the Company entered into an amendment to the Term Loan Credit Agreement under which the remaining portion of the DDTL was terminated, the Company’s interest rate schedule was modified and the Company repaid $25,000 of the outstanding balance of the Term Loans. The interest rate on this facility at September 23, 2016 was 6.75%. The final maturity of the Term Loan Facility is June 22, 2022. Subject to adjustment for prepayments, the Company is required to make quarterly amortization payments on the Term Loans in an amount equal to 0.25% of the aggregate principal amount of the Term Loans. The interest rates per annum applicable to Term Loans, will be, at the co-borrowers’ option, equal to either a base rate or an adjusted LIBO rate for one, two, three, six or (if consented to by the lenders) twelve-month interest periods chosen by the Company, in each case plus an applicable margin percentage. A commitment fee is payable in respect of the amount of the undrawn DDTL commitments during the period the DDTL is available, equal to a percentage equal to 50% of the interest rate with respect to Term Loans accruing interest based on the adjusted LIBO rate. The Term Loan Facility contains customary affirmative covenants, negative covenants (including restrictions, subject to customary exceptions, on incurring debt or liens, paying dividends, repaying payment subordinated and junior lien debt, disposing assets, and making investments and acquisitions), and events of default for a term loan B facility of this type, as more particularly described in the Term Loan Credit Agreement. Asset Based Loan Facility On June 22, 2016, the Company entered into a The interest rates per annum applicable to loans, other than swingline loans, under the ABL Credit Facility will be, at the co-borrowers’ option, equal to either a base rate or an adjusted LIBO rate for one, two, three, six or (if consented to by the lenders) twelve-month, interest periods chosen by the Company, in each case plus an applicable margin percentage. The Company will pay certain recurring fees with respect to the ABL Facility, including fees on the unused commitments of the lenders. The ABL Facility contains customary affirmative covenants, negative covenants and events of default as more particularly described in the ABL Credit Agreement. The ABL Facility will require compliance with a minimum consolidated fixed charge coverage ratio of 1:1 if the amount of availability under the ABL Facility falls below a specified dollar amount or percentage of the borrowing base. There were no outstanding balances under the ABL as of September 23, 2016. Borrowings under the ABL Facility will be used, and are expected to be used, for capital expenditures, permitted acquisitions, working capital and general corporate purposes of the Company. As of September 23, 2016, the Company was in compliance with all debt covenants and the Company had reserved $7,670 of the ABL facility for the issuance of letters of credit. As of September 23, 2016, funds totaling $67,330 were available for borrowing under the ABL facility.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 23, 2016
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Note 9 Stockholders’ Equity During the thirty-nine weeks ended September 23, 2016, the Company granted 186,969 restricted stock awards (“RSAs”) to its employees and independent directors at a weighted average grant date fair value of $18.47 each. These awards are a mix of time and performance based grants which will vest over periods of two to four years. During the thirteen and thirty-nine weeks ended September 23, 2016, the Company recognized expense totaling $110 and $357 on these RSAs, and $309 and $1,160 of expense for RSAs issued in prior years. During March 2016, the Company granted 259,577 non-qualified stock options with market condition provisions to its employees at a weighted average grant date fair value of $9.44 each. These awards vest over a period of three years and require the Company’s stock to trade at or above $30 per share for 20 consecutive days within four years of issuance to meet the market condition threshold. During the thirteen and thirty-nine weeks ended September 23, 2016, the Company recognized expense totaling $120 and $392 on these options, respectively. At September 23, 2016, the Company had 309,922 unvested RSAs outstanding. At September 23, 2016, the total unrecognized compensation cost for these unvested RSAs was $4,921 and the weighted-average remaining useful life was approximately 20 months. Of this total, $3,596 related to RSAs with time-based vesting provisions and $1,325 related to RSAs with performance-based vesting provisions. At September 23, 2016, the weighted-average remaining useful lives for time-based vesting RSAs and performance-based vesting RSAs were both approximately 20 months. No compensation expense related to the Company’s RSAs has been capitalized. As of September 23, 2016, there were 603,789 shares available for grant under the Company’s 2011 Omnibus Equity Incentive Plan.

Related Parties

Related Parties	9 Months Ended
	Sep. 23, 2016
Related Party Transactions [Abstract]
Related Parties	Note 10 Related Parties The Company previously leased two warehouse facilities from related parties. These facilities are 100% owned by entities controlled by certain of the Company’s current and former directors and officers and current stockholders and are deemed to be affiliates of those individuals. Expenses related to these facilities totaled $133 and $233, respectively, during the thirteen weeks ended September 23, 2016 and September 25, 2015 and $481 and $1,147, respectively, during the thirty-nine weeks ended September 23, 2016 and September 25, 2015. One of the facilities is a distribution facility leased by Chefs’ Warehouse Mid-Atlantic, LLC for which the Company recently extended the lease expiration date to September 30, 2019. The other facility is a distribution facility which one of the Company’s subsidiaries, Dairyland, sublet from TCW Leasing Co., LLC (“Leasing”), an entity controlled by the Company’s founders. The Company exited this facility on February 29, 2016 and is no longer required to pay rent. Each of Christopher Pappas, CEO, John Pappas, Vice Chairman and Dean Facatselis (the brother-in-law of Messrs. Pappas) owns 8.33% of a New York City-based restaurant customer of the Company and its subsidiaries that purchased approximately $22 and $27, respectively, of products from the Company during the thirteen weeks ended September 23, 2016 and September 25, 2015 and approximately $77 and $86, respectively, of products from the Company during the thirty-nine weeks ended September 23, 2016 and September 25, 2015. Messrs. Pappas and Facatselis have no other interest in the restaurant other than these equity interests and are not involved in the day-to-day operation or management of this restaurant. An entity owned 50% by John Couri, a director of the Company, and of which Messrs. C. Pappas and S. Hanson (also directors of the Company) previously held ownership interests, owns an interest in an aircraft that the Company uses for business purposes in the course of its operations. Mr. Couri paid for his ownership interest in the aircraft himself and bears his share of all operating, personnel and maintenance costs associated with the operation of this aircraft. The Company made payments of $0 and $27, respectively, for the thirteen weeks ended September 23, 2016 and September 25, 2015 and $7 and $158, respectively, for the thirty-nine weeks ended September 23, 2016 and September 25, 2015 for use of such aircraft. All payments were paid directly to an entity that manages the aircraft in which Mr. Couri has a de minimis The Company paid $67 and $157 to Architexture Studios, Inc. for interior decorating and design including the purchase of furniture and leasehold improvements primarily for its Las Vegas, San Francisco and Chicago facilities during the thirteen weeks ended September 23, 2016 and September 25, 2015, respectively, and $214 and $582 during the thirty-nine weeks ended September 23, 2016 and September 25, 2015, respectively. This entity is owned by Julie Hardridge, the sister-in-law of Christopher Pappas. The Company purchases products from ConAgra Foods, Inc. of which Steve Goldstone, a Director of the Company, is the Chairman. Mr. Goldstone became a director of the Company on March 7, 2016. During the thirteen and thirty-nine weeks ended September 23, 2016 the Company purchased approximately $249 and $632, respectively, worth of products from ConAgra Foods, Inc. With the acquisition of Del Monte, the Company acquired two warehouse facility leases that the Company leases from certain prior owners of Del Monte. Two of the owners are current employees, one of whom, John DeBenedetti, serves on the Company’s board of directors. The first property is located in American Canyon, CA and is owned by TJ Management Co. LLC, an entity owned 50% by John DeBenedetti and 50% by Theresa Lincoln, John DeBenedetti’s sister. The Company paid rent on this facility totaling $53 and $52, respectively, for the thirteen weeks ended September 23, 2016 and September 25, 2015 and $158 and $104, respectively, for the thirty-nine weeks ended September 23, 2016 and September 25, 2015. The second property is located in West Sacramento, CA and is owned by David DeBenedetti and Victoria DeBenedetti, the parents of John DeBenedetti. The Company paid rent on this facility totaling $57 and $56, respectively, for the thirteen weeks ended September 23, 2016 and September 25, 2015 and $169 and $111, respectively, for the thirty-nine weeks ended September 23, 2016 and September 25, 2015. John DeBenedetti and Victoria DeBenedetti are employees of a subsidiary of the Company. John DeBenedetti and Theresa Lincoln, indirectly through TJ Investments, LLC, own a 16.67% ownership interest in Old World Provisions, which supplies products to the Company following the Del Monte acquisition. The Company purchased approximately $169 and $249, respectively, of products during the thirteen weeks ended September 23, 2016 and September 25, 2015, and approximately $306 and $482, respectively, of products during the thirty-nine weeks ended September 23, 2016 and September 25, 2015. Neither Mr. J. DeBenedetti nor Ms. Lincoln is involved in the day-to-day management of Old World Provisions.

Supplemental Disclosures of Cas

Supplemental Disclosures of Cash Flow Information	9 Months Ended
	Sep. 23, 2016
Supplemental Cash Flow Elements [Abstract]
Supplemental Disclosures of Cash Flow Information	Note 11 Supplemental Disclosures of Cash Flow Information Thirty-Nine Week Period Ended September 23, September 25, Supplemental cash flow disclosures: Cash paid for income taxes $ 7,976 $ 8,797 Cash paid for interest, net of loss on debt extinguishment $ 10,759 $ 8,226 Non-cash investing activity: Convertible notes issued for acquisitions $ — $ 36,750 Contingent earn-out liabilities for acquisitions $ 500 $ 13,139 Acquisition purchase price payable $ 500 $ — Common stock issued for acquisitions $ — $ 24,689

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 23, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 12 Commitments and Contingencies Until February 29, 2016, the Company sublet a distribution facility from Leasing (an entity controlled by the Company’s founders). Leasing leases the distribution center from the New York City Industrial Development Agency. In connection with this sublease arrangement and Leasing’s obligations under a related mortgage to its mortgage lender, the Company, Dairyland and another of the Company’s subsidiaries initially were required to act as guarantors of Leasing’s mortgage obligation on the distribution center. The mortgage payoff date is December 2029 and the potential obligation under this guarantee totaled $5,362 at September 23, 2016. By agreement dated July 1, 2005, the lender released the Company and its subsidiaries from their guaranty obligations, provided the sublease between Dairyland and Leasing remained in full force and effect. As of February 29, 2016, Dairyland exited the sublease arrangement with Leasing, triggering the guarantee obligation. The Company believes that the fair value of the building securing the mortgage more than offsets any potential obligation. In addition, Leasing is in the process of refinancing its mortgage with another lender. The Company, upon completion of the refinancing, expects that the Company and its subsidiaries will be unconditionally and fully released from any guaranty of Leasing’s mortgage loan.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 23, 2016
Subsequent Events [Abstract]
Subsequent Events	Note 13 Subsequent Events On September 30, 2016, the Company paid $4,083 to the former owners of Del Monte in consideration for Del Monte achieving its year-one EBITDA target.

Operations and Basis of Prese19

Operations and Basis of Presentation (Policies)	9 Months Ended
	Sep. 23, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	Description of Business and Basis of Presentation The financial statements include the consolidated accounts of The Chefs’ Warehouse, Inc. (the “Company”), and its wholly-owned subsidiaries. The Company’s quarterly periods end on the thirteenth Friday of each quarter. Every six to seven years the Company will add a fourteenth week to its fourth quarter to more closely align its year end to the calendar year. Fiscal 2016 will include a fourteenth week in the fourth quarter. The Company operates in one reportable segment, food product distribution, which is concentrated on the East and West Coasts of the United States. The Company’s customer base consists primarily of menu-driven independent restaurants, fine dining establishments, country clubs, hotels, caterers, culinary schools, bakeries, patisseries, chocolatiers, cruise lines, casinos and specialty food stores.
Consolidation	Consolidation The consolidated financial statements include all the accounts of the Company and its direct and indirect wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements The accompanying unaudited condensed consolidated financial statements and the related interim information contained within the notes to such unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules of the Securities and Exchange Commission (“SEC”) for interim information and quarterly reports on Form 10-Q. Accordingly, they do not include all the information and disclosures required by GAAP for complete financial statements. These unaudited condensed consolidated financial statements and related notes should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the fiscal year ended December 25, 2015 filed as part of the Company’s Annual Report on Form 10-K, as filed with the SEC on March 4, 2016. The unaudited condensed consolidated financial statements appearing in this Form 10-Q have been prepared on the same basis as the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K, as filed with the SEC on March 4, 2016, and in the opinion of management include all normal recurring adjustments that are necessary for the fair statement of the Company’s interim period results. The year-end condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by GAAP. Due to seasonal fluctuations and other factors, the results of operations for the thirteen and thirty-nine weeks ended September 23, 2016 are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in conformity with GAAP requires management to make significant 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 revenues and expenses during the reporting periods. Actual results could differ from management’s estimates.
Reclassification	Reclassification Changes have been made to the prior period presentation in the condensed consolidated statements of operations and comprehensive income to conform to the current period presentation. Amounts previously included in operating expenses are now included in net sales and cost of sales and amounts previously included in sales have been netted against cost of sales. The impact of these reclassifications is included below: Thirteen weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 277,516 $ 207,056 $ 70,460 $ 57,607 Income statement reclassifications (1,210 ) (922 ) (288 ) (288 ) Current presentation $ 276,306 $ 206,134 $ 70,172 $ 57,319 Thirty-nine weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 759,274 $ 566,666 $ 192,608 $ 167,281 Income statement reclassifications (5,485 ) (4,520 ) (965 ) (965 ) Current presentation $ 753,789 $ 562,146 $ 191,643 $ 166,316
New Accounting Pronouncements	New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify the principles for recognizing revenue. This guidance includes the required steps to achieve the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. On August 12, 2015, the FASB voted to defer the effective date by one year to December 15, 2017 for interim and annual reporting periods beginning after that date. Early adoption of ASU 2014-09 is permitted but not before the original effective date (annual periods beginning after December 15, 2016). The Company expects to adopt this guidance when effective and is still evaluating the impact this standard will have on its financial statements. In July 2015, the FASB issued guidance to simplify the subsequent measurement of inventory. This new guidance provides that inventory should be measured at lower of cost or net realizable value. This guidance is effective for fiscal years beginning after December 15, 2016 and interim periods within fiscal years beginning after December 15, 2017 and is required to be applied on a prospective basis. Early adoption is permitted at the beginning of an interim or annual reporting period. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In November 2015, the FASB issued guidance to simplify the presentation of deferred income tax assets and liabilities. Current GAAP requires an entity to separate deferred income tax assets and liabilities into current and non-current classifications. This guidance requires that all deferred tax liabilities be classified as non-current. This guidance is effective for fiscal years beginning after December 15, 2016 and may be applied on a prospective or retrospective basis. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In February 2016, the FASB issued guidance to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Current GAAP does not require lessees to recognize assets and liabilities arising from operating leases on the balance sheet. This new guidance is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company expects to adopt this guidance when effective and is evaluating the impact this standard will have on its financial statements. In March 2016, the FASB issued guidance to simplify the accounting for stock compensation. This guidance requires that all excess tax benefits and deficiencies be recognized as income tax expense in the period in which they occur and that they be reflected as an operating activity in the statement of cash flows. Current GAAP requires excess tax benefits to be recognized as additional paid in capital and as a financing activity in the statement of cash flows. In addition, the guidance gives companies the option of estimating the number of awards that will ultimately vest or accounting for forfeitures as they occur. This guidance is effective for fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this guidance when effective and is evaluating the impact this standard will have on its financial statements. In August 2016, the FASB issued guidance to clarify how companies present and classify certain cash receipts and cash payments in the statement of cash flows, including contingent consideration payments made after a business acquisition and debt extinguishment costs. Specifically, cash payments to settle a contingent consideration liability which are not made soon after the acquisition date should be classified as cash used in financing activities up to the initial amount of contingent consideration recognized with the remaining amount classified as cash flows from operating activities. The guidance will be effective for the Company's annual and interim reporting periods beginning January 1, 2018, and early adoption is permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. Guidance Adopted in 2016 Simplifying the Presentation of Debt Issuance Costs Other Total Current portion Total Long-term Total Total Previously reported $ 5,626 $ 586,218 $ 6,266 $ 103,144 $ 268,508 $ 398,254 $ 586,218 Simplifying the Presentation of Debt Issuance Costs (2,537 ) (2,537 ) (236 ) (236 ) (2,301 ) (2,537 ) (2,537 ) Current presentation $ 3,089 $ 583,681 $ 6,030 $ 102,908 $ 266,207 $ 395,717 $ 583,681

Operations and Basis of Prese20

Operations and Basis of Presentation (Tables)	9 Months Ended
	Sep. 23, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of impact of reclassifications	The impact of these reclassifications is included below: Thirteen weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 277,516 $ 207,056 $ 70,460 $ 57,607 Income statement reclassifications (1,210 ) (922 ) (288 ) (288 ) Current presentation $ 276,306 $ 206,134 $ 70,172 $ 57,319 Thirty-nine weeks ended September 25, 2015 Net Sales Cost of Sales Gross Profit Operating Expenses Previously reported $ 759,274 $ 566,666 $ 192,608 $ 167,281 Income statement reclassifications (5,485 ) (4,520 ) (965 ) (965 ) Current presentation $ 753,789 $ 562,146 $ 191,643 $ 166,316
Schedule of assets and liabilities on retrospective adoption of guidance	As a result of adopting this guidance, total assets and total liabilities as of December 25, 2015 decreased as follows. Other Total Current portion Total Long-term Total Total Previously reported $ 5,626 $ 586,218 $ 6,266 $ 103,144 $ 268,508 $ 398,254 $ 586,218 Simplifying the Presentation of Debt Issuance Costs (2,537 ) (2,537 ) (236 ) (236 ) (2,301 ) (2,537 ) (2,537 ) Current presentation $ 3,089 $ 583,681 $ 6,030 $ 102,908 $ 266,207 $ 395,717 $ 583,681

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	9 Months Ended
	Sep. 23, 2016
Net income (loss) per share:
Schedule of computation of basic and diluted net (loss) income per share	The following table sets forth the computation of basic and diluted net income (loss) per share: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 23, 2016 September 25, 2015 September 23, 2016 September 25, 2015 Net income (loss) per share: Basic $ 0.05 $ 0.20 $ (0.24 ) $ 0.38 Diluted $ 0.05 $ 0.20 $ (0.24 ) $ 0.37 Weighted average common shares: Basic 25,936,832 25,864,638 25,911,278 25,419,349 Diluted 25,977,171 27,154,770 25,911,278 26,275,597
Schedule of reconciliation of net (loss) income per common share	Reconciliation of net income (loss) per common share: Thirteen Weeks Ended Thirty-Nine Weeks Ended September 23, 2016 September 25, 2015 September 23, 2016 September 25, 2015 Numerator: Net income (loss) $ 1,343 $ 5,224 $ (6,119 ) $ 9,554 Add effect of dilutive securities: Interest on convertible notes, net of tax — 134 — 268 Adjusted net income (loss) $ 1,343 $ 5,358 $ (6,119 ) $ 9,822 Denominator: Weighted average basic common shares outstanding 25,936,832 25,864,638 25,911,278 25,419,349 Dilutive effect of unvested common shares 40,339 52,758 — 72,125 Dilutive effect of convertible notes — 1,237,374 — 784,123 Weighted average diluted common shares outstanding 25,977,171 27,154,770 25,911,278 26,275,597

Fair Value Measurements; Fair22

Fair Value Measurements; Fair Value of Financial Instruments (Tables)	9 Months Ended
	Sep. 23, 2016
Fair Value Disclosures [Abstract]
Schedule of changes in Level 3 contingent consideration liability	The following table presents the changes in Level 3 contingent consideration liability: Del Monte Allen Brothers MT Food Total Balance December 25, 2015 $ 13,792 $ 4,344 $ — $ 18,136 Gain on settlement — (1,684 ) — (1,684 ) MT Food acquisition — — 500 500 Cash payments — (2,660 ) — (2,660 ) Changes in fair value 83 — — 83 Balance September 23, 2016 $ 13,875 $ — $ 500 $ 14,375
Schedule of carrying value and fair value of the company's convertible subordinated notes	The following table presents the carrying value and fair value of the Company’s convertible subordinated notes. In estimating the fair value of these convertible secured notes, the Company utilized Level 3 inputs including, prevailing market interest rates to estimate the debt portion of the instrument and a Black Scholes valuation model to estimate the fair value of the conversion option. The Black Scholes model utilizes the market price of the Company’s common stock, estimates of the stock’s volatility and the prevailing risk free interest rate in calculating the fair value estimate. September 23, 2016 December 25, 2015 Carrying Fair Carrying Fair Convertible Secured Notes $ 36,750 $ 32,918 $ 36,750 $ 34,300

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 23, 2016
Business Combinations [Abstract]
Schedule of assets acquired and liabilities assumed	Del Monte Current assets (includes cash acquired) $ 31,509 Customer Relationships 62,246 Trademarks 29,261 Goodwill 76,892 Fixed assets 5,652 Other assets 137 Earn-out liability (13,139 ) Deferred tax liability (361 ) Convertible subordinated notes (36,750 ) Issuance of common shares (24,689 ) Current liabilities (8,123 ) Cash purchase price $ 122,635

Equipment and Leasehold Impro24

Equipment and Leasehold Improvements (Tables)	9 Months Ended
	Sep. 23, 2016
Property, Plant and Equipment [Abstract]
Schedule of equipment and leasehold improvements	Equipment and leasehold improvements consisted of the following: As of Useful Lives September 23, 2016 December 25, 2015 Land Indefinite $ 1,571 $ 1,571 Buildings 20 years 2,802 2,740 Machinery and equipment 5-10 years 12,931 10,739 Computers, data processing and other equipment 3-7 years 8,453 7,598 Leasehold improvements 7-22 years 45,693 41,653 Furniture and fixtures 7 years 2,782 1,488 Vehicles 5-7 years 2,300 2,077 Other 7 years 95 95 Construction-in-process 8,910 8,884 85,537 76,845 Less: accumulated depreciation and amortization (26,262 ) (22,562 ) Equipment and leasehold improvements, net $ 59,275 $ 54,283

Goodwill and Other Intangible25

Goodwill and Other Intangible Assets (Tables)	9 Months Ended
	Sep. 23, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of changes in the carrying amount of goodwill	The changes in the carrying amount of goodwill are presented as follows: Carrying amount as of December 25, 2015 $ 155,816 Goodwill adjustments (614 ) MT Food acquisition 8,559 Foreign currency translation 45 Carrying amount as of September 23, 2016 $ 163,806
Schedule of other intangible assets	Other intangible assets consisted of the following at September 23, 2016 and December 25, 2015: Gross Accumulated Net Amount September 23, 2016: Customer relationships $ 104,464 (18,559 ) $ 85,905 Non-compete agreements 7,165 (5,276 ) 1,889 Trademarks 52,598 (6,488 ) 46,110 Total $ 164,227 (30,323 ) $ 133,904 December 25, 2015: Customer relationships $ 94,097 (12,755 ) $ 81,342 Non-compete agreements 7,166 (4,213 ) 2,953 Trademarks 52,549 (4,633 ) 47,916 Total $ 153,812 (21,601 ) $ 132,211
Schedule of estimated future amortization expense	Estimated amortization expense for other intangibles for the fiscal year ending December 30, 2016 and each of the next four fiscal years and thereafter is as follows: 2016 $ 11,478 2017 11,443 2018 10,304 2019 10,027 2020 9,754 Thereafter 89,602 Total $ 142,608

Debt Obligations (Tables)

Debt Obligations (Tables)	9 Months Ended
	Sep. 23, 2016
Debt Disclosure [Abstract]
Schedule of debt obligations	Debt obligations as of September 23, 2016 and December 25, 2015 consisted of the following: September 23, December 25, Senior secured term loan $ 293,202 $ — Convertible subordinated notes 36,750 36,750 New Markets Tax Credit loan 11,000 11,000 Capital leases and financed software 2,774 3,961 Senior secured notes — 125,000 Revolving credit facility — 93,382 Term loan — 4,681 Deferred finance fees and original issue discount (11,106 ) (2,537 ) Total debt obligations 332,620 272,237 Less: current installments (13,615 ) (6,030 ) Total debt obligations excluding current installments $ 319,005 $ 266,207

Supplemental Disclosures of C27

Supplemental Disclosures of Cash Flow Information (Tables)	9 Months Ended
	Sep. 23, 2016
Supplemental Disclosures Of Cash Flow Information Tables
Schedule of supplemental disclosures of cash flow information	Thirty-Nine Week Period Ended September 23, 2016 September 25, 2015 Supplemental cash flow disclosures: Cash paid for income taxes $ 7,976 $ 8,797 Cash paid for interest, net of loss on debt extinguishment $ 10,759 $ 8,226 Non-cash investing activity: Convertible notes issued for acquisitions $ — $ 36,750 Contingent earn-out liabilities for acquisitions $ 500 $ 13,139 Acquisition purchase price payable $ 500 $ — Common stock issued for acquisitions $ — $ 24,689

Operations and Basis of Prese28

Operations and Basis of Presentation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015
Net sales	$ 297,917	$ 276,306	$ 849,962	$ 753,789
Cost of sales	223,525	206,134	637,809	562,146
Gross profit	74,392	70,172	212,153	191,643
Operating expenses	$ 66,106	57,319	$ 187,318	166,316
Previously Reported [Member]
Net sales		277,516		759,274
Cost of sales		207,056		566,666
Gross profit		70,460		192,608
Operating expenses		57,607		167,281
Income Statement Reclassifications [Member]
Net sales		(1,210)		(5,485)
Cost of sales		(922)		(4,520)
Gross profit		(288)		(965)
Operating expenses		$ (288)		$ (965)

Operations and Basis of Prese29

Operations and Basis of Presentation (Details 1) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Other Assets	$ 3,703	$ 3,089
Total assets	632,280	583,681
Current portion of long-term debt	13,615	6,030
Total current liabilities	102,810	102,908
Long-term debt	319,005	266,207
Total liabilities	448,043	395,717
Total liabilities and stockholders' equity	$ 632,280	583,681
Previously Reported [Member]
Other Assets		5,626
Total assets		586,218
Current portion of long-term debt		6,266
Total current liabilities		103,144
Long-term debt		268,508
Total liabilities		398,254
Total liabilities and stockholders' equity		586,218
Simplifying the Presentation of Debt Issuance Costs [Member]
Other Assets		(2,537)
Total assets		(2,537)
Current portion of long-term debt		(236)
Total current liabilities		(236)
Long-term debt		(2,301)
Total liabilities		(2,537)
Total liabilities and stockholders' equity		$ (2,537)

Earnings (Loss) Per Share (Deta

Earnings (Loss) Per Share (Details Narrative) - shares	3 Months Ended	9 Months Ended
	Sep. 23, 2016	Sep. 23, 2016	Sep. 25, 2015
Restricted Share Awards [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	158,539	309,922	45,106
Convertible Subordinated Notes [Member] | Del Monte [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	1,237,374

Earnings (Loss) Per Share (De31

Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015
Net income (loss) per share:
Basic (in dollars per share)	$ 0.05	$ 0.20	$ (0.24)	$ 0.38
Diluted (in dollars per share)	$ 0.05	$ 0.20	$ (0.24)	$ 0.37
Weighted average common shares:
Basic (in shares)	25,936,832	25,864,638	25,911,278	25,419,349
Diluted (in shares)	25,977,171	27,154,770	25,911,278	26,275,597
Numerator:
Net income (loss)	$ 1,343	$ 5,224	$ (6,119)	$ 9,554
Add effect of dilutive securities:
Interest on convertible notes, net of tax		134		268
Adjusted net income (loss)	$ 1,343	$ 5,358	$ (6,119)	$ 9,822
Denominator:
Weighted average basic common shares outstanding (in shares)	25,936,832	25,864,638	25,911,278	25,419,349
Dilutive effect of unvested common shares (in shares)	40,339	52,758		72,125
Dilutive effect of convertible notes		1,237,374		784,123
Weighted average diluted common shares outstanding (in shares)	25,977,171	27,154,770	25,911,278	26,275,597

Fair Value Measurements; Fair32

Fair Value Measurements; Fair Value of Financial Instruments (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2016	Jul. 08, 2016	Sep. 23, 2016
Del Monte [Member] | Subsequent Event [Member]
Earn-out payment	$ 4,083
Fair Value Inputs Level 3 [Member] | Del Monte [Member]
Contingent earn-out liabilities, fair value			$ 13,661
Fair Value Inputs Level 3 [Member] | M.T. Food Service, Inc [Member]
Contingent earn-out liabilities, fair value			$ 500
Fair Value Inputs Level 3 [Member] | Allen Brothers, Inc And Subsidiaries [Member]
Earn-out payment		$ 2,660

Fair Value Measurements; Fair33

Fair Value Measurements; Fair Value of Financial Instruments (Details) - Fair Value Inputs Level 3 [Member] $ in Thousands	9 Months Ended
	Sep. 23, 2016USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning	$ 18,136
Gain on settlement	(1,684)
MT Food acquisition	500
Cash payments	(2,660)
Changes in fair value	83
Balance at ending	14,375
Del Monte [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning	13,792
Changes in fair value	83
Balance at ending	13,875
Allen Brothers, Inc And Subsidiaries [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning	4,344
Gain on settlement	(1,684)
Cash payments	(2,660)
M.T. Food Service, Inc [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
MT Food acquisition	500
Balance at ending	$ 500

Fair Value Measurements; Fair34

Fair Value Measurements; Fair Value of Financial Instruments (Details 1) - Fair Value Inputs Level 3 [Member] - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Carrying Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible Secured Notes	$ 36,750	$ 36,750
Fair Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible Secured Notes	$ 32,918	$ 34,300

Acquisitions (Details Narrative

Acquisitions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jun. 27, 2016	Apr. 06, 2015	Jul. 31, 2016	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015	Dec. 25, 2015	Jun. 26, 2016
Net revenue				$ 297,917	$ 276,306	$ 849,962	$ 753,789
Income before taxes				2,299	$ 8,943	$ (10,479)	$ 16,355
Del Monte [Member]
Effective acquisition date						Apr. 6, 2015
Aggregate purchase price		$ 184,074
Total purchase price including cash, debt issued and borrowings		123,893
Amounts released out of escrow			$ 1,258
Portion purchase price additional senior secured notes and additional borrowings		61,439
Number of common stock issued for acquisition						1,100,000
Value of common stock issued for acquisition		24,689
Additional contingent consideration		24,500
Description of payment for contingent consideration arrangements						The payment of the earn-out liability is subject to certain conditions, including the successful achievement of Adjusted EBITDA targets for the Del Monte entities and improvements in certain operating metrics for the Company’s existing protein business and the business of any protein companies subsequently acquired by the Company over the six years following the closing of the Del Monte acquisition.
Fair value of contingent consideration		13,139		13,661		$ 13,661
Professional fees								$ 1,546
Operating expenses								$ 3,000
Cash paid to acquire entity		122,635
Del Monte [Member] | Customer Lists [Member]
Weighted average useful life						15 years
Del Monte [Member] | Trademarks [Member]
Weighted average useful life						20 years
Del Monte [Member] | Goodwill [Member]
Weighted average useful life						15 years
Del Monte [Member] | Convertible Subordinated Notes [Member]
Aggregate principal amounts		$ 36,750
Maturity period		6 years
Stated interest rate		2.50%
Conversion price (in dollars per share)		$ 29.70
M.T. Food Service, Inc [Member]
Effective acquisition date						Jun. 26, 2016
Aggregate purchase price									$ 21,500
Additional contingent consideration									500
Description of payment for contingent consideration arrangements						The payment of the earn-out liability is subject to certain conditions, including the successful achievement of Gross Profit targets for the MT Food entity during the period between the acquisition date and the date the MT Food operations are transferred to the Company’s existing Chicago facility, not to exceed one year.
Fair value of contingent consideration				500		$ 500
Net revenue				15,620
Income before taxes				$ 992
Amount payable for acquisition									$ 500
Cash paid to acquire entity	$ 21,000
M.T. Food Service, Inc [Member] | Goodwill [Member]
Weighted average useful life						15 years
M.T. Food Service, Inc [Member] | Other Intangible Assets [Member] | Minimum [Member]
Weighted average useful life						5 years
M.T. Food Service, Inc [Member] | Other Intangible Assets [Member] | Maximum [Member]
Weighted average useful life						15 years

Acquisitions (Details)

Acquisitions (Details) - USD ($) $ in Thousands	Apr. 06, 2015	Sep. 23, 2016	Dec. 25, 2015
Goodwill		$ 163,806	$ 155,816
Del Monte [Member]
Current assets (includes cash acquired)	$ 31,509
Goodwill	76,892
Fixed assets	5,652
Other assets	137
Earn-out liability	(13,139)
Deferred tax liability	(361)
Convertible subordinated notes	(36,750)
Issuance of common shares	(24,689)
Current liabilities	(8,123)
Cash purchase price	122,635
Del Monte [Member] | Customer Relationships [Member]
Other intangibles	62,246
Del Monte [Member] | Trademarks [Member]
Other intangibles	$ 29,261

Inventory (Details Narrative)

Inventory (Details Narrative) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Inventory Disclosure [Abstract]
Reserves for shrinkage and obsolescence	$ 1,983	$ 1,956

Equipment and Leasehold Impro38

Equipment and Leasehold Improvements (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015	Dec. 25, 2015
Property, Plant and Equipment [Line Items]
Depreciation	$ 1,577	$ 1,323	$ 3,753	$ 3,348
Accumulated depreciation and amortization	26,262		26,262		$ 22,562
Capitalized interest expense			0	739
Assets Held Under Capital Leases [Member]
Property, Plant and Equipment [Line Items]
Assets financed by capital lease	506		506		506
Depreciation	15	24	58	72
Computer Software Intangible Asset [Member]
Property, Plant and Equipment [Line Items]
Depreciation	437	$ 278	1,155	$ 799
Accumulated depreciation and amortization	$ 4,906		$ 4,906		$ 3,751
Minimum [Member] | Computer Software Intangible Asset [Member]
Property, Plant and Equipment [Line Items]
Useful Lives			3 years
Maximum [Member] | Computer Software Intangible Asset [Member]
Property, Plant and Equipment [Line Items]
Useful Lives			7 years

Equipment and Leasehold Impro39

Equipment and Leasehold Improvements (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 23, 2016	Dec. 25, 2015
Equipment and leasehold improvements, gross	$ 85,537	$ 76,845
Less: accumulated depreciation and amortization	(26,262)	(22,562)
Equipment and leasehold improvements, net	59,275	54,283
Land [Member]
Equipment and leasehold improvements, gross	$ 1,571	1,571
Buildings [Member]
Useful Lives	20 years
Equipment and leasehold improvements, gross	$ 2,802	2,740
Machinery and equipment [Member]
Equipment and leasehold improvements, gross	$ 12,931	10,739
Machinery and equipment [Member] | Minimum [Member]
Useful Lives	5 years
Machinery and equipment [Member] | Maximum [Member]
Useful Lives	10 years
Computers, data processing and other equipment [Member]
Equipment and leasehold improvements, gross	$ 8,453	7,598
Computers, data processing and other equipment [Member] | Minimum [Member]
Useful Lives	3 years
Computers, data processing and other equipment [Member] | Maximum [Member]
Useful Lives	7 years
Leasehold improvements [Member]
Equipment and leasehold improvements, gross	$ 45,693	41,653
Leasehold improvements [Member] | Minimum [Member]
Useful Lives	7 years
Leasehold improvements [Member] | Maximum [Member]
Useful Lives	22 years
Furniture and fixtures [Member]
Useful Lives	7 years
Equipment and leasehold improvements, gross	$ 2,782	1,488
Vehicles [Member]
Equipment and leasehold improvements, gross	$ 2,300	2,077
Vehicles [Member] | Minimum [Member]
Useful Lives	5 years
Vehicles [Member] | Maximum [Member]
Useful Lives	7 years
Other [Member]
Useful Lives	7 years
Equipment and leasehold improvements, gross	$ 95	95
Construction-in-process [Member]
Equipment and leasehold improvements, gross	$ 8,910	$ 8,884

Goodwill and Other Intangible40

Goodwill and Other Intangible Assets (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015	Sep. 23, 2016	Sep. 25, 2015
Amortization expense	$ 3,137	$ 2,165	$ 8,704	$ 6,754
Customer Relationships [Member] | Minimum [Member]
Useful life			4 years
Customer Relationships [Member] | Maximum [Member]
Useful life			20 years
Trademarks [Member] | Minimum [Member]
Useful life			1 year
Trademarks [Member] | Maximum [Member]
Useful life			40 years
Non-compete Agreements [Member] | Minimum [Member]
Useful life			2 years
Non-compete Agreements [Member] | Maximum [Member]
Useful life			6 years

Goodwill and Other Intangible41

Goodwill and Other Intangible Assets (Details) $ in Thousands	9 Months Ended
	Sep. 23, 2016USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 155,816
Goodwill adjustments	(614)
MT Food acquisition	8,559
Foreign currency translation	45
Ending balance	$ 163,806

Goodwill and Other Intangible42

Goodwill and Other Intangible Assets (Details 1) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 164,227	$ 153,812
Accumulated Amortization	(30,323)	(21,601)
Net Amount	133,904	132,211
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	104,464	94,097
Accumulated Amortization	(18,559)	(12,755)
Net Amount	85,905	81,342
Non-compete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	7,165	7,166
Accumulated Amortization	(5,276)	(4,213)
Net Amount	1,889	2,953
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	52,598	52,549
Accumulated Amortization	(6,488)	(4,633)
Net Amount	$ 46,110	$ 47,916

Goodwill and Other Intangible43

Goodwill and Other Intangible Assets (Details 2) $ in Thousands	Sep. 23, 2016USD ($)
Estimated amortization in fiscal year:
2,016	$ 11,478
2,017	11,443
2,018	10,304
2,019	10,027
2,020	9,754
Thereafter	89,602
Total	$ 142,608

Debt Obligations (Details Narra

Debt Obligations (Details Narrative) - USD ($) $ in Thousands	Sep. 14, 2016	Jun. 27, 2016	Jun. 22, 2016	Apr. 30, 2023	Oct. 31, 2020	Apr. 30, 2018	Sep. 23, 2016	Sep. 25, 2015
Debt Instrument [Line Items]
Repayments of debt from refinancing							$ 156,655	$ 7,351
Cash paid for debt extinguishment							22,310
Loss on extinguishment of debt							$ 22,310
M.T. Food Service, Inc [Member]
Debt Instrument [Line Items]
Amount paid for aquisition		$ 21,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Repayments of debt from refinancing			$ 96,400
Debt maturity date			Apr. 30, 2017
Term Loan [Member]
Debt Instrument [Line Items]
Repayments of debt from refinancing			$ 1,681
Debt maturity date			Apr. 30, 2017
Senior Secured Notes [Member]
Debt Instrument [Line Items]
Repayments of debt from refinancing			$ 125,000
Debt payments due				$ 50,000	$ 25,000	$ 50,000
Cash paid for debt extinguishment			21,144
Deferred financing fees written off			$ 1,091
Senior Secured Term Loan [Member]
Debt Instrument [Line Items]
Debt maturity date			Jun. 22, 2022
Facility borrowing capacity			$ 305,000
Quarterly amortization payments due			0.25%
DDTL [Member]
Debt Instrument [Line Items]
Repayments of debt from refinancing	$ 25,000
Facility borrowing capacity			$ 50,000
Facility covenants			Subject to the Company's consolidated Total Leverage Ration not exceeding 4.90:1.00
Commitment fee			50% of the interest rate
Debt interest rate							6.75%
DDTL [Member] | M.T. Food Service, Inc [Member]
Debt Instrument [Line Items]
Amount paid for aquisition		$ 14,000
ABL Credit Agreement [Member]
Debt Instrument [Line Items]
Debt maturity date			Jun. 22, 2021
Facility borrowing capacity			$ 75,000
Facility covenants			Compliance with a minimum consolidated fixed charge coverage ratio of 1:1
Facility borrowing capacity description			The co-borrowers under the ABL Facility are entitled on one or more occassions, subject to the satisfaction of certain conditions, to request an increase in the commitments under the ABL Facility in an aggregate principal amount of up to $25,000.
Amounts reserved for issuance of letters of credit							$ 7,670
Available borrowing capacity							$ 67,330

Debt Obligations (Details)

Debt Obligations (Details) - USD ($) $ in Thousands	Sep. 23, 2016	Dec. 25, 2015
Debt Instrument [Line Items]
Total debt obligations	$ 332,620	$ 272,237
Deferred finance fees and original issue discount	(11,106)	(2,537)
Less: current installments	(13,615)	(6,030)
Total debt obligations excluding current installments	319,005	266,207
Senior Secured Term Loan [Member]
Debt Instrument [Line Items]
Total debt obligations	293,202
Convertible Subordinated Notes [Member]
Debt Instrument [Line Items]
Total debt obligations	36,750	36,750
New Markets Tax Credit Loan [Member]
Debt Instrument [Line Items]
Total debt obligations	11,000	11,000
Capital Leases And Financed Software [Member]
Debt Instrument [Line Items]
Total debt obligations	$ 2,774	3,961
Senior Secured Notes [Member]
Debt Instrument [Line Items]
Total debt obligations		125,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Total debt obligations		93,382
Term Loan [Member]
Debt Instrument [Line Items]
Total debt obligations		$ 4,681

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - Omnibus Equity Incentive Plan 2011 [Member] $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 23, 2016USD ($)shares	Sep. 23, 2016USD ($)$ / sharesshares
Number of shares available for grant	603,789	603,789
Time-Based Vesting [Member]
Weighted average remaining term		20 months
Performance-Based Vesting [Member]
Weighted average remaining term		20 months
Restricted Stock Awards [Member]
Number of shares granted		186,969
Weighted average grant date fair value of RSAs (in dollars per share) | $ / shares		$ 18.47
Description of vesting term		These awards are a mix of time and performance based grants which will vest over periods of two to four years.
Recognized expense | $	$ 110	$ 357
Prior period recognized expense | $	$ 309	$ 1,160
Number of nonvested shares outstanding	309,922	309,922
Total unrecognized compensation cost | $	$ 4,921	$ 4,921
Weighted average remaining term		20 months
Restricted Stock Awards [Member] | Time-Based Vesting [Member]
Number of nonvested shares outstanding	3,596	3,596
Restricted Stock Awards [Member] | Performance-Based Vesting [Member]
Number of nonvested shares outstanding	1,325	1,325
Non-Qualified Stock Options [Member]
Description of vesting term		These awards vest over a period of three years and require the Company’s stock to trade at or above $30 per share for 20 consecutive days within four years of issuance to meet the market condition threshold.
Recognized expense | $	$ 120	$ 392
Number of options granted		259,577
Weighted average grant date fair value of Options (in dollars per share) | $ / shares		$ 9.44

Related Parties (Details Narrat

Related Parties (Details Narrative) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 23, 2016USD ($)Number	Sep. 25, 2015USD ($)	Sep. 23, 2016USD ($)Number	Sep. 25, 2015USD ($)
Related Party Transaction [Line Items]
Ownership interest in facilities owned by entities controlled by company's stockholders			100.00%
Number of warehouses leased from related parties | Number	2		2
Expenses related to warehouse facilities	$ 133	$ 233	$ 481	$ 1,147
C. Pappas, J. Pappas, D. Facatselis [Member] | Restaurant Company [Member]
Related Party Transaction [Line Items]
Revenue from related parties	$ 22	27	$ 77	86
Equity interest in related parties	8.33%		8.33%
C. Pappas, J. Couri and S. Hanson [Member] | Interest in Aircraft [Member]
Related Party Transaction [Line Items]
Equity interest in related parties	50.00%		50.00%
Aircraft rental expenses	$ 0	27	$ 7	158
Architexture Studios, Inc. [Member]
Related Party Transaction [Line Items]
Purchase of products	67	157	214	582
ConAgra Foods [Member]
Related Party Transaction [Line Items]
Purchase of products	$ 249		$ 632
TJ Management Co. LLC John DeBenedetti [Member]
Related Party Transaction [Line Items]
Equity interest in related parties	50.00%		50.00%
TJ Management Co. LLC Theresa Lincoln [Member]
Related Party Transaction [Line Items]
Equity interest in related parties	50.00%		50.00%
TJ Management Co. LLC [Member] | Warehouse 1 [Member]
Related Party Transaction [Line Items]
Expenses related to warehouse facilities	$ 53	52	$ 158	104
TJ Management Co. LLC [Member] | Warehouse 2 [Member]
Related Party Transaction [Line Items]
Expenses related to warehouse facilities	$ 57	56	$ 169	111
J. DeBenedetti and T. Lincoln [Member] | Old World Provisions [Member]
Related Party Transaction [Line Items]
Equity interest in related parties	16.67%		16.67%
Purchase of products	$ 169	$ 249	$ 306	$ 482

Supplemental Disclosures of C48

Supplemental Disclosures of Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 23, 2016	Sep. 25, 2015
Supplemental cash flow disclosures:
Cash paid for income taxes	$ 7,976	$ 8,797
Cash paid for interest, net of loss on debt extinguishment	10,759	8,226
Non-cash investing activity:
Convertible notes issued for acquisitions		36,750
Contingent earn-out liabilities for acquisitions	500	13,139
Acquisition purchase price payable	$ 500
Common stock issued for acquisitions		$ 24,689

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) $ in Thousands	Sep. 23, 2016USD ($)
TCW Leasing Co LLC [Member]
Potential obligation under gurantee	$ 5,362

Subsequent Event (Details Narra

Subsequent Event (Details Narrative) $ in Thousands	Sep. 30, 2016USD ($)
Subsequent Event [Member] | Del Monte [Member]
Subsequent Event [Line Items]
Earn-out payment	$ 4,083