Cover
Cover - shares | 6 Months Ended | |
Jul. 01, 2023 | Aug. 03, 2023 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 01, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-35588 | |
Entity Registrant Name | Franchise Group, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-3561876 | |
Entity Address, Address Line One | 109 Innovation Court, Suite J | |
Entity Address, City or Town | Delaware, | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43015 | |
City Area Code | 740) | |
Local Phone Number | -2222 | |
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 | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 35,191,461 | |
Entity Central Index Key | 0001528930 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Common Stock [Member] | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | FRG | |
Security Exchange Name | NASDAQ | |
Series A Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 7.50% Series A Cumulative Preferred Stock, par value $0.01 per share and liquidation preference of $25.00 per share | |
Trading Symbol | FRGAP | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | |
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,038,686 | $ 1,094,998 | $ 2,143,507 | $ 2,230,467 |
Operating expenses: | ||||
Cost of Revenue | 632,623 | 612,253 | 1,301,732 | 1,240,362 |
Selling, general, and administrative expenses | 383,563 | 405,639 | 770,804 | 782,633 |
Goodwill, Impairment Loss | 0 | 0 | 75,000 | 0 |
Total operating expenses | 1,016,186 | 1,017,892 | 2,147,536 | 2,022,995 |
Loss from operations | 22,500 | 77,106 | (4,029) | 207,472 |
Other income (expense): | ||||
Bargain purchase gain | 6 | 3,581 | 6 | 3,514 |
Sale and Leaseback Transaction, Gain (Loss), Net | 0 | 49,854 | 0 | 49,854 |
Foreign currency transaction gain | (3,783) | 12,853 | (5,617) | (9,122) |
Interest expense | (83,364) | (88,839) | (170,493) | (181,167) |
Income tax benefit | (13,845) | 13,572 | (21,020) | 17,250 |
Comprehensive income (loss) | (50,796) | 40,983 | (159,113) | 53,301 |
Other comprehensive income (loss) | 0 | 0 | 0 | 0 |
Loss before income taxes | $ (64,641) | $ 54,555 | $ (180,133) | $ 70,551 |
Net income (loss) per share: | ||||
Weighted Average Number of Shares Outstanding, Basic | 35,177,146 | 40,356,299 | 35,089,660 | 40,331,855 |
Weighted Average Number of Shares Outstanding, Diluted | 35,177,146 | 41,126,605 | 35,089,660 | 41,148,668 |
Earnings Per Share, Basic | $ (1.50) | $ 0.96 | $ (4.66) | $ 1.22 |
Earnings Per Share, Diluted | $ (1.50) | $ 0.94 | $ (4.66) | $ 1.19 |
Product [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 916,112 | $ 952,009 | $ 1,892,920 | $ 1,931,173 |
Operating expenses: | ||||
Cost of Revenue | 621,482 | 600,780 | 1,278,386 | 1,217,364 |
Service [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 115,501 | 135,648 | 236,069 | 283,929 |
Operating expenses: | ||||
Cost of Revenue | 8,634 | 8,732 | 18,213 | 17,395 |
Rental | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,073 | 7,341 | 14,518 | 15,365 |
Operating expenses: | ||||
Cost of Revenue | $ 2,507 | $ 2,741 | $ 5,133 | $ 5,603 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 01, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 106,264 | $ 80,783 |
Receivables: | ||
Total Receivables, Current, Net | 256,003 | 170,162 |
Accounts Receivable from Securitization | 191,826 | 292,913 |
Inventory, Net | 746,753 | 736,841 |
Assets Held-for-sale, Not Part of Disposal Group, Current | 7,633 | 8,528 |
Other current assets | 28,238 | 27,272 |
Total current assets | 1,336,717 | 1,316,499 |
Property, equipment, and software, net | 238,922 | 223,718 |
Equity Securities, FV-NI, Noncurrent | 5,977 | 11,587 |
Accounts and Financing Receivable, after Allowance for Credit Loss, Noncurrent | 10,808 | 11,735 |
Goodwill | 663,481 | 737,402 |
Operating Lease, Right-of-Use Asset | 890,611 | 890,949 |
Indefinite-Lived Trade Names | 222,703 | 222,703 |
Other intangible assets, net | 111,432 | 116,799 |
Other assets | 65,398 | 59,493 |
Total assets | 3,571,861 | 3,630,412 |
Current liabilities: | ||
Current installments of long-term obligations | 13,192 | 6,935 |
Secured Debt, Current | 341,144 | 340,021 |
Operating Lease, Liability, Current | 179,250 | 179,519 |
Accounts payable and accrued expenses | 407,543 | 376,895 |
Deferred revenue - current | 34,827 | 40,541 |
Total current liabilities | 975,956 | 943,911 |
Long-term Debt and Lease Obligation | 729,870 | 720,474 |
Long-term Debt, Excluding Current Maturities | 1,526,605 | 1,374,479 |
Secured Long-term Debt, Noncurrent | 44,423 | 107,448 |
Other Liabilities, Noncurrent | 69,576 | 62,720 |
Total liabilities | 3,346,430 | 3,209,032 |
Equity: | ||
Additional paid-in capital | 310,654 | 311,069 |
Retained earnings | (85,620) | 109,917 |
Total equity | 225,431 | 421,380 |
Total liabilities and equity | 3,571,861 | 3,630,412 |
Asset-backed Securities, Securitized Loans and Receivables | ||
Receivables: | ||
Total Receivables, Current, Net | 292,913 | |
Accounts Receivable, after Allowance for Credit Loss, Noncurrent | 25,812 | 39,527 |
Current receivables, net | ||
Receivables: | ||
Total Receivables, Current, Net | 256,003 | 170,162 |
Special voting preferred stock | ||
Equity: | ||
Preferred stock | 45 | 45 |
Class A common stock | ||
Equity: | ||
Common stock | $ 352 | $ 349 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jul. 01, 2023 | Dec. 31, 2022 |
Accounts Receivable, Allowance for Credit Loss | $ (8,204,000) | $ (4,106,000) |
allowance for credit losses | (65,519,000) | (57,095,000) |
Allowance for Credit Losses, Securitized Receivables, Noncurrent | (8,816,000) | (7,705,000) |
Accounts Receivable, Allowance for Credit Loss, Noncurrent | (1,070,000) | (892,000) |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 29,734,000 | $ 24,003,000 |
Common Stock, Shares Authorized | 180,000,000 | 180,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Issued | 4,541,125 | 4,541,125 |
Class A common stock | ||
Common Stock, Value, Issued | $ 352,000 | $ 349,000 |
Common Stock [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued | 35,186,943 | |
Common Stock, Shares, Outstanding | 35,186,943 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders Equity Statement - USD ($) shares in Thousands | Total | Common Stock [Member] | Preferred Stock [Member] | Parent [Member] | Parent [Member] Cumulative Effect, Period of Adoption, Adjustment | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjustment |
Shares, Outstanding, Beginning Balance at Dec. 25, 2021 | 40,297 | 4,541 | ||||||
Equity, Attributable to Parent, Beginning Balance at Dec. 25, 2021 | $ 403,000 | $ 45,000 | $ 762,831,000 | $ 475,396,000 | $ 286,987,000 | |||
Net Income (Loss) Attributable to Parent | 53,301,000 | 53,301,000 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | 180,000 | 180,000 | ||||||
Stock Issued During Period, Shares, Acquisitions | 47 | |||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 10,484,000 | 10,483,000 | ||||||
Dividends | $ (53,685,000) | (53,685,000) | ||||||
Dividends, Preferred Stock, Cash | (4,257,000) | (4,257,000) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 15 | |||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 1,000 | |||||||
Equity, Attributable to Parent, Ending Balance at Jun. 25, 2022 | $ 404,000 | $ 45,000 | 768,854,000 | 486,059,000 | 282,346,000 | |||
Shares, Outstanding, Ending Balance at Jun. 25, 2022 | 40,359 | 4,541 | ||||||
Shares, Outstanding, Beginning Balance at Mar. 26, 2022 | 40,354 | 4,541 | ||||||
Equity, Attributable to Parent, Beginning Balance at Mar. 26, 2022 | $ 404,000 | $ 45,000 | 751,686,000 | 480,628,000 | 270,609,000 | |||
Net Income (Loss) Attributable to Parent | 40,983,000 | 40,983,000 | ||||||
Stock Issued During Period, Shares, Acquisitions | 5 | |||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 5,431,000 | 5,431,000 | ||||||
Dividends | (27,117,000) | (27,117,000) | ||||||
Dividends, Preferred Stock, Cash | (2,129,000) | (2,129,000) | ||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 0 | |||||||
Equity, Attributable to Parent, Ending Balance at Jun. 25, 2022 | $ 404,000 | $ 45,000 | 768,854,000 | 486,059,000 | 282,346,000 | |||
Shares, Outstanding, Ending Balance at Jun. 25, 2022 | 40,359 | 4,541 | ||||||
Shares, Outstanding, Beginning Balance at Dec. 31, 2022 | 34,926 | 4,541 | ||||||
Equity, Attributable to Parent, Beginning Balance at Dec. 31, 2022 | 421,380,000 | $ 349,000 | $ 45,000 | 421,380,000 | 311,069,000 | 109,917,000 | ||
Net Income (Loss) Attributable to Parent | (159,113,000) | (159,113,000) | ||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 1,000 | 491,000 | 490,000 | |||||
Stock Issued During Period, Shares, Acquisitions | 213 | |||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | (903,000) | (905,000) | ||||||
Dividends | (22,189,000) | (22,189,000) | ||||||
Dividends, Preferred Stock, Cash | (4,257,000) | (4,257,000) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 48 | |||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 2,000 | |||||||
Equity, Attributable to Parent, Ending Balance at Jul. 01, 2023 | 225,431,000 | $ 352,000 | $ 45,000 | 225,431,000 | 310,654,000 | (85,620,000) | ||
Shares, Outstanding, Ending Balance at Jul. 01, 2023 | 35,187 | 4,541 | ||||||
Shares, Outstanding, Beginning Balance at Apr. 01, 2023 | 35,149 | 4,541 | ||||||
Equity, Attributable to Parent, Beginning Balance at Apr. 01, 2023 | $ 351,000 | $ 45,000 | 277,647,000 | $ (9,978,000) | 310,160,000 | (32,909,000) | $ (9,978,000) | |
Net Income (Loss) Attributable to Parent | (50,796,000) | (50,796,000) | ||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 1,000 | 361,000 | 360,000 | |||||
Stock Issued During Period, Shares, Acquisitions | 5 | |||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 134,000 | 134,000 | ||||||
Dividends | 214,000 | 214,000 | ||||||
Dividends, Preferred Stock, Cash | (2,129,000) | (2,129,000) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 33 | |||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 0 | |||||||
Equity, Attributable to Parent, Ending Balance at Jul. 01, 2023 | $ 225,431,000 | $ 352,000 | $ 45,000 | $ 225,431,000 | $ 310,654,000 | $ (85,620,000) | ||
Shares, Outstanding, Ending Balance at Jul. 01, 2023 | 35,187 | 4,541 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jul. 01, 2023 | Jun. 25, 2022 | |
Operating Activities | ||
Net loss | $ (159,113,000) | $ 53,301,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for credit losses for accounts receivable | 45,743,000 | 56,840,000 |
Goodwill, Impairment Loss | 75,000,000 | 0 |
Other Depreciation and Amortization | 44,282,000 | 42,236,000 |
Amortization of Debt Issuance Costs | 5,788,000 | 12,032,000 |
Amortization of Debt Discount (Premium) | 48,630,000 | 59,618,000 |
Stock-based compensation expense | 2,829,000 | 10,853,000 |
Change in fair value of investment | 5,611,000 | 10,855,000 |
Gain (Loss) on Sale of Intangible and Other Assets | (42,000) | (55,883,000) |
Gain (Loss) on Disposition of Other Assets | 262,000 | (2,182,000) |
Changes in other assets and liabilities | (30,905,000) | (238,903,000) |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 38,085,000 | (51,233,000) |
Investing Activities | ||
Assets Acquired from Franchisees and Area Developers | (28,760,000) | (21,809,000) |
Proceeds from Sale of Intangible Assets | 3,379,000 | 240,558,000 |
Payments to Acquire Businesses, Net of Cash Acquired | (3,682,000) | (3,754,000) |
Payments received on operating loans to franchisees | 1,000,000 | |
Net cash provided by (used in) investing activities | (29,063,000) | 215,995,000 |
Financing Activities | ||
Dividends paid | (49,806,000) | (54,665,000) |
Proceeds from Long-term Lines of Credit | 538,000,000 | 88,500,000 |
Repayments of Other Long-term Debt | (389,389,000) | (358,172,000) |
Finance Lease, Principal Payments | (3,180,000) | (1,383,000) |
Proceeds from Issuance of Secured Debt | 133,398,000 | 130,556,000 |
Repayments of Secured Debt | (192,030,000) | (166,653,000) |
Payment for debt issue costs | (17,393,000) | (431,000) |
Payment, Tax Withholding, Share-based Payment Arrangement | (3,240,000) | (190,000) |
Net cash provided by (used in) financing activities | 16,360,000 | (362,438,000) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 25,382,000 | (197,676,000) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 106,632,000 | 95,038,000 |
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 106,264,000 | 95,038,000 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest, net of capitalized interest of $4 and $3, respectively | 4,048,000 | 17,842,000 |
Cash paid for taxes, net of refunds | 67,075,000 | 42,013,000 |
Cash Paid for Interest on Secured Debt | 43,414,000 | 48,506,000 |
Payments to Acquire Software | 2,461,000 | 2,751,000 |
Capital Expenditures Incurred but Not yet Paid | 14,147,000 | 0 |
Restricted Cash, Noncurrent | 368,000 | 0 |
Restricted Cash and Cash Equivalents | $ 106,632,000 | $ 95,038,000 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 3 Months Ended |
Jul. 01, 2023 | |
Accounting Policies [Abstract] | |
Organization and Significant Accounting Policies | Basis of Presentation Unless otherwise stated, references to the “Company,” “we,“ “us,” and “our” in this Quarterly Report on Form 10-Q (this “Quarterly Report”) refer to Franchise Group, Inc. and its direct and indirect subsidiaries on a consolidated basis. The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Form 10-K for the year ended December 31, 2022 that was filed with the Securities and Exchange Commission (“SEC”) on February 28, 2023 (the “Form 10-K”). In the opinion of management, all adjustments (including those of a normal recurring nature) necessary for a fair presentation of such condensed consolidated financial statements in accordance with GAAP have been recorded. The December 31, 2022 balance sheet information was derived from the audited financial statements as of that date. Reclassifications Certain prior year amounts within the footnotes have been reclassified to conform to the current year presentation. Recent Accounting Pronouncements Adopted In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2016-13, “Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which changes how companies measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard replaces the “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost (which generally will result in the earlier recognition of allowances for losses) and requires companies to record allowances for available-for-sale debt securities, rather than reduce the carrying amount. In addition, companies will have to disclose significantly more information, including information used to track credit quality by year of origination, for most financing receivables. Effective January 1, 2023, the Company adopted ASU 2016-13 and applied a cumulative-effect adjustment to retained earnings. The Company has reviewed its entire portfolio of assets recognized on the balance sheet as of December 31, 2022 and identified customer receivables and securitized receivables as the materially impacted assets within the scope of ASC 326. Upon adoption of ASC 326 the Company recorded a net decrease to retained earnings of $10.0 million as of January 1, 2023. Prior period amounts were not adjusted and will continue to be reported under the previous accounting standards. The cumulative effect of the changes made to the Company’s Condensed Consolidated Balance Sheet as a result of the adoption of ASC 326 were as follows: Impact of Adoption of ASC 326 (In thousands) Balance at Adjustments due to ASC 326 Balance at Assets Current receivables, net $ 170,162 $ (654) $ 169,508 Current securitized receivables, net 292,913 (11,619) 281,294 Non-current securitized receivables, net 39,527 (1,568) 37,959 Deferred income taxes 38,528 3,863 42,391 Stockholders’ Equity Retained earnings $ 109,917 $ (9,978) $ 99,939 |
Acquisitions
Acquisitions | 6 Months Ended |
Jul. 01, 2023 | |
Business Combinations [Abstract] | |
Acquisitions | (2) Acquisitions and Business Combinations On May 10, 2023, the Company announced that it has entered into a definitive agreement and plan of merger with Freedom VCM, Inc., a Delaware Corporation (“Parent”) and Freedom VCM Subco, Inc., a Delaware corporation and wholly owned subsidiary of Parent (the “Merger Agreement”), pursuant to which members of the senior management team of the Company led by Brian Kahn, the Company’s Chief Executive Officer (collectively with affiliates and related parties of the senior management team, the “Management Group”), have agreed to acquire approximately 64.0% of the Company’s issued and outstanding common stock that the Management Group does not presently own or control (the “Proposed Merger”). Under the terms of the Proposed Merger, the Company’s common stockholders, other than the Management Group, are entitled to receive $30.00 in cash for each share of the Company’s common stock they hold. On July 19, 2023, the Company announced a notice of redemption (the “Redemption”) for all outstanding shares of its 7.50% Series A Cumulative Perpetual Preferred Stock in connection with the Merger Agreement. The Company's preferred stock will be redeemed in cash at a redemption price equal to $25.00 per share plus any accrued and unpaid dividends. The Redemption is contingent upon the Company’s successful completion of the Proposed Merger and, in the event the Proposed Merger does not occur and the Merger Agreement is terminated in accordance with its terms, the notice of redemption will be deemed rescinded and the Redemption will not occur. The Proposed Merger is anticipated to close in the second half of 2023, subject to satisfaction or waiver of the closing conditions, including approval by regulatory authorities and the Company’s stockholders, including approval by a majority of the shares of common stock of the Company not owned or controlled by the Management Group. Upon completion of the Proposed Merger, the Company will become a private company and will no longer be publicly listed or traded on Nasdaq. Additional information about the Merger Agreement and the Proposed Merger is set forth in the Company’s Definitive Proxy Statement on Schedule 14A filed with the SEC on July 14, 2023. Treatment of Company Equity Awards in Connection with Proposed Merger Treatment of Stock Options. At the effective time of the Proposed Merger (the “Effective Time”), any outstanding stock options will exercise and entitle the holder of such stock option to receive, without interest, an amount in cash equal to the product of multiplying (A) the number of shares of the Company’s common stock subject to such stock option as of immediately prior to the Effective Time and (B) the excess, if any, of the per share merger consideration over the exercise price per share of the Company’s common stock subject to such stock option. Treatment of RSUs. At the Effective Time, any outstanding RSU will vest and entitle the holder of such RSU to receive, without interest, an amount in cash equal to the product obtained by multiplying (A) the number of shares of the Company’s common stock subject to such RSU immediately prior to the Effective Time and (B) the per share merger consideration, therefore, stock-based compensation will cease at that time. Treatment of PRSUs. At the Effective Time, any outstanding PRSU will vest and entitle the holder of such PRSU to receive, without interest, an amount in cash equal to the product obtained by multiplying (A) the number of shares of the Company’s common stock subject to such PRSU immediately prior to the Effective Time and (B) the per share merger consideration, therefore, stock-based compensation will cease at that time. Treatment of MPRSUs. At the Effective Time, each outstanding MPRSU will, automatically and without any action on the part of the holder thereof, be cancelled for no consideration, payment or right to consideration or payment, therefore, stock-based compensation will cease at that time. 2019 Omnibus Incentive Plan. The Company expects to terminate the 2019 Omnibus Incentive Plan at the Effective Time of the Proposed Merger. The Company continually looks to diversify and grow its portfolio of brands through acquisitions. On February 28, 2023, the Company’s Pet Supplies Plus segment acquired 20 stores through bankruptcy proceedings of a third party for approximately $3.7 million. The components of the preliminary purchase price allocation are not presented herein due to the immateriality of the transaction to the Company overall. The Company’s Pet Supplies Plus segment subsequently franchised 12 of the 20 acquired stores. |
Notes and Accounts Receivable
Notes and Accounts Receivable | 6 Months Ended |
Jul. 01, 2023 | |
Receivables [Abstract] | |
Accounts and Notes Receivable | Accounts and Notes Receivable Current and non-current receivables as of July 1, 2023 and December 31, 2022 are presented in the Condensed Consolidated Balance Sheets as follows: (In thousands) July 1, 2023 December 31, 2022 Trade accounts receivable $ 33,924 $ 40,165 Customer accounts receivable 128,004 56,639 Franchisee accounts receivable 51,969 46,778 Notes and interest receivable 2,064 2,361 Income tax receivable 48,246 28,325 Allowance for credit losses (8,204) (4,106) Current receivables, net 256,003 170,162 Notes receivable, non-current 11,878 12,627 Allowance for credit losses, non-current (1,070) (892) Non-current receivables, net 10,808 11,735 Total receivables $ 266,811 $ 181,897 Allowance for Credit Losses The adequacy of the allowance for credit losses is assessed on a quarterly basis and adjusted as deemed necessary. Receivables that are ultimately deemed to be uncollectible, and for which collection efforts have been exhausted, are written off against the allowance for credit losses. Expected credit losses for trade and franchisee accounts receivable are immaterial. Notes receivable are due from the Company’s franchisees and are collateralized by the underlying franchise. The debtors’ ability to repay the notes is dependent upon both the performance of the franchisee’s industry as a whole and the individual franchise areas. Activity in the allowance for credit losses for trade, customer, and franchisee accounts receivable and notes receivable for the six months ended July 1, 2023 and June 25, 2022 were as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Balance at beginning of period $ 4,998 $ 6,192 Cumulative effect of adopted accounting standards 654 — Provision for credit loss expense (benefit) 3,683 10,224 Write-offs, net of recoveries (61) (109) Balance at end of period $ 9,274 $ 16,307 Past due amounts are primarily attributable to trade and franchisee accounts receivable that have been generated over the past year and are past due by 1-30 days. The delinquency distribution of accounts and notes receivable past due at July 1, 2023 were as follows: July 1, 2023 (In thousands) Past due Current Total receivables Accounts receivable $ 27,993 $ 185,904 $ 213,897 Notes and interest receivable — 13,942 13,942 Total accounts, notes and interest receivable $ 27,993 $ 199,846 $ 227,839 In order to monetize its customer credit receivables portfolio, the Company’s Badcock Home Furniture & more (“Badcock”) segment sells beneficial interests in customer revolving lines of credit pursuant to securitization transactions. The Company securitized an additional $133.4 million of its customer credit receivables portfolio during the six months ended July 1, 2023. For additional details regarding these securitizations, refer to “Note 5 – Securitized Accounts Receivable” in the Form 10-K. When securitized receivables are delinquent for approximately one year, the estimated uncollectible amount from the customer is written off and the corresponding securitized accounts receivable is reduced. Financial instruments that could potentially subject the Company to concentrations of credit risk consist of accounts receivable with its customers. The Company manages such risk by managing the customer accounts receivable portfolio using delinquency as a key credit quality indicator. Management believes the allowance is adequate to cover the Company’s credit loss exposure. Due to their non-recourse nature, the Company will record a gain on extinguishment for any debt secured by uncollectible accounts receivable in the future when the debt meets the extinguishment requirements in accordance with ASC 470, “Debt”. Activity in the allowance for credit losses on securitized accounts for the six months ended July 1, 2023 and June 25, 2022 was as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Balance at beginning of period $ 64,800 $ — Cumulative effect of adopted accounting standards 13,187 — Provision for credit loss expense 42,036 46,560 Write-offs, net of recoveries (45,688) (32,293) Balance at end of period $ 74,335 $ 14,267 Current amounts include receivables for customers who have made a payment in the past 30 days. Any customers who have not made a required payment within the last 30 days are considered past due. The following table presents the delinquency distribution of the carrying value of customer accounts receivable by year of origination as of July 1, 2023: Delinquency Bucket 2023 2022 2021 Prior Total (in thousands) Current $ 55,147 $ 106,332 $ 12,030 $ 4,243 $ 177,752 1-30 6,740 19,626 3,752 1,298 31,416 31-60 2,376 7,626 2,369 951 13,322 61-90 1,580 5,899 2,069 812 10,360 91+ 2,314 43,742 18,929 7,303 72,288 Total $ 68,157 $ 183,225 $ 39,149 $ 14,607 $ 305,138 Servicing revenue, interest income and interest expense generated from securitized receivables for the six months ended July 1, 2023 and June 25, 2022 were as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Securitization servicing revenue $ 6,291 $ 4,972 Interest income from securitization 1 56,986 114,156 Interest expense, debt secured by accounts receivable (88,144) (128,208) 1 Includes interest income from Badcock customer receivables (refer to “Note 3 – Accounts and Notes Receivable”) and securitized receivables. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jul. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company performs impairment tests for goodwill as of the end of July of each fiscal year and between annual impairment tests if an event occurs or circumstances change that would more likely than not reduce the fair values of the Company’s reporting units below their carrying values. As a result of the Company’s American Freight segment’s underperformance compared to projections for the three months ended April 1, 2023, as well as current macroeconomic conditions, the Company updated its long-term forecasts. The Company performed an interim goodwill impairment quantitative assessment as of April 1, 2023, and based on the results of the analysis, the Company recorded a non-cash goodwill impairment charge of $75.0 million, which was recorded in “Goodwill impairment” in the accompanying Condensed Consolidated Statements of Operations. Other than the American Freight segment’s accumulated goodwill impairment of $70.0 million as of December 31, 2022, no other reporting units had accumulated goodwill impairment losses recorded. The estimated fair value of the Company’s American Freight reporting unit was calculated using a weighted-average of values determined from an income approach and a market approach. The income approach involves estimating the fair value of each reporting unit by discounting its estimated future cash flows using a discount rate that would be consistent with a market participant’s assumption. The market approach bases the fair value measurement on information obtained from observed stock prices of public companies and recent merger and acquisition transaction data of comparable entities. In order to estimate the fair value of goodwill, management must make certain estimates and assumptions that affect the total fair value of the reporting unit including, among other things, an assessment of market conditions, projected cash flows, discount rates and growth rates. Management’s estimates of projected cash flows related to the reporting unit include, but are not limited to, future earnings of the reporting unit, assumptions about the use or disposition of assets included in the reporting unit, estimated remaining lives of those assets, and future expenditures necessary to maintain the assets’ existing service potential. The assumptions in the fair value measurement reflect the current market environment, industry-specific factors and company-specific factors. A change in assumptions used in American Freight’s quantitative analysis (e.g. projected cash flows, discount rates and growth rates) could result in the reporting unit’s estimated fair value being less than the carrying value. If American Freight is unable to achieve its current financial forecast, the Company may be required to record an impairment charge in a future period related to its goodwill. As of July 1, 2023, American Freight’s goodwill totaled $225.8 million. Changes in the carrying amount of goodwill for the six months ended July 1, 2023 are as follows: Vitamin Shoppe Pet Supplies Plus American Freight Buddy’s Sylvan Total Balance as of December 31, 2022 $ 1,277 $ 336,791 $ 300,829 $ 79,099 $ 19,406 $ 737,402 Acquisitions — 3,690 — — — 3,690 Goodwill impairment — — (75,000) — — (75,000) Disposals and purchase accounting adjustments — (2,611) — — — (2,611) Balance as of July 1, 2023 $ 1,277 $ 337,870 $ 225,829 $ 79,099 $ 19,406 $ 663,481 Components of intangible assets as of July 1, 2023 and December 31, 2022 were as follows: July 1, 2023 (In thousands) Gross carrying amount Accumulated Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets: Franchise and dealer agreements $ 96,005 $ (17,995) $ 78,010 Customer contracts 42,578 (10,752) 31,826 Other intangible assets 2,583 (987) 1,596 Total intangible assets $ 141,166 $ (29,734) $ 111,432 December 31, 2022 (In thousands) Gross carrying amount Accumulated amortization Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets: Franchise and dealer agreements $ 96,005 $ (14,348) $ 81,657 Customer contracts 42,484 (8,878) 33,606 Other intangible assets 2,313 (777) 1,536 Total intangible assets $ 140,802 $ (24,003) $ 116,799 |
Revenue Revenue (Notes)
Revenue Revenue (Notes) | 3 Months Ended |
Jul. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | (6) Revenue For details regarding the principal activities from which the Company generates its revenue, refer to “Note 1 – Description of Business and Summary of Significant Accounting Policies Presentation” in the Form 10-K. For more detailed information regarding reportable segments, refer to “Note 13 – Segments” in this Quarterly Report. The following represents the disaggregated revenue by reportable segments for the three months ended July 1, 2023: Three Months Ended July 1, 2023 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy ’ s Sylvan Consolidated Retail sales $ 303,809 $ 162,310 $ 123,450 $ 171,104 $ 565 $ 5 $ 761,243 Wholesale sales 611 150,293 — 3,965 — — 154,869 Total product revenue 304,420 312,603 123,450 175,069 565 5 916,112 Royalties and advertising fees 201 11,568 — 806 4,657 11,388 28,620 Financing revenue — — 659 11,511 — — 12,170 Interest income — 78 20,478 177 — — 20,733 Interest income from amortization of original purchase discount — — 6,032 — — — 6,032 Warranty and damage revenue — — 11,753 8,667 1,498 — 21,918 Other revenues 106 8,534 9,849 7,197 26 316 26,028 Total service revenue 307 20,180 48,771 28,358 6,181 11,704 115,501 Rental revenue, net — — — — 7,073 — 7,073 Total rental revenue — — — — 7,073 — 7,073 Total revenue $ 304,727 $ 332,783 $ 172,221 $ 203,427 $ 13,819 $ 11,709 $ 1,038,686 The following represents the disaggregated revenue by reportable segments for the six months ended July 1, 2023: Six Months Ended July 1, 2023 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy's Sylvan Consolidated Retail sales $ 624,406 $ 325,569 $ 255,706 $ 373,253 $ 1,289 $ 13 $ 1,580,236 Wholesale sales 1,393 302,275 — 9,016 — — 312,684 Total product revenue 625,799 627,844 255,706 382,269 1,289 13 1,892,920 Royalties and advertising fees 380 22,452 — 1,602 9,840 21,268 55,542 Financing revenue — — 1,157 21,438 — — 22,595 Interest income — 161 42,717 354 — — 43,232 Interest income from amortization of original purchase discount — — 14,269 — — — 14,269 Warranty and damage revenue — — 24,057 19,255 3,062 — 46,374 Other revenues 250 16,397 21,602 15,071 77 660 54,057 Total service revenue 630 39,010 103,802 57,720 12,979 21,928 236,069 Rental revenue, net — — — — 14,518 — 14,518 Total rental revenue — — — — 14,518 — 14,518 Total revenue $ 626,429 $ 666,854 $ 359,508 $ 439,989 $ 28,786 $ 21,941 $ 2,143,507 The following represents the disaggregated revenue by reportable segments for the three months ended June 25, 2022: Three Months Ended June 25, 2022 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy’s Sylvan Consolidated Retail sales $ 306,183 $ 151,421 $ 161,195 $ 194,789 $ 661 $ 13 $ 814,262 Wholesale sales 314 134,196 — 3,237 — — 137,747 Total product revenue 306,497 285,617 161,195 198,026 661 13 952,009 Royalties and advertising fees 207 9,395 — 516 4,603 10,668 25,389 Financing revenue — — — 10,860 — — 10,860 Interest income — 67 24,216 191 — — 24,474 Interest income from amortization of original purchase discount — — 24,671 — — — 24,671 Warranty and damage revenue — — 13,046 10,677 1,480 — 25,203 Other revenues 193 7,654 10,171 6,158 44 831 25,051 Total service revenue 400 17,116 72,104 28,402 6,127 11,499 135,648 Rental revenue, net — — — — 7,341 — 7,341 Total rental revenue — — — — 7,341 — 7,341 Total revenue $ 306,897 $ 302,733 $ 233,299 $ 226,428 $ 14,129 $ 11,512 $ 1,094,998 The following represents the disaggregated revenue by reportable segments for the six months ended June 25, 2022: Six Months Ended June 25, 2022 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy's Sylvan Consolidated Retail sales $ 616,614 $ 313,970 $ 327,837 $ 406,301 $ 1,731 $ 24 $ 1,666,477 Wholesale sales 488 257,428 — 6,780 — 264,696 Total product revenue 617,102 571,398 327,837 413,081 1,731 24 1,931,173 Royalties and other franchise based fees 341 18,457 — 1,064 9,427 20,177 49,466 Financing revenue — — — 19,034 — — 19,034 Interest income — 139 51,879 387 — — 52,405 Interest income from amortization of original purchase discount — — 62,277 — — — 62,277 Warranty and damage revenue — — 26,591 22,156 3,084 — 51,831 Other revenues 408 13,952 20,974 12,121 106 1,355 48,916 Total service revenue 749 32,548 161,721 54,762 12,617 21,532 283,929 Rental revenue, net — — — — 15,365 — 15,365 Total rental revenue — — — — 15,365 — 15,365 Total revenue $ 617,851 $ 603,946 $ 489,558 $ 467,843 $ 29,713 $ 21,556 $ 2,230,467 Contract Balances The following table provides information about receivables and contract liabilities (deferred revenue) from contracts with customers as of July 1, 2023 and December 31, 2022: (In thousands) July 1, 2023 December 31, 2022 Accounts receivable $ 213,897 $ 143,582 Notes receivable 13,739 14,988 Customer deposits $ 16,394 $ 20,816 Gift cards and loyalty programs 9,393 9,565 Deferred franchise fee revenue 24,010 22,175 Other deferred revenue 10,279 10,688 Total deferred revenue $ 60,076 $ 63,244 Deferred revenue consists of (1) amounts received for merchandise of which customers have not yet taken possession, (2) gift card or store credits outstanding, and (3) loyalty reward program credits which are primarily recognized within one year following the revenue deferral. Deferred franchise fee revenue is recognized over the term of the agreement, which is between five and twenty years. The amount of revenue recognized in the period that was included in the contract liability balance at the beginning of the period is immaterial to the condensed consolidated financial statements. |
Income Taxes
Income Taxes | 3 Months Ended |
Jul. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Overview For the three months ended July 1, 2023 and June 25, 2022, the Company had an effective tax rate of 21.4% and 24.9%, respectively. For the six months ended July 1, 2023 and June 25, 2022, the Company had an effective tax rate of 11.7% and 24.5%, respectively. The changes in the effective tax rate compared to the prior year are due to a current year projected pre-tax loss compared to prior year pre-tax income and a current year non-cash goodwill impairment charge that is nondeductible for tax purposes. Tax Receivable Agreement On July 10, 2019, the Company entered into a tax receivable agreement (the “Tax Receivable Agreement”) with the then-existing non-controlling interest holders (the “Buddy’s Members”) that provides for the payment by the Company to the Buddy’s Members of 40% of the cash savings, if any, in federal, state and local taxes that the Company realizes or is deemed to realize as a result of any increases in tax basis of the assets of Franchise Group New Holdco, LLC (“New Holdco”) resulting from future redemptions or exchanges of New Holdco units. Payments will be made when such Tax Receivable Agreement related deductions actually reduce the Company’s income tax liability. No payments were made to the Buddy’s Members pursuant to the Tax Receivable Agreement during the six months ended July 1, 2023. Total amounts due under the Tax Receivable Agreement to the Buddy’s Members as of July 1, 2023 were $15.4 million, with $1.0 million in “Other current liabilities” and the remaining amount recorded in “Other non-current liabilities” in the accompanying Condensed Consolidated Balance Sheets. Pursuant to the Company’s election under Section 754 of the Internal Revenue Code, the Company has obtained an increase in its share of the tax basis in the net assets of |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jul. 01, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Net Income (Loss) Per Share Diluted net income (loss) per share is computed using the weighted-average number of common stock and, if dilutive, the potential common stock outstanding during the period. Potential common stock consists of the incremental common stock issuable upon the exercise of stock options and vesting of restricted stock units. The dilutive effect of outstanding stock options and restricted stock units is reflected in diluted earnings per share by application of the treasury stock method. The following table sets forth the calculations of basic and diluted net income (loss) per share: Three Months Ended Six Months Ended (In thousands, except for share and per share amounts) July 1, 2023 June 25, 2022 July 1, 2023 June 25, 2022 Net income (loss) attributable to Franchise Group $ (50,796) $ 40,983 $ (159,113) $ 53,301 Less: Preferred dividend declared (2,129) (2,129) (4,257) (4,257) Adjusted net income (loss) available to Common Stockholders $ (52,925) $ 38,854 $ (163,370) $ 49,044 Weighted-average common stock outstanding 35,177,146 40,356,299 35,089,660 40,331,855 Net dilutive effect of stock options and restricted stock — 770,306 — 816,813 Weighted-average diluted shares outstanding 35,177,146 41,126,605 35,089,660 41,148,668 Net income (loss) per share: Basic net income per share $ (1.50) $ 0.96 $ (4.66) $ 1.22 Diluted net income per share (1.50) 0.94 (4.66) 1.19 |
Stock Compensation Plans
Stock Compensation Plans | 6 Months Ended |
Jul. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Compensation Plans | Stock Compensation Plans For a discussion of our stock-based compensation plans, refer to “Note 12 – Stock Compensation Plans” in the Form 10-K. Restricted Stock Units The Company has awarded service-based restricted stock units (the “RSUs”) to its non-employee directors, officers and certain employees. The Company recognizes expense based on the estimated fair value of the RSUs granted over the vesting period on a straight-line basis. The fair value of RSUs is determined using the Company’s closing stock price on the date of the grant. At July 1, 2023, unrecognized compensation costs related to the RSUs were $6.8 million. These costs are expected to be recognized through fiscal year 2026. The following table summarizes the status of the RSUs as of and changes during the six months ended July 1, 2023: Number of RSUs Weighted average fair value at grant date Balance as of December 31, 2022 273,302 $ 36.39 Granted 284,818 27.89 Vested (55,751) 29.18 Canceled (130,919) 30.59 Balance as of July 1, 2023 371,450 $ 33.00 Performance Restricted Stock Units The Company has awarded performance restricted stock units (the “PRSUs”) to its officers and certain employees. The Company recognizes expense based on the estimated fair value of the PRSUs granted over the vesting period on a straight-line basis. The fair value of PRSUs is determined using the Company’s closing stock price on the date of the grant. At July 1, 2023, unrecognized compensation costs related to the PRSUs were $0.1 million. These costs are expected to be recognized through fiscal year 2025. The following table summarizes the status of the PRSUs as of and changes during the six months ended July 1, 2023: Number of PRSUs Weighted average fair value at grant date Balance as of December 31, 2022 364,857 $ 32.92 Granted 217,088 33.79 Adjusted for performance results achieved (1) 154,904 24.84 Vested (282,256) 24.82 Canceled (86,475) 46.50 Balance as of July 1, 2023 368,118 $ 33.05 (1) Represents an adjustment for performance results achieved related to outstanding 2020 PRSU shares that reached 200% achievement in March 2023. Market-Based Performance Restricted Stock Units The Company has awarded market-based performance restricted stock units (the “MPRSUs”) to its officers and certain employees. The Company recognizes expense based on the estimated fair value of the MPRSUs granted over the vesting period on a straight-line basis. The fair value of MPRSUs is determined using a Monte Carlo simulation valuation model to calculate grant date fair value. Compensation expense is recognized over the requisite service period using the proportionate amount of the award’s fair value that has been earned through service to date. Under GAAP, compensation expense is not reversed if the award target is not achieved. At July 1, 2023, unrecognized compensation costs related to the MPRSUs were $5.3 million. These costs are expected to be recognized through fiscal year 2024. The following table summarizes the status of the MPRSUs as of and changes during the six months ended July 1, 2023: Number of MPRSUs Weighted average fair value at grant date Balance as of December 31, 2022 840,926 $ 21.77 Granted — — Vested — — Canceled (125,500) 30.96 Balance as of July 1, 2023 715,426 $ 20.16 Stock Options The Company has awarded stock options to its non-employee directors and officers. As of July 1, 2023, there were 206,376 stock options outstanding. During the six months ended July 1, 2023, there were no stock options granted, 48,188 stock options exercised, and no stock options forfeited. The weighted-average exercise price of stock options outstanding was $9.32 per share as of July 1, 2023. All outstanding stock options will expire in fiscal years 2023 and 2024. At July 1, 2023, there were zero non-vested stock options outstanding and there was no remaining unrecognized compensation cost related to vested stock options. The following table summarizes information about stock options outstanding and exercisable at July 1, 2023: Options Outstanding and Exercisable Range of exercise prices Number Weighted average exercise price Weighted average remaining contractual life (in years) $0.00 - $10.39 175,000 $ 8.85 0.5 $10.40 - $11.97 17,487 11.93 1.2 $11.98 - $12.01 13,889 12.01 0.5 206,376 $ 9.32 Stock Compensation Expense The Company recorded $2.8 million and $10.9 million in stock-based compensation expense during the six months ended July 1, 2023 and June 25, 2022, respectively. Long-Term Incentive Plans The Company has long-term incentive plans at various operating companies which are recorded as liabilities. Upon vesting, the awards granted under these plans may be settled in cash or shares of the Company’s stock at the Company’s discretion. The total aggregate liability for these plans as of July 1, 2023 is $12.7 million, recorded in “Other non-current liabilities” on the Condensed Consolidated Balance Sheets. During the six months ended July 1, 2023, total expense recognized related to these plans was $4.4 million. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Jul. 01, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company considers any of its directors, executive officers or beneficial owners of more than 5% of its common stock, or any member of the immediate family of the foregoing persons, to be related parties. Messrs. Kahn and Laurence Brian Kahn and Vintage Capital Management, LLC and its affiliates (“Vintage”), in aggregate, held approximately 34.8% of the aggregate voting power of the Company through their ownership of common stock as of July 1, 2023. Brian Kahn and Andrew Laurence are principals of Vintage. Mr. Kahn is a member of the Board of Directors, President and Chief Executive Officer of the Company. Mr. Laurence is an Executive Vice President of the Company and served as a member of the Company’s Board of Directors until May 2021. On May 10, 2023, the Company announced that it has entered into a definitive agreement and plan of merger with Freedom VCM, Inc., a Delaware corporation (“Parent”) and Freedom VCM Subco, Inc., a Delaware corporation and wholly owned subsidiary of Parent (the “Merger Agreement”), pursuant to which members of the senior management team of the Company led by Brian Kahn, the Company’s Chief Executive Officer (collectively with affiliates and related parties of the senior management team, the “Management Group”), have agreed to acquire approximately 64% of the Company’s issued and outstanding common stock that the Management Group does not presently own or control (the “Proposed Merger”). For more detailed information regarding the Merger Agreement and Proposed Merger, refer to “Note 2 – Acquisitions and Business Combinations” in this Quarterly Report. Buddy’s Franchises. Mr. Kahn’s brother-in-law owns eight Buddy’s franchises. All transactions between the Company’s Buddy’s segment and Mr. Kahn’s brother-in-law are conducted on a basis consistent with other franchisees. Tax Receivable Agreement Refer to “Note 8 – Income Taxes” for detail regarding the amounts due under the Tax Receivable Agreement to the Buddy’s Members. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jul. 01, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the ordinary course of operations, the Company may become a party to legal proceedings. Based upon information currently available, management believes that such legal proceedings, individually or in the aggregate, will not have a material adverse effect on the Company’s business, financial condition, cash flows, or results of operations. The Company is party to claims and lawsuits that are considered to be ordinary, routine litigation incidental to the business, including claims and lawsuits concerning the fees charged to customers for various products and services, relationships with franchisees, intellectual property disputes, employment matters, and contract disputes. Although the Company cannot provide assurance that it will ultimately prevail in each instance, it believes the amount, if any, it will be required to pay in the discharge of liabilities or settlements in these claims will not have a material adverse impact on its consolidated results of operations, financial position, or cash flows. Refer to “Note 14 – Subsequent Events” for detail regarding litigation related to the Proposed Merger. Guarantees The Company remains secondarily liable under various real estate leases that were assigned to franchisees who acquired Pet Supplies Plus or Vitamin Shoppe stores from the Company. In the event of the failure of an acquirer to pay lease payments, the Company could be obligated to pay the remaining lease payments which extend through 2033 and in aggregate are $34.4 million and $30.2 million as of July 1, 2023 and December 31, 2022, respectively. In certain cases, the Company could attempt to recover from the franchisees’ personal assets should the Company be required to pay remaining lease obligations. If the Company is required to make payments under any of these guarantees, the Company could seek to recover those amounts from the franchisees or in some cases their affiliates. The Company believes that payment under any of these guarantees is remote as of July 1, 2023. |
Segments (Notes)
Segments (Notes) | 3 Months Ended |
Jul. 01, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | (13) Segments The Company’s operations are conducted in six reportable business segments: Vitamin Shoppe, Pet Supplies Plus, Badcock, American Freight, Buddy’s, and Sylvan. The Company defines its segments as those operations which results its chief operating decision maker regularly reviews to analyze performance and allocate resources. The Vitamin Shoppe segment is an omnichannel specialty retailer and wellness lifestyle company with the mission of providing customers with the most trusted products, guidance, and services to help them become their best selves, however they define it. The Vitamin Shoppe segment offers one of the largest varieties of products among vitamin, mineral and supplement retailers. The broad product offering enables the company to provide customers with a depth of selection of products that may not be readily available at other specialty retailers or mass merchants, such as discount stores, supermarkets, drug stores and wholesale clubs. The Vitamin Shoppe continues to focus on improving the customer experience through the roll-out of initiatives including increasing customer engagement and personalization, redesigning the omnichannel experience (including in stores as well as through the internet and mobile devices), growing private brands and improving the effectiveness of pricing and promotions. Vitamin Shoppe is headquartered in Secaucus, New Jersey. The Pet Supplies Plus segment is a leading omnichannel retail chain and franchisor of pet supplies and services. Pet Supplies Plus has a diversified revenue model comprised of Company-owned store revenue, franchise royalties and revenue generated by the wholesale distribution of products to its franchisees. Pet Supplies Plus offers a curated selection of premium brands, proprietary private labels and specialty products with retail price parity with online players. Additionally, Pet Supplies Plus offers grooming, pet wash and other services in most of its locations. The Pet Supplies Plus segment operates under the “Pet Supplies Plus” and "Wag N' Wash" brands and is headquartered in Livonia, Michigan. The Badcock segment is a retailer of furniture, appliances, bedding, electronics, home office equipment, accessories and seasonal items in a showroom format. Additionally, Badcock offers multiple and flexible payment solutions and credit options through its consumer and third-party financing services. The Badcock segment operates under the “Badcock Home Furniture & more” brand and is headquartered in Mulberry, Florida. The American Freight segment is a retail chain offering in-store and online access to furniture, mattresses, new and out-of-box home appliances and home accessories at discount prices. American Freight buys direct from manufacturers and sells direct in warehouse-style stores. By cutting out the middleman and keeping its overhead costs low, American Freight can offer quality products at low prices. American Freight provides customers with multiple payment options providing access to high-quality products and brand name appliances that may otherwise remain aspirational to some of its customers. American Freight also serves as a liquidation channel for major appliance vendors. American Freight operates specialty distribution centers that test every out-of-box appliance before it is offered for sale to customers. Customers typically are covered by the original manufacturer’s warranty and are offered the opportunity to purchase a full suite of extended-service plans and services. The American Freight segment operates under the “American Freight” brand and is headquartered in Delaware, Ohio. The Buddy’s segment is a specialty retailer of high quality, name brand consumer electronic, residential furniture, appliances and household accessories through rent-to-own agreements. The rental transaction allows customers the opportunity to benefit from the use of high-quality products under flexible rental purchase agreements without long-term obligations. The Buddy’s segment operates under the “Buddy’s” brand and is headquartered in Orlando, Florida. The Sylvan segment is an established and growing franchisor of supplemental education for Pre-K-12 students and families. Sylvan addresses the full range of student needs with a broad variety of academic curriculums delivered in an omnichannel format. The Sylvan platform provides franchisees with the ability to provide a range of services, including on premises, virtually, at a satellite location, and in the home. Sylvan is headquartered in Hunt Valley, Maryland. Refer to “Note 6 – Revenue” for total revenues by segment. Operating income (loss) by segment were as follows: Three Months Ended Six Months Ended (In thousands) July 1, 2023 June 25, 2022 July 1, 2023 June 25, 2022 Income (loss) from operations: Vitamin Shoppe $ 28,651 $ 31,017 $ 55,846 $ 66,371 Pet Supplies Plus 17,589 18,654 36,955 35,675 Badcock 2,859 30,903 17,602 101,134 American Freight (21,890) 5,029 (108,519) 16,242 Buddy’s 2,894 3,561 6,633 7,626 Sylvan 1,823 1,633 2,974 2,581 Total Segments 31,926 90,797 11,491 229,629 Corporate (9,426) (13,691) (15,520) (22,157) Consolidated income (loss) from operations $ 22,500 $ 77,106 $ (4,029) $ 207,472 Total assets by segment were as follows: (In thousands) July 1, 2023 December 31, 2022 Total assets: Vitamin Shoppe $ 620,559 $ 625,543 Pet Supplies Plus 996,304 977,234 Badcock 730,969 789,727 American Freight 843,288 904,378 Buddy’s 133,091 135,192 Sylvan 87,282 90,361 Total Segments 3,411,493 3,522,435 Corporate 160,368 107,977 Consolidated total assets $ 3,571,861 $ 3,630,412 |
Subsequent Event Subsequent Eve
Subsequent Event Subsequent Events (Notes) - claims | 2 Months Ended | 6 Months Ended |
Jul. 13, 2023 | Jul. 01, 2023 | |
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | Subsequent Events Redemption of Preferred Stock On July 19, 2023, the Company issued a notice of redemption for all outstanding shares of its 7.50% Series A Cumulative Perpetual Preferred Stock (the “Preferred Stock”). The Company is redeeming the Preferred Stock in connection with the Proposed Merger and in accordance with the terms and conditions of the Merger Agreement. The Redemption is contingent upon the Company’s successful completion of the Proposed Merger and, in the event the Proposed Merger does not occur and the Merger Agreement is terminated in accordance with its terms, the notice of redemption will be deemed rescinded and the Redemption will not occur. The Preferred Stock will be redeemed in cash at a redemption price equal to $25.00 per share plus any accrued and unpaid dividends from the last dividend payment date, if any, up to but not including the Redemption Date (the “Redemption Price”). The Redemption Price is expected to be paid on August 18, 2023 or such later date as the parties to the Merger Agreement may agree, but in no event later than one business day following the Effective Time of the Proposed Merger (the “Redemption Date”). From and after the Redemption Date, dividends will cease to accrue on the Preferred Stock and the Preferred Stock will no longer be deemed outstanding and all rights of the holders of the Preferred Stock, other than the right to receive the Redemption Price upon Redemption, will cease and terminate. Upon Redemption, the Preferred Stock will be delisted from trading on the Nasdaq Global Market. Litigation Related to the Proposed Merger As disclosed in the definitive proxy statement filed by the Company with the SEC on July 14, 2023 (the “Definitive Proxy Statement”), between June 14, 2023 and July 13, 2023, the Company received from purported stockholders of the Company (i) five demand letters relating to the Proposed Merger and (ii) five demands pursuant to Section 220 of the General Corporation Law of the State of Delaware seeking certain books and records of the Company related to the Proposed Merger and related matters. Following the filing of the Definitive Proxy Statement, one lawsuit relating to the Proposed Merger was filed: John Pels v. Franchise Group, Inc., et al., Case 23 CVH 07 0508 (Ohio C.P., July 20, 2023), (the “Action”) and the Company received from purported Company stockholders (i) two additional Section 220 books and records demands (cumulatively with the Section 220 books and records demands disclosed in the Definitive Proxy Statement, the “220 Demands”) and (ii) nine additional demand letters relating to the Proposed Merger (cumulatively with the demand letters disclosed in the Definitive Proxy Statement, the “Demand Letters” and together with the 220 Demands and the Actions, the “Matters”). The Matters allege, among other things, that the defendants named therein violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 14a-9 promulgated thereunder because the preliminary proxy statement filed with the SEC in connection with the Proposed Merger or Definitive Proxy Statement allegedly omit or misstate certain material information, and/or were allegedly in breach of their obligations under state law and/or common law. The Action seeks, among other things, injunctive relief preventing the consummation of the Proposed Merger, rescission of the Proposed Merger if it is consummated, damages and attorneys’ fees. The Company believes that the claims asserted in the Matters are without merit and that no supplemental disclosure is required under applicable law. However, in order to moot unmeritorious disclosure claims, to avoid the risk of the Matters delaying or adversely affecting the Proposed Merger and to minimize the costs, risks and uncertainties inherent in litigation, without admitting any liability or wrongdoing, the Company determined to voluntarily supplement the Definitive Proxy Statement as described in the supplement to the Definitive Proxy Statement filed on August 8, 2023. This Action is not expected to affect the timing of the Company’s special meeting of stockholders to be held for the purpose of voting upon, among other things, the Proposed Merger, which is scheduled to be held on August 17, 2023, or the amount of the consideration to be paid to the Company’s stockholders in connection with the Proposed Merger. | |
Loss Contingency, Pending Claims, Number | 1 | |
Loss Contingency, Number of Plaintiffs | 5 | |
Demand Letters, pending, number | 9 | |
Books and Records Demands, Claims, Number | 2 |
Receivables, Loans, Notes Recei
Receivables, Loans, Notes Receivable, and Others | 6 Months Ended |
Jul. 01, 2023 | |
Receivables [Abstract] | |
Accounts and Notes Receivable | Accounts and Notes Receivable Current and non-current receivables as of July 1, 2023 and December 31, 2022 are presented in the Condensed Consolidated Balance Sheets as follows: (In thousands) July 1, 2023 December 31, 2022 Trade accounts receivable $ 33,924 $ 40,165 Customer accounts receivable 128,004 56,639 Franchisee accounts receivable 51,969 46,778 Notes and interest receivable 2,064 2,361 Income tax receivable 48,246 28,325 Allowance for credit losses (8,204) (4,106) Current receivables, net 256,003 170,162 Notes receivable, non-current 11,878 12,627 Allowance for credit losses, non-current (1,070) (892) Non-current receivables, net 10,808 11,735 Total receivables $ 266,811 $ 181,897 Allowance for Credit Losses The adequacy of the allowance for credit losses is assessed on a quarterly basis and adjusted as deemed necessary. Receivables that are ultimately deemed to be uncollectible, and for which collection efforts have been exhausted, are written off against the allowance for credit losses. Expected credit losses for trade and franchisee accounts receivable are immaterial. Notes receivable are due from the Company’s franchisees and are collateralized by the underlying franchise. The debtors’ ability to repay the notes is dependent upon both the performance of the franchisee’s industry as a whole and the individual franchise areas. Activity in the allowance for credit losses for trade, customer, and franchisee accounts receivable and notes receivable for the six months ended July 1, 2023 and June 25, 2022 were as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Balance at beginning of period $ 4,998 $ 6,192 Cumulative effect of adopted accounting standards 654 — Provision for credit loss expense (benefit) 3,683 10,224 Write-offs, net of recoveries (61) (109) Balance at end of period $ 9,274 $ 16,307 Past due amounts are primarily attributable to trade and franchisee accounts receivable that have been generated over the past year and are past due by 1-30 days. The delinquency distribution of accounts and notes receivable past due at July 1, 2023 were as follows: July 1, 2023 (In thousands) Past due Current Total receivables Accounts receivable $ 27,993 $ 185,904 $ 213,897 Notes and interest receivable — 13,942 13,942 Total accounts, notes and interest receivable $ 27,993 $ 199,846 $ 227,839 In order to monetize its customer credit receivables portfolio, the Company’s Badcock Home Furniture & more (“Badcock”) segment sells beneficial interests in customer revolving lines of credit pursuant to securitization transactions. The Company securitized an additional $133.4 million of its customer credit receivables portfolio during the six months ended July 1, 2023. For additional details regarding these securitizations, refer to “Note 5 – Securitized Accounts Receivable” in the Form 10-K. When securitized receivables are delinquent for approximately one year, the estimated uncollectible amount from the customer is written off and the corresponding securitized accounts receivable is reduced. Financial instruments that could potentially subject the Company to concentrations of credit risk consist of accounts receivable with its customers. The Company manages such risk by managing the customer accounts receivable portfolio using delinquency as a key credit quality indicator. Management believes the allowance is adequate to cover the Company’s credit loss exposure. Due to their non-recourse nature, the Company will record a gain on extinguishment for any debt secured by uncollectible accounts receivable in the future when the debt meets the extinguishment requirements in accordance with ASC 470, “Debt”. Activity in the allowance for credit losses on securitized accounts for the six months ended July 1, 2023 and June 25, 2022 was as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Balance at beginning of period $ 64,800 $ — Cumulative effect of adopted accounting standards 13,187 — Provision for credit loss expense 42,036 46,560 Write-offs, net of recoveries (45,688) (32,293) Balance at end of period $ 74,335 $ 14,267 Current amounts include receivables for customers who have made a payment in the past 30 days. Any customers who have not made a required payment within the last 30 days are considered past due. The following table presents the delinquency distribution of the carrying value of customer accounts receivable by year of origination as of July 1, 2023: Delinquency Bucket 2023 2022 2021 Prior Total (in thousands) Current $ 55,147 $ 106,332 $ 12,030 $ 4,243 $ 177,752 1-30 6,740 19,626 3,752 1,298 31,416 31-60 2,376 7,626 2,369 951 13,322 61-90 1,580 5,899 2,069 812 10,360 91+ 2,314 43,742 18,929 7,303 72,288 Total $ 68,157 $ 183,225 $ 39,149 $ 14,607 $ 305,138 Servicing revenue, interest income and interest expense generated from securitized receivables for the six months ended July 1, 2023 and June 25, 2022 were as follows: Six Months Ended (In thousands) July 1, 2023 June 25, 2022 Securitization servicing revenue $ 6,291 $ 4,972 Interest income from securitization 1 56,986 114,156 Interest expense, debt secured by accounts receivable (88,144) (128,208) 1 Includes interest income from Badcock customer receivables (refer to “Note 3 – Accounts and Notes Receivable”) and securitized receivables. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 01, 2023 | Jun. 25, 2022 | |
Pay vs Performance Disclosure | ||
Net loss | $ (159,113) | $ 53,301 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jul. 01, 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 |
Organization and Significant _2
Organization and Significant Accounting Policies (Policies) | 3 Months Ended | 6 Months Ended |
Jul. 01, 2023 | Jul. 01, 2023 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Unless otherwise stated, references to the “Company,” “we,“ “us,” and “our” in this Quarterly Report on Form 10-Q (this “Quarterly Report”) refer to Franchise Group, Inc. and its direct and indirect subsidiaries on a consolidated basis. The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Form 10-K for the year ended December 31, 2022 that was filed with the Securities and Exchange Commission (“SEC”) on February 28, 2023 (the “Form 10-K”). In the opinion of management, all adjustments (including those of a normal recurring nature) necessary for a fair presentation of such condensed consolidated financial statements in accordance with GAAP have been recorded. The December 31, 2022 balance sheet information was derived from the audited financial statements as of that date. Reclassifications | |
New Accounting Pronouncements, Policy | Recent Accounting Pronouncements Adopted In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2016-13, “Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which changes how companies measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard replaces the “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost (which generally will result in the earlier recognition of allowances for losses) and requires companies to record allowances for available-for-sale debt securities, rather than reduce the carrying amount. In addition, companies will have to disclose significantly more information, including information used to track credit quality by year of origination, for most financing receivables. Effective January 1, 2023, the Company adopted ASU 2016-13 and applied a cumulative-effect adjustment to retained earnings. The Company has reviewed its entire portfolio of assets recognized on the balance sheet as of December 31, 2022 and identified customer receivables and securitized receivables as the materially impacted assets within the scope of ASC 326. Upon adoption of ASC 326 the Company recorded a net decrease to retained earnings of $10.0 million as of January 1, 2023. Prior period amounts were not adjusted and will continue to be reported under the previous accounting standards. The cumulative effect of the changes made to the Company’s Condensed Consolidated Balance Sheet as a result of the adoption of ASC 326 were as follows: Impact of Adoption of ASC 326 (In thousands) Balance at Adjustments due to ASC 326 Balance at Assets Current receivables, net $ 170,162 $ (654) $ 169,508 Current securitized receivables, net 292,913 (11,619) 281,294 Non-current securitized receivables, net 39,527 (1,568) 37,959 Deferred income taxes 38,528 3,863 42,391 Stockholders’ Equity Retained earnings $ 109,917 $ (9,978) $ 99,939 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jul. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the six months ended July 1, 2023 are as follows: Vitamin Shoppe Pet Supplies Plus American Freight Buddy’s Sylvan Total Balance as of December 31, 2022 $ 1,277 $ 336,791 $ 300,829 $ 79,099 $ 19,406 $ 737,402 Acquisitions — 3,690 — — — 3,690 Goodwill impairment — — (75,000) — — (75,000) Disposals and purchase accounting adjustments — (2,611) — — — (2,611) Balance as of July 1, 2023 $ 1,277 $ 337,870 $ 225,829 $ 79,099 $ 19,406 $ 663,481 |
Schedule of the amortizable other intangible assets | Components of intangible assets as of July 1, 2023 and December 31, 2022 were as follows: July 1, 2023 (In thousands) Gross carrying amount Accumulated Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets: Franchise and dealer agreements $ 96,005 $ (17,995) $ 78,010 Customer contracts 42,578 (10,752) 31,826 Other intangible assets 2,583 (987) 1,596 Total intangible assets $ 141,166 $ (29,734) $ 111,432 December 31, 2022 (In thousands) Gross carrying amount Accumulated amortization Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets: Franchise and dealer agreements $ 96,005 $ (14,348) $ 81,657 Customer contracts 42,484 (8,878) 33,606 Other intangible assets 2,313 (777) 1,536 Total intangible assets $ 140,802 $ (24,003) $ 116,799 |
Long-Term Obligations (Tables)
Long-Term Obligations (Tables) | 6 Months Ended |
Jul. 01, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | For details regarding the Company’s long-term debt obligations, refer to “Note 10 – Long-Term Obligations” in the Form 10-K. Long-term obligations at July 1, 2023 and December 31, 2022 were as follows: (In thousands) July 1, 2023 December 31, 2022 Term loans, net of debt issuance costs First lien term loan, due March 10, 2026 $ 1,066,349 $ 779,777 Second lien term loan, due September 10, 2026 290,566 289,435 Total term loans, net of debt issuance costs 1,356,915 1,069,212 ABL Revolver 146,500 295,000 Other long-term obligations 4,007 6,147 Finance lease liabilities 32,375 11,055 Total long-term obligations 1,539,797 1,381,414 Less current installments 13,192 6,935 Total long-term obligations, net $ 1,526,605 $ 1,374,479 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jul. 01, 2023 | |
Equity [Abstract] | |
Schedule of computation of basic and diluted net income (loss) per share | The following table sets forth the calculations of basic and diluted net income (loss) per share: Three Months Ended Six Months Ended (In thousands, except for share and per share amounts) July 1, 2023 June 25, 2022 July 1, 2023 June 25, 2022 Net income (loss) attributable to Franchise Group $ (50,796) $ 40,983 $ (159,113) $ 53,301 Less: Preferred dividend declared (2,129) (2,129) (4,257) (4,257) Adjusted net income (loss) available to Common Stockholders $ (52,925) $ 38,854 $ (163,370) $ 49,044 Weighted-average common stock outstanding 35,177,146 40,356,299 35,089,660 40,331,855 Net dilutive effect of stock options and restricted stock — 770,306 — 816,813 Weighted-average diluted shares outstanding 35,177,146 41,126,605 35,089,660 41,148,668 Net income (loss) per share: Basic net income per share $ (1.50) $ 0.96 $ (4.66) $ 1.22 Diluted net income per share (1.50) 0.94 (4.66) 1.19 |
Stock Compensation Plans (Table
Stock Compensation Plans (Tables) | 3 Months Ended |
Jul. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the status of the RSUs as of and changes during the six months ended July 1, 2023: Number of RSUs Weighted average fair value at grant date Balance as of December 31, 2022 273,302 $ 36.39 Granted 284,818 27.89 Vested (55,751) 29.18 Canceled (130,919) 30.59 Balance as of July 1, 2023 371,450 $ 33.00 |
Organization and Significant _3
Organization and Significant Accounting Policies (Details) - USD ($) $ in Thousands | Jul. 01, 2023 | Dec. 31, 2022 |
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | $ 256,003 | $ 170,162 |
Deferred Income Taxes and Tax Credits | 38,528 | |
Retained earnings | (85,620) | 109,917 |
Cumulative Effect, Period of Adoption, Adjustment | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | (654) | |
Deferred Income Taxes and Tax Credits | 3,863 | |
Retained earnings | (9,978) | |
Cumulative Effect, Period of Adoption, Adjusted Balance | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | 169,508 | |
Deferred Income Taxes and Tax Credits | 42,391 | |
Retained earnings | 99,939 | |
Asset-backed Securities, Securitized Loans and Receivables | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | 292,913 | |
Accounts Receivable, after Allowance for Credit Loss, Noncurrent | 25,812 | 39,527 |
Asset-backed Securities, Securitized Loans and Receivables | Cumulative Effect, Period of Adoption, Adjustment | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | (11,619) | |
Accounts Receivable, after Allowance for Credit Loss, Noncurrent | (1,568) | |
Asset-backed Securities, Securitized Loans and Receivables | Cumulative Effect, Period of Adoption, Adjusted Balance | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | 281,294 | |
Accounts Receivable, after Allowance for Credit Loss, Noncurrent | 37,959 | |
Current receivables, net | ||
Change in Accounting Estimate [Line Items] | ||
Total Receivables, Current, Net | $ 256,003 | $ 170,162 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 28, 2023 | Jul. 19, 2023 | Jul. 01, 2023 | May 10, 2023 | Dec. 31, 2022 |
Business Combinations [Abstract] | |||||
Business Combination, Price of Acquisition, Expected | $ 3.7 | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |||
Proposed Merger Agreement | Freedom VCM, Inc. | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Common Stock, Par or Stated Value Per Share | $ 30 | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 64% | ||||
Proposed Merger Agreement | Series A Preferred Stock | Freedom VCM, Inc. | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Preferred Stock, Par or Stated Value Per Share | $ 25 |
Accounts and Notes Receivable -
Accounts and Notes Receivable - Schedule of Receivables (Details) - USD ($) $ in Thousands | Jul. 01, 2023 | Dec. 31, 2022 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | $ 213,897 | $ 143,582 |
Income taxes receivable | 48,246 | 28,325 |
Accounts Receivable, Allowance for Credit Loss, Current | (8,204) | (4,106) |
Total Receivables, Current, Net | 256,003 | 170,162 |
Accounts Receivable, Allowance for Credit Loss, Noncurrent | (1,070) | (892) |
Receivables, Net, Non-current | 10,808 | 11,735 |
Receivables | 266,811 | 181,897 |
Receivables from franchisees | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | 51,969 | 46,778 |
Trade Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | 33,924 | 40,165 |
Receivables from customer | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | 128,004 | 56,639 |
Other Noncurrent Assets | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable, non-current | 11,878 | 12,627 |
Other Current Assets | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivable with Imputed Interest, Face Amount | 2,064 | 2,361 |
Notes Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Allowance for Credit Loss, Noncurrent | $ (1,070) | $ (892) |
Accounts and Notes Receivable_2
Accounts and Notes Receivable - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | Dec. 25, 2021 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Trade accounts receivable | $ 213,897 | $ 143,582 | ||
Receivables, Fair Value Disclosure | 227,839 | |||
Accounts Receivable, Allowance for Credit Loss | 8,204 | 4,106 | ||
Interest Income, Financing Receivable | 56,986 | $ 114,156 | ||
Securitization Revenue | 6,291 | 4,972 | ||
Interest expense, financing receivable | (88,144) | (128,208) | ||
Financial Asset, Past Due | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Noncurrent, 90 Days or More Past Due, Still Accruing | 27,993 | |||
Other Current Assets | Current | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Trade accounts receivable | 199,846 | |||
Trade Accounts Receivable [Member] | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Trade accounts receivable | 33,924 | 40,165 | ||
Receivables, Fair Value Disclosure | 213,897 | |||
Accounts Receivable, Allowance for Credit Loss | 9,274 | 16,307 | 4,998 | $ 6,192 |
Provision for Other Credit Losses | 3,683 | 10,224 | ||
Accounts Receivable, Allowance for Credit Loss, Writeoff | (61) | $ (109) | ||
Trade Accounts Receivable [Member] | Cumulative Effect, Period of Adoption, Adjustment | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Allowance for Credit Loss | $ 654 | |||
Trade Accounts Receivable [Member] | Financial Asset, Past Due | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Noncurrent, 90 Days or More Past Due, Still Accruing | 27,993 | |||
Trade Accounts Receivable [Member] | Current | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Trade accounts receivable | 185,904 | |||
Notes Receivable [Member] | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Receivables, Fair Value Disclosure | 13,942 | |||
Notes Receivable [Member] | Financial Asset, Past Due | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Noncurrent, 90 Days or More Past Due, Still Accruing | 0 | |||
Notes Receivable [Member] | Current | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Trade accounts receivable | $ 13,942 |
Changes in the Carrying Amount
Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill, Acquired in Acquisition | $ 3,690 | ||||
Goodwill, Impairment Loss | $ 0 | $ 0 | 75,000 | $ 0 | |
Goodwill, Impaired, Accumulated Impairment Loss | $ 70,000 | ||||
ERROR in label resolution. | 141,166 | 141,166 | 140,802 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (29,734) | (29,734) | (24,003) | ||
Intangible Assets, Net (Excluding Goodwill) | 111,432 | 111,432 | 116,799 | ||
Goodwill, Impairment Loss | 0 | $ 0 | 75,000 | $ 0 | |
Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
ERROR in label resolution. | 96,005 | 96,005 | 96,005 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (14,348) | ||||
Intangible Assets, Net (Excluding Goodwill) | 81,657 | ||||
Customer Contracts [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
ERROR in label resolution. | 42,578 | 42,578 | 42,484 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (10,752) | (10,752) | (8,878) | ||
Intangible Assets, Net (Excluding Goodwill) | $ 31,826 | 31,826 | $ 33,606 | ||
Pet Supplies Plus | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill, Acquired in Acquisition | 3,690 | ||||
Goodwill, Impairment Loss | 0 | ||||
Goodwill, Impairment Loss | $ 0 |
Components of Intangible Assets
Components of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | |
Amortizable other intangible assets: | |||||
Gross carrying amount | $ 141,166 | $ 141,166 | $ 140,802 | ||
Accumulated amortization | (29,734) | (29,734) | (24,003) | ||
Net carrying amount | 111,432 | 111,432 | 116,799 | ||
Goodwill | 663,481 | 663,481 | 737,402 | ||
Goodwill, Acquired in Acquisition | 3,690 | ||||
Goodwill, Impairment Loss | 0 | $ 0 | (75,000) | $ 0 | |
Goodwill, Period Increase (Decrease) | (2,611) | ||||
American Freight [Member] | |||||
Amortizable other intangible assets: | |||||
Goodwill | 225,829 | 225,829 | 300,829 | ||
Pet Supplies Plus | |||||
Amortizable other intangible assets: | |||||
Goodwill | 337,870 | 337,870 | 336,791 | ||
Buddy's [Member] | |||||
Amortizable other intangible assets: | |||||
Goodwill | 79,099 | 79,099 | 79,099 | ||
Sylvan Learning | |||||
Amortizable other intangible assets: | |||||
Goodwill | 19,406 | 19,406 | 19,406 | ||
Trade Names [Member] | |||||
Amortizable other intangible assets: | |||||
Indefinite-Lived Trademarks | 222,703 | 222,703 | 222,703 | ||
Franchise Agreements [Member] | |||||
Amortizable other intangible assets: | |||||
Accumulated amortization | (17,995) | (17,995) | |||
Net carrying amount | 78,010 | 78,010 | |||
Noncompete Agreements [Member] | |||||
Amortizable other intangible assets: | |||||
Gross carrying amount | 96,005 | 96,005 | 96,005 | ||
Accumulated amortization | (14,348) | ||||
Net carrying amount | 81,657 | ||||
Reacquired rights | |||||
Amortizable other intangible assets: | |||||
Gross carrying amount | 2,583 | 2,583 | 2,313 | ||
Accumulated amortization | (987) | (987) | (777) | ||
Net carrying amount | 1,596 | 1,596 | 1,536 | ||
Customer Contracts [Member] | |||||
Amortizable other intangible assets: | |||||
Gross carrying amount | 42,578 | 42,578 | 42,484 | ||
Accumulated amortization | (10,752) | (10,752) | (8,878) | ||
Net carrying amount | $ 31,826 | 31,826 | $ 33,606 | ||
American Freight [Member] | |||||
Amortizable other intangible assets: | |||||
Goodwill, Acquired in Acquisition | 0 | ||||
Goodwill, Impairment Loss | (75,000) | ||||
Goodwill, Period Increase (Decrease) | 0 | ||||
Pet Supplies Plus | |||||
Amortizable other intangible assets: | |||||
Goodwill, Acquired in Acquisition | 3,690 | ||||
Goodwill, Impairment Loss | 0 | ||||
Goodwill, Period Increase (Decrease) | (2,611) | ||||
Buddy's [Member] | |||||
Amortizable other intangible assets: | |||||
Goodwill, Acquired in Acquisition | 0 | ||||
Goodwill, Impairment Loss | 0 | ||||
Goodwill, Period Increase (Decrease) | 0 | ||||
Buddy's [Member] | |||||
Amortizable other intangible assets: | |||||
Goodwill, Acquired in Acquisition | 0 | ||||
Goodwill, Impairment Loss | 0 | ||||
Goodwill, Period Increase (Decrease) | 0 | ||||
Sylvan Learning | |||||
Amortizable other intangible assets: | |||||
Goodwill, Acquired in Acquisition | 0 | ||||
Goodwill, Impairment Loss | 0 | ||||
Sylvan | |||||
Amortizable other intangible assets: | |||||
Goodwill, Period Increase (Decrease) | $ 0 |
Revenue Revenue (Details)
Revenue Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | |
Revenues | $ 1,038,686 | $ 1,094,998 | $ 2,143,507 | $ 2,230,467 | |
Interest income | 20,733 | 24,474 | 43,232 | 52,405 | |
Revenues: | |||||
Lease Income | 7,073 | 7,341 | 14,518 | 15,365 | |
Deferred Revenue | 60,076 | 60,076 | $ 63,244 | ||
Deferred Revenue, Noncurrent | 10,279 | 10,279 | 10,688 | ||
Trade accounts receivable | 213,897 | 213,897 | 143,582 | ||
Financing Receivable, before Allowance for Credit Loss | 13,739 | 13,739 | 14,988 | ||
Interest income from amortization of original purchase discount | 6,032 | 24,671 | 14,269 | 62,277 | |
Vitamin Shoppe [Member] | |||||
Revenues | 304,727 | 306,897 | 626,429 | 617,851 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
American Freight [Member] | |||||
Revenues | 203,427 | 226,428 | 439,989 | 467,843 | |
Interest income | 177 | 191 | 354 | 387 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Pet Supplies Plus | |||||
Revenues | 332,783 | 302,733 | 666,854 | 603,946 | |
Interest income | 78 | 67 | 161 | 139 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Buddy's [Member] | |||||
Revenues | 13,819 | 14,129 | 28,786 | 29,713 | |
Interest income | 0 | 0 | 0 | 0 | |
Revenues: | |||||
Lease Income | 7,073 | 7,341 | 14,518 | 15,365 | |
Sylvan | |||||
Revenues | 11,709 | 11,512 | 21,941 | 21,556 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Badcock | |||||
Revenues | 172,221 | 233,299 | 359,508 | 489,558 | |
Interest income | 20,478 | 24,216 | 42,717 | 51,879 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Retail [Member] | |||||
Revenues | 761,243 | 814,262 | 1,580,236 | 1,666,477 | |
Retail [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 303,809 | 306,183 | 624,406 | 616,614 | |
Retail [Member] | American Freight [Member] | |||||
Revenues | 171,104 | 194,789 | 373,253 | 406,301 | |
Retail [Member] | Pet Supplies Plus | |||||
Revenues | 162,310 | 151,421 | 325,569 | 313,970 | |
Retail [Member] | Buddy's [Member] | |||||
Revenues | 565 | 661 | 1,289 | 1,731 | |
Retail [Member] | Sylvan | |||||
Revenues | 5 | 13 | 13 | 24 | |
Retail [Member] | Badcock | |||||
Revenues | 123,450 | 161,195 | 255,706 | 327,837 | |
Wholesale | |||||
Revenues | 154,869 | 137,747 | 312,684 | 264,696 | |
Wholesale | Vitamin Shoppe [Member] | |||||
Revenues | 611 | 314 | 1,393 | 488 | |
Wholesale | American Freight [Member] | |||||
Revenues | 3,965 | 3,237 | 9,016 | 6,780 | |
Wholesale | Pet Supplies Plus | |||||
Revenues | 150,293 | 134,196 | 302,275 | 257,428 | |
Wholesale | Buddy's [Member] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Wholesale | Sylvan | |||||
Revenues | 0 | 0 | 0 | ||
Wholesale | Badcock | |||||
Revenues | 0 | 0 | 0 | 0 | |
Product [Member] | |||||
Revenues | 916,112 | 952,009 | 1,892,920 | 1,931,173 | |
Product [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 304,420 | 306,497 | 625,799 | 617,102 | |
Product [Member] | American Freight [Member] | |||||
Revenues | 175,069 | 198,026 | 382,269 | 413,081 | |
Product [Member] | Pet Supplies Plus | |||||
Revenues | 312,603 | 285,617 | 627,844 | 571,398 | |
Product [Member] | Buddy's [Member] | |||||
Revenues | 565 | 661 | 1,289 | 1,731 | |
Product [Member] | Sylvan | |||||
Revenues | 5 | 13 | 13 | 24 | |
Product [Member] | Badcock | |||||
Revenues | 123,450 | 161,195 | 255,706 | 327,837 | |
Royalties and Advertising [Member] | |||||
Revenues | 28,620 | 25,389 | 55,542 | 49,466 | |
Royalties and Advertising [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 201 | 207 | 380 | 341 | |
Royalties and Advertising [Member] | American Freight [Member] | |||||
Revenues | 806 | 516 | 1,602 | 1,064 | |
Royalties and Advertising [Member] | Pet Supplies Plus | |||||
Revenues | 11,568 | 9,395 | 22,452 | 18,457 | |
Royalties and Advertising [Member] | Buddy's [Member] | |||||
Revenues | 4,657 | 4,603 | 9,840 | 9,427 | |
Royalties and Advertising [Member] | Sylvan | |||||
Revenues | 11,388 | 10,668 | 21,268 | 20,177 | |
Royalties and Advertising [Member] | Badcock | |||||
Revenues | 0 | 0 | 0 | 0 | |
Financial Service [Member] | |||||
Revenues | 12,170 | 10,860 | 22,595 | 19,034 | |
Financial Service [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Interest income | 0 | 0 | 0 | 0 | |
Financial Service [Member] | American Freight [Member] | |||||
Revenues | 11,511 | 10,860 | 21,438 | 19,034 | |
Financial Service [Member] | Pet Supplies Plus | |||||
Revenues | 0 | 0 | 0 | 0 | |
Financial Service [Member] | Buddy's [Member] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Financial Service [Member] | Sylvan | |||||
Revenues | 0 | 0 | 0 | 0 | |
Financial Service [Member] | Badcock | |||||
Revenues | 659 | 0 | 1,157 | 0 | |
Membership [Member] | |||||
Revenues | 21,918 | 25,203 | 46,374 | 51,831 | |
Membership [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Membership [Member] | American Freight [Member] | |||||
Revenues | 8,667 | 10,677 | 19,255 | 22,156 | |
Membership [Member] | Pet Supplies Plus | |||||
Revenues | 0 | 0 | 0 | 0 | |
Membership [Member] | Buddy's [Member] | |||||
Revenues | 1,498 | 1,480 | 3,062 | 3,084 | |
Membership [Member] | Sylvan | |||||
Revenues | 0 | 0 | 0 | 0 | |
Membership [Member] | Badcock | |||||
Revenues | 11,753 | 13,046 | 24,057 | 26,591 | |
Service, Other [Member] | |||||
Revenues | 26,028 | 25,051 | 54,057 | 48,916 | |
Service, Other [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 106 | 193 | 250 | 408 | |
Service, Other [Member] | American Freight [Member] | |||||
Revenues | 7,197 | 6,158 | 15,071 | 12,121 | |
Service, Other [Member] | Pet Supplies Plus | |||||
Revenues | 8,534 | 7,654 | 16,397 | 13,952 | |
Service, Other [Member] | Buddy's [Member] | |||||
Revenues | 26 | 44 | 77 | 106 | |
Service, Other [Member] | Sylvan | |||||
Revenues | 316 | 831 | 660 | 1,355 | |
Service, Other [Member] | Badcock | |||||
Revenues | 9,849 | 10,171 | 21,602 | 20,974 | |
Service [Member] | |||||
Revenues | 115,501 | 135,648 | 236,069 | 283,929 | |
Service [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 307 | 400 | 630 | 749 | |
Service [Member] | American Freight [Member] | |||||
Revenues | 28,358 | 28,402 | 57,720 | 54,762 | |
Service [Member] | Pet Supplies Plus | |||||
Revenues | 20,180 | 17,116 | 39,010 | 32,548 | |
Service [Member] | Buddy's [Member] | |||||
Revenues | 6,181 | 6,127 | 12,979 | 12,617 | |
Service [Member] | Sylvan | |||||
Revenues | 11,704 | 11,499 | 21,928 | 21,532 | |
Service [Member] | Badcock | |||||
Revenues | 48,771 | 72,104 | 103,802 | 161,721 | |
Gift Cards And Loyalty Programs | |||||
Revenues: | |||||
Contract with Customer, Liability | 9,393 | 9,565 | 9,393 | 9,565 | |
Franchise Fees | |||||
Revenues: | |||||
Contract with Customer, Liability | 24,010 | 24,010 | $ 22,175 | ||
customer deposit | |||||
Revenues: | |||||
Contract with Customer, Liability | $ 16,394 | $ 20,816 | $ 16,394 | $ 20,816 |
Revenue Revenue (Details 1)
Revenue Revenue (Details 1) - USD ($) $ in Thousands | Jul. 01, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Deferred Revenue | $ 60,076 | $ 63,244 |
Revenue Revenue (Details 2)
Revenue Revenue (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | |
Revenues | $ 1,038,686 | $ 1,094,998 | $ 2,143,507 | $ 2,230,467 |
Lease Income | 7,073 | 7,341 | 14,518 | 15,365 |
Interest income | 20,733 | 24,474 | 43,232 | 52,405 |
Product [Member] | ||||
Revenues | 916,112 | 952,009 | 1,892,920 | 1,931,173 |
Royalties and Advertising [Member] | ||||
Revenues | 28,620 | 25,389 | 55,542 | 49,466 |
Financial Service [Member] | ||||
Revenues | 12,170 | 10,860 | 22,595 | 19,034 |
Membership [Member] | ||||
Revenues | 21,918 | 25,203 | 46,374 | 51,831 |
Service, Other [Member] | ||||
Revenues | 26,028 | 25,051 | 54,057 | 48,916 |
Service [Member] | ||||
Revenues | 115,501 | 135,648 | 236,069 | 283,929 |
Retail [Member] | ||||
Revenues | 761,243 | 814,262 | 1,580,236 | 1,666,477 |
Wholesale | ||||
Revenues | 154,869 | 137,747 | 312,684 | 264,696 |
Vitamin Shoppe [Member] | ||||
Revenues | 304,727 | 306,897 | 626,429 | 617,851 |
Lease Income | 0 | 0 | 0 | 0 |
Vitamin Shoppe [Member] | Product [Member] | ||||
Revenues | 304,420 | 306,497 | 625,799 | 617,102 |
Vitamin Shoppe [Member] | Royalties and Advertising [Member] | ||||
Revenues | 201 | 207 | 380 | 341 |
Vitamin Shoppe [Member] | Financial Service [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 | 0 |
Vitamin Shoppe [Member] | Membership [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Vitamin Shoppe [Member] | Service, Other [Member] | ||||
Revenues | 106 | 193 | 250 | 408 |
Vitamin Shoppe [Member] | Service [Member] | ||||
Revenues | 307 | 400 | 630 | 749 |
Vitamin Shoppe [Member] | Retail [Member] | ||||
Revenues | 303,809 | 306,183 | 624,406 | 616,614 |
Vitamin Shoppe [Member] | Wholesale | ||||
Revenues | 611 | 314 | 1,393 | 488 |
American Freight [Member] | ||||
Revenues | 203,427 | 226,428 | 439,989 | 467,843 |
Lease Income | 0 | 0 | 0 | 0 |
Interest income | 177 | 191 | 354 | 387 |
American Freight [Member] | Product [Member] | ||||
Revenues | 175,069 | 198,026 | 382,269 | 413,081 |
American Freight [Member] | Royalties and Advertising [Member] | ||||
Revenues | 806 | 516 | 1,602 | 1,064 |
American Freight [Member] | Financial Service [Member] | ||||
Revenues | 11,511 | 10,860 | 21,438 | 19,034 |
American Freight [Member] | Membership [Member] | ||||
Revenues | 8,667 | 10,677 | 19,255 | 22,156 |
American Freight [Member] | Service, Other [Member] | ||||
Revenues | 7,197 | 6,158 | 15,071 | 12,121 |
American Freight [Member] | Service [Member] | ||||
Revenues | 28,358 | 28,402 | 57,720 | 54,762 |
American Freight [Member] | Retail [Member] | ||||
Revenues | 171,104 | 194,789 | 373,253 | 406,301 |
American Freight [Member] | Wholesale | ||||
Revenues | 3,965 | 3,237 | 9,016 | 6,780 |
Buddy's [Member] | ||||
Revenues | 13,819 | 14,129 | 28,786 | 29,713 |
Lease Income | 7,073 | 7,341 | 14,518 | 15,365 |
Interest income | 0 | 0 | 0 | 0 |
Buddy's [Member] | Product [Member] | ||||
Revenues | 565 | 661 | 1,289 | 1,731 |
Buddy's [Member] | Royalties and Advertising [Member] | ||||
Revenues | 4,657 | 4,603 | 9,840 | 9,427 |
Buddy's [Member] | Financial Service [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Buddy's [Member] | Membership [Member] | ||||
Revenues | 1,498 | 1,480 | 3,062 | 3,084 |
Buddy's [Member] | Service, Other [Member] | ||||
Revenues | 26 | 44 | 77 | 106 |
Buddy's [Member] | Service [Member] | ||||
Revenues | 6,181 | 6,127 | 12,979 | 12,617 |
Buddy's [Member] | Retail [Member] | ||||
Revenues | 565 | 661 | 1,289 | 1,731 |
Buddy's [Member] | Wholesale | ||||
Revenues | 0 | 0 | 0 | 0 |
Pet Supplies Plus | ||||
Revenues | 332,783 | 302,733 | 666,854 | 603,946 |
Lease Income | 0 | 0 | 0 | 0 |
Interest income | 78 | 67 | 161 | 139 |
Pet Supplies Plus | Product [Member] | ||||
Revenues | 312,603 | 285,617 | 627,844 | 571,398 |
Pet Supplies Plus | Royalties and Advertising [Member] | ||||
Revenues | 11,568 | 9,395 | 22,452 | 18,457 |
Pet Supplies Plus | Financial Service [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Pet Supplies Plus | Membership [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Pet Supplies Plus | Service, Other [Member] | ||||
Revenues | 8,534 | 7,654 | 16,397 | 13,952 |
Pet Supplies Plus | Service [Member] | ||||
Revenues | 20,180 | 17,116 | 39,010 | 32,548 |
Pet Supplies Plus | Retail [Member] | ||||
Revenues | 162,310 | 151,421 | 325,569 | 313,970 |
Pet Supplies Plus | Wholesale | ||||
Revenues | $ 150,293 | $ 134,196 | $ 302,275 | $ 257,428 |
Long-Term Obligations (Details)
Long-Term Obligations (Details) - USD ($) $ in Thousands | Jul. 01, 2023 | Feb. 02, 2023 | Dec. 31, 2022 |
Credit facility | |||
Other Long-term Debt | $ 4,007 | $ 6,147 | |
Long-term Debt and Lease Obligation, Including Current Maturities | 1,539,797 | 1,381,414 | |
Current Installments of Long-Term Obligation | 13,192 | 6,935 | |
Long-term Debt, Excluding Current Maturities | 1,526,605 | 1,374,479 | |
Term loan | |||
Credit facility | |||
Total debt | 1,356,915 | 1,069,212 | |
Revolver | |||
Credit facility | |||
Total debt | 146,500 | 295,000 | |
Finance Lease Liability [Member] | |||
Credit facility | |||
Total debt | 32,375 | 11,055 | |
Line of Credit [Member] | |||
Credit facility | |||
Maximum borrowing capacity | $ 300,000 | ||
Senior Secured Notes, First Lien Credit Agreement | Term loan | |||
Credit facility | |||
Debt Instrument, Face Amount | 1,066,349 | 779,777 | |
Senior Lien | Term loan | |||
Credit facility | |||
Debt Instrument, Face Amount | $ 290,566 | $ 289,435 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | ||
Jul. 10, 2019 | Jul. 01, 2023 | Jun. 25, 2022 | |
Income Tax Disclosure [Abstract] | |||
Tax Receivable Agreement, Payment to Non-controlling Holders | 40% | ||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ 0.214 | $ 0.249 | |
Tax Receivable Agreement [Member] | |||
Income Tax Contingency [Line Items] | |||
Deferred Tax Liabilities, Deferred Expense | 15,400,000 | ||
Tax Receivable Agreement [Member] | Other Current Liabilities | |||
Income Tax Contingency [Line Items] | |||
Deferred Tax Liabilities, Deferred Expense | $ 1,000,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | |
Stockholders' Equity | ||||
Net loss | $ (159,113) | $ 53,301 | ||
Dividends, Preferred Stock | $ (2,129) | $ (2,129) | (4,257) | (4,257) |
Net Income (Loss) Available to Common Stockholders, Basic | $ (52,925) | $ 38,854 | $ (163,370) | $ 49,044 |
Weighted Average Number of Shares Outstanding, Basic | 35,177,146 | 40,356,299 | 35,089,660 | 40,331,855 |
Weighted Average Number of Shares Outstanding, Diluted | 35,177,146 | 41,126,605 | 35,089,660 | 41,148,668 |
Incremental Common Shares Attributable to Dilutive Effect of Options and Restricted Stock Units | 0 | 770,306 | 0 | 816,813 |
Earnings Per Share, Basic | $ (1.50) | $ 0.96 | $ (4.66) | $ 1.22 |
Earnings Per Share, Diluted | $ (1.50) | $ 0.94 | $ (4.66) | $ 1.19 |
Common Class A [Member] | ||||
Stockholders' Equity | ||||
Net loss | $ (50,796) | $ 40,983 | $ (159,113) | $ 53,301 |
Weighted Average Number of Shares Outstanding, Basic | 35,177,146 | 40,356,299 | 35,089,660 | 40,331,855 |
Earnings Per Share, Basic | $ (1.50) | $ 0.96 | $ (4.66) | $ 1.22 |
Stock Compensation Plans (Detai
Stock Compensation Plans (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | |
Nonvested stock option activity, Weighted average exercise price | |||
Employee Benefits and Share-Based Compensation | $ 10.9 | $ 2.8 | |
Restricted Stock Units | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 273,302 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 284,818 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (55,751) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | (130,919) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 371,450 | 371,450 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 36.39 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | 27.89 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 29.18 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 30.59 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 33 | $ 33 | |
Performance Shares | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 364,857 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 217,088 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (282,256) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | (86,475) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 368,118 | 368,118 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 32.92 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | 33.79 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 24.82 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 46.50 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 33.05 | $ 33.05 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Other | 154,904 | ||
Adjusted for performance results achieved | $ 24.84 | ||
Performance Shares | MegaGrant | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 840,926 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | (125,500) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 715,426 | 715,426 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 21.77 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 30.96 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 20.16 | $ 20.16 | |
Share-based Payment Arrangement, Option [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 206,376 | 206,376 | |
Weighted average exercise price (in dollars per share) | $ 9.32 | $ 9.32 | |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range One [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 175,000 | 175,000 | |
Weighted average exercise price (in dollars per share) | $ 8.85 | $ 8.85 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Remaining Contractual Term | 6 months | ||
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range Two [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 17,487 | 17,487 | |
Weighted average exercise price (in dollars per share) | $ 11.93 | $ 11.93 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 1 year 2 months 12 days | ||
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range Three | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 13,889 | 13,889 | |
Weighted average exercise price (in dollars per share) | $ 12.01 | $ 12.01 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 6 months |
Stock Compensation Plans (Det_2
Stock Compensation Plans (Details 2) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended |
Jul. 01, 2023 USD ($) $ / shares shares | Jul. 01, 2023 USD ($) $ / shares shares | |
stock awards expense [Member] | Accounts Payable and Accrued Liabilities | ||
Stock options outstanding and exercisable | ||
Share-based Payment Arrangement, Expense | $ | $ 4.4 | |
Share-based Payment Arrangement, Option [Member] | ||
Stock options outstanding and exercisable | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 206,376 | 206,376 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (48,188) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ / shares | $ 9.32 | $ 9.32 |
Outstanding at the beginning of the period (in shares) | 0 | 0 |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range One [Member] | ||
Stock options outstanding and exercisable | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 175,000 | 175,000 |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range two | ||
Stock options outstanding and exercisable | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 17,487 | 17,487 |
Restricted Stock Units | ||
Stock options outstanding and exercisable | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 6.8 | $ 6.8 |
Restricted Stock Units | Accounts Payable and Accrued Liabilities | ||
Stock options outstanding and exercisable | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | 12.7 | 12.7 |
Performance Shares | ||
Stock options outstanding and exercisable | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | 0.1 | 0.1 |
MegaGrant | ||
Stock options outstanding and exercisable | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 5.3 | $ 5.3 |
Stock Option Plan | ||
Stock options outstanding and exercisable | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 206,376 | 206,376 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 |
Restricted Stock Units (Details
Restricted Stock Units (Details 3) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jul. 01, 2023 | Jul. 01, 2023 | Dec. 31, 2022 | |
Restricted Stock Units | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 284,818 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 371,450 | 371,450 | 273,302 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 27.89 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 55,751 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 29.18 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 130,919 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 30.59 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 33 | $ 33 | $ 36.39 |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 6.8 | $ 6.8 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 27.89 | ||
Performance Shares | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 217,088 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 368,118 | 368,118 | 364,857 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 33.79 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 282,256 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 24.82 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 86,475 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 46.50 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 33.05 | $ 33.05 | $ 32.92 |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 0.1 | $ 0.1 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 33.79 | ||
Performance Shares | MegaGrant | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 715,426 | 715,426 | 840,926 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 125,500 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 30.96 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | 20.16 | $ 20.16 | $ 21.77 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) | Jul. 01, 2023 |
Vintage RTO, L.P. ownership [Member] | |
Related Party Transaction [Line Items] | |
aggregate voting power | 34.80% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Jul. 01, 2023 | Jun. 25, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Net Amount at Risk by Product and Guarantee, Net Amount at Risk | $ 34.4 | $ 30.2 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | $ 22,500 | $ 77,106 | $ (4,029) | $ 207,472 | |
Goodwill | 663,481 | 663,481 | $ 737,402 | ||
Assets | 3,571,861 | 3,571,861 | 3,630,412 | ||
Revenues | 1,038,686 | 1,094,998 | 2,143,507 | 2,230,467 | |
Vitamin Shoppe [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 28,651 | 31,017 | 55,846 | 66,371 | |
Goodwill | 1,277 | 1,277 | 1,277 | ||
Assets | 620,559 | 620,559 | 625,543 | ||
Revenues | 304,727 | 306,897 | 626,429 | 617,851 | |
American Freight [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | (21,890) | 5,029 | (108,519) | 16,242 | |
Goodwill | 225,829 | 225,829 | 300,829 | ||
Assets | 843,288 | 843,288 | 904,378 | ||
Revenues | 203,427 | 226,428 | 439,989 | 467,843 | |
Pet Supplies Plus | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 17,589 | 18,654 | 36,955 | 35,675 | |
Goodwill | 337,870 | 337,870 | 336,791 | ||
Assets | 996,304 | 996,304 | 977,234 | ||
Revenues | 332,783 | 302,733 | 666,854 | 603,946 | |
Buddy's [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 2,894 | 3,561 | 6,633 | 7,626 | |
Goodwill | 79,099 | 79,099 | 79,099 | ||
Assets | 133,091 | 133,091 | 135,192 | ||
Revenues | 13,819 | 14,129 | 28,786 | 29,713 | |
Overhead [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | (9,426) | (13,691) | (15,520) | (22,157) | |
Badcock | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 2,859 | 30,903 | 17,602 | 101,134 | |
Assets | 730,969 | 730,969 | 789,727 | ||
Revenues | 172,221 | 233,299 | 359,508 | 489,558 | |
Sylvan Learning | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 1,823 | 1,633 | 2,974 | 2,581 | |
Goodwill | 19,406 | 19,406 | 19,406 | ||
Assets | 87,282 | 87,282 | 90,361 | ||
Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 31,926 | $ 90,797 | 11,491 | $ 229,629 | |
Assets | 3,411,493 | 3,411,493 | 3,522,435 | ||
Corporate, Non-Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | $ 160,368 | $ 160,368 | $ 107,977 |
Receivables, Loans, Notes Rec_2
Receivables, Loans, Notes Receivable, and Others (Details) - Asset Pledged as Collateral with Right | 6 Months Ended |
Jul. 01, 2023 | |
Receivables [Abstract] | |
Other Significant Noncash Transaction, Consideration Received | 133.4 |
Financing Receivable, Allowance for Credit Loss [Line Items] | |
Other Significant Noncash Transaction, Consideration Received | 133.4 |
Receivables, Loans, Notes Rec_3
Receivables, Loans, Notes Receivable, and Others - Schedule of Accounts Receivable By Origination (Details) $ in Thousands | Jul. 01, 2023 USD ($) |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | $ 68,157 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 183,225 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 39,149 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 14,607 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | 305,138 |
Current | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | 55,147 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 106,332 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 12,030 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 4,243 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | 177,752 |
1 - 30 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | 6,740 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 19,626 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 3,752 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 1,298 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | 31,416 |
31-60 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | 2,376 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 7,626 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 2,369 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 951 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | 13,322 |
61-90 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | 1,580 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 5,899 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 2,069 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 812 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | 10,360 |
91+ | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Financing Receivable, Excluding Accrued Interest, Year One, Originated, Current Fiscal Year | 2,314 |
Financing Receivable, Excluding Accrued Interest, Year Two, Originated, Fiscal Year before Current Fiscal Year | 43,742 |
Financing Receivable, Excluding Accrued Interest, Year Three, Originated, Two Years before Current Fiscal Year | 18,929 |
Financing Receivable, Excluding Accrued Interest, Year Five, Originated, Four Years before Current Fiscal Year | 7,303 |
Financing Receivable, Excluding Accrued Interest, before Allowance for Credit Loss | $ 72,288 |
Receivables, Loans, Notes Rec_4
Receivables, Loans, Notes Receivable, and Others - Activity for Credit Losses (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jul. 01, 2023 | Jun. 25, 2022 | Dec. 31, 2022 | Dec. 25, 2021 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Allowance for Credit Loss | $ 8,204 | $ 4,106 | ||
Securitized accounts receivable | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Allowance for Credit Loss | 74,335 | $ 14,267 | 64,800 | $ 0 |
Provision for Other Credit Losses | 42,036 | 46,560 | ||
Accounts Receivable, Allowance for Credit Loss, Writeoff | $ (45,688) | $ (32,293) | ||
Securitized accounts receivable | Cumulative Effect, Period of Adoption, Adjustment | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounts Receivable, Allowance for Credit Loss | $ 13,187 |
Uncategorized Items - frg-20230
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 81,250,000 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 292,714,000 |