Papa Murphy's Inactive 10-Q8 May 192019 Q1 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information Document - shares	3 Months Ended
Document and Entity Information Document - shares	Apr. 01, 2019	May 03, 2019
Document and Entity Information [Abstract]
Entity Registrant Name	Papa Murphy's Holdings, Inc.
Entity Central Index Key	0001592379
Entity Filer Category	Non-accelerated Filer
Document Type	10-Q
Document Period End Date	Apr. 1, 2019
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-30
Document Fiscal Year Focus	2019
Amendment Flag	false
Entity Common Stock, Shares Outstanding		17,029,528

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Apr. 01, 2019	Apr. 02, 2018
Revenues
Franchise related	$ 16,149	$ 16,190
Company-owned stores	12,823	18,582
Total revenues	28,972	34,772
Store operating costs:
Cost of food and packaging	4,194	6,126
Compensation and benefits	4,181	5,631
Advertising	928	1,252
Occupancy and other store operating costs	2,509	3,103
Selling, general, and administrative	11,759	13,013
Depreciation and amortization	1,478	2,141
Loss on disposal or impairment of property and equipment	(21)	(2)
Total costs and expenses	25,070	31,268
Operating Income	3,902	3,504
Interest expense, net	1,397	1,292
Other expense, net	45	51
Income Before Income Taxes	2,460	2,161
Provision for income taxes	654	581
Net Income	$ 1,806	$ 1,580
Earnings per share of common stock
Basic (loss) earnings per share (usd per share)	$ 0.11	$ 0.09
Diluted (loss) earnings per share (usd per share)	$ 0.11	$ 0.09
Weighted average common stock outstanding
Basic (in shares)	16,956	16,906
Diluted (in shares)	16,993	16,945

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Apr. 01, 2019	Dec. 31, 2018
Current Assets
Cash and cash equivalents	$ 366	$ 5,766
Accounts receivable, net	2,790	3,564
Inventories	547	549
Prepaid expenses and other current assets	2,443	2,173
Total current assets	6,146	12,052
Property and equipment, net	4,406	4,866
Operating lease right of use assets	9,441	9,801
Goodwill	101,763	101,763
Trade name and trademarks	87,002	87,002
Definite-life intangibles, net	26,296	27,326
Assets held for sale	3,015	3,117
Other assets	926	797
Total assets	238,995	246,724
Current Liabilities
Accounts payable	4,843	4,773
Accrued expenses and other current liabilities	8,418	12,389
Current portion of lease liabilities	2,424	2,510
Current portion of unearned franchise and development fees	1,602	1,715
Current portion of long-term debt	8,400	11,400
Total current liabilities	25,687	32,787
Long-term debt, net of current portion	68,618	70,644
Lease liabilities, net of current portion	8,439	8,806
Unearned franchise and development fees, net of current portion	8,290	8,546
Deferred tax liability	23,477	23,121
Other long-term liabilities	3,450	3,797
Total liabilities	137,961	147,701
Commitments and contingencies (Note 14)
Stockholders’ Equity
Preferred stock, value issued	0	0
Common stock, value issued	170	170
Additional paid-in capital	121,376	121,171
Accumulated deficit	(20,512)	(22,318)
Total stockholders’ equity	101,034	99,023
Total liabilities and stockholders’ equity	$ 238,995	$ 246,724

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Apr. 01, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value per share	$ 0.01	$ 0.01
Preferred stock, shares authorized	15,000,000	15,000,000
Preferred stock, shares issued	0	0
Common stock, par value per share	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	17,030,000	17,025,000

Consolidated Statements of Shar

Consolidated Statements of Shareholders' Equity Statement - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Beginning period balance at Jan. 01, 2018	$ 94,142	$ 170	$ 120,614	$ (26,642)
Beginning period balance, shares at Jan. 01, 2018	16,971
Stock based compensation expense	$ 185		185
Net income	1,580			1,580
Ending period balance at Apr. 02, 2018	$ 95,907	170	120,799	(25,062)
Ending period balance, shares at Apr. 02, 2018	16,971
Beginning period balance at Dec. 31, 2018	$ 99,023	170	121,171	(22,318)
Beginning period balance, shares at Dec. 31, 2018	17,025
Common stock issued during period, value	$ 18	$ 0	18
Common stock issued during period, shares		5
Stock based compensation expense	187		187
Net income	1,806			1,806
Ending period balance at Apr. 01, 2019	$ 101,034	$ 170	$ 121,376	$ (20,512)
Ending period balance, shares at Apr. 01, 2019	17,030

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2019	Apr. 02, 2018
Operating Activities
Net income	$ 1,806	$ 1,580
Adjustments to reconcile to cash from operating activities
Depreciation and amortization	1,478	2,141
Loss on disposal or impairment of property and equipment	(21)	(2)
Deferred taxes	356	530
Stock-based compensation	187	185
Other non-cash items	80	79
Change in operating assets and liabilities
Accounts receivable	773	(1,023)
Prepaid expenses and other assets	494	444
Unearned franchise and development fees	(368)	(962)
Accounts payable	205	(785)
Accrued expenses and other liabilities	(5,084)	2,061
Net cash from operating activities	(52)	4,252
Investing Activities
Acquisition of property and equipment	(307)	(80)
Acquisition of stores, less cash acquired	11	0
Proceeds from sale of property and equipment	52	73
Net cash from investing activities	(266)	(7)
Financing Activities
Payments on long-term debt	5,100	4,900
Proceeds from exercise of stock options	18	0
Net cash from financing activities	(5,082)	(4,900)
Net change in cash and cash equivalents	(5,400)	(655)
Cash and Cash Equivalents, beginning of period	5,766	2,174
Cash and Cash Equivalents, end of period	366	1,519
Supplemental Disclosures of Cash Flow Information
Cash paid during the period for interest	1,322	1,277
Cash (received) paid during the period for income taxes	$ (81)	$ 0

Description of Business and Bas

Description of Business and Basis of Presentation	3 Months Ended
Description of Business and Basis of Presentation	Apr. 01, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Significant Accounting Policies	Description of Business Papa Murphy’s Holdings, Inc. (“Papa Murphy’s” or the “Company”), together with its subsidiaries, is a franchisor and operator of a Take ‘N’ Bake pizza chain. The Company franchises the right to operate Papa Murphy’s Take ‘N’ Bake pizza franchises and operates Papa Murphy’s Take ‘N’ Bake pizza stores owned by the Company. As of April 1, 2019 , the Company had 1,422 stores consisting of 1,384 domestic stores ( 1,278 franchised stores and 106 Company-owned stores) across 37 states, plus 38 franchised stores in Canada and the United Arab Emirates. Substantially all of the Company’s revenues are derived from retail sales of pizza and other food and beverage products to the general public by Company-owned stores and the collection of franchise royalties and fees associated with franchise and development rights. Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “ SEC ”). Accordingly, they do not include all information and footnotes required by generally accepted accounting principles in the United States (“ GAAP ”) for complete financial statements. In the Company’s opinion, all necessary adjustments, consisting of only normal recurring adjustments, have been made for the fair statement of the results of the interim periods presented. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 . Principles of Consolidation The interim unaudited condensed consolidated financial statements include the accounts of Papa Murphy’s Holdings, Inc., its subsidiaries and certain entities which the Company consolidates as variable interest entities. All significant intercompany transactions and balances have been eliminated. Throughout the interim unaudited condensed consolidated financial statements and the related notes thereto, “Papa Murphy’s” and “the Company” refer to Papa Murphy’s Holdings, Inc. and its consolidated subsidiaries. Fiscal Year The Company uses a 52- or 53-week fiscal year, ending on the Monday nearest to December 31. Fiscal years 2019 and 2018 are 52-week years. All three month periods presented herein contain 13 weeks. All references to years and quarters relate to fiscal periods rather than calendar periods. References to fiscal 2019 and 2018 are references to fiscal years ending December 30, 2019 and ended December 31, 2018 , respectively. Recently Issued Accounting Standards Recent Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ ASU 2017-04 ”). The new standard simplifies how an entity measures goodwill impairment by removing the second step of the two-step quantitative goodwill impairment test. An entity will no longer perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, impairment will be measured at the amount by which the carrying value exceeds the fair value of a reporting unit; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount. ASU 2017-04 requires prospective adoption and is effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is still evaluating the impact of ASU 2017-04 on its financial position and results of operations.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	3 Months Ended
Prepaid Expenses and Other Current Assets	Apr. 01, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses and other current assets	Prepaid expenses and other current assets consist of the following: (in thousands) April 1, 2019 December 31, 2018 Prepaid media production costs $ 605 $ 724 Prepaid software and support 687 469 Prepaid occupancy related costs 135 136 Prepaid insurance 134 160 Taxes receivable — 61 POS software licenses for resale 368 368 Assets held for sale 200 257 Advertising cooperative assets, restricted 46 (24 ) Other 268 22 Total prepaid expenses and other current assets $ 2,443 $ 2,173

Property and Equipment

Property and Equipment	3 Months Ended
Property and Equipment	Apr. 01, 2019
Property, Plant and Equipment [Abstract]
Property and equipment	Property and equipment are net of accumulated depreciation of $19.0 million and $18.6 million at April 1, 2019 , and December 31, 2018 , respectively. Depreciation expense amounted to $0.4 million and $1.0 million during the three months ended April 1, 2019 , and April 2, 2018 , respectively.

Intangible Assets

Intangible Assets	3 Months Ended
Intangible Assets	Apr. 01, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets	Definite-lived intangible assets are net of accumulated amortization of $34.4 million and $33.3 million as of April 1, 2019 , and December 31, 2018 , respectively. Amortization expense amounted to $1.0 million and $1.1 million during the three months ended April 1, 2019 , and April 2, 2018 , respectively.

Financing Arrangements

Financing Arrangements	3 Months Ended
Financing Arrangements	Apr. 01, 2019
Debt Disclosure [Abstract]
Financing arrangements	Long-term debt consists of the following: (in thousands) April 1, 2019 December 31, 2018 Term loan $ 77,408 $ 79,508 Notes payable — 3,000 Total principal amount of long-term debt 77,408 82,508 Unamortized debt issuance costs (390 ) (464 ) Total long-term debt 77,018 82,044 Less current portion (8,400 ) (11,400 ) Total long-term debt, net of current portion $ 68,618 $ 70,644 Senior secured credit facility On August 28, 2014, PMI Holdings, Inc., a wholly-owned subsidiary of Papa Murphy’s Holdings, Inc., entered into a $132.0 million senior secured credit facility (the “ Senior Credit Facility ”) consisting of a $112.0 million term loan and a $20.0 million revolving credit facility, which includes a $2.5 million letter of credit subfacility and a $1.0 million swing-line loan subfacility. On November 6, 2018, the Company extended the term of the Senior Credit Facility to August 2020 and reduced the revolving credit facility from $20.0 million to $7.5 million . The Company has shown as the current portion of long-term debt an amount equal to the minimum term loan amortization payments of $2.1 million due on the last day of each fiscal quarter. As of April 1, 2019 , the term loan bears interest at a rate of 6.5% per annum based on the LIBOR rate option plus the applicable margin. The weighted average interest rate for all borrowings under the Senior Credit Facility for the first quarter of 2019 was 6.5% . Notes payable Papa Murphy’s Company Stores, Inc., a wholly owned subsidiary of Papa Murphy’s Holdings, Inc., had a $3.0 million note payable which bore interest at a rate of 5.0% per annum and matured in January 2019 . This note was subordinated to the Senior Credit Facility and was paid in full in January 2019 .

Fair Value Measurement

Fair Value Measurement	3 Months Ended
Fair Value Measurement	Apr. 01, 2019
Fair Value Disclosures [Abstract]
Fair value measurement	The Company determines the fair value of assets and liabilities based on the price that would be received to sell the asset or paid to transfer the liability to a market participant. GAAP defines a fair value hierarchy that prioritizes the assumptions used to measure fair value. The three levels of the fair value hierarchy are defined as follows: ▪ Level 1 — Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. ▪ Level 2 — Observable inputs other than prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated with observable market data. ▪ Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies, and similar techniques that use significant unobservable inputs. The following table presents information about the fair value of the Company’s financial instruments: April 1, 2019 December 31, 2018 (in thousands) Carrying Value Fair Value Carrying Value Fair Value Fair Value Measurement Financial assets Other receivables (1) 505 444 505 439 Level 3 (1) The fair value of other receivables was estimated primarily using a discounted cash flow method based on a discount rate, reflecting the applicable credit spread. Financial instruments not included in the table above consist of cash and cash equivalents, accounts receivable, accounts payable, and long-term debt. The fair values of cash and cash equivalents, accounts receivable, and accounts payable approximate carrying value because of the short-term nature of the accounts. The fair value of long-term debt approximates carrying value because the borrowings are made with variable market rates and negotiated terms and conditions that are consistent with current market rates.

Accrued and Other Liabilities

Accrued and Other Liabilities	3 Months Ended
Accrued and Other Liabilities	Apr. 01, 2019
Payables and Accruals [Abstract]
Accrued and other liabilities	Accrued expenses and other current liabilities consist of the following: (in thousands) April 1, 2019 December 31, 2018 Accrued compensation and related costs $ 2,382 $ 4,100 Accrued legal settlement costs — 2,363 Gift cards payable 2,206 2,700 Accrued interest and non-income taxes payable 328 318 Convention fund balance 1,428 1,175 Advertising cooperative liabilities 95 25 Income taxes payable 317 — Lease liabilities held for sale 706 763 Other 956 945 Total accrued expenses and other current liabilities $ 8,418 $ 12,389

Revenue (Notes)

Revenue (Notes)	3 Months Ended
Revenue (Notes)	Apr. 01, 2019
Revenue from Contract with Customer [Abstract]
Revenue	Revenue by Category The following series of tables present revenue disaggregated by several categories for the periods reported. Revenues by contract type were as follows: Three Months Ended April 1, 2019 (in thousands) Franchise Company Stores Brand Funds Total Franchise royalties $ 9,179 $ — $ 3,687 $ 12,866 Franchise fees 631 — — 631 Vendor payments — — 1,208 1,208 E-commerce fees 713 — — 713 Other franchise and brand 38 — 693 731 Company-owned stores — 12,823 — 12,823 Total revenues 10,561 12,823 5,588 28,972 Intersegment revenues 698 — 365 1,063 Reconciliation to business segment revenues $ 11,259 $ 12,823 $ 5,953 $ 30,035 Three Months Ended April 2, 2018 (in thousands) Franchise Company Stores Brand Funds Total Franchise royalties $ 9,461 $ — $ 3,840 $ 13,301 Franchise fees 740 — — 740 Vendor payments — — 1,117 1,117 E-commerce fees 546 — — 546 Other franchise and brand 23 — 463 486 Company-owned stores — 18,582 — 18,582 Total revenues 10,770 18,582 5,420 34,772 Intersegment revenues 992 — 465 1,457 Reconciliation to business segment revenues $ 11,762 $ 18,582 $ 5,885 $ 36,229 Revenues by geographic location were as follows: Three Months Ended April 1, 2019 (in thousands) Franchise Company Stores Brand Funds Total United States $ 10,478 $ 12,823 $ 5,588 $ 28,889 International 83 — — 83 Total revenues $ 10,561 $ 12,823 $ 5,588 $ 28,972 Three Months Ended April 2, 2018 (in thousands) Franchise Company Stores Brand Funds Total United States $ 10,690 $ 18,582 $ 5,420 $ 34,692 International 80 — — 80 Total revenues $ 10,770 $ 18,582 $ 5,420 $ 34,772 Contract Balances Changes in the balances of contract liabilities (unearned revenue) during the periods reported were as follows: (in thousands) Contract Liabilities Balance at December 31, 2018 $ 9,878 Revenue recognized that was included in the balance at the beginning of the period (619 ) Cash received, net of amounts recognized as revenue during the period 260 Balance at April 1, 2019 $ 9,519 The Company had a refund liability of $0.5 million as of each of April 1, 2019 and December 31, 2018 . Receivables from contracts with customers included in Accounts receivable, net were $2.7 million as of April 1, 2019 and $3.1 million as of December 31, 2018 , respectively. The following table includes estimated franchise fee revenue expected to be recognized in the future related to performance obligations that were unsatisfied (or partially unsatisfied) as of April 1, 2019 (in thousands): Fiscal year 2019 $ 1,214 2020 1,494 2021 1,339 2022 1,181 2023 951 Thereafter 3,340 Total $ 9,519

Leases (Notes)

Leases (Notes)	3 Months Ended
Leases (Notes)	Apr. 01, 2019
Leases [Abstract]
Leases	The Company leases the property for its corporate headquarters, Company-owned stores, and certain office equipment. The Company is not a party to leases for franchise locations except for two locations that operate under a sublease and a few leases assigned to franchisees when stores were refranchised wherein it remains secondarily liable (see Lease guarantees below). The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right of use assets , current portion of lease liabilities , and lease liabilities, net of current portion in the Condensed Consolidated Balance Sheets . The Company currently has no finance leases. The Company’s leases have remaining lease terms of 1.2 to 12.8 years . Lease expense for lease payments is recognized on a straight-line basis over the lease term. The components of lease expense for the periods reported are as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Operating lease cost $ 863 $ 1,046 Short-term lease cost 12 14 Variable lease cost 3 1 Sublease income (20 ) (18 ) Total lease cost $ 858 $ 1,043 Supplemental cash flow information related to leases for the periods reported is as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,155 $ 1,222 Right of use assets obtained in exchange for new operating lease liabilities 448 — Weighted-average remaining lease term of operating leases 5.1 years 5.7 years Weighted-average discount rate of operating leases 6.1 % 6.0 % Future minimum lease payments under non-cancelable leases as of April 1, 2019 are as follows (in thousands): Fiscal year 2019 $ 2,824 2020 3,540 2021 2,687 2022 1,946 2023 1,521 Thereafter 2,601 Total future minimum lease payments 15,119 Less imputed interest (2,313 ) Less lease liabilities held for sale (1) (1,943 ) Total Lease Liabilities $ 10,863 (1) Lease liabilities held for sale includes $0.7 million reported in Accrued expenses and other current liabilities (see Note 7 — Accrued Expenses and Other Current Liabilities ) and $1.2 million reported in Other long-term liabilities in the Company's Condensed Consolidated Balance Sheets . As of April 1, 2019 , the Company had no operating leases that had not yet commenced. Lease guarantees The Company is the guarantor for operating leases of 40 franchised stores that have terms expiring on various dates from June 2019 to August 2025 . The obligations from these leases will generally continue to decrease over time as the leases expire. The applicable franchise owners continue to have primary liability for these operating leases. As of April 1, 2019 , the Company does not believe it probable that it would be required to perform under any of the remaining guarantees.

Income Taxes

Income Taxes	3 Months Ended
Income Taxes	Apr. 01, 2019
Income Tax Disclosure [Abstract]
Income taxes	Information on the Company’s income taxes for the periods reported is as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Provision for income taxes $ 654 $ 581 Income before income taxes 2,460 2,161 Effective income tax rate 26.6 % 26.9 % The effective income tax rates for the three months ended April 1, 2019 and April 2, 2018 include the effect of certain permanent differences between tax reporting purposes and financial reporting purposes and the effect of certain Federal General Business Credits confirmed during the quarter.

Share-based Compensation

Share-based Compensation	3 Months Ended
Share-based Compensation	Apr. 01, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Share-based Compensation	In May 2010, the Company’s Board of Directors approved the 2010 Amended Management Incentive Plan (the “ 2010 Plan ”). In May 2014, the Company’s Board of Directors adopted the 2014 Equity Incentive Plan (the “ 2014 Plan ,” and together with the 2010 Plan , the “ Incentive Plans ”). The Incentive Plans reserve 2,116,747 common shares for equity incentive awards consisting of incentive stock options, non-qualified stock options, restricted stock awards, and unrestricted stock awards. Equity incentive awards may be issued from either the 2014 Plan or the 2010 Plan . Restricted common shares Information with respect to restricted stock awards is as follows: Number of Shares of Restricted Common Stock Weighted Average Award Date Fair Value Per Share Time Vesting Market Condition Performance Vesting Unvested, December 31, 2018 41,000 30,171 — $ 3.79 Granted — 63,902 63,907 4.75 Unvested, April 1, 2019 41,000 94,073 63,907 $ 4.41 Stock options Information with respect to stock option activity is as follows: Number of Shares Subject to Options Weighted Weighted Aggregate Time Vesting Market Condition Outstanding, December 31, 2018 803,344 111,290 $ 7.23 Granted 384,818 — 4.75 Exercised (4,500 ) — 3.97 Forfeited (200,399 ) (4,336 ) 9.67 Outstanding, April 1, 2019 983,263 106,954 $ 5.91 8.6 years $ 371 Exercisable, April 1, 2019 241,362 — $ 8.20 6.9 years $ 79 Compensation cost Stock-based compensation expense recognized in connection with the Incentive Plans for each of the three months ended April 1, 2019 and April 2, 2018 amounted to $0.2 million . As of April 1, 2019 , total unrecognized share-based compensation expense was $2.0 million , with $1.2 million associated with time vesting awards, $0.5 million associated with market condition awards, and $0.3 million associated with performance vesting awards. The remaining weighted average period for unrecognized share-based compensation expense was 2.1 years as of April 1, 2019 .

Brand Marketing Fund (Notes)

Brand Marketing Fund (Notes)	3 Months Ended
Brand Marketing Fund (Notes)	Apr. 01, 2019
Other Income and Expenses [Abstract]
Brand Marketing Fund	The Company manages the Brand Marketing Fund (the “ BMF ”) on behalf of all Papa Murphy’s stores in the United States. The Company is committed under its franchise and other agreements to spend revenues of the BMF on marketing, creative efforts, media support, or related purposes specified in the agreements. Contributions to the BMF are recognized as revenue, while expenditures are included in selling, general, and administrative expenses. Expenditures of the BMF are primarily amounts paid to third parties, but may also include personnel expenses and allocated costs. At each reporting date, to the extent contributions to the BMF exceed expenditures on a cumulative basis, the excess contributions are recorded in accrued expenses in the Company’s Condensed Consolidated Balance Sheets . While no profit is recognized on amounts received by the BMF , when expenditures exceed contributions to the BMF on a cumulative basis, income from operations and net income may be affected due to the timing of when revenues are received and expenses are incurred. Information on the Company’s BMF balances for the periods reported is as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Opening BMF deficit $ (5,423 ) $ (5,461 ) Net activity during the period 109 (401 ) Ending BMF deficit $ (5,314 ) $ (5,862 ) As of April 1, 2019 , previously recognized expenses of $5.3 million may be recovered in future periods if subsequent BMF contributions exceed expenditures.

Earnings per Share (EPS)

Earnings per Share (EPS)	3 Months Ended
Earnings per Share (EPS)	Apr. 01, 2019
Earnings Per Share [Abstract]
Earnings per Share (EPS)	The number of shares and earnings per share (“ EPS ”) data for all periods presented are based on the historical weighted-average shares of common stock outstanding. Basic EPS is calculated by dividing income available to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted EPS is calculated using income available to common stockholders divided by diluted weighted-average shares of common stock outstanding during each period, which includes unvested restricted common stock and outstanding stock options. Diluted EPS considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the common shares underlying such securities would have an anti-dilutive effect. The following table sets forth the computations of basic and diluted EPS : Three Months Ended (in thousands, except per share data) April 1, 2019 April 2, 2018 Earnings: Net income $ 1,806 $ 1,580 Shares: Weighted average common shares outstanding 16,956 16,906 Dilutive effect of restricted equity awards 37 39 Diluted weighted average number of shares outstanding 16,993 16,945 Earnings per share: Basic earnings per share $ 0.11 $ 0.09 Diluted earnings per share $ 0.11 $ 0.09 For the three months ended April 1, 2019 , and April 2, 2018 , an aggregated total of 0.4 million shares and 0.6 million shares, respectively, have been excluded from the diluted EPS calculation because their effect would have been anti-dilutive.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Apr. 01, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Legal proceedings The Company is from time to time involved in litigation, certain other claims and arbitration matters arising in the ordinary course of business. The Company accrues a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Significant judgment is required in both the determination of the probability of a loss and the determination as to whether a loss is reasonably estimable. These accruals are reviewed at least quarterly and adjusted to reflect the effects of negotiations, settlements, rulings, advice of legal counsel and technical experts and other information and events pertaining to a particular matter. To the extent there is a reasonable possibility (within the meaning of Accounting Standards Codification (“ASC”) 450) that losses could exceed amounts already accrued, if any, and the additional loss or range of loss is able to be estimated, the Company discloses the additional loss or range of loss. In some instances, the Company is unable to reasonably estimate any potential loss or range of loss. The nature and progression of litigation can make it difficult to predict the impact a particular lawsuit will have on its business. There are many reasons that the Company cannot make these assessments, including, among others, one or more of the following: the early stages of a proceeding; damages sought that are unspecified, unsupportable, unexplained or uncertain; discovery not having been started or incomplete; the complexity of the facts that are in dispute; the difficulty of assessing novel claims; the parties not having engaged in any meaningful settlement discussions; the possibility that other parties may share in any ultimate liability; and/or the often slow pace of litigation. The Company currently is subject to litigation with a group of its franchise owners. In January 2014, six franchise owner groups claimed that the Company misrepresented its sales volumes, made false representations to them and charged excess advertising fees, among other things. The Company engaged in mediation with these franchise owners, which is required under the terms of their franchise agreements, in order to address and resolve their claims, but was unable to reach a settlement agreement. On April 4, 2014, a total of twelve franchise owner groups, including those franchise owners that previously made the allegations described above, filed a lawsuit against the Company in the Superior Court in Clark County, Washington, making essentially the same allegations for violation of the Washington Franchise Investment Protection Act, fraud, negligent misrepresentation and breach of contract, and seeking declaratory and injunctive relief, as well as monetary damages. Based on motions filed by the Company in that lawsuit, the court ruled on July 9, 2014, that certain of the plaintiffs’ claims under the anti-fraud and nondisclosure provisions of the Washington Franchise Investment Protection Act should be dismissed and that certain other claims in the case would need to be more specifically alleged. The court also ruled that the six franchise owner groups who had not mediated with the Company prior to filing the lawsuit must mediate with the Company in good faith, and that their claims shall be stayed until they have done so. On June 18, 2014, an additional 16 franchise owner groups, represented by the same counsel as the plaintiffs described above, filed a lawsuit in the Superior Court in Clark County, Washington making essentially the same allegations as made in the lawsuit described above and seeking declaratory and injunctive relief, as well as monetary damages. The court consolidated the two lawsuits into a single case and ordered that the plaintiffs in the new lawsuit, none of whom had mediated with the Company prior to filing the lawsuit, must do so, and that their claims be stayed until they have completed mediating with the Company in good faith. In October 2014, the Company engaged in mediation with the 22 franchise owner groups who had not previously done so. As a result of that mediation and other efforts, the Company reached resolution with 13 of the franchise owner groups involved in the consolidated lawsuits, and their claims have either been dismissed or dismissal is pending. In February 2015, the remaining franchise owner groups in the consolidated lawsuits filed an amended complaint, removing some claims, amending some claims, adding claims and naming some of the Company’s former and current franchise sales staff as additional individual defendants. In September 2016, the remaining 15 franchise owner groups in the consolidated lawsuits filed an amended complaint to add a claim under the Washington Consumer Protection Act based on substantially the same allegations as the prior claims, to re-plead claims under the Washington Franchise Investment Protection Act that had previously been dismissed. In June 2017, the parties moved for summary judgment. The Company moved for summary judgment against two of the remaining franchise owner groups, the board of directors members moved for summary judgment on all claims against them, and the plaintiffs moved for summary judgment against all defendants on their Washington Consumer Protection Act and Washington Franchise Investment Protection Act claims. A hearing on the summary judgment motions was held on October 13, 2017. In July 2017, the Company engaged in mediation with the remaining 15 franchise owner groups in the consolidated lawsuits. As a result of that mediation and other efforts, the Company reached resolutions with six of the remaining franchise owner groups, and their claims have been dismissed. In April 2018, the Company reached resolution with four of the remaining franchise owner groups, conditioned upon dismissal of their claims. In June 2018, the Company reached resolution with an additional franchise owner group. On June 29, 2018, the Court granted the Company’s motion to strike the remaining franchise owner groups’ jury demand. The Court denied the Company’s motion for separate trials, because at the time of the hearing there were only two franchise owner groups remaining in the case, based on tentative settlements with two other groups. In July 2018, the Company entered into final settlements with two of the aforementioned franchise owner groups. In September 2018, the Company entered into a final settlement with an additional franchise owner group. One franchise owner group remains in the case. Trial with the remaining franchise owner group has been postponed indefinitely due to pending discovery. As before, the Company believes the allegations in this litigation lack merit and, for the remaining plaintiff, the Company will continue to vigorously defend its interests, including by asserting a number of affirmative defenses and, where appropriate, counterclaims. The Company provides no assurance that it will be successful in its defense of the remaining lawsuit; however, the Company does not currently expect the cost of resolving it to have a material adverse effect on its consolidated financial position, results of operations, or cash flows. The Company is named the defendant in a putative collective action filed by plaintiff Amanda Cottle on January 8, 2019, in the United States District Court for the Middle District of Florida. The lawsuit alleges that the Company violated the FLSA by failing to pay proper overtime wages to the plaintiff, a store manager. Ms. Cottle asks that the court certify the putative class and that unpaid wages and liquidated damages under the FLSA, as well as interest and fees, be awarded to her and each class member. The Company believes the allegations in this litigation lack merit and will vigorously defend its interests in the matter. The Company provides no assurance that it will be successful in its defense of this lawsuit; however, the Company does not currently expect the cost of resolving it to have a material adverse effect on our consolidated financial position, results of operations, or cash flows. In January 2019, the United States District Court for the Western District of Washington issued the final order and mandate releasing all claims relating to the putative class action lawsuit filed against us by plaintiff John Lennartson on May 7, 2015, alleging the Company failed to comply with the requirements of the Telephone Consumer Protection Act when it sent SMS text messages to consumers. In addition to the foregoing, the Company is subject to routine legal proceedings, claims and litigation in the ordinary course of its business. The Company may also engage in future litigation with franchise owners to enforce the terms of franchise agreements and compliance with brand standards as determined necessary to protect the Company’s brand, the consistency of products and the customer experience. Lawsuits require significant management attention and financial resources and the outcome of any litigation is inherently uncertain. The Company does not, however, currently expect that the costs to resolve these routine matters will have a material adverse effect on its consolidated financial position, results of operations, or cash flows.

Segment Information

Segment Information	3 Months Ended
Segment Information	Apr. 01, 2019
Segment Reporting [Abstract]
Segment Information	The Company has the following reportable segments: (i) Franchise; (ii) Company Stores; and (iii) Brand Funds. The Franchise segment includes operations with respect to franchised stores and derives its revenues primarily from franchise and development fees and franchise royalties from franchised stores. The Company Stores segment includes operations with respect to Company-owned stores and derives its revenues from retail sales of pizza and side items to the general public. The Brand Funds segment includes the Brand Marketing Fund and the Company’s Convention Fund. The Company measures the performance of its segments based on segment adjusted EBITDA and allocates resources based primarily on this measure. “ EBITDA ” is calculated as net income before interest expense, income taxes, depreciation, and amortization. Segment adjusted EBITDA excludes certain unallocated and corporate expenses. Although segment adjusted EBITDA is not a measure of financial condition or performance determined in accordance with GAAP, the Company uses segment adjusted EBITDA to compare the operating performance of its segments on a consistent basis and to evaluate the performance and effectiveness of its operational strategies. The Company’s calculation of segment adjusted EBITDA may not be comparable to that reported by other companies. The following tables summarize information on revenues, adjusted EBITDA and assets for each of the Company’s reportable segments and include a reconciliation of segment adjusted EBITDA to income before income taxes: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Revenues Franchise segment $ 11,259 $ 11,762 Brand Funds segment 5,953 5,885 Intersegment eliminations (1,063 ) (1,457 ) Franchise related 16,149 16,190 Company Stores segment 12,823 18,582 Total $ 28,972 $ 34,772 Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Segment Adjusted EBITDA Franchise $ 6,083 $ 7,287 Company Stores (15 ) 1,074 Brand Funds 112 (238 ) Total reportable segments adjusted EBITDA 6,180 8,123 Corporate and unallocated (702 ) (987 ) Depreciation and amortization (1,478 ) (2,141 ) Interest expense, net (1,397 ) (1,292 ) CEO transition and restructuring costs (1) 204 (244 ) E-commerce transition costs (2) — (358 ) Strategic alternatives (3) (188 ) — Litigation settlement and reserves (4) (159 ) (940 ) Income Before Income Taxes $ 2,460 $ 2,161 (1) Represents non-recurring management transition and restructuring costs in connection with the recruitment of a new Chief Executive Officer and other executive positions. (2) Represents non-recurring costs incurred to complete the transition of our e-commerce platform to a third party developed and hosted solution. (3) Reflects costs associated with the exploration of strategic alternatives and negotiation of the definitive merger agreement. (4) Accruals made for litigation settlements and associated legal costs. (in thousands) April 1, 2019 December 31, 2018 Total Assets Franchise $ 113,793 $ 120,611 Company Stores 37,235 38,177 Brand Funds 835 873 Other (1) 87,132 87,063 Total $ 238,995 $ 246,724 (1) Other assets which are not allocated to the individual segments primarily include trade names and trademarks and taxes receivable.

Subsequent Events (Notes)

Subsequent Events (Notes)	3 Months Ended
Subsequent Events (Notes)	Apr. 01, 2019
Subsequent Events [Abstract]
Subsequent Events	On April 10, 2019, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with MTY Franchising USA, Inc. (“Parent”) and MTY Columbia Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of Parent, providing for the acquisition of the Company by Parent in an all-cash transaction, consisting of a tender offer at a purchase price of $6.45 per share in cash (the “Offer”) for all of the Company’s outstanding shares of common stock, par value $0.01 per share (the “Common Stock”), followed by a subsequent merger of Merger Sub with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. The foregoing description of the Merger Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, a copy of which is attached as Exhibit 2.1 to the Company’s Current Report on Form 8-K dated April 11, 2019.

Description of Business and B_2

Description of Business and Basis of Presentation (Policies)	3 Months Ended
	Apr. 01, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “ SEC ”). Accordingly, they do not include all information and footnotes required by generally accepted accounting principles in the United States (“ GAAP ”) for complete financial statements. In the Company’s opinion, all necessary adjustments, consisting of only normal recurring adjustments, have been made for the fair statement of the results of the interim periods presented. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 .
Principles of consolidation	Principles of Consolidation The interim unaudited condensed consolidated financial statements include the accounts of Papa Murphy’s Holdings, Inc., its subsidiaries and certain entities which the Company consolidates as variable interest entities. All significant intercompany transactions and balances have been eliminated. Throughout the interim unaudited condensed consolidated financial statements and the related notes thereto, “Papa Murphy’s” and “the Company” refer to Papa Murphy’s Holdings, Inc. and its consolidated subsidiaries.
Fiscal year	Fiscal Year The Company uses a 52- or 53-week fiscal year, ending on the Monday nearest to December 31. Fiscal years 2019 and 2018 are 52-week years. All three month periods presented herein contain 13 weeks. All references to years and quarters relate to fiscal periods rather than calendar periods. References to fiscal 2019 and 2018 are references to fiscal years ending December 30, 2019 and ended December 31, 2018 , respectively.
Recently issued accounting standards	Recently Issued Accounting Standards Recent Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ ASU 2017-04 ”). The new standard simplifies how an entity measures goodwill impairment by removing the second step of the two-step quantitative goodwill impairment test. An entity will no longer perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, impairment will be measured at the amount by which the carrying value exceeds the fair value of a reporting unit; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount. ASU 2017-04 requires prospective adoption and is effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is still evaluating the impact of ASU 2017-04 on its financial position and results of operations.

Brand Marketing Fund (Policies)

Brand Marketing Fund (Policies)	3 Months Ended
Brand Marketing Fund (Policies)	Apr. 01, 2019
Other Income and Expenses [Abstract]
Brand Marketing Fund	Contributions to the BMF are recognized as revenue, while expenditures are included in selling, general, and administrative expenses. Expenditures of the BMF are primarily amounts paid to third parties, but may also include personnel expenses and allocated costs. At each reporting date, to the extent contributions to the BMF exceed expenditures on a cumulative basis, the excess contributions are recorded in accrued expenses in the Company’s Condensed Consolidated Balance Sheets . While no profit is recognized on amounts received by the BMF , when expenditures exceed contributions to the BMF on a cumulative basis, income from operations and net income may be affected due to the timing of when revenues are received and expenses are incurred.

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	3 Months Ended
Prepaid Expenses and Other Current Assets (Tables)	Apr. 01, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses and other current assets	Prepaid expenses and other current assets consist of the following: (in thousands) April 1, 2019 December 31, 2018 Prepaid media production costs $ 605 $ 724 Prepaid software and support 687 469 Prepaid occupancy related costs 135 136 Prepaid insurance 134 160 Taxes receivable — 61 POS software licenses for resale 368 368 Assets held for sale 200 257 Advertising cooperative assets, restricted 46 (24 ) Other 268 22 Total prepaid expenses and other current assets $ 2,443 $ 2,173

Financing Arrangements (Tables)

Financing Arrangements (Tables)	3 Months Ended
Financing Arrangements (Tables)	Apr. 01, 2019
Debt Disclosure [Abstract]
Long-term debt	Long-term debt consists of the following: (in thousands) April 1, 2019 December 31, 2018 Term loan $ 77,408 $ 79,508 Notes payable — 3,000 Total principal amount of long-term debt 77,408 82,508 Unamortized debt issuance costs (390 ) (464 ) Total long-term debt 77,018 82,044 Less current portion (8,400 ) (11,400 ) Total long-term debt, net of current portion $ 68,618 $ 70,644

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	3 Months Ended
Fair Value Measurement (Tables)	Apr. 01, 2019
Fair Value Disclosures [Abstract]
Fair value	The following table presents information about the fair value of the Company’s financial instruments: April 1, 2019 December 31, 2018 (in thousands) Carrying Value Fair Value Carrying Value Fair Value Fair Value Measurement Financial assets Other receivables (1) 505 444 505 439 Level 3 (1) The fair value of other receivables was estimated primarily using a discounted cash flow method based on a discount rate, reflecting the applicable credit spread.

Accrued and Other Liabilities (

Accrued and Other Liabilities (Tables)	3 Months Ended
Accrued and Other Liabilities (Tables)	Apr. 01, 2019
Payables and Accruals [Abstract]
Accrued and other liabilities	Accrued expenses and other current liabilities consist of the following: (in thousands) April 1, 2019 December 31, 2018 Accrued compensation and related costs $ 2,382 $ 4,100 Accrued legal settlement costs — 2,363 Gift cards payable 2,206 2,700 Accrued interest and non-income taxes payable 328 318 Convention fund balance 1,428 1,175 Advertising cooperative liabilities 95 25 Income taxes payable 317 — Lease liabilities held for sale 706 763 Other 956 945 Total accrued expenses and other current liabilities $ 8,418 $ 12,389

Revenue (Tables)

Revenue (Tables)	3 Months Ended
Revenue (Tables)	Apr. 01, 2019
Revenue from Contract with Customer [Abstract]
Revenues by contract type	Revenues by contract type were as follows: Three Months Ended April 1, 2019 (in thousands) Franchise Company Stores Brand Funds Total Franchise royalties $ 9,179 $ — $ 3,687 $ 12,866 Franchise fees 631 — — 631 Vendor payments — — 1,208 1,208 E-commerce fees 713 — — 713 Other franchise and brand 38 — 693 731 Company-owned stores — 12,823 — 12,823 Total revenues 10,561 12,823 5,588 28,972 Intersegment revenues 698 — 365 1,063 Reconciliation to business segment revenues $ 11,259 $ 12,823 $ 5,953 $ 30,035 Three Months Ended April 2, 2018 (in thousands) Franchise Company Stores Brand Funds Total Franchise royalties $ 9,461 $ — $ 3,840 $ 13,301 Franchise fees 740 — — 740 Vendor payments — — 1,117 1,117 E-commerce fees 546 — — 546 Other franchise and brand 23 — 463 486 Company-owned stores — 18,582 — 18,582 Total revenues 10,770 18,582 5,420 34,772 Intersegment revenues 992 — 465 1,457 Reconciliation to business segment revenues $ 11,762 $ 18,582 $ 5,885 $ 36,229
Revenues by geographic location	Revenues by geographic location were as follows: Three Months Ended April 1, 2019 (in thousands) Franchise Company Stores Brand Funds Total United States $ 10,478 $ 12,823 $ 5,588 $ 28,889 International 83 — — 83 Total revenues $ 10,561 $ 12,823 $ 5,588 $ 28,972 Three Months Ended April 2, 2018 (in thousands) Franchise Company Stores Brand Funds Total United States $ 10,690 $ 18,582 $ 5,420 $ 34,692 International 80 — — 80 Total revenues $ 10,770 $ 18,582 $ 5,420 $ 34,772
Changes in contract liabilities (unearned revenue)	Changes in the balances of contract liabilities (unearned revenue) during the periods reported were as follows: (in thousands) Contract Liabilities Balance at December 31, 2018 $ 9,878 Revenue recognized that was included in the balance at the beginning of the period (619 ) Cash received, net of amounts recognized as revenue during the period 260 Balance at April 1, 2019 $ 9,519
Expected timing for satisfaction of performance obligations	The following table includes estimated franchise fee revenue expected to be recognized in the future related to performance obligations that were unsatisfied (or partially unsatisfied) as of April 1, 2019 (in thousands): Fiscal year 2019 $ 1,214 2020 1,494 2021 1,339 2022 1,181 2023 951 Thereafter 3,340 Total $ 9,519

Leases (Tables)

Leases (Tables)	3 Months Ended
Leases (Tables)	Apr. 01, 2019
Leases [Abstract]
Components of lease expense	The components of lease expense for the periods reported are as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Operating lease cost $ 863 $ 1,046 Short-term lease cost 12 14 Variable lease cost 3 1 Sublease income (20 ) (18 ) Total lease cost $ 858 $ 1,043
Cash flow supplemental disclosures for leases	Supplemental cash flow information related to leases for the periods reported is as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,155 $ 1,222 Right of use assets obtained in exchange for new operating lease liabilities 448 — Weighted-average remaining lease term of operating leases 5.1 years 5.7 years Weighted-average discount rate of operating leases 6.1 % 6.0 %
Schedule of future minimum lease payments	Future minimum lease payments under non-cancelable leases as of April 1, 2019 are as follows (in thousands): Fiscal year 2019 $ 2,824 2020 3,540 2021 2,687 2022 1,946 2023 1,521 Thereafter 2,601 Total future minimum lease payments 15,119 Less imputed interest (2,313 ) Less lease liabilities held for sale (1) (1,943 ) Total Lease Liabilities $ 10,863 (1) Lease liabilities held for sale includes $0.7 million reported in Accrued expenses and other current liabilities (see Note 7 — Accrued Expenses and Other Current Liabilities ) and $1.2 million reported in Other long-term liabilities in the Company's Condensed Consolidated Balance Sheets .

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
Income Taxes (Tables)	Apr. 01, 2019
Income Tax Disclosure [Abstract]
Income tax information	Information on the Company’s income taxes for the periods reported is as follows: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Provision for income taxes $ 654 $ 581 Income before income taxes 2,460 2,161 Effective income tax rate 26.6 % 26.9 %

Share-based Compensation (Table

Share-based Compensation (Tables)	3 Months Ended
Share-based Compensation (Tables)	Apr. 01, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of restricted stock activity	Information with respect to restricted stock awards is as follows: Number of Shares of Restricted Common Stock Weighted Average Award Date Fair Value Per Share Time Vesting Market Condition Performance Vesting Unvested, December 31, 2018 41,000 30,171 — $ 3.79 Granted — 63,902 63,907 4.75 Unvested, April 1, 2019 41,000 94,073 63,907 $ 4.41
Schedule of stock option activity	Information with respect to stock option activity is as follows: Number of Shares Subject to Options Weighted Weighted Aggregate Time Vesting Market Condition Outstanding, December 31, 2018 803,344 111,290 $ 7.23 Granted 384,818 — 4.75 Exercised (4,500 ) — 3.97 Forfeited (200,399 ) (4,336 ) 9.67 Outstanding, April 1, 2019 983,263 106,954 $ 5.91 8.6 years $ 371 Exercisable, April 1, 2019 241,362 — $ 8.20 6.9 years $ 79

Brand Marketing Fund (Tables)

Brand Marketing Fund (Tables)	3 Months Ended
Brand Marketing Fund (Tables)	Apr. 01, 2019
Other Income and Expenses [Abstract]
Brand Marketing Fund	Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Opening BMF deficit $ (5,423 ) $ (5,461 ) Net activity during the period 109 (401 ) Ending BMF deficit $ (5,314 ) $ (5,862 )

Earnings per Share (EPS) (Table

Earnings per Share (EPS) (Tables)	3 Months Ended
Earnings per Share (EPS) (Tables)	Apr. 01, 2019
Earnings Per Share [Abstract]
Computations of basic and dilutive earnings per share	The following table sets forth the computations of basic and diluted EPS : Three Months Ended (in thousands, except per share data) April 1, 2019 April 2, 2018 Earnings: Net income $ 1,806 $ 1,580 Shares: Weighted average common shares outstanding 16,956 16,906 Dilutive effect of restricted equity awards 37 39 Diluted weighted average number of shares outstanding 16,993 16,945 Earnings per share: Basic earnings per share $ 0.11 $ 0.09 Diluted earnings per share $ 0.11 $ 0.09

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
Segment Information (Tables)	Apr. 01, 2019
Segment Reporting [Abstract]
Segment reporting information by segment	The following tables summarize information on revenues, adjusted EBITDA and assets for each of the Company’s reportable segments and include a reconciliation of segment adjusted EBITDA to income before income taxes: Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Revenues Franchise segment $ 11,259 $ 11,762 Brand Funds segment 5,953 5,885 Intersegment eliminations (1,063 ) (1,457 ) Franchise related 16,149 16,190 Company Stores segment 12,823 18,582 Total $ 28,972 $ 34,772 Three Months Ended (in thousands) April 1, 2019 April 2, 2018 Segment Adjusted EBITDA Franchise $ 6,083 $ 7,287 Company Stores (15 ) 1,074 Brand Funds 112 (238 ) Total reportable segments adjusted EBITDA 6,180 8,123 Corporate and unallocated (702 ) (987 ) Depreciation and amortization (1,478 ) (2,141 ) Interest expense, net (1,397 ) (1,292 ) CEO transition and restructuring costs (1) 204 (244 ) E-commerce transition costs (2) — (358 ) Strategic alternatives (3) (188 ) — Litigation settlement and reserves (4) (159 ) (940 ) Income Before Income Taxes $ 2,460 $ 2,161 (1) Represents non-recurring management transition and restructuring costs in connection with the recruitment of a new Chief Executive Officer and other executive positions. (2) Represents non-recurring costs incurred to complete the transition of our e-commerce platform to a third party developed and hosted solution. (3) Reflects costs associated with the exploration of strategic alternatives and negotiation of the definitive merger agreement. (4) Accruals made for litigation settlements and associated legal costs. (in thousands) April 1, 2019 December 31, 2018 Total Assets Franchise $ 113,793 $ 120,611 Company Stores 37,235 38,177 Brand Funds 835 873 Other (1) 87,132 87,063 Total $ 238,995 $ 246,724 (1) Other assets which are not allocated to the individual segments primarily include trade names and trademarks and taxes receivable.

Description of Business and B_3

Description of Business and Basis of Presentation (Details)	Apr. 01, 2019statestore
Franchisor Disclosure [Line Items]
Number of stores	1,422
Number of states in which the Company operates \| state	37
Domestic
Franchisor Disclosure [Line Items]
Number of stores	1,384
Domestic \| Franchised stores
Franchisor Disclosure [Line Items]
Number of stores	1,278
Domestic \| Company-owned stores
Franchisor Disclosure [Line Items]
Number of stores	106
Canada and the United Arab Emirates \| Franchised stores
Franchisor Disclosure [Line Items]
Number of stores	38

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Dec. 31, 2018
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid media production costs	$ 605	$ 724
Prepaid software and support	687	469
Prepaid occupancy related costs	135	136
Prepaid insurance	134	160
Taxes receivable	0	61
POS software licenses for resale	368	368
Assets held for sale	200	257
Advertising cooperative assets, restricted	46	(24)
Other	268	22
Total prepaid expenses and other current assets	$ 2,443	$ 2,173

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Millions	3 Months Ended
Property and Equipment (Details) - USD ($) $ in Millions	Apr. 01, 2019	Apr. 02, 2018	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Accumulated depreciation	$ 19		$ 18.6
Depreciation expense	$ 0.4	$ 1

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended
Intangible Assets (Details) - USD ($) $ in Millions	Apr. 01, 2019	Apr. 02, 2018	Dec. 31, 2018
Intangible Assets, Net
Accumulated amortization	$ (34.4)		$ (33.3)
Amortization expense	$ 1	$ 1.1

Financing Arrangements - Sched

Financing Arrangements - Schedule of Long-term debt (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Principal amount of long-term debt	$ 77,408	$ 82,508
Unamortized debt issuance costs	(390)	(464)
Long-term debt	77,018	82,044
Less current portion	(8,400)	(11,400)
Total long-term debt, net of current portion	68,618	70,644
Secured debt \| Term loan
Debt Instrument [Line Items]
Principal amount of long-term debt	77,408	79,508
Notes payable
Debt Instrument [Line Items]
Principal amount of long-term debt	$ 0	$ 3,000

Financing Arrangements - Narrat

Financing Arrangements - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2019	Dec. 31, 2018	Aug. 28, 2014
Debt Instrument [Line Items]
Long-term debt	$ 77,018	$ 82,044
Principal amount of long-term debt	77,408	82,508
Secured debt \| Term loan
Debt Instrument [Line Items]
Principal amount of long-term debt	77,408	79,508
Notes payable
Debt Instrument [Line Items]
Principal amount of long-term debt	$ 0	3,000
Papa Murphy's Company Stores, Inc. \| Notes payable
Debt Instrument [Line Items]
Long-term debt		$ 3,000
Interest rate on notes payable	5.00%
Senior secured credit facility \| PMI Holdings Inc. \| Secured debt
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 132,000
Minimum term loan amortization payments	2,100
Senior secured credit facility \| PMI Holdings Inc. \| Secured debt \| Term loan
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 112,000
Maturity date	Aug. 28, 2020
Senior secured credit facility \| PMI Holdings Inc. \| Secured debt \| Revolving credit facility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 7,500		$ 20,000
Senior secured credit facility \| PMI Holdings Inc. \| Secured debt \| Letter of credit subfacility
Debt Instrument [Line Items]
Maximum borrowing capacity	2,500
Senior secured credit facility \| PMI Holdings Inc. \| Secured debt \| Swing-line loan subfacility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 1,000
LIBOR rate \| Senior secured credit facility \| PMI Holdings Inc. \| Secured debt \| Term loan
Debt Instrument [Line Items]
Interest rate at end of period	6.50%
Weighted average \| Senior secured credit facility \| PMI Holdings Inc. \| Secured debt
Debt Instrument [Line Items]
Interest rate during period	6.50%

Fair Value Measurement (Details

Fair Value Measurement (Details) - USD ($) $ in Thousands		Apr. 01, 2019	Dec. 31, 2018
Reported value measurement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other receivables	[1]	$ 505	$ 505
Estimate of fair value measurement \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other receivables		$ 444	$ 439	[1]

[1]	The fair value of other receivables was estimated primarily using a discounted cash flow method based on a discount rate, reflecting the applicable credit spread.

Accrued and Other Liabilities_2

Accrued and Other Liabilities (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Dec. 31, 2018
Payables and Accruals [Abstract]
Accrued compensation and related costs	$ 2,382	$ 4,100
Accrued legal settlement costs	0	2,363
Gift cards payable	2,206	2,700
Accrued interest and non-income taxes payable	328	318
Convention fund balance	1,428	1,175
Advertising cooperative liabilities	95	25
Income taxes payable	317	0
Lease liabilities held for sale	706	763
Other	956	945
Accrued and other liabilities	$ 8,418	$ 12,389

Revenue - Disaggregation of Rev

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2019	Apr. 02, 2018
Disaggregation of Revenue [Line Items]
Revenues	$ 28,972	$ 34,772
United States
Disaggregation of Revenue [Line Items]
Revenues	28,889	34,692
International
Disaggregation of Revenue [Line Items]
Revenues	83	80
Franchise royalties
Disaggregation of Revenue [Line Items]
Revenues	12,866	13,301
Franchise fees
Disaggregation of Revenue [Line Items]
Revenues	631	740
Vendor payments
Disaggregation of Revenue [Line Items]
Revenues	1,208	1,117
E-commerce fees
Disaggregation of Revenue [Line Items]
Revenues	713	546
Other franchise and brand
Disaggregation of Revenue [Line Items]
Revenues	731	486
Company-owned stores
Disaggregation of Revenue [Line Items]
Revenues	12,823	18,582
Franchise
Disaggregation of Revenue [Line Items]
Revenues	10,561	10,770
Franchise \| United States
Disaggregation of Revenue [Line Items]
Revenues	10,478	10,690
Franchise \| International
Disaggregation of Revenue [Line Items]
Revenues	83	80
Franchise \| Franchise royalties
Disaggregation of Revenue [Line Items]
Revenues	9,179	9,461
Franchise \| Franchise fees
Disaggregation of Revenue [Line Items]
Revenues	631	740
Franchise \| Vendor payments
Disaggregation of Revenue [Line Items]
Revenues	0	0
Franchise \| E-commerce fees
Disaggregation of Revenue [Line Items]
Revenues	713	546
Franchise \| Other franchise and brand
Disaggregation of Revenue [Line Items]
Revenues	38	23
Franchise \| Company-owned stores
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores
Disaggregation of Revenue [Line Items]
Revenues	12,823	18,582
Company Stores \| United States
Disaggregation of Revenue [Line Items]
Revenues	12,823	18,582
Company Stores \| International
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| Franchise royalties
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| Franchise fees
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| Vendor payments
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| E-commerce fees
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| Other franchise and brand
Disaggregation of Revenue [Line Items]
Revenues	0	0
Company Stores \| Company-owned stores
Disaggregation of Revenue [Line Items]
Revenues	12,823	18,582
Brand Funds
Disaggregation of Revenue [Line Items]
Revenues	5,588	5,420
Brand Funds \| United States
Disaggregation of Revenue [Line Items]
Revenues	5,588	5,420
Brand Funds \| International
Disaggregation of Revenue [Line Items]
Revenues	0	0
Brand Funds \| Franchise royalties
Disaggregation of Revenue [Line Items]
Revenues	3,687	3,840
Brand Funds \| Franchise fees
Disaggregation of Revenue [Line Items]
Revenues	0	0
Brand Funds \| Vendor payments
Disaggregation of Revenue [Line Items]
Revenues	1,208	1,117
Brand Funds \| E-commerce fees
Disaggregation of Revenue [Line Items]
Revenues	0	0
Brand Funds \| Other franchise and brand
Disaggregation of Revenue [Line Items]
Revenues	693	463
Brand Funds \| Company-owned stores
Disaggregation of Revenue [Line Items]
Revenues	0	0
Intersegment Eliminations
Disaggregation of Revenue [Line Items]
Revenues	1,063	1,457
Intersegment Eliminations \| Franchise
Disaggregation of Revenue [Line Items]
Revenues	698	992
Intersegment Eliminations \| Company Stores
Disaggregation of Revenue [Line Items]
Revenues	0	0
Intersegment Eliminations \| Brand Funds
Disaggregation of Revenue [Line Items]
Revenues	365	465
Operating Segments
Disaggregation of Revenue [Line Items]
Revenues	30,035	36,229
Operating Segments \| Franchise
Disaggregation of Revenue [Line Items]
Revenues	11,259	11,762
Operating Segments \| Company Stores
Disaggregation of Revenue [Line Items]
Revenues	12,823	18,582
Operating Segments \| Brand Funds
Disaggregation of Revenue [Line Items]
Revenues	$ 5,953	$ 5,885

Revenue - Contract Balances (De

Revenue - Contract Balances (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 01, 2019	Dec. 31, 2018
Revenue from Contract with Customer [Abstract]
Contract liabilities (unearned revenue), beginning of period	$ 9,878
Revenue recognized that was included in the balance at the beginning of the period	619
Cash received, net of amounts recognized as revenue during the period	260
Contract liabilities (unearned revenue), end of period	9,519
Refund liability	500	$ 500
Receivables from contracts with customers	$ 2,700	$ 3,100

Revenue - Schedule of future pe

Revenue - Schedule of future performance obligations (Details) $ in Thousands	3 Months Ended
	Apr. 01, 2019USD ($)
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 9,519
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 1,214
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 1,494
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 1,339
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 1,181
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 951
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil)
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation	$ 3,340
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	0 years

Leases (Details)

Leases (Details) - USD ($) $ in Thousands	3 Months Ended
Leases (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Apr. 02, 2018	Dec. 31, 2018
Lease, Cost [Abstract]
Operating lease cost	$ 863	$ 1,046
Short-term lease cost	12	14
Variable lease cost	3	1
Sublease income	(20)	(18)
Total lease cost	858	1,043
Operating cash flows from operating leases	1,155	1,222
Right of use assets obtained in exchange for new operating lease liabilities	$ 448	$ 0
Weighted-average remaining lease term of operating leases	5 years 1 month	5 years 8 months
Weighted-average discount rate of operating leases	6.10%	6.00%
Operating Lease Liabilities, Payments Due [Abstract]
2019	$ 2,824
2020	3,540
2021	2,687
2022	1,946
2023	1,521
Thereafter	2,601
Total future minimum lease payments	15,119
Imputed interest	(2,313)
Lease liabilities held for sale	(1,943)
Total Lease Liabilities	10,863
Lease liabilities held for sale, current	706		$ 763
Lease liabilities held for sale, noncurrent	$ 1,200
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 year 2 months
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	12 years 10 months

Leases - Lease guarantees (Deta

Leases - Lease guarantees (Details)	Apr. 01, 2019store
Guarantor Obligations [Line Items]
Number of stores	1,422
Franchised stores \| Guarantor for operating leases
Guarantor Obligations [Line Items]
Number of stores	40

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Apr. 02, 2018
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 654	$ 581
Income before income taxes	$ 2,460	$ 2,161
Effective income tax rate	26.60%	26.90%

Share-based Compensation (Restr

Share-based Compensation (Restricted Common Shares and Stock Options) (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 01, 2019USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for equity incentive awards	2,116,747
Restricted Stock
Restricted common stock, weighted average sale/grant date fair value (in dollars per share)
Unvested, Beginning balance (usd per share) \| $ / shares	$ 3.79
Weighted average grant date fair value per share \| $ / shares	4.75
Unvested, Ending balance (usd per share) \| $ / shares	4.41
Stock Option
Stock options outstanding, weighted average exercise price (in dollars per share)
Outstanding, Beginning balance (usd per share) \| $ / shares	7.23
Granted (usd per share) \| $ / shares	4.75
Exercised (usd per share) \| $ / shares	3.97
Forfeited (usd per share) \| $ / shares	9.67
Outstanding, Ending balance (usd per share) \| $ / shares	5.91
Exercisable (usd per share) \| $ / shares	$ 8.20
Stock Option Grants
Weighted Average Remaining Contractual Term, Outstanding	8 years 7 months
Weighted Average Remaining Contractual Term, Exercisable	6 years 11 months
Aggregate Intrinsic Value, Outstanding \| $	$ 371
Aggregate Intrinsic Value, Exercisable \| $	$ 79
Time Vesting \| Restricted Stock
Number of shares of restricted common stock, unvested [Roll Forward]
Unvested, Beginning balance (in shares)	41,000
Granted (in shares)	0
Unvested, Ending balance (in shares)	41,000
Time Vesting \| Stock Option
Number of shares of stock options, outstanding [Roll Forward]
Outstanding, Beginning balance (in shares)	803,344
Granted (in shares)	384,818
Exercised (in shares)	4,500
Forfeited (in shares)	(200,399)
Outstanding, Ending balance (in shares)	983,263
Exercisable (in shares)	241,362
Market Condition \| Restricted Stock
Number of shares of restricted common stock, unvested [Roll Forward]
Unvested, Beginning balance (in shares)	30,171
Granted (in shares)	63,902
Unvested, Ending balance (in shares)	94,073
Market Condition \| Stock Option
Number of shares of stock options, outstanding [Roll Forward]
Outstanding, Beginning balance (in shares)	111,290
Granted (in shares)	0
Exercised (in shares)	0
Forfeited (in shares)	(4,336)
Outstanding, Ending balance (in shares)	106,954
Exercisable (in shares)	0
Performance Vesting \| Restricted Stock
Number of shares of restricted common stock, unvested [Roll Forward]
Unvested, Beginning balance (in shares)	0
Granted (in shares)	63,907
Unvested, Ending balance (in shares)	63,907

Share-based Compensation (Compe

Share-based Compensation (Compensation Cost) (Details) $ in Millions	3 Months Ended
	Apr. 01, 2019USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	$ 0.2
Total unrecognized stock-based compensation expense	$ 2
Compensation not yet recognized, period for recognition	2 years 1 month
Time Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized stock-based compensation expense	$ 1.2
Market Condition
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized stock-based compensation expense	0.5
Performance Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized stock-based compensation expense	$ 0.3

Brand Marketing Fund (Details)

Brand Marketing Fund (Details) - USD ($) $ in Thousands	3 Months Ended
Brand Marketing Fund (Details) - USD ($) $ in Thousands	Apr. 01, 2019	Apr. 02, 2018
Other Income and Expenses [Abstract]
Opening BMF deficit	$ (5,423)	$ (5,461)
Advertising expense, net of cooperative contributions	109	(401)
Ending BMF deficit	$ (5,314)	$ (5,862)

Earnings per Share (EPS) (Detai

Earnings per Share (EPS) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Apr. 01, 2019	Apr. 02, 2018
Earnings:
Net income	$ 1,806	$ 1,580
Shares:
Weighted average common shares outstanding	16,956	16,906
Dilutive effect of potential common stock	37	39
Diluted weighted average number of shares outstanding	16,993	16,945
Earnings per share:
Basic earnings per share	$ 0.11	$ 0.09
Diluted earnings per share	$ 0.11	$ 0.09
Antidilutive shares excluded from computation of earnings per share	400	600

Commitments and Contingencies (

Commitments and Contingencies (Details) - Litigation with franchise owners - plaintiff

Jun. 29, 2018

Jun. 18, 2014

Apr. 04, 2014

Sep. 30, 2018

Jul. 31, 2018

Jun. 30, 2018

Apr. 30, 2018

Jul. 31, 2017

Sep. 30, 2016

Oct. 31, 2014

Jan. 31, 2014

Apr. 01, 2019

Jan. 01, 2018