Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 27, 2017 | Oct. 23, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 27, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | LOCO | |
Entity Registrant Name | El Pollo Loco Holdings, Inc. | |
Entity Central Index Key | 1,606,366 | |
Current Fiscal Year End Date | --12-27 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding (shares) | 38,652,918 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 27, 2017 | Dec. 28, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 7,062 | $ 2,168 |
Restricted cash | 0 | 125 |
Accounts and other receivables, net | 7,994 | 6,919 |
Inventories | 2,233 | 2,112 |
Prepaid expenses and other current assets | 3,016 | 3,104 |
Total current assets | 20,305 | 14,428 |
Property and equipment owned, net | 114,903 | 118,470 |
Property held under capital leases, net | 46 | 64 |
Goodwill | 248,674 | 248,674 |
Trademarks | 61,888 | 61,888 |
Other intangible assets, net | 403 | 484 |
Deferred tax assets | 6,317 | 25,905 |
Other assets | 1,136 | 1,392 |
Total assets | 453,672 | 471,305 |
Current liabilities: | ||
Current portion of obligations under capital leases | 129 | 144 |
Accounts payable | 10,358 | 11,637 |
Accrued salaries and vacation | 9,315 | 5,754 |
Accrued insurance | 5,548 | 5,444 |
Accrued income taxes payable | 3 | 120 |
Accrued interest | 151 | 198 |
Other accrued expenses and current liabilities | 32,732 | 22,021 |
Total current liabilities | 58,236 | 45,318 |
Revolver loan | 85,000 | 104,000 |
Obligations under capital leases, net of current portion | 219 | 317 |
Deferred taxes | 3,966 | 18,488 |
Other intangible liabilities, net | 843 | 1,012 |
Other noncurrent liabilities | 30,739 | 36,988 |
Total liabilities | 179,003 | 206,123 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock, $0.01 par value, 100,000,000 shares authorized; none issued or outstanding | ||
Common stock, $0.01 par value—200,000,000 shares authorized; 38,652,918 and 38,473,772 shares issued and outstanding | 387 | 385 |
Additional paid-in-capital | 372,671 | 371,843 |
Accumulated deficit | (98,389) | (107,046) |
Total stockholders' equity | 274,669 | 265,182 |
Total liabilities and stockholder’s equity | $ 453,672 | $ 471,305 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 27, 2017 | Dec. 28, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (shares) | 38,651,670 | 38,473,772 |
Common stock, shares outstanding (shares) | 38,651,670 | 38,473,772 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | |
Revenue | ||||
Company-operated restaurant revenue | $ 94,982 | $ 89,738 | $ 287,316 | $ 268,984 |
Franchise revenue | 6,173 | 6,078 | 19,183 | 18,660 |
Total revenue | 101,155 | 95,816 | 306,499 | 287,644 |
Cost of operations | ||||
Food and paper cost | 27,851 | 26,960 | 84,069 | 80,760 |
Labor and related expenses | 27,514 | 24,455 | 80,939 | 73,323 |
Occupancy and other operating expenses | 22,242 | 20,071 | 64,358 | 58,401 |
Gain on recovery of insurance proceeds, lost profit | 0 | (502) | 0 | (502) |
Company restaurant expenses | 77,607 | 70,984 | 229,366 | 211,982 |
General and administrative expenses | 8,285 | 8,252 | 27,594 | 25,776 |
Franchise expenses | 709 | 797 | 2,532 | 2,960 |
Depreciation and amortization | 4,697 | 4,074 | 13,646 | 11,796 |
Loss on disposal of assets | 65 | 58 | 724 | 524 |
Expenses related to fire loss | 0 | 0 | 0 | 48 |
Gain On Business Interruption Insurance Recovery Property Equipment And Expenses | 0 | (148) | 0 | 741 |
Recovery of securities lawsuits related legal expenses | (634) | 0 | (1,145) | 0 |
Asset impairment and closed-store reserves | 16,038 | 2,490 | 17,293 | 2,624 |
Total expenses | 106,767 | 86,803 | 290,010 | 254,969 |
(Loss) gain on disposition of restaurants | 0 | (5) | 0 | 28 |
(Loss) income from operations | (5,612) | 9,008 | 16,489 | 32,703 |
Interest expense, net of interest income of $6 and $7 for the quarters ended September 27, 2017 and September 28, 2016, respectively and $17 and $22 for year-to-date ended September 27, 2017 and September 28, 2016, respectively. | 903 | 785 | 2,471 | 2,441 |
Income tax receivable agreement (income) expense | (19) | 182 | 107 | 411 |
(Loss) income before (benefit) provision for income taxes | (6,496) | 8,041 | 13,911 | 29,851 |
(Benefit) provision for income taxes | (2,457) | 2,830 | 5,254 | 11,930 |
Net (loss) income | $ (4,039) | $ 5,211 | $ 8,657 | $ 17,921 |
Net (loss) income per share | ||||
Basic (usd per share) | $ (0.11) | $ 0.14 | $ 0.23 | $ 0.47 |
Diluted (usd per share) | $ (0.11) | $ 0.13 | $ 0.22 | $ 0.46 |
Weighted-average shares used in computing net (loss) income per share | ||||
Basic (shares) | 38,462,100 | 38,415,189 | 38,449,453 | 38,331,400 |
Diluted (shares) | 38,462,100 | 39,083,577 | 39,101,214 | 39,020,127 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Income (Unaudited) - Parenthetical - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | |
Income Statement [Abstract] | ||||
Interest Income | $ 6 | $ 7 | $ 17 | $ 22 |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Cash Flows Statement - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2017 | Sep. 28, 2016 | |
Interest Paid | $ 2,475 | $ 2,355 |
Net income | 8,657 | 17,921 |
Depreciation and amortization | 13,646 | 11,796 |
Stock-based compensation expense | 738 | 244 |
Fire insurance proceeds for expenses paid and lost profit | 0 | 257 |
Income tax receivable agreement (income) expense | 107 | 411 |
(Loss) gain on disposition of restaurants | 0 | 28 |
Loss on disposal of assets | (724) | (524) |
Gain on recovery of insurance proceeds, property, equipment and expenses | 0 | 500 |
Gain On Business Interruption Insurance Recovery Property Equipment And Expenses | 0 | 741 |
Gain on recovery of insurance proceeds, lost profits | 0 | 502 |
Impairment of property and equipment | 15,480 | 2,508 |
Closed-store reserve | 1,813 | 116 |
Amortization of deferred financing costs | 228 | 229 |
Amortization of favorable and unfavorable leases, net | (88) | (51) |
Excess income tax benefit related to share-based compensation plans | 0 | 169 |
Deferred income taxes, net | 5,066 | 11,624 |
Increase (Decrease) in Accounts and Other Receivables | 1,075 | 2,066 |
Increase (Decrease) in Inventories | 121 | (57) |
Increase (Decrease) in Prepaid Expense and Other Assets | (88) | 770 |
Increase (Decrease) in Income Taxes | (117) | 134 |
Increase (Decrease) in Other Operating Assets | (28) | (94) |
Increase (Decrease) in Accounts Payable | 747 | (6,269) |
Increase (Decrease) in Employee Related Liabilities | 3,561 | 2,538 |
Increase (Decrease) in Insurance Liabilities | 104 | 140 |
Increase (Decrease) in Other Accrued Liabilities | 2,499 | 1,673 |
Increase (Decrease) in Restricted Cash | (125) | 0 |
Net cash flows provided by operating activities | 52,210 | 39,670 |
Proceeds from sale of restaurant | 0 | 1,465 |
Fire insurance proceeds for property and equipment | 0 | 743 |
Purchase of property and equipment | 28,295 | 26,465 |
Net cash flows used in investing activities | (28,295) | (24,257) |
Payments on revolver loan | 19,000 | 16,000 |
Proceeds from issuance of common stock upon exercise of stock options, net of expenses | 93 | 978 |
Payment of obligations under capital leases | 114 | 132 |
Excess income tax benefit related to share-based compensation plans | 0 | 169 |
Net cash flows used in financing activities | (19,021) | (14,985) |
Increase in cash and cash equivalents | 4,894 | 428 |
Cash and cash equivalents | 7,062 | 6,529 |
Income Taxes Paid | 320 | 173 |
Capital Expenditures Incurred but Not yet Paid | $ 3,131 | $ 4,599 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 27, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Overview El Pollo Loco Holdings, Inc. (“Holdings”) is a Delaware corporation headquartered in Costa Mesa, California. Holdings and its direct and indirect subsidiaries are collectively known as “we,” “us” or the “Company.” The Company's activities are conducted principally through its indirect wholly-owned subsidiary, El Pollo Loco, Inc. (“EPL”), which develops, franchises, licenses, and operates quick-service restaurants under the name El Pollo Loco® and operates under one operating segment. At September 27, 2017 , the Company operated 208 and franchised 265 El Pollo Loco restaurants. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of the Company's consolidated financial position and results of operations and cash flows for the periods presented. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The condensed consolidated financial statements and related notes do not include all information and footnotes required by GAAP for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 28, 2016 . The Company uses a 52- or 53-week fiscal year ending on the last Wednesday of the calendar year. In a 52-week fiscal year, each quarter includes 13 weeks of operations; in a 53-week fiscal year, the first, second and third quarters each include 13 weeks of operations and the fourth quarter includes 14 weeks of operations. Every six or seven years, a 53-week fiscal year occurs. Fiscal 2016 and 2017 are both 52-week years, ending on December 28, 2016 and December 27, 2017, respectively. Revenues, expenses, and other financial and operational figures may be elevated in a 53-week year. Holdings has no material assets or operations. Holdings and Holdings’ direct subsidiary, EPL Intermediate, Inc. (“Intermediate”), guarantee EPL’s 2014 Revolver (see Note 4) on a full and unconditional basis, and Intermediate has no subsidiaries other than EPL. EPL is a separate and distinct legal entity and has no obligation to make funds available to Intermediate. EPL and Intermediate may pay dividends to Intermediate and to Holdings, respectively. Under the 2014 Revolver, Holdings may not make certain payments such as cash dividends, except that it may, inter alia, (i) pay up to $1.0 million per year to repurchase or redeem qualified equity interests of Holdings held by past or present officers, directors, or employees (or their estates) of the Company upon death, disability, or termination of employment, (ii) pay under its income tax receivable agreement (the “TRA”), and, (iii) so long as no default or event of default has occurred and is continuing, (a) make non-cash repurchases of equity interests in connection with the exercise of stock options by directors and officers, provided that those equity interests represent a portion of the consideration of the exercise price of those stock options, (b) pay up to $2.5 million per year pursuant to stock option plans, employment agreements, or incentive plans, (c) make up to $5.0 million in other restricted payments per year, and (d) make other restricted payments, provided that such payments would not cause, in each case, on a pro forma basis, (x) its lease-adjusted consolidated leverage ratio to equal or exceed 4.25 times and (y) its consolidated fixed charge coverage ratio to be less than 1.75 times. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Holdings and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and revenue and expenses during the period reported. Actual results could materially differ from those estimates. The Company’s significant estimates include estimates for impairment of goodwill, intangible assets and property and equipment, insurance reserves, lease termination liabilities, closed-store reserves, stock-based compensation, income tax receivable agreement liability, and income tax valuation allowances. Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less at the date of purchase to be cash equivalents. Restricted Cash The Company’s restricted cash represented cash collateral to one commercial bank for Company credit cards. During the thirty-nine weeks ended September 27, 2017 , the cash collateral was returned by the bank, and the Company reclassified such amounts to cash and cash equivalents. Liquidity The Company’s principal liquidity requirements are to service its debt and to meet capital expenditure needs. At September 27, 2017 , the Company’s total debt (including capital lease liabilities) was $85.3 million . The Company’s ability to make payments on its indebtedness and to fund planned capital expenditures depends on available cash and on its ability to generate adequate cash flows in the future, which, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory, and other factors that are beyond the Company’s control. Based on current operations, the Company believes that its cash flow from operations, available cash of $7.1 million at September 27, 2017 , and available borrowings under the 2014 Revolver (which availability was approximately $106.9 million at September 27, 2017 ) will be adequate to meet the Company’s liquidity needs for the next 12 months. (Loss) Gain on Recovery of Insurance Proceeds In November 2015, one of the Company’s restaurants incurred damage resulting from a fire. During the thirty-nine weeks ended September 28, 2016 , the Company incurred costs directly related to the fire of less than $0.1 million , disposed of an additional $0.1 million in assets, and recognized gains of $0.7 million , related to the reimbursement of property and equipment, and $0.5 million , related to the reimbursement of lost profits. The reimbursement of lost profits is included in the accompanying consolidated financial statements of operations, for the thirteen and thirty-nine weeks ended September 28, 2016 , as a reduction of company restaurant expenses. The Company received from the insurance company cash of $1.0 million during the thirty-nine weeks ended September 28, 2016 , and $0.4 million on October 5, 2016, net of the insurance deductible. The $0.4 million is included in accounts and other receivables in the condensed consolidated balance sheet as of September 28, 2016 . The restaurant was reopened for business on March 14, 2016. Recovery of Securities Class Action Legal Expense During the thirteen and thirty-nine weeks ended September 27, 2017 , the Company received insurance proceeds of $0.6 million and $1.1 million , respectively, related to the reimbursement of certain legal expenses paid in prior years for the defense of securities lawsuits. The Company subsequently received an additional $0.5 million of insurance reimbursements on October 12, 2017. See Note 7, Commitments and Contingencies, Legal Matters. Recent Accounting Pronouncements In May 2017, the FASB issued ASU 2017-09, which provides clarity, reduces diversity in practice, and reduces cost and complexity when applying the guidance in Topic 718 Compensation—Stock Compensation, regarding a change to the terms or conditions of a share-based payment award. Specifically, an entity is to account for the effects of a modification, unless all of the following are satisfied: (1) the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (3) the classification of the modified award as an equity instrument or as a liability instrument is the same as the classification of the original award immediately before the original award is modified. ASU 2017-09 is effective for financial statements issued for annual periods beginning after December 15, 2017. The adoption of ASU 2017-09 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In January 2017, the FASB issued ASU 2017-04, simplifying the manner in which an entity is required to test for goodwill impairment by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 is effective for financial statements issued for annual periods beginning after December 15, 2019. The adoption of ASU 2017-04 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In January 2017, the FASB issued ASU 2017-01, clarifying the definition of a business. ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2017-01 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In November 2016, the FASB issued ASU 2016-18, "Restricted Cash." ASU 2016-18 addresses the diversity in practice that exists regarding the classification and the presentation of changes in restricted cash on the statements of cash flows under Topic 230, Statements of Cash Flow, and other Topics. The amendments in ASU No. 2016-18 require that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and the end-of-period total amounts set forth on the statements of cash flows. ASU 2016-18 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2016-18 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In August 2016, the FASB issued ASU 2016-15, "Classification of Certain Cash Receipts and Cash Payments." ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statements of cash flows under Topic 230, Statements of Cash Flow, and other Topics. ASU 2016-15 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2016-15 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In February 2016, the FASB issued ASU 2016-02, “Leases.” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Although early adoption is permitted, the Company will adopt these provisions in the first quarter of 2019. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company has $307.5 million of operating lease obligations as of September 27, 2017 and upon adoption of this standard will record a ROU asset and lease liability equal to the present value of these leases, which will have a material impact on the consolidated balance sheet. However, the recognition of lease expense in the consolidated statement of operations is not expected to change from the current methodology. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." The pronouncement requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. These changes become effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The adoption of ASU 2016-01 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (ASU 2014-09)”, which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The revised revenue standard is effective for public entities for annual periods beginning after December 15, 2017, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In addition, the FASB has issued the following Technical Corrections, Practical Expedients and Improvements to Topic 606, Revenue from Contracts with Customers: ASU 2017-13 in September 2017, ASU No. 2016-20, in December 2016, ASU No. 2016-12, in May 2016, and ASU No. 2016-10, in April 2016. All amendments are effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods, and early application is permitted, but no earlier than fiscal years beginning after December 15, 2016. The Company generates a substantial amount of its revenues from company-operated restaurants. This revenue stream is not expected to be impacted by the adoption of ASU No. 2014-09, or any of the subsequent related ASU’s. The Company has completed its initial analysis of the impact of the standard on franchise revenue. The revenue recognition for franchise fees that are based on future sales is not impacted. However, revenue recognition for franchise and development fees that are not related to subsequent sales will be impacted. The Company does not believe the adoption of ASU 2014-09 will have a material impact to future results of operations. In addition, the Company has determined to take a modified retrospective approach of transition and will recognize an adjustment to retained earnings, related to the cumulative effect of adopting ASU 2014-09 at the date of adoption. The Company is in the process of analyzing the disclosure requirements and the impact on advertising fees, and plans to complete its analysis by the end of fiscal 2017. Subsequent Events Subsequent to September 27, 2017 , the Company received an additional $0.5 million of insurance proceeds related to the reimbursement of certain legal expenses paid in prior years for the defense of securities lawsuits. In addition one of our franchisees closed one restaurant in California. The Company evaluated subsequent events that have occurred after September 27, 2017 , and determined that there were no other events or transactions occurring during this reporting period that require recognition or disclosure in the condensed consolidated financial statements. Concentration of Risk Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally-insured limits. The Company has never experienced any losses related to these balances. The Company had one supplier for which amounts due totaled 17.4% of the Company's accounts payable at September 27, 2017 . As of December 28, 2016 , the Company had one supplier for which amounts due totaled 16% of the Company’s accounts payable. Purchases from the Company’s largest supplier totaled 27% of total expenses for the thirteen weeks ended September 27, 2017 , and 33% of total expenses for the thirteen weeks ended September 28, 2016 . Purchases from the Company’s largest supplier totaled 30% of total expenses for the thirty-nine weeks ended September 27, 2017 , and 33% of total expenses for the thirty-nine weeks ended September 28, 2016 , of the Company’s purchases. Company-operated and franchised restaurants in the greater Los Angeles area generated, in the aggregate, approximately 73% and 75% of total revenue for the thirteen and thirty-nine weeks ended September 27, 2017 and September 28, 2016 , respectively. Goodwill and Indefinite Lived Intangible Assets The Company’s indefinite lived intangible assets consist of trademarks. Goodwill represents the excess of cost over fair value of net identified assets acquired in business combinations accounted for under the purchase method. The Company does not amortize its goodwill and indefinite lived intangible assets. Goodwill resulted from historical acquisitions. Upon a sale of a restaurant, the Company evaluates whether there is a decrement of goodwill. The amount of goodwill included in the cost basis of the asset sold is determined based on the relative fair value of the portion of the reporting unit disposed of compared to the fair value of the reporting unit retained. The Company performs annual impairment tests for goodwill during the fourth fiscal quarter of each fiscal year, or more frequently if impairment indicators arise. The Company reviews goodwill for impairment utilizing either a qualitative assessment or a two-step process. If the Company decides that it is appropriate to perform a qualitative assessment and concludes that the fair value of a reporting unit more likely than not exceeds its carrying value, no further evaluation is necessary. If the Company performs the two-step process, the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step is performed to measure the amount of impairment by comparing the carrying amount of the goodwill to a determination of the implied value of the goodwill. If the carrying amount of goodwill is greater than the implied value, an impairment charge is recognized for the difference. The Company performs annual impairment tests for indefinite lived intangible assets during the fourth fiscal quarter of each fiscal year, or more frequently if impairment indicators arise. An impairment test consists of either a qualitative assessment or a comparison of the fair value of an intangible asset with its carrying amount. The excess of the carrying amount of an intangible asset over its fair value is its impairment loss. The assumptions used in the estimate of fair value are generally consistent with the past performance of the Company’s reporting segment and are also consistent with the projections and assumptions that are used in current operating plans. These assumptions are subject to change as a result of changing economic and competitive conditions. The Company did not identify any indicators of potential impairment of its goodwill or indefinite-lived intangible assets during the thirteen and thirty-nine weeks ended September 27, 2017 or September 28, 2016 , and therefore did not record any impairment during the respective periods. Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories: • Level 1: Quoted prices for identical instruments in active markets. • Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs or significant value drivers are observable. • Level 3: Unobservable inputs used when little or no market data is available. As of September 27, 2017 and December 28, 2016 , the Company had no assets or liabilities measured at fair value on a recurring basis. Certain assets and liabilities are measured at fair value on a nonrecurring basis. In other words, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). The following non-financial instruments were measured at fair value, on a nonrecurring basis, as of and for the thirteen and thirty-nine weeks ended September 27, 2017 and September 28, 2016 (in thousands), reflecting certain property and equipment assets for which an impairment loss was recognized during the corresponding period, as discussed immediately below under "Impairment of Long-Lived Assets": Fair Value Measurements at September 27, 2017 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 27, 2017 Thirty-Nine Weeks Ended September 27, 2017 Property and equipment owned, net $ 280 $ — $ — $ 280 $ 15,035 15,480 Fair Value Measurements at September 28, 2016 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 28, 2016 Thirty-Nine Weeks Ended September 28, 2016 Property and equipment owned, net $ — $ — $ — $ — $ 2,508 2,508 Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment on a restaurant-by-restaurant basis whenever events or changes in circumstances indicate that the carrying value of certain assets may not be recoverable. The Company considers a triggering event to have occurred related to a specific restaurant if the restaurant’s cash flows for the last twelve months are less than a minimum threshold or if consistent levels of undiscounted cash flows for the remaining lease period are less than the carrying value of the restaurant’s assets. If the Company concludes that the carrying value of certain assets will not be recovered based on expected undiscounted future cash flows, an impairment write-down is recorded to reduce the assets to their estimated fair value. The fair value is measured on a nonrecurring basis using unobservable (Level 3) inputs. There is uncertainty in the projected undiscounted future cash flows used in the Company's impairment review analysis. If actual performance does not achieve the projections, the Company may recognize impairment charges in future periods, and such charges could be material. Based on the results of the analysis, during the thirteen weeks ended September 27, 2017 , the Company recorded a non-cash impairment charge of $15.0 million , primarily related to the non-recoverable assets of 10 stores in Texas and California. In addition, for the thirty-nine weeks ended September 27, 2017 the Company recorded a non-cash impairment charge of $15.5 million , primarily related to the non-recoverable assets of 11 stores, in Texas and California. For the thirteen and thirty-nine weeks ended September 28, 2016 , the Company recorded a $2.5 million non-cash impairment charge, primarily related to non-recoverable assets of two restaurants in Arizona and Texas. The Company continues to monitor the recoverability of the carrying value of the assets of several restaurants on an ongoing basis. In particular, most of the Company’s (and its franchisees’) restaurants in Texas have been open since the beginning of 2015, and many since the beginning of 2016. Accordingly, given the difficulty in projecting results for newer restaurants in newer markets, the Company intends to continue to closely monitor the performance of its Texas portfolio. Based on the most recent results in the Texas market, if management's plans to grow sales and improve profitability are not successful, future significant impairment to the Company’s assets may occur as a result of the performance of these restaurants and the related future cash flow assumptions over the remaining lease term. Closed-Store Reserves When the Company makes the determination to close a restaurant, it reviews the future minimum lease payments and related ancillary costs from the date of the restaurant closure to the end of the remaining lease term and records a lease charge for the lease liabilities to be incurred, net of any estimated sublease recoveries. There is uncertainty in the estimates of future lease costs and sublease recoveries. In addition an impairment charge is recognized for any remaining carrying value of certain restaurant assets. During the thirteen weeks ended September 27, 2017 , the Company closed three restaurants in Texas, recognizing a closed-store reserve of $1.0 million . During the thirty-nine weeks ended September 27, 2017 , the Company closed four restaurants in Texas and one in Arizona, recognizing a closed-store reserve of $1.8 million . For the thirty-nine weeks ended September 28, 2016 , the Company recognized $0.1 million of expense related to adjustments to closed-store reserves recognized in prior periods. Income Taxes The provision for income taxes, income taxes payable and deferred income taxes is determined using the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the financial carrying amounts and the tax bases of assets and liabilities using enacted tax rates in effect in the years in which the temporary differences are expected to reverse. On a periodic basis, the Company assesses the probability that its net deferred tax assets, if any, will be recovered. If, after evaluating all of the positive and negative evidence, a conclusion is made that it is more likely than not that some portion or all of the net deferred tax assets will not be recovered, a valuation allowance is provided by charging to tax expense to reserve the portion of deferred tax assets which are not expected to be realized. In the first quarter of fiscal 2017 the Company implemented ASU 2015-17, "Balance Sheet Classification of Deferred Taxes," resulting in the classification of all deferred tax assets as non-current. As the Company implemented this ASU retrospectively, $21.5 million of deferred tax assets previously classified as current in fiscal year 2016 are now classified as noncurrent liabilities within the Company's consolidated balance sheets. The Company reviews its filing positions for all open tax years in all U.S. federal and state jurisdictions where the Company is required to file. When there are uncertainties related to potential income tax benefits, in order to qualify for recognition, the position the Company takes has to have at least a “more likely than not” chance of being sustained (based on the position’s technical merits) upon challenge by the respective authorities. The term “more likely than not” means a likelihood of more than 50 percent. Otherwise, the Company may not recognize any of the potential tax benefit associated with the position. The Company recognizes a benefit for a tax position that meets the “more likely than not” criterion at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon its effective resolution. Unrecognized tax benefits involve management’s judgment regarding the likelihood of the benefit being sustained. The final resolution of uncertain tax positions could result in adjustments to recorded amounts and may affect the Company's consolidated financial position, results of operations, and cash flows. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties at September 27, 2017 or at December 28, 2016 , and did not recognize interest or penalties during the thirteen or thirty-nine weeks ended September 27, 2017 or September 28, 2016 , since there were no material unrecognized tax benefits. Management believes no material changes to the amount of unrecognized tax benefits will occur within the next twelve months. On July 30, 2014, the Company entered into the TRA. The TRA calls for the Company to pay to its pre-IPO stockholders 85% of the savings in cash that the Company realizes in its taxes as a result of utilizing its net operating losses and other tax attributes attributable to preceding periods. For the thirteen weeks ended September 27, 2017 we recorded income tax receivable agreement income of less than $0.1 million and for the thirteen weeks ended September 28, 2016 we recorded income tax receivable agreement expense of $0.2 million , and for the thirty-nine weeks ended September 27, 2017 and September 28, 2016 , we recorded income tax receivable agreement expense of $0.1 million and $0.4 million , respectively, related to the amortization of interest expense related to our total expected TRA payments and changes in estimates for actual tax returns filed. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 27, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT The costs and related accumulated depreciation and amortization of major classes of property and equipment are as follows (in thousands): September 27, 2017 December 28, 2016 Land $ 12,323 $ 12,323 Buildings and improvements 132,297 125,159 Other property and equipment 68,157 65,831 Construction in progress 8,470 11,539 221,247 214,852 Less: accumulated depreciation and amortization (106,344 ) (96,382 ) $ 114,903 $ 118,470 The gross value of assets under capital leases for buildings and improvements was $1.6 million at September 27, 2017 and December 28, 2016 . Accumulated depreciation for assets under capital leases was $1.5 million as of September 27, 2017 and December 28, 2016 . Depreciation expense was $4.7 million and $4.1 million for the thirteen weeks ended September 27, 2017 and September 28, 2016 , respectively, and $13.6 million and $11.8 million for the thirty-nine weeks ended September 27, 2017 and September 28, 2016 , respectively. For the thirteen weeks ended September 27, 2017 , capital expenditures totaled $9.3 million , including $0.1 million for restaurant remodeling and $7.1 million for new restaurant expenditures. For the thirty-nine weeks ended September 27, 2017 , capital expenditures totaled $28.3 million , including $2.9 million for restaurant remodeling and $21.0 million for new restaurant expenditures. For the thirteen weeks ended September 28, 2016 , capital expenditures totaled $12.1 million , including $0.1 million for restaurant remodeling and $10.8 million for new restaurant expenditures. For the thirty-nine weeks ended September 28, 2016 , capital expenditures totaled $26.5 million , including $1.6 million for restaurant remodeling and $20.8 million for new restaurant expenditures. Capital expenditures for these periods exclude unpaid purchases of property and equipment. Based on the Company’s review of its long-lived assets for impairment, the Company recorded non-cash impairment charges of $15.0 million and $15.5 million for the thirteen and thirty-nine weeks ended September 27, 2017 , respectively. For the thirteen and thirty-nine weeks ended September 28, 2016 , the Company recorded a $2.5 million non-cash impairment charge, primarily related to non-recoverable assets of two restaurants in Arizona and Texas. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 27, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION At September 27, 2017 , options to purchase 2,302,319 shares of common stock were outstanding, including 1,892,062 vested and 410,257 unvested. Unvested options vest over time. However, upon a change in control, the board may accelerate vesting. At September 27, 2017 , 1,563,549 premium options, options granted above the stock price at date of grant, remained outstanding. There were no stock option exercises during the thirteen weeks ended September 27, 2017 and 17,661 stock option exercises during the thirty-nine weeks ended September 27, 2017 . For the thirteen and thirty-nine weeks ended September 28, 2016 , there were stock option exercises of 32,386 and 147,726 shares, respectively. For the thirteen weeks ended September 27, 2017 , there were no stock options granted, and for the thirty-nine weeks ended September 27, 2017 , 128,252 stock options were granted at the fair market value on the date of grant. For the thirteen and thirty-nine weeks ended September 28, 2016 , there were stock option grants of 9,875 and 329,673 , respectively, granted at the fair market value on the date of grant. At September 27, 2017 , the Company had total unrecognized compensation expense of $1.4 million related to unvested stock options, which it expects to recognize over a weighted-average period of 2.9 years. For the thirteen and thirty-nine weeks ended September 27, 2017 , 1,248 and 170,924 restricted shares were granted, respectively, at the fair market value on the date of grant. There were 21,453 and 29,259 restricted shares granted at the fair market value on the date of grant during the thirteen and thirty-nine weeks ended September 28, 2016 , respectively. The restricted shares will vest ratably over four years for employees and three years for directors, from their grant date. At September 27, 2017 , there were 187,710 unvested restricted shares outstanding. At September 27, 2017 , the Company had total unrecognized compensation expense of $2.4 million related to unvested restricted shares, which it expects to recognize over a weighted-average period of 3.4 years. Total stock-based compensation expense was $0.3 million and $0.7 million for the thirteen and thirty-nine weeks ended September 27, 2017 , respectively, and $0.1 million and $0.2 million for the thirteen and thirty-nine weeks ended September 28, 2016 , respectively. In connection with the separation of its former audit committee chair, during the thirty-nine weeks ended September 27, 2017 , the Company modified previously granted equity awards to allow for additional time to exercise previously vested awards following his separation date. As a result, the Company incurred incremental stock-based compensation expense of less than $ 0.1 million for the thirty-nine weeks ended September 27, 2017 . |
Credit Agreements
Credit Agreements | 9 Months Ended |
Sep. 27, 2017 | |
Debt Disclosure [Abstract] | |
Credit Agreements | CREDIT AGREEMENTS On December 11, 2014, the Company refinanced its debt, with EPL, Intermediate, and Holdings entering into a credit agreement with Bank of America, N.A., as administrative agent, swingline lender, and letter of credit issuer, the lenders party thereto, and the other parties thereto, which provides for a $200.0 million five -year senior secured revolving facility (the “2014 Revolver”). The 2014 Revolver includes a sub limit of $15.0 million for letters of credit and a sub limit of $15.0 million for swingline loans. At September 27, 2017 , $8.1 million of letters of credit, and $85.0 million of the revolving line of credit were outstanding. The amount available under the revolving line of credit was $106.9 million at September 27, 2017 . The 2014 Revolver will mature on or about December 11, 2019 . Borrowings under the 2014 Revolver (other than any swingline loans) bear interest, at the borrower’s option, at rates based upon either LIBOR or a base rate, plus, for each rate, a margin determined in accordance with a lease-adjusted consolidated leverage ratio-based pricing grid. The base rate is calculated as the highest of (a) the federal funds rate plus 0.50% , (b) the prime rate of Bank of America, or (c) LIBOR plus 1.00% . For LIBOR loans, the margin is in the range of 1.75% to 2.50% , and for base rate loans the margin is in the range of 0.75% to 1.50% . The interest rate range was 2.96% to 2.99% and 2.44% to 2.99% for the thirteen and thirty-nine weeks ended September 27, 2017 , respectively, and 2.20% to 2.27% and 2.02% to 2.27% for the thirteen and thirty-nine weeks ended September 28, 2016 , respectively. The 2014 Revolver includes a number of negative and financial covenants, including, among others, the following (all subject to certain exceptions): a maximum lease-adjusted consolidated leverage ratio covenant, a minimum consolidated fixed charge coverage ratio, and limitations on indebtedness, liens, investments, asset sales, mergers, consolidations, liquidations, dissolutions, restricted payments, and negative pledges. The 2014 Revolver also includes certain customary affirmative covenants and events of default. The Company was in compliance with all such covenants at September 27, 2017 . See Note 1 for restrictions on the payment of dividends under the 2014 Revolver. Maturities There are no required principal payments prior to maturity for the 2014 Revolver. During the thirteen and thirty-nine weeks ended September 27, 2017 , the Company elected to pay down $9.5 million and $19.0 million , respectively, of outstanding borrowings on the Company's 2014 Revolver, primarily from its cash flow from operations. During the thirteen and thirty-nine weeks ended September 28, 2016 , the Company elected to pay down $9.5 million and $16.0 million , respectively, of outstanding borrowings on the Company's 2014 Revolver. |
Other Accrued Expenses and Curr
Other Accrued Expenses and Current Liabilities | 9 Months Ended |
Sep. 27, 2017 | |
Payables and Accruals [Abstract] | |
Other Accrued Expenses and Current Liabilities | OTHER ACCRUED EXPENSES AND CURRENT LIABILITIES Other accrued expenses and current liabilities consist of the following (in thousands): September 27, 2017 December 28, 2016 Accrued sales and property taxes $ 5,255 $ 4,223 Income tax receivable agreement payable 20,506 12,349 Gift card liability 1,786 1,870 Other 5,185 3,579 Total other accrued expenses and current liabilities $ 32,732 $ 22,021 |
Other Noncurrent Liabilities
Other Noncurrent Liabilities | 9 Months Ended |
Sep. 27, 2017 | |
Payables and Accruals [Abstract] | |
Other Noncurrent Liabilities | OTHER NONCURRENT LIABILITIES Other noncurrent liabilities consist of the following (in thousands): September 27, 2017 December 28, 2016 Deferred rent $ 8,835 $ 8,328 Income tax receivable agreement payable 18,256 26,306 Other 3,648 2,354 Total other noncurrent liabilities $ 30,739 $ 36,988 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 27, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Legal Matters On or about February 24, 2014 , a former employee filed a class action in the Superior Court of the State of California, County of Orange, under the caption Elliott Olvera, et al v. El Pollo Loco, Inc., et al (Case No. 30-2014-00707367-CU-OE-CXC) on behalf of all putative class members (all hourly employees from 2010 to the present) alleging certain violations of California labor laws, including failure to pay overtime compensation, failure to provide meal periods and rest breaks, and failure to provide itemized wage statements. The putative lead plaintiff’s requested remedies include compensatory and punitive damages, injunctive relief, disgorgement of profits, and reasonable attorneys’ fees and costs. No specific amount of damages sought was specified in the complaint. The parties executed a Stipulation of Class Settlement and Release which the court refused to approve on the grounds that it did not provide sufficient compensation for the putative class members. Further settlement discussions were not successful, and the litigation is moving forward with the filing deadline for plaintiff’s class certification motion postponed until February 1, 2018. Purported class actions alleging wage and hour violations are commonly filed against California employers. The Company has similar cases pending and fully expects to have to defend against similar lawsuits in the future. Daniel Turocy, et al. v. El Pollo Loco Holdings, Inc., et al. (Case No. 8:15-cv-01343) was filed in the United States District Court for the Central District of California on August 24, 2015, and Ron Huston, et al. v. El Pollo Loco Holdings, Inc., et al. (Case No. 8:15-cv-01710) was filed in the United States District Court for the Central District of California on October 22, 2015. The two lawsuits have been consolidated, with co-lead plaintiffs and class counsel. A consolidated complaint was filed on January 29, 2016, on behalf of co-lead plaintiffs and others similarly situated, alleging violations of federal securities laws in connection with Holdings common stock purchased or otherwise acquired and the purchase of call options or the sale of put options, between May 1, 2015 and August 13, 2015 (the “Class Period”). The named defendants are Holdings; Stephen J. Sather, Laurance Roberts, and Edward J. Valle (collectively, the “Individual Defendants”); and Trimaran Pollo Partners, L.L.C., Trimaran Capital Partners, and Freeman Spogli & Co. (collectively, the “Controlling Shareholder Defendants”). Among other things, Plaintiffs allege that, in 2014 and early 2015, Holdings suffered losses due to rising labor costs in California and, in an attempt to mitigate the effects of such rising costs, removed a $5 value option from the Company's menu, which resulted in a decrease in traffic from value-conscious consumers. Plaintiffs further allege that during the Class Period, Holdings and the Individual Defendants made a series of materially false and misleading statements that concealed the effect that these factors were having on store sales growth, resulting in Holdings stock continuing to be traded at artificially inflated prices. As a result, Plaintiffs and other members of the putative class allegedly suffered damages in connection with their purchase of Holdings’ stock during the Class Period. In addition, Plaintiffs allege that the Individual Defendants and Controlling Shareholder Defendants had direct involvement in, and responsibility over, the operations of Holdings, and are presumed to have had, among other things, the power to control or influence the transactions giving rise to the alleged securities law violations. In both cases, Plaintiffs seek an unspecified amount of damages, as well as costs and expenses (including attorneys’ fees). On July 25, 2016, the Court issued an order granting, without prejudice, Defendants’ Motion to Dismiss plaintiff’s complaint for failure to state a claim. Plaintiffs were granted leave to amend their complaint, and filed an amended complaint on August 22, 2016. Defendants moved to dismiss the amended complaint, and on March 20, 2017, the Court dismissed the amended complaint and granted Plaintiffs leave to file another amended complaint. Plaintiffs filed another amended complaint on April 17, 2017. Defendants filed a motion to dismiss the amended complaint on or about May 17, 2017. The Court denied Defendants' motion to dismiss the third amended complaint on August 4, 2017. Defendants intend to continue to defend against the claims asserted. In addition, on September 16, 2015, Holdings and certain of its officers and directors received an informal, non-public inquiry from the SEC requesting voluntary production of documents and information. All parties cooperated fully with the SEC's request. On July 15, 2016, Holdings was informed that the SEC was closing its inquiry as to all parties. On or about November 5, 2015, a purported Holdings shareholder filed a derivative complaint on behalf of Holdings in the Court of Chancery of the State of Delaware against certain Holdings officers, directors and Trimaran Pollo Partners, L.L.C., under the caption Armen Galustyan v. Sather, et al. (Case No. 11676-VCL). The derivative complaint alleges that these defendants breached their fiduciary duties to Holdings and were unjustly enriched when they sold shares of Holdings at artificially inflated prices due to alleged misrepresentations and omissions regarding EPL’s comparable store sales in the second quarter of 2015. The Holdings shareholder’s requested remedies include an award of compensatory damages to Holdings, as well as a court order to improve corporate governance by putting forward for stockholder vote certain resolutions for amendments to Holdings’ Bylaws or Certificate of Incorporation. The parties have stipulated to, which the court has ordered, a stay of these proceedings pending the outcome of Turocy v. El Pollo Loco Holdings, Inc ., discussed above. A second purported Holdings shareholder filed a derivative complaint on or about September 23, 2016, under the caption Diep v. Sather , CA 12760-VCL in the Delaware Court of Chancery. The Diep action is also purportedly brought on behalf of Holdings, names the same defendants and asserts substantially the same claims on substantially the same alleged facts as does Galustyan . Defendants moved to stay or dismiss the Diep action. On March 17, 2017, the Delaware court granted in part, and denied in part, the motion to stay the Diep action. The court denied defendants' motion to dismiss the complaint for failure to state a claim. No trial date for the Diep action has been set. The Company is also involved in various other claims and legal actions that arise in the ordinary course of business. The Company does not believe that the ultimate resolution of these other actions will have a material adverse effect on its financial position, results of operations, liquidity, or capital resources. A significant increase in the number of claims, or an increase in amounts owing under successful claims, could materially and adversely affect its business, consolidated financial condition, results of operations, and cash flows. Purchasing Commitments The Company has long-term beverage supply agreements with certain major beverage vendors. Pursuant to the terms of these arrangements, marketing rebates are provided to the Company and its franchisees from the beverage vendors based upon the dollar volume of purchases for system-wide restaurants which will vary according to their demand for beverage syrup and fluctuations in the market rates for beverage syrup. These contracts have terms extending through the end of 2024. At September 27, 2017 , the Company’s total estimated commitment to purchase chicken was $11.3 million . Contingent Lease Obligations As a result of assigning the Company’s interest in obligations under real estate leases in connection with the sale of company-operated restaurants to some of the Company’s franchisees, the Company is contingently liable on five lease agreements. These leases have various terms, the latest of which expires in 2036 . As of September 27, 2017 , the potential amount of undiscounted payments the Company could be required to make in the event of non-payment by the primary lessee was $2.9 million . The present value of these potential payments discounted at the Company’s estimated pre-tax cost of debt at September 27, 2017 was $2.5 million . The Company’s franchisees are primarily liable on the leases. The Company has cross-default provisions with these franchisees that would put them in default of their franchise agreements in the event of non-payment under the leases. The Company believes that these cross-default provisions reduce the risk that payments will be required to be made under these leases. Accordingly, no liability has been recorded in the Company’s condensed consolidated financial statements related to these contingent liabilities. Employment Agreements The Company has employment agreements with four of the officers of the Company on an at will basis. These agreements provide for minimum salary levels, possible annual adjustments for cost-of-living changes, and incentive bonuses that are payable under certain business conditions. Indemnification Agreements The Company has entered into indemnification agreements with each of its current directors and officers. These agreements require the Company to indemnify these individuals to the fullest extent permitted under Delaware law against liabilities that may arise by reason of their service to the Company and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified. The Company also intends to enter into indemnification agreements with future directors and officers. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Sep. 27, 2017 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | NET (LOSS) INCOME PER SHARE Basic net (loss) income per share is calculated using the weighted-average number of shares of common stock outstanding during the thirteen weeks ended September 27, 2017 and September 28, 2016 . Diluted net (loss) income per share is calculated using the weighted-average number of shares of common stock outstanding and potentially dilutive during the period, using the treasury stock method. Below are basic and diluted net (loss) income per share data for the periods indicated, which are in thousands except for per share data. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 27, 2017 September 28, 2016 September 27, 2017 September 28, 2016 Numerator: Net (loss) income $ (4,039 ) $ 5,211 $ 8,657 $ 17,921 Denominator: Weighted-average shares outstanding—basic 38,462,100 38,415,189 38,449,453 38,331,400 Weighted-average shares outstanding—diluted 38,462,100 (a) 39,083,577 39,101,214 39,020,127 Net (loss) income per share—basic $ (0.11 ) $ 0.14 $ 0.23 $ 0.47 Net (loss) income per share—diluted $ (0.11 ) $ 0.13 $ 0.22 $ 0.46 Anti-dilutive securities not considered in diluted EPS calculation 2,490,029 451,325 749,421 451,325 (a) Due to a loss for the period, zero incremental shares are included because the effect would be antidilutive. Below is a reconciliation of basic and diluted share counts. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 27, 2017 September 28, 2016 September 27, 2017 September 28, 2016 Weighted-average shares outstanding— basic 38,462,100 38,415,189 38,449,453 38,331,400 Dilutive effect of stock options and restricted shares — (a) 668,388 651,761 688,727 Weighted-average shares outstanding— diluted 38,462,100 39,083,577 39,101,214 39,020,127 (a) Due to a loss for the period, zero incremental shares are included because the effect would be antidilutive. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 27, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Trimaran Pollo Partners, L.L.C. (“LLC”), owns approximately 43.3% of the Company’s outstanding common stock. This large position means that LLC and its majority owners—predecessors and affiliates of, and certain funds managed by, Trimaran Capital Partners and Freeman Spogli & Co. (collectively, “Trimaran” and “Freeman Spogli,” respectively)—possess significant influence when stockholders vote on matters such as election of directors, mergers, consolidations and acquisitions, the sale of all or substantially all of the Company’s assets, decisions affecting the Company’s capital structure, amendments to the Company’s certificate of incorporation or by-laws, and the Company’s winding up and dissolution. So long as LLC maintains at least 40% ownership, (i) any member of the board of directors may be removed at any time without cause by affirmative vote of a majority of the Company’s common stock, and (ii) stockholders representing 40% or greater ownership may cause special stockholder meetings to be called. |
Basis of Presentation and Sum16
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 27, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of the Company's consolidated financial position and results of operations and cash flows for the periods presented. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The condensed consolidated financial statements and related notes do not include all information and footnotes required by GAAP for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 28, 2016 . The Company uses a 52- or 53-week fiscal year ending on the last Wednesday of the calendar year. In a 52-week fiscal year, each quarter includes 13 weeks of operations; in a 53-week fiscal year, the first, second and third quarters each include 13 weeks of operations and the fourth quarter includes 14 weeks of operations. Every six or seven years, a 53-week fiscal year occurs. Fiscal 2016 and 2017 are both 52-week years, ending on December 28, 2016 and December 27, 2017, respectively. Revenues, expenses, and other financial and operational figures may be elevated in a 53-week year. Holdings has no material assets or operations. Holdings and Holdings’ direct subsidiary, EPL Intermediate, Inc. (“Intermediate”), guarantee EPL’s 2014 Revolver (see Note 4) on a full and unconditional basis, and Intermediate has no subsidiaries other than EPL. EPL is a separate and distinct legal entity and has no obligation to make funds available to Intermediate. EPL and Intermediate may pay dividends to Intermediate and to Holdings, respectively. |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Holdings and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and revenue and expenses during the period reported. Actual results could materially differ from those estimates. The Company’s significant estimates include estimates for impairment of goodwill, intangible assets and property and equipment, insurance reserves, lease termination liabilities, closed-store reserves, stock-based compensation, income tax receivable agreement liability, and income tax valuation allowances. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less at the date of purchase to be cash equivalents. |
Restricted Cash | Restricted Cash The Company’s restricted cash represented cash collateral to one commercial bank for Company credit cards. During the thirty-nine weeks ended September 27, 2017 , the cash collateral was returned by the bank, and the Company reclassified such amounts to cash and cash equivalents. |
Liquidity | Liquidity The Company’s principal liquidity requirements are to service its debt and to meet capital expenditure needs. At September 27, 2017 , the Company’s total debt (including capital lease liabilities) was $85.3 million . The Company’s ability to make payments on its indebtedness and to fund planned capital expenditures depends on available cash and on its ability to generate adequate cash flows in the future, which, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory, and other factors that are beyond the Company’s control. Based on current operations, the Company believes that its cash flow from operations, available cash of $7.1 million at September 27, 2017 , and available borrowings under the 2014 Revolver (which availability was approximately $106.9 million at September 27, 2017 ) will be adequate to meet the Company’s liquidity needs for the next 12 months. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2017, the FASB issued ASU 2017-09, which provides clarity, reduces diversity in practice, and reduces cost and complexity when applying the guidance in Topic 718 Compensation—Stock Compensation, regarding a change to the terms or conditions of a share-based payment award. Specifically, an entity is to account for the effects of a modification, unless all of the following are satisfied: (1) the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (3) the classification of the modified award as an equity instrument or as a liability instrument is the same as the classification of the original award immediately before the original award is modified. ASU 2017-09 is effective for financial statements issued for annual periods beginning after December 15, 2017. The adoption of ASU 2017-09 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In January 2017, the FASB issued ASU 2017-04, simplifying the manner in which an entity is required to test for goodwill impairment by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 is effective for financial statements issued for annual periods beginning after December 15, 2019. The adoption of ASU 2017-04 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In January 2017, the FASB issued ASU 2017-01, clarifying the definition of a business. ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2017-01 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In November 2016, the FASB issued ASU 2016-18, "Restricted Cash." ASU 2016-18 addresses the diversity in practice that exists regarding the classification and the presentation of changes in restricted cash on the statements of cash flows under Topic 230, Statements of Cash Flow, and other Topics. The amendments in ASU No. 2016-18 require that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and the end-of-period total amounts set forth on the statements of cash flows. ASU 2016-18 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2016-18 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In August 2016, the FASB issued ASU 2016-15, "Classification of Certain Cash Receipts and Cash Payments." ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statements of cash flows under Topic 230, Statements of Cash Flow, and other Topics. ASU 2016-15 is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU 2016-15 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In February 2016, the FASB issued ASU 2016-02, “Leases.” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Although early adoption is permitted, the Company will adopt these provisions in the first quarter of 2019. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company has $307.5 million of operating lease obligations as of September 27, 2017 and upon adoption of this standard will record a ROU asset and lease liability equal to the present value of these leases, which will have a material impact on the consolidated balance sheet. However, the recognition of lease expense in the consolidated statement of operations is not expected to change from the current methodology. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." The pronouncement requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. These changes become effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The adoption of ASU 2016-01 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (ASU 2014-09)”, which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The revised revenue standard is effective for public entities for annual periods beginning after December 15, 2017, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In addition, the FASB has issued the following Technical Corrections, Practical Expedients and Improvements to Topic 606, Revenue from Contracts with Customers: ASU 2017-13 in September 2017, ASU No. 2016-20, in December 2016, ASU No. 2016-12, in May 2016, and ASU No. 2016-10, in April 2016. All amendments are effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods, and early application is permitted, but no earlier than fiscal years beginning after December 15, 2016. The Company generates a substantial amount of its revenues from company-operated restaurants. This revenue stream is not expected to be impacted by the adoption of ASU No. 2014-09, or any of the subsequent related ASU’s. The Company has completed its initial analysis of the impact of the standard on franchise revenue. The revenue recognition for franchise fees that are based on future sales is not impacted. However, revenue recognition for franchise and development fees that are not related to subsequent sales will be impacted. The Company does not believe the adoption of ASU 2014-09 will have a material impact to future results of operations. In addition, the Company has determined to take a modified retrospective approach of transition and will recognize an adjustment to retained earnings, related to the cumulative effect of adopting ASU 2014-09 at the date of adoption. The Company is in the process of analyzing the disclosure requirements and the impact on advertising fees, and plans to complete its analysis by the end of fiscal 2017. |
Concentration of Risk | Concentration of Risk Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally-insured limits. The Company has never experienced any losses related to these balances. The Company had one supplier for which amounts due totaled 17.4% of the Company's accounts payable at September 27, 2017 . As of December 28, 2016 , the Company had one supplier for which amounts due totaled 16% of the Company’s accounts payable. Purchases from the Company’s largest supplier totaled 27% of total expenses for the thirteen weeks ended September 27, 2017 , and 33% of total expenses for the thirteen weeks ended September 28, 2016 . Purchases from the Company’s largest supplier totaled 30% of total expenses for the thirty-nine weeks ended September 27, 2017 , and 33% of total expenses for the thirty-nine weeks ended September 28, 2016 , of the Company’s purchases. Company-operated and franchised restaurants in the greater Los Angeles area generated, in the aggregate, approximately 73% and 75% of total revenue for the thirteen and thirty-nine weeks ended September 27, 2017 and September 28, 2016 , respectively. |
Goodwill and Indefinite Lived Intangible Assets | Goodwill and Indefinite Lived Intangible Assets The Company’s indefinite lived intangible assets consist of trademarks. Goodwill represents the excess of cost over fair value of net identified assets acquired in business combinations accounted for under the purchase method. The Company does not amortize its goodwill and indefinite lived intangible assets. Goodwill resulted from historical acquisitions. Upon a sale of a restaurant, the Company evaluates whether there is a decrement of goodwill. The amount of goodwill included in the cost basis of the asset sold is determined based on the relative fair value of the portion of the reporting unit disposed of compared to the fair value of the reporting unit retained. The Company performs annual impairment tests for goodwill during the fourth fiscal quarter of each fiscal year, or more frequently if impairment indicators arise. The Company reviews goodwill for impairment utilizing either a qualitative assessment or a two-step process. If the Company decides that it is appropriate to perform a qualitative assessment and concludes that the fair value of a reporting unit more likely than not exceeds its carrying value, no further evaluation is necessary. If the Company performs the two-step process, the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step is performed to measure the amount of impairment by comparing the carrying amount of the goodwill to a determination of the implied value of the goodwill. If the carrying amount of goodwill is greater than the implied value, an impairment charge is recognized for the difference. The Company performs annual impairment tests for indefinite lived intangible assets during the fourth fiscal quarter of each fiscal year, or more frequently if impairment indicators arise. An impairment test consists of either a qualitative assessment or a comparison of the fair value of an intangible asset with its carrying amount. The excess of the carrying amount of an intangible asset over its fair value is its impairment loss. The assumptions used in the estimate of fair value are generally consistent with the past performance of the Company’s reporting segment and are also consistent with the projections and assumptions that are used in current operating plans. These assumptions are subject to change as a result of changing economic and competitive conditions. The Company did not identify any indicators of potential impairment of its goodwill or indefinite-lived intangible assets during the thirteen and thirty-nine weeks ended September 27, 2017 or September 28, 2016 , and therefore did not record any impairment during the respective periods. |
Fair Value Measurement | Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories: • Level 1: Quoted prices for identical instruments in active markets. • Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs or significant value drivers are observable. • Level 3: Unobservable inputs used when little or no market data is available. As of September 27, 2017 and December 28, 2016 , the Company had no assets or liabilities measured at fair value on a recurring basis. Certain assets and liabilities are measured at fair value on a nonrecurring basis. In other words, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). The following non-financial instruments were measured at fair value, on a nonrecurring basis, as of and for the thirteen and thirty-nine weeks ended September 27, 2017 and September 28, 2016 (in thousands), reflecting certain property and equipment assets for which an impairment loss was recognized during the corresponding period, as discussed immediately below under "Impairment of Long-Lived Assets": Fair Value Measurements at September 27, 2017 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 27, 2017 Thirty-Nine Weeks Ended September 27, 2017 Property and equipment owned, net $ 280 $ — $ — $ 280 $ 15,035 15,480 Fair Value Measurements at September 28, 2016 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 28, 2016 Thirty-Nine Weeks Ended September 28, 2016 Property and equipment owned, net $ — $ — $ — $ — $ 2,508 2,508 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment on a restaurant-by-restaurant basis whenever events or changes in circumstances indicate that the carrying value of certain assets may not be recoverable. The Company considers a triggering event to have occurred related to a specific restaurant if the restaurant’s cash flows for the last twelve months are less than a minimum threshold or if consistent levels of undiscounted cash flows for the remaining lease period are less than the carrying value of the restaurant’s assets. If the Company concludes that the carrying value of certain assets will not be recovered based on expected undiscounted future cash flows, an impairment write-down is recorded to reduce the assets to their estimated fair value. The fair value is measured on a nonrecurring basis using unobservable (Level 3) inputs. There is uncertainty in the projected undiscounted future cash flows used in the Company's impairment review analysis. If actual performance does not achieve the projections, the Company may recognize impairment charges in future periods, and such charges could be material. Based on the results of the analysis, during the thirteen weeks ended September 27, 2017 , the Company recorded a non-cash impairment charge of $15.0 million , primarily related to the non-recoverable assets of 10 stores in Texas and California. In addition, for the thirty-nine weeks ended September 27, 2017 the Company recorded a non-cash impairment charge of $15.5 million , primarily related to the non-recoverable assets of 11 stores, in Texas and California. For the thirteen and thirty-nine weeks ended September 28, 2016 , the Company recorded a $2.5 million non-cash impairment charge, primarily related to non-recoverable assets of two restaurants in Arizona and Texas. The Company continues to monitor the recoverability of the carrying value of the assets of several restaurants on an ongoing basis. In particular, most of the Company’s (and its franchisees’) restaurants in Texas have been open since the beginning of 2015, and many since the beginning of 2016. Accordingly, given the difficulty in projecting results for newer restaurants in newer markets, the Company intends to continue to closely monitor the performance of its Texas portfolio. Based on the most recent results in the Texas market, if management's plans to grow sales and improve profitability are not successful, future significant impairment to the Company’s assets may occur as a result of the performance of these restaurants and the related future cash flow assumptions over the remaining lease term. |
Costs Associated with Exit or Disposal Activities or Restructurings, Policy | Closed-Store Reserves When the Company makes the determination to close a restaurant, it reviews the future minimum lease payments and related ancillary costs from the date of the restaurant closure to the end of the remaining lease term and records a lease charge for the lease liabilities to be incurred, net of any estimated sublease recoveries. There is uncertainty in the estimates of future lease costs and sublease recoveries. In addition an impairment charge is recognized for any remaining carrying value of certain restaurant assets. During the thirteen weeks ended September 27, 2017 , the Company closed three restaurants in Texas, recognizing a closed-store reserve of $1.0 million . During the thirty-nine weeks ended September 27, 2017 , the Company closed four restaurants in Texas and one in Arizona, recognizing a closed-store reserve of $1.8 million . For the thirty-nine weeks ended September 28, 2016 , the Company recognized $0.1 million of expense related to adjustments to closed-store reserves recognized in prior periods. |
Income Taxes | Income Taxes The provision for income taxes, income taxes payable and deferred income taxes is determined using the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the financial carrying amounts and the tax bases of assets and liabilities using enacted tax rates in effect in the years in which the temporary differences are expected to reverse. On a periodic basis, the Company assesses the probability that its net deferred tax assets, if any, will be recovered. If, after evaluating all of the positive and negative evidence, a conclusion is made that it is more likely than not that some portion or all of the net deferred tax assets will not be recovered, a valuation allowance is provided by charging to tax expense to reserve the portion of deferred tax assets which are not expected to be realized. In the first quarter of fiscal 2017 the Company implemented ASU 2015-17, "Balance Sheet Classification of Deferred Taxes," resulting in the classification of all deferred tax assets as non-current. As the Company implemented this ASU retrospectively, $21.5 million of deferred tax assets previously classified as current in fiscal year 2016 are now classified as noncurrent liabilities within the Company's consolidated balance sheets. The Company reviews its filing positions for all open tax years in all U.S. federal and state jurisdictions where the Company is required to file. When there are uncertainties related to potential income tax benefits, in order to qualify for recognition, the position the Company takes has to have at least a “more likely than not” chance of being sustained (based on the position’s technical merits) upon challenge by the respective authorities. The term “more likely than not” means a likelihood of more than 50 percent. Otherwise, the Company may not recognize any of the potential tax benefit associated with the position. The Company recognizes a benefit for a tax position that meets the “more likely than not” criterion at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon its effective resolution. Unrecognized tax benefits involve management’s judgment regarding the likelihood of the benefit being sustained. The final resolution of uncertain tax positions could result in adjustments to recorded amounts and may affect the Company's consolidated financial position, results of operations, and cash flows. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties at September 27, 2017 or at December 28, 2016 , and did not recognize interest or penalties during the thirteen or thirty-nine weeks ended September 27, 2017 or September 28, 2016 , since there were no material unrecognized tax benefits. Management believes no material changes to the amount of unrecognized tax benefits will occur within the next twelve months. On July 30, 2014, the Company entered into the TRA. The TRA calls for the Company to pay to its pre-IPO stockholders 85% of the savings in cash that the Company realizes in its taxes as a result of utilizing its net operating losses and other tax attributes attributable to preceding periods. For the thirteen weeks ended September 27, 2017 we recorded income tax receivable agreement income of less than $0.1 million and for the thirteen weeks ended September 28, 2016 we recorded income tax receivable agreement expense of $0.2 million , and for the thirty-nine weeks ended September 27, 2017 and September 28, 2016 , we recorded income tax receivable agreement expense of $0.1 million and $0.4 million , respectively, related to the amortization of interest expense related to our total expected TRA payments and changes in estimates for actual tax returns filed. |
Basis of Presentation and Sum17
Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation of Non-Financial Instruments Measured at Fair Value on Nonrecurring Basis (Tables) | 9 Months Ended |
Sep. 27, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Nonrecurring [Table Text Block] | The following non-financial instruments were measured at fair value, on a nonrecurring basis, as of and for the thirteen and thirty-nine weeks ended September 27, 2017 and September 28, 2016 (in thousands), reflecting certain property and equipment assets for which an impairment loss was recognized during the corresponding period, as discussed immediately below under "Impairment of Long-Lived Assets": Fair Value Measurements at September 27, 2017 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 27, 2017 Thirty-Nine Weeks Ended September 27, 2017 Property and equipment owned, net $ 280 $ — $ — $ 280 $ 15,035 15,480 Fair Value Measurements at September 28, 2016 Using Impairment Loss Total Level 1 Level 2 Level 3 Thirteen Weeks Ended September 28, 2016 Thirty-Nine Weeks Ended September 28, 2016 Property and equipment owned, net $ — $ — $ — $ — $ 2,508 2,508 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 27, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Costs and Related Accumulated Depreciation and Amortization of Major Classes of Property | The costs and related accumulated depreciation and amortization of major classes of property and equipment are as follows (in thousands): September 27, 2017 December 28, 2016 Land $ 12,323 $ 12,323 Buildings and improvements 132,297 125,159 Other property and equipment 68,157 65,831 Construction in progress 8,470 11,539 221,247 214,852 Less: accumulated depreciation and amortization (106,344 ) (96,382 ) $ 114,903 $ 118,470 |
Other Accrued Expenses and Cu19
Other Accrued Expenses and Current Liabilities Other Accrued Expenses and Current Liabilities (Tables) | 9 Months Ended |
Sep. 27, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Other Accrued Expenses and Current Liabilities | Other accrued expenses and current liabilities consist of the following (in thousands): September 27, 2017 December 28, 2016 Accrued sales and property taxes $ 5,255 $ 4,223 Income tax receivable agreement payable 20,506 12,349 Gift card liability 1,786 1,870 Other 5,185 3,579 Total other accrued expenses and current liabilities $ 32,732 $ 22,021 |
Other Noncurrent Liabilities Ot
Other Noncurrent Liabilities Other Noncurrent Liabilities (Tables) | 9 Months Ended |
Sep. 27, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Other Noncurrent Liabilities | Other noncurrent liabilities consist of the following (in thousands): September 27, 2017 December 28, 2016 Deferred rent $ 8,835 $ 8,328 Income tax receivable agreement payable 18,256 26,306 Other 3,648 2,354 Total other noncurrent liabilities $ 30,739 $ 36,988 |
Net Income Per Share Net Income
Net Income Per Share Net Income Per Share (Tables) | 9 Months Ended |
Sep. 27, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income per Share | Below are basic and diluted net (loss) income per share data for the periods indicated, which are in thousands except for per share data. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 27, 2017 September 28, 2016 September 27, 2017 September 28, 2016 Numerator: Net (loss) income $ (4,039 ) $ 5,211 $ 8,657 $ 17,921 Denominator: Weighted-average shares outstanding—basic 38,462,100 38,415,189 38,449,453 38,331,400 Weighted-average shares outstanding—diluted 38,462,100 (a) 39,083,577 39,101,214 39,020,127 Net (loss) income per share—basic $ (0.11 ) $ 0.14 $ 0.23 $ 0.47 Net (loss) income per share—diluted $ (0.11 ) $ 0.13 $ 0.22 $ 0.46 Anti-dilutive securities not considered in diluted EPS calculation 2,490,029 451,325 749,421 451,325 |
Schedule of Reconciliation of Basic and Diluted Share Counts | Below is a reconciliation of basic and diluted share counts. Thirteen Weeks Ended Thirty-Nine Weeks Ended September 27, 2017 September 28, 2016 September 27, 2017 September 28, 2016 Weighted-average shares outstanding— basic 38,462,100 38,415,189 38,449,453 38,331,400 Dilutive effect of stock options and restricted shares — (a) 668,388 651,761 688,727 Weighted-average shares outstanding— diluted 38,462,100 39,083,577 39,101,214 39,020,127 |
Basis of Presentation and Sum22
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) | Jul. 30, 2014 | Nov. 30, 2015restaurant | Dec. 27, 2017USD ($) | Sep. 27, 2017USD ($)restaurantRestaurantsshares | Dec. 28, 2016USD ($) | Sep. 28, 2016USD ($)shares | Sep. 27, 2017USD ($)restaurantRestaurantssuppliersegmentshares | Sep. 28, 2016USD ($)shares | Dec. 28, 2016USD ($)supplier | Oct. 29, 2017 | Dec. 30, 2015USD ($) |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | shares | 1,248 | 21,453 | 170,924 | 29,259 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 0 | 32,386 | 17,661 | 147,726 | |||||||
Stock-based compensation expense | $ 0 | $ 0 | $ 738,000 | $ 244,000 | |||||||
Depreciation | 4,700,000 | 4,100,000 | $ 13,600,000 | 11,800,000 | |||||||
Number of operating segments | segment | 1 | ||||||||||
Restricted dividend payments, description | Under the 2014 Revolver, Holdings may not make certain payments such as cash dividends, except that it may, inter alia, (i) pay up to $1.0 million per year to repurchase or redeem qualified equity interests of Holdings held by past or present officers, directors, or employees (or their estates) of the Company upon death, disability, or termination of employment, (ii) pay under its income tax receivable agreement (the “TRA”), and, (iii) so long as no default or event of default has occurred and is continuing, (a) make non-cash repurchases of equity interests in connection with the exercise of stock options by directors and officers, provided that those equity interests represent a portion of the consideration of the exercise price of those stock options, (b) pay up to $2.5 million per year pursuant to stock option plans, employment agreements, or incentive plans, (c) make up to $5.0 million in other restricted payments per year, and (d) make other restricted payments, provided that such payments would not cause, in each case, on a pro forma basis, (x) its lease-adjusted consolidated leverage ratio to equal or exceed 4.25 times and (y) its consolidated fixed charge coverage ratio to be less than 1.75 times. | ||||||||||
Total amount of outstanding debt | 85,300,000 | $ 85,300,000 | |||||||||
Cash available | 7,062,000 | $ 2,168,000 | 6,529,000 | 7,062,000 | 6,529,000 | $ 2,168,000 | $ 6,101,000 | ||||
Number of restaurants damaged | restaurant | 1 | ||||||||||
Expenses incurred from fire damage | 100,000 | ||||||||||
Property, Plant and Equipment, Disposals | $ 100,000 | ||||||||||
Gain On Business Interruption Insurance Recovery Property Equipment And Expenses | 0 | (148,000) | 0 | 741,000 | |||||||
Property and equipment owned, net | 114,903,000 | 118,470,000 | 114,903,000 | 118,470,000 | |||||||
Impairment of property and equipment | 15,000,000 | 2,454,000 | 15,480,000 | 2,508,000 | |||||||
Costs incurred directly related to fire (less than $0.1 million) | 0 | 0 | 0 | 48,000 | |||||||
Gain on recovery of insurance proceeds, property, equipment and expenses | 0 | 500,000 | |||||||||
Amount received from insurance company in cash | 400,000 | 1,000,000 | |||||||||
Operating lease obligations | 307,500,000 | 307,500,000 | |||||||||
Deferred tax assets | 6,317,000 | 25,905,000 | 6,317,000 | 25,905,000 | |||||||
Unrecognized tax benefits, accrual of interest or penalties | 0 | 0 | 0 | $ 0 | |||||||
Unrecognized tax benefits, interest or penalties expenses | 0 | 0 | 0 | 0 | |||||||
Percentage of cash savings in taxes realized as a result of utilizing net operating losses payable to pre-IPO stockholders | 85.00% | ||||||||||
Recovery of securities class action legal expense | 634,000 | 0 | 1,145,000 | 0 | |||||||
Income tax receivable agreement (income) expense | $ (19,000) | $ 182,000 | $ 107,000 | $ 411,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 0 | 9,875 | 128,252 | 329,673 | |||||||
Indefinite-lived Intangible Assets | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of Restaurants Impaired | Restaurants | 10 | 11 | |||||||||
Asset impairment charges | $ 0 | $ 0 | $ 0 | $ 0 | |||||||
Number of Restaurants Closed | Restaurants | 2 | ||||||||||
Supplier Concentration Risk | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of suppliers | supplier | 1 | 1 | |||||||||
Entity Operated Units | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of Restaurants | restaurant | 208 | 208 | |||||||||
Franchised Units | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of Restaurants | restaurant | 265 | 265 | |||||||||
Subsequent Event | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Recovery of Securities Class Action Legal Costs | $ 500,000 | ||||||||||
Recovery of securities class action legal expense | $ (500,000) | ||||||||||
2014 Revolver | Senior Secured Revolving Credit Facility | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Debt Instrument, Periodic Payment | $ 9,500,000 | $ 9,500,000 | $ 19,000,000 | $ 16,000,000 | |||||||
Restrictive covenants, maximum annual repurchase or redemption of qualified entity interests | 1,000,000 | ||||||||||
Restrictive covenants, maximum annual payment for stock option plans, employment agreements and incentive plans | 2,500,000 | ||||||||||
Restrictive covenants, maximum annual payment for other restricted payments | $ 5,000,000 | ||||||||||
Maximum leverage ratio | 4.25 | ||||||||||
Covenant description, coverage ratio | 1.75 | ||||||||||
Amount of borrowings available | $ 106,900,000 | $ 106,900,000 | |||||||||
Supplier Two | Accounts Payable | Supplier Concentration Risk | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of concentration | 17.40% | 16.00% | |||||||||
Largest Supplier One | Purchased | Supplier Concentration Risk | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of concentration | 27.00% | 33.00% | 30.00% | 33.00% | |||||||
Accounting Standards Update 2015-07 [Member] | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Deferred tax assets | $ 21,500,000 | $ 21,500,000 | |||||||||
Trimaran Pollo Partners L L C [Member] | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Noncontrolling Interest, Description | So long as LLC maintains at least 40% ownership, (i) any member of the board of directors may be removed at any time without cause by affirmative vote of a majority of the Company’s common stock, and (ii) stockholders representing 40% or greater ownership may cause special stockholder meetings to be called. | ||||||||||
Fair Value, Measurements, Nonrecurring [Member] | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Property and equipment owned, net | $ 280,000 | $ 280,000 | |||||||||
Impairment of property and equipment | 15,035,000 | 15,480,000 | $ 2,508,000 | ||||||||
Franchisees [Member] | Subsequent Event | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of Restaurants | 1 | ||||||||||
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Nonrecurring [Member] | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Property and equipment owned, net | $ 280,000 | $ 280,000 | |||||||||
Los Angeles [Member] | Revenue | Geographic Concentration Risk | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of concentration | 73.00% | 75.00% | 73.00% | 75.00% | |||||||
Scenario, Actual [Member] | |||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Income tax receivable agreement (income) expense | $ 100,000 |
Property and Equipment - Sched
Property and Equipment - Schedule of Costs and Related Accumulated Depreciation and Amortization of Major Classes of Property (Detail) - USD ($) $ in Thousands | Sep. 27, 2017 | Dec. 28, 2016 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 221,247 | $ 214,852 |
Less: accumulated depreciation and amortization | (106,344) | (96,382) |
Property and equipment, net | 114,903 | 118,470 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 12,323 | 12,323 |
Buildings and improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 132,297 | 125,159 |
Other property and equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 68,157 | 65,831 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 8,470 | $ 11,539 |
Property and Equipment - Addit
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | Dec. 28, 2016 | |
Property, Plant and Equipment [Abstract] | |||||
Depreciation | $ 4,700 | $ 4,100 | $ 13,600 | $ 11,800 | |
Gross value of assets under capital leases for buildings and improvements | 1,600 | 1,600 | $ 1,600 | ||
Accumulated depreciation of assets under capital leases | 1,500 | 1,500 | $ 1,500 | ||
Capital expenditures | 9,300 | 12,100 | 28,300 | 26,500 | |
Capital expenditures for restaurant remodeling | 100 | 100 | 2,900 | 1,600 | |
Capital expenditures for new restaurants | 7,100 | 10,800 | 21,000 | 20,800 | |
Impairment of property and equipment | $ 15,000 | $ 2,454 | $ 15,480 | $ 2,508 |
Stock-Based Compensation - Add
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock, options outstanding (shares) | 2,302,319 | 2,302,319 | ||
Common stock, options vested (shares) | 1,892,062 | |||
Common stock, options unvested (shares) | 410,257 | 410,257 | ||
Stock options exercised (shares) | 0 | 32,386 | 17,661 | 147,726 |
Number of options granted at fair market value (shares) | 0 | 9,875 | 128,252 | 329,673 |
Unrecognized compensation expense | $ 1,400 | $ 1,400 | ||
Unrecognized compensation expense, recognition period | 2 years 10 months 14 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 1,248 | 21,453 | 170,924 | 29,259 |
Stock-based compensation expense (less than $0.1 million in 2016) | $ 0 | $ 0 | $ 738 | $ 244 |
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Incremental Compensation Cost | $ 100 | |||
Premium Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock, options outstanding (shares) | 1,563,549 | 1,563,549 | ||
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unvested restricted shares outstanding (shares) | 187,710 | 187,710 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 2,400 | $ 2,400 | ||
Unrecognized compensation expense, recognition period | 3 years 4 months 21 days |
Credit Agreements - Additional
Credit Agreements - Additional Information (Detail) - USD ($) | Dec. 11, 2014 | Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | Dec. 28, 2016 |
Debt Instrument [Line Items] | ||||||
Revolver loan | $ 85,000,000 | $ 85,000,000 | $ 104,000,000 | |||
2014 Revolver | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Senior secured revolving facility | $ 200,000,000 | |||||
Senior secured revolving facility term | 5 years | |||||
Letters of credit outstanding | 8,100,000 | 8,100,000 | ||||
Revolver loan | 85,000,000 | 85,000,000 | ||||
Amount of borrowings available | 106,900,000 | $ 106,900,000 | ||||
Revolving credit facility maturity period | Dec. 11, 2019 | |||||
Debt instrument basis percentage | 1.00% | |||||
Principal payments prior to maturity | $ 0 | |||||
Debt Instrument, Periodic Payment | $ 9,500,000 | $ 9,500,000 | $ 19,000,000 | $ 16,000,000 | ||
2014 Revolver | Minimum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate | 2.96% | 2.20% | 2.44% | 2.02% | ||
2014 Revolver | Maximum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate | 2.99% | 2.27% | 2.99% | 2.27% | ||
2014 Revolver | Federal Funds Rate | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument basis percentage | 0.50% | |||||
2014 Revolver | Base Rate | Minimum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument basis percentage | 0.75% | |||||
2014 Revolver | Base Rate | Maximum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument basis percentage | 1.50% | |||||
2014 Revolver | LIBOR | Minimum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument basis percentage | 1.75% | |||||
2014 Revolver | LIBOR | Maximum | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument basis percentage | 2.50% | |||||
Letter of Credit | 2014 Revolver | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Sub limit of revolving facility | $ 15,000,000 | |||||
Swing Line Loans | 2014 Revolver | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Sub limit of revolving facility | $ 15,000,000 |
Other Accrued Expenses and Cu27
Other Accrued Expenses and Current Liabilities - Schedule of Other Accrued Expenses and Current Liabilities (Detail) - USD ($) $ in Thousands | Sep. 27, 2017 | Dec. 28, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Accrued sales and property taxes | $ 5,255 | $ 4,223 |
Income tax receivable agreement payable | 20,506 | 12,349 |
Gift card liability | 1,786 | 1,870 |
Other | 5,185 | 3,579 |
Total other accrued expenses and current liabilities | $ 32,732 | $ 22,021 |
Other Noncurrent Liabilities -
Other Noncurrent Liabilities - Schedule of Other Noncurrent Liabilities (Detail) - USD ($) $ in Thousands | Sep. 27, 2017 | Dec. 28, 2016 |
Other Liabilities, Noncurrent [Abstract] | ||
Deferred rent | $ 8,835 | $ 8,328 |
Income tax receivable agreement payable | 18,256 | 26,306 |
Other | 3,648 | 2,354 |
Total other noncurrent liabilities | $ 30,739 | $ 36,988 |
Commitments and Contingencies
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 9 Months Ended |
Sep. 27, 2017USD ($)lawsuitagreementlease | |
Other Commitments [Line Items] | |
Date of class action filed in court | On or about February 24, 2014 |
Number of lawsuits consolidated | lawsuit | 2 |
Officers | |
Other Commitments [Line Items] | |
Number of at-will employment agreements | agreement | 4 |
Property Lease Guarantee | |
Other Commitments [Line Items] | |
Number of leases assigned to franchisees | lease | 5 |
Latest lease expiration year | 2,036 |
Contingent lease obligations, maximum exposure | $ 2.9 |
Contingent lease obligations, maximum exposure, if discounted at estimated pre-tax cost of debt | 2.5 |
Chicken | |
Other Commitments [Line Items] | |
Purchase commitments, estimated obligations | $ 11.3 |
Net Income Per Share - Computa
Net Income Per Share - Computation of Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | |
Numerator: | ||||
Net income | $ (4,039) | $ 5,211 | $ 8,657 | $ 17,921 |
Denominator: | ||||
Weighted-average shares outstanding—basic (shares) | 38,462,100 | 38,415,189 | 38,449,453 | 38,331,400 |
Weighted-average shares outstanding—diluted (shares) | 38,462,100 | 39,083,577 | 39,101,214 | 39,020,127 |
Net income per share—basic (usd per share) | $ (0.11) | $ 0.14 | $ 0.23 | $ 0.47 |
Net income per share—diluted (usd per share) | $ (0.11) | $ 0.13 | $ 0.22 | $ 0.46 |
Anti-dilutive securities not considered in diluted EPS calculation (shares) | 2,490,029 | 451,325 | 749,421 | 451,325 |
Net Income Per Share - Schedul
Net Income Per Share - Schedule of Reconciliation of Basic and Diluted Share Counts (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2017 | Sep. 28, 2016 | Sep. 27, 2017 | Sep. 28, 2016 | |
Earnings Per Share [Abstract] | ||||
Weighted-average shares outstanding—basic (shares) | 38,462,100 | 38,415,189 | 38,449,453 | 38,331,400 |
Dilutive effect of stock options and restricted shares (shares) | 0 | 668,388 | 651,761 | 688,727 |
Weighted-average shares outstanding— diluted (shares) | 38,462,100 | 39,083,577 | 39,101,214 | 39,020,127 |
Related Party Transactions - A
Related Party Transactions - Additional Information (Detail) - Trimaran Pollo Partners, LLC | 9 Months Ended |
Sep. 27, 2017 | |
Related Party Transaction [Line Items] | |
Noncontrolling Interest, Description | So long as LLC maintains at least 40% ownership, (i) any member of the board of directors may be removed at any time without cause by affirmative vote of a majority of the Company’s common stock, and (ii) stockholders representing 40% or greater ownership may cause special stockholder meetings to be called. |
Company's outstanding common stock owned by Trimaran Pollo Partners, L.L.C. | 43.30% |
Minimum | |
Related Party Transaction [Line Items] | |
Outstanding membership interest, percentage | 40.00% |
Ownership percentage by stockholders | 40.00% |