Document and Entity Information
Document and Entity Information Document and Entity Information - shares | 3 Months Ended | 6 Months Ended | |
Mar. 28, 2018 | Jun. 27, 2018 | Jul. 25, 2018 | |
Document Information [Line Items] | |||
Document type | 10-Q | 10-Q | |
Amendment flag | false | ||
Document Period End Date | Jun. 27, 2018 | ||
Document fiscal year focus | 2,018 | ||
Document fiscal period focus | Q2 | ||
Entity registrant name | SHAKE SHACK INC. | ||
Entity central index key | 1,620,533 | ||
Current fiscal year end date | --12-26 | ||
Entity filer category | Large Accelerated Filer | ||
Entity current reporting status | Yes | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity common stock, shares outstanding (in shares) | 29,214,077 | ||
Class B Common Stock | |||
Document Information [Line Items] | |||
Entity common stock, shares outstanding (in shares) | 7,818,921 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 30,879 | $ 21,507 |
Marketable securities | 61,399 | 63,036 |
Accounts receivable | 7,110 | 5,641 |
Inventories | 1,238 | 1,258 |
Prepaid expenses and other current assets | 1,474 | 1,757 |
Total current assets | 102,100 | 93,199 |
Property and equipment, net | 216,763 | 187,095 |
Deferred income taxes, net | 214,037 | 185,914 |
Other assets | 3,835 | 4,398 |
TOTAL ASSETS | 536,735 | 470,606 |
Current liabilities: | ||
Accounts payable | 8,344 | 8,210 |
Accrued expenses | 15,988 | 11,649 |
Accrued wages and related liabilities | 6,815 | 6,228 |
Other current liabilities | 7,655 | 7,937 |
Total current liabilities | 38,802 | 34,024 |
Deemed landlord financing | 18,340 | 14,518 |
Deferred rent | 39,463 | 36,596 |
Liabilities under tax receivable agreement, net of current portion | 176,427 | 158,436 |
Other long-term liabilities | 7,256 | 2,553 |
Total liabilities | 280,288 | 246,127 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of June 27, 2018 and December 27, 2017. | 0 | 0 |
Additional paid-in capital | 177,650 | 153,105 |
Retained earnings | 26,337 | 16,399 |
Accumulated other comprehensive income (loss) | 0 | (49) |
Total stockholders' equity attributable to Shake Shack Inc. | 204,024 | 169,492 |
Non-controlling interests | 52,423 | 54,987 |
Total equity | 256,447 | 224,479 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 536,735 | 470,606 |
Class A Common Stock | ||
Stockholders' equity: | ||
Common stock | 28 | 27 |
Class B Common Stock | ||
Stockholders' equity: | ||
Common stock | $ 9 | $ 10 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jun. 27, 2018 | Dec. 27, 2017 |
Preferred Stock, no par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares, issued (in shares) | 28,106,331 | 26,527,477 |
Common stock, shares, outstanding (in shares) | 28,106,331 | 26,527,477 |
Class B Common Stock | ||
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 35,000,000 | 35,000,000 |
Common stock, shares, issued (in shares) | 8,924,592 | 10,250,007 |
Common stock, shares, outstanding (in shares) | 8,924,592 | 10,250,007 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Income Statement [Abstract] | ||||
Document Period End Date | Jun. 27, 2018 | |||
Shack sales | $ 112,898 | $ 88,003 | $ 208,987 | $ 162,158 |
Licensing revenue | 3,384 | 3,313 | 6,411 | 5,907 |
TOTAL REVENUE | 116,282 | 91,316 | 215,398 | 168,065 |
Shack-level operating expenses: | ||||
Food and paper costs | 31,678 | 24,712 | 58,633 | 45,886 |
Labor and related expenses | 29,732 | 22,426 | 56,419 | 42,886 |
Other operating expenses | 12,281 | 8,486 | 23,040 | 16,151 |
Occupancy and related expenses | 7,401 | 7,043 | 15,076 | 13,219 |
General and administrative expenses | 12,587 | 9,678 | 24,396 | 18,148 |
Depreciation expense | 6,968 | 5,258 | 13,466 | 10,006 |
Pre-opening costs | 2,421 | 1,876 | 4,450 | 4,291 |
Loss on disposal of property and equipment | 196 | 100 | 386 | 113 |
TOTAL EXPENSES | 103,264 | 79,579 | 195,866 | 150,700 |
OPERATING INCOME | 13,018 | 11,737 | 19,532 | 17,365 |
Other income, net | 406 | 198 | 634 | 393 |
Interest expense | (613) | (366) | (1,178) | (669) |
INCOME BEFORE INCOME TAXES | 12,811 | 11,569 | 18,988 | 17,089 |
Income tax expense | 2,240 | 3,385 | 3,438 | 5,043 |
NET INCOME | 10,571 | 8,184 | 15,550 | 12,046 |
Less: net income attributable to non-controlling interests | 2,967 | 3,305 | 4,438 | 4,900 |
NET INCOME ATTRIBUTABLE TO SHAKE SHACK INC. | $ 7,604 | $ 4,879 | $ 11,112 | $ 7,146 |
Earnings per share of Class A common stock: | ||||
Basic (in dollars per share) | $ 0.27 | $ 0.19 | $ 0.41 | $ 0.28 |
Diluted (in dollars per share) | $ 0.26 | $ 0.19 | $ 0.39 | $ 0.27 |
Weighted-average shares of Class A common stock outstanding: | ||||
Basic (in shares) | 27,796 | 25,798 | 27,418 | 25,587 |
Diluted (in shares) | 28,754 | 26,312 | 28,288 | 26,133 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 10,571 | $ 8,184 | $ 15,550 | $ 12,046 | |
Available-for-sale securities: | |||||
Change in net unrealized holding gains (losses) | [1] | 0 | (8) | (3) | (17) |
Less: reclassification adjustments for net realized losses included in net income | [1] | 0 | 11 | 16 | 14 |
Net change | 0 | 3 | 13 | (3) | |
OTHER COMPREHENSIVE INCOME | 0 | 3 | 13 | (3) | |
COMPREHENSIVE INCOME | 10,571 | 8,187 | 15,563 | 12,043 | |
Less: comprehensive income attributable to non-controlling interest | 2,967 | 3,306 | 4,441 | 4,899 | |
COMPREHENSIVE INCOME ATTRIBUTABLE TO SHAKE SHACK INC. | $ 7,604 | $ 4,881 | $ 11,122 | $ 7,144 | |
[1] | Net of tax benefit (expense) of $0 for the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (Parenthetical) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Income tax benefit | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Common Stock [Member]Class A Common Stock | Common Stock [Member]Class B Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non- Controlling Interest |
Beginning balance (shares) at Dec. 27, 2017 | 26,527,477 | 10,250,007 | 26,527,477 | 10,250,007 | |||||
Beginning balance at Dec. 27, 2017 | $ 224,479 | $ 27 | $ 10 | $ 153,105 | $ 16,399 | $ (49) | $ 54,987 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 15,550 | 11,112 | 4,438 | ||||||
Other comprehensive income: | |||||||||
Net change related to available-for-sale securities | 13 | 10 | 3 | ||||||
Equity-based compensation | 2,873 | 2,873 | |||||||
Activity under stock compensation plans (in shares) | 253,439 | ||||||||
Activity under stock compensation plans | 3,566 | 2,103 | 1,463 | ||||||
Redemption of LLC Interests (in shares) | 1,325,415 | 1,325,415 | |||||||
Redemption of LLC Interests | 0 | $ 1 | $ (1) | 7,359 | (7,359) | ||||
Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets associated with increases in tax basis | 12,210 | 12,210 | |||||||
Distributions paid to non-controlling interest holders | (670) | (670) | |||||||
Ending balance (shares) at Jun. 27, 2018 | 28,106,331 | 8,924,592 | 28,106,331 | 8,924,592 | |||||
Ending balance at Jun. 27, 2018 | 256,447 | $ 28 | $ 9 | 177,650 | 26,337 | 0 | 52,423 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of accounting changes | Adjustments for New Accounting Pronouncement | (1,574) | (1,174) | 39 | (439) | |||||
Net income | 10,571 | ||||||||
Other comprehensive income: | |||||||||
Net change related to available-for-sale securities | 0 | 0 | |||||||
Ending balance (shares) at Jun. 27, 2018 | 28,106,331 | 8,924,592 | 28,106,331 | 8,924,592 | |||||
Ending balance at Jun. 27, 2018 | $ 256,447 | $ 28 | $ 9 | $ 177,650 | $ 26,337 | $ 0 | $ 52,423 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 27, 2018 | Jun. 28, 2017 | |
OPERATING ACTIVITIES | ||
Net income (including amounts attributable to non-controlling interests) | $ 15,550 | $ 12,046 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation expense | 13,466 | 10,006 |
Equity-based compensation | 2,834 | 2,534 |
Deferred income taxes | 805 | 2,561 |
Non-cash interest expense | 72 | 154 |
Loss on sale of marketable securities | 16 | 15 |
Loss on disposal of property and equipment | 386 | 113 |
Unrealized loss on available-for-sale securities | 61 | 0 |
Net loss on sublease | 672 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,777 | 3,964 |
Inventories | 20 | (162) |
Prepaid expenses and other current assets | 105 | 2,310 |
Other assets | (487) | (633) |
Accounts payable | 188 | 1,024 |
Accrued expenses | 2,590 | 1,324 |
Accrued wages and related liabilities | 587 | (1,326) |
Other current liabilities | (661) | (1,390) |
Deferred rent | (71) | 603 |
Other long-term liabilities | 2,964 | 587 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 40,874 | 33,730 |
INVESTING ACTIVITIES | ||
Purchases of property and equipment | (36,364) | (24,986) |
Purchases of marketable securities | (570) | (5,993) |
Sales of marketable securities | 2,144 | 5,628 |
NET CASH USED IN INVESTING ACTIVITIES | (34,790) | (25,351) |
FINANCING ACTIVITIES | ||
Proceeds from deemed landlord financing | 559 | 530 |
Payments on deemed landlord financing | (167) | (101) |
Distributions paid to non-controlling interest holders | (670) | (2,379) |
Payments under tax receivable agreement | 0 | (1,471) |
Proceeds from stock option exercises | 3,566 | 6,187 |
Payments Related to Tax Withholding for Share-based Compensation | 0 | 316 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 3,288 | 2,450 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 9,372 | 10,829 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 21,507 | 11,607 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ 30,879 | $ 22,436 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 6 Months Ended |
Jun. 27, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NATURE OF OPERATIONS Shake Shack Inc. ("we," "us," "our," "Shake Shack" and the "Company") was formed on September 23, 2014 as a Delaware corporation for the purpose of facilitating an initial public offering and other related transactions in order to carry on the business of SSE Holdings, LLC and its subsidiaries ("SSE Holdings"). W e are the sole managing member of SSE Holdings and, as sole managing member, we operate and control all of the business and affairs of SSE Holdings. As a result, we consolidate the financial results of SSE Holdings and report a non-controlling interest representing the economic interest in SSE Holdings held by the other members of SSE Holdings. As of June 27, 2018 we owned 75.9% of SSE Holdings. Unless the context otherwise requires, "we," "us," "our," "Shake Shack," the "Company" and other similar references, refer to Shake Shack Inc. and, unless otherwise stated, all of its subsidiaries, including SSE Holdings. We operate and license Shake Shack restaurants ("Shacks"), which serve hamburgers, chicken sandwiches, hot dogs, crinkle-cut fries, shakes, frozen custard, beer, wine and more. As of June 27, 2018 , there were 179 Shacks in operation, system-wide, of which 100 were domestic company-operated Shacks, 10 were domestic licensed Shacks and 69 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 27, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Shake Shack Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. These interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and on a basis consistent in all material respects with the accounting policies described in our Annual Report on Form 10-K for the fiscal year ended December 27, 2017 ("2017 Form 10-K"). In our opinion, all adjustments, which are normal and recurring in nature, necessary for a fair presentation of our financial position and results of operation have been included. Certain reclassifications have been made to prior period amounts to conform to the current year presentation. Operating results for interim periods are not necessarily indicative of the results that may be expected for a full fiscal year. The accompanying Condensed Consolidated Balance Sheet as of December 27, 2017 has been derived from the audited financial statements at that date but does not include all of the disclosures required by GAAP. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our 2017 Form 10-K. SSE Holdings is considered a variable interest entity. Shake Shack Inc. is the primary beneficiary as we have the majority economic interest in SSE Holdings and, as the sole managing member, have decision making authority that significantly affects the economic performance of the entity, while the limited partners have no substantive kick-out or participating rights. As a result, we consolidate SSE Holdings. The assets and liabilities of SSE Holdings represent substantially all of our consolidated assets and liabilities with the exception of certain deferred taxes and liabilities under the Tax Receivable Agreement. As of June 27, 2018 and December 27, 2017 , the net assets of SSE Holdings were $217,822 and $197,301 , respectively. The assets of SSE Holdings are subject to certain restrictions in SSE Holdings' revolving credit agreements. See Note 8 for more information. Fiscal Year We operate on a 52/53 week fiscal year ending on the last Wednesday in December. Fiscal 2018 contains 52 weeks and ends on December 26, 2018 . Fiscal 2017 contained 52 weeks and ended on December 27, 2017 . Unless otherwise stated, references to years in this report relate to fiscal years. Use of Estimates The preparation of these condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of sales and expenses during the reporting period. Actual results could differ from those estimates. Recently Adopted Accounting Pronouncements We adopted the Accounting Standards Updates (“ASUs”) summarized below in fiscal 2018. Accounting Standards Update (“ASU”) Description Date Adopted Revenue from Contracts with Customers and related standards (ASU’s 2014-09, 2015-14, 2016-08, 2016-10, 2016-12, 2016-20) This standard supersedes the existing revenue recognition guidance and provides a new framework for recognizing revenue. The core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new standard also requires significantly more comprehensive disclosures than the existing standard. Guidance subsequent to ASU 2014-09 has been issued to clarify various provisions in the standard, including principal versus agent considerations, identifying performance obligations, licensing transactions, as well as various technical corrections and improvements. See Note 3 for more information. December 28, 2017 Recognition and Measurement of Financial Assets and Financial Liabilities (ASU 2016-01) For public business entities, this standard requires: (i) certain equity investments to be measured at fair value with changes in fair value recognized in net income; (ii) a qualitative assessment to identify impairment of equity investments without readily determinable fair values; (iii) elimination of the requirement to disclose the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost on the balance sheet; (iv) use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes; (v) separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; (vi) separate presentation of financial assets and liabilities by measurement category and form of financial asset in the financial statements; and (vii) an entity to evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The adoption of this standard did not have a material impact to our consolidated financial statements. December 28, 2017 Statement of Cash Flows: Classification of Certain Cash Receipts and Payments (ASU 2016-15) This standard provides guidance on eight specific cash flow issues with the objective of reducing diversity in practice. The adoption of this standard did not have a material impact to our consolidated financial statements. December 28, 2017 Recently Issued Accounting Pronouncements Accounting Standards Update (“ASU”) Description Expected Impact Effective Date Leases (ASU's 2016-02, 2018-01, 2018-10, 2018-11) This standard establishes a new lease accounting model, which introduces the recognition of lease assets and liabilities for those leases classified as operating leases under previous GAAP. It should be applied using a modified retrospective approach applied either at the beginning of the earliest period presented, or at the adoption date, with the option to elect various practical expedients. Early adoption is permitted. We are currently evaluating the provisions of the standard, including optional practical expedients. We are assessing the impact to our accounting policies, processes, disclosures and internal control over financial reporting. We plan to adopt the standard on December 27, 2018. It is likely that the adoption will have a significant impact to our consolidated balance sheet given the number of real estate leases we have. We are still evaluating the expected impact to our consolidated statements of income and cash flows. December 27, 2018 |
REVENUE
REVENUE | 6 Months Ended |
Jun. 27, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE On December 28, 2017 we adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , using the modified retrospective method applied to those contracts which were not completed as of December 28, 2017. We elected a practical expedient to aggregate the effect of all contract modifications that occurred before the adoption date, which did not have a material impact to our consolidated financial statements. Results for reporting periods beginning on or after December 28, 2017 are presented under Accounting Standards Codification Topic 606 ("ASC 606"). Prior period amounts were not revised and continue to be reported in accordance with ASC Topic 605 ("ASC 605"), the accounting standard then in effect. Upon transition, on December 28, 2017, we recorded a decrease to opening equity of $1,574 , net of tax, of which $1,135 was recognized in retained earnings and $439 in non-controlling interest, with a corresponding increase of $1,769 in other long-term liabilities, a decrease of $68 in other current liabilities, and an increase of $100 to accounts receivable. Revenue Recognition Revenue consists of Shack sales and licensing revenue. Generally, revenue is recognized as promised goods or services transfer to the guest or customer in an amount that reflects the consideration we expect to be entitled in exchange for those goods or services. Revenue from Shack sales is presented net of discounts and recognized when food, beverage and retail products are sold. Sales tax collected from customers is excluded from Shack sales and the obligation is included in sales tax payable until the taxes are remitted to the appropriate taxing authorities. Revenue from our gift cards is deferred and recognized upon redemption. Licensing revenues include initial territory fees, Shack opening fees, and ongoing sales-based royalty fees from licensed Shacks. Generally, the licenses granted to develop, open, and operate each Shack in a specified territory are the predominant goods or services transferred to the licensee in our contracts, and represent distinct performance obligations. Ancillary promised services, such as training and assistance during the initial opening of a Shack, are typically combined with the licenses and considered as one performance obligation per Shack. We determine the transaction price for each contract, which is comprised of the initial territory fee, and an estimate of the total Shack opening fees we expect to be entitled to. The calculation of total Shack opening fees included in the transaction price requires judgment, as it is based on an estimate of the number of Shacks we expect the licensee to open. The transaction price is then allocated equally to each Shack expected to open. The performance obligations are satisfied over time, starting when a Shack opens, through the end of the term of the license granted to the Shack. Because we are transferring licenses to access our intellectual property during a contractual term, revenue is recognized on a straight-line basis over the license term. Generally, payment for the initial territory fee is received upon execution of the licensing agreement, and payment for the restaurant opening fees are received either in advance of or upon opening the related restaurant. These payments are initially deferred and recognized as revenue as the performance obligations are satisfied, which occurs over a long-term period. Revenue from sales-based royalties is recognized as the related sales occur. Prior to the adoption of ASC 606, Shack opening fees were recorded as deferred revenue when received and proportionate amounts were recognized as revenue when a licensed Shack opened and all material services and conditions related to the fee were substantially performed. Territory fees were recorded as deferred revenue when received and recognized as revenue on a straight-line basis over the term of the license agreement, which generally began upon execution of the contract. Revenue recognized for the thirteen and twenty-six weeks ended June 27, 2018 under ASC 606 and revenue that would have been recognized for the thirteen and twenty-six weeks ended June 27, 2018 had ASC 605 been applied is as follows: Thirteen Weeks Ended June 27, 2018 Twenty-Six Weeks Ended June 27, 2018 As reported under ASC 606 If reported under ASC 605 Increase (decrease) As reported under ASC 606 If reported under ASC 605 Increase (decrease) Shack sales $ 112,898 $ 112,898 $ — $ 208,987 $ 208,987 $ — Licensing revenue 3,384 3,524 (140 ) 6,411 6,672 (261 ) Total revenue $ 116,282 $ 116,422 $ (140 ) $ 215,398 $ 215,659 $ (261 ) Revenue recognized during the thirteen and twenty-six weeks ended June 27, 2018 (under ASC 606) and thirteen and twenty-six weeks ended June 28, 2017 (under ASC 605) disaggregated by type is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Shack sales $ 112,898 $ 88,003 $ 208,987 $ 162,158 Licensing revenue: Sales-based royalties 3,319 3,200 6,291 5,600 Initial territory and opening fees 65 113 120 307 Total revenue $ 116,282 $ 91,316 $ 215,398 $ 168,065 The aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of June 27, 2018 is $10,557 . We expect to recognize this amount as revenue over a long-term period, as the license term for each Shack ranges from 10 to 20 years with renewals. This amount excludes any variable consideration related to sales-based royalties. Contract Balances Opening and closing balances of contract liabilities and receivables from contracts with customers is as follows: June 27 December 28 Shack sales receivables $ 2,496 $ 2,184 Licensing receivables 2,933 1,522 Gift card liability 1,334 1,472 Deferred revenue, current 305 265 Deferred revenue, long-term 6,653 3,742 Revenue recognized during the thirteen and twenty-six weeks ended June 27, 2018 that was included in their respective liability balances at the beginning of the period is as follows: Thirteen Weeks Ended June 27 2018 Twenty-Six Weeks Ended June 27 2018 Gift card liability $ 102 $ 408 Deferred revenue, current 63 118 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 27, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables present information about our financial assets and liabilities measured at fair value on a recurring basis as of June 27, 2018 and December 27, 2017 , and indicate the classification within the fair value hierarchy. Cash, Cash Equivalents and Marketable Securities The following tables summarize our cash, cash equivalents and marketable securities by significant investment categories as of June 27, 2018 and December 27, 2017 : June 27, 2018 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 25,875 $ — $ — $ 25,875 $ 25,875 $ — Level 1: Money market funds 5,004 — — 5,004 5,004 — Mutual funds 61,521 — (122 ) 61,399 — 61,399 Level 2: Corporate debt securities (1) — — — — — — Total $ 92,400 $ — $ (122 ) $ 92,278 $ 30,879 $ 61,399 December 27, 2017 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 16,138 $ — $ — $ 16,138 $ 16,138 $ — Level 1: Money market funds 5,369 — — 5,369 5,369 — Mutual funds 60,985 — (61 ) 60,924 — 60,924 Level 2: Corporate debt securities (1) 2,125 2 (15 ) 2,112 — 2,112 Total $ 84,617 $ 2 $ (76 ) $ 84,543 $ 21,507 $ 63,036 (1) Corporate debt securities were measured at fair value using a market approach utilizing observable prices for identical securities or securities with similar characteristics and inputs that are observable or can be corroborated by observable market data. On December 28, 2017, we adopted ASU 2016-01, which requires certain equity investments to be measured at fair value with changes in fair value recognized in net income. Net un realized losses on available-for-sale equity securities totaling $23 and $61 were included on the Condensed Consolidated Statements of Income during the thirteen and twenty-six weeks ended June 27, 2018 , respectively. Net unrealized losses on available-for-sale securities totaling $74 were included in accumulated other comprehensive income (loss) on the Condensed Consolidated Balance Sheet as of December 27, 2017 . The following tables summarize the gross unrealized losses and fair values for those investments that were in an unrealized loss position as of June 27, 2018 and December 27, 2017 , aggregated by investment category and the length of time that individual securities have been in a continuous loss position: June 27, 2018 Less than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Money market funds $ — $ — $ — $ — $ — $ — Mutual funds 61,399 (122 ) — — 61,399 (122 ) Corporate debt securities — — — — — — Total $ 61,399 $ (122 ) $ — $ — $ 61,399 $ (122 ) December 27, 2017 Less than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Money market funds $ — $ — $ — $ — $ — $ — Mutual funds 60,924 (61 ) — — 60,924 (61 ) Corporate debt securities 1,675 (12 ) 162 (3 ) 1,837 (15 ) Total $ 62,599 $ (73 ) $ 162 $ (3 ) $ 62,761 $ (76 ) A summary of other income from available-for-sale securities recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Available-for-sale securities: Dividend income $ 329 $ 191 $ 604 $ 369 Interest income — 19 7 39 Realized gain (loss) on sale of investments — (12 ) (16 ) (15 ) Unrealized gain (loss) on available-for-sale equity securities (23 ) — (61 ) — Total other income, net $ 306 $ 198 $ 534 $ 393 A summary of available-for-sale securities sold and gross realized gains and losses recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Available-for-sale securities: Gross proceeds from sales and redemptions $ — $ 473 $ 2,144 $ 628 Cost basis of sales and redemptions — 484 2,160 642 Gross realized gains included in net income — — 2 — Gross realized losses included in net income — (12 ) (18 ) (15 ) Amounts reclassified out of accumulated other comprehensive loss — 11 16 14 Realized gains and losses are determined on a specific identification method and are included in other income, net on the Condensed Consolidated Statements of Income . We periodically review our marketable securities for other-than-temporary impairment. We consider factors such as the duration, severity and the reason for the decline in value, the potential recovery period and our intent to sell. As of June 27, 2018 and December 27, 2017 , the declines in the market value of our marketable securities investment portfolio were considered to be temporary in nature. Other Financial Instruments The carrying value of our other financial instruments, including accounts receivable, accounts payable, and accrued expenses as of June 27, 2018 and December 27, 2017 approximated their fair value due to the short-term nature of these financial instruments. Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis Assets and liabilities that are measured at fair value on a non-recurring basis include our long-lived assets and indefinite-lived intangible assets. There were no impairments recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 27, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories as of June 27, 2018 and December 27, 2017 consisted of the following: June 27 December 27 Food $ 873 $ 874 Wine 66 69 Beer 82 85 Beverages 134 111 Retail merchandise 83 119 Inventories $ 1,238 $ 1,258 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 27, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment as of June 27, 2018 and December 27, 2017 consisted of the following: June 27 December 27 Leasehold improvements $ 186,349 $ 166,963 Landlord funded assets 12,117 7,472 Equipment 34,709 31,608 Furniture and fixtures 11,779 10,128 Computer equipment and software 14,504 12,721 Construction in progress (includes landlord funded assets under construction) 27,836 16,458 Property and equipment, gross 287,294 245,350 Less: accumulated depreciation 70,531 58,255 Property and equipment, net $ 216,763 $ 187,095 |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 6 Months Ended |
Jun. 27, 2018 | |
Supplemental Balance Sheet Disclosures [Abstract] | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | SUPPLEMENTAL BALANCE SHEET INFORMATION The components of other current liabilities as of June 27, 2018 and December 27, 2017 are as follows: June 27 December 27 Sales tax payable $ 3,139 $ 1,813 Current portion of liabilities under tax receivable agreement 943 937 Gift card liability 1,334 1,472 Other 2,239 3,715 Other current liabilities $ 7,655 $ 7,937 |
DEBT
DEBT | 6 Months Ended |
Jun. 27, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT In January 2015, we executed a Third Amended and Restated Credit Agreement, which became effective on February 4, 2015 (together with the prior agreements and amendments, and as further amended, the "Revolving Credit Facility"), which provides for a revolving total commitment amount of $50,000 , of which $20,000 is available immediately. The Revolving Credit Facility will mature and all amounts outstanding will be due and payable five years from the effective date. The Revolving Credit Facility permits the issuance of letters of credit upon our request of up to $10,000 . Borrowings under the Revolving Credit Facility bear interest at either: (i) LIBOR plus a percentage ranging from 2.3% to 3.3% or (ii) the prime rate plus a percentage ranging from 0.0% to 0.8% , depending on the type of borrowing made under the Revolving Credit Facility. As of June 27, 2018 and December 27, 2017 , there were no amounts outstanding under the Revolving Credit Facility. As of June 27, 2018 , we had $19,317 of availability under the Revolving Credit Facility, after giving effect to $683 in outstanding letters of credit. The Revolving Credit Facility is secured by a first-priority security interest in substantially all of the assets of SSE Holdings and the guarantors. The obligations under the Revolving Credit Facility are guaranteed by each of SSE Holdings' wholly-owned domestic subsidiaries (with certain exceptions). The Revolving Credit Facility contains a number of covenants that, among other things, limit our ability to, subject to specified exceptions, incur additional debt; incur additional liens and contingent liabilities; sell or dispose of assets; merge with or acquire other companies; liquidate or dissolve ourselves; pay dividends or make distributions; engage in businesses that are not in a related line of business; make loans, advances or guarantees; engage in transactions with affiliates; and make investments. In addition, the Revolving Credit Facility contains certain cross-default provisions. We are required to maintain a specified consolidated fixed-charge coverage ratio and a specified funded net debt to adjusted EBITDA ratio, both as defined under the Revolving Credit Facility. As of June 27, 2018 , we were in compliance with all covenants. As of June 27, 2018 and December 27, 2017 we had deemed landlord financing liabilities of $18,340 and $14,518 , respectively, for certain leases where we are involved in the construction of leased assets and are considered the accounting owner of the construction project. Total interest costs incurred were $655 and $1,264 for the thirteen and twenty-six weeks ended June 27, 2018 , respectively, and $409 and $733 for the thirteen and twenty-six weeks ended June 28, 2017 , respectively. Total amounts capitalized into property and equipment were $42 and $86 for the thirteen and twenty-six weeks ended June 27, 2018 , respectively, and $43 and $64 for the thirteen and twenty-six weeks ended June 28, 2017 |
NON-CONTROLLING INTERESTS
NON-CONTROLLING INTERESTS | 6 Months Ended |
Jun. 27, 2018 | |
Noncontrolling Interest [Abstract] | |
NON-CONTROLLING INTERESTS | NON-CONTROLLING INTERESTS We are the sole managing member of SSE Holdings and, as a result, consolidate the financial results of SSE Holdings. We report a non-controlling interest representing the economic interest in SSE Holdings held by the other members of SSE Holdings. The Third Amended and Restated Limited Liability Company Agreement, as further amended, (the "LLC Agreement") of SSE Holdings provides that holders of LLC Interests may, from time to time, require SSE Holdings to redeem all or a portion of their LLC Interests for newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption or exchange, we will receive a corresponding number of LLC Interests, increasing our total ownership interest in SSE Holdings. Changes in our ownership interest in SSE Holdings while we retain our controlling interest in SSE Holdings will be accounted for as equity transactions. As such, future redemptions or direct exchanges of LLC Interests in SSE Holdings by the other members of SSE Holdings will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase additional paid-in capital. The following table summarizes the ownership interest in SSE Holdings as of June 27, 2018 and December 27, 2017 . June 27, 2018 December 27, 2017 LLC Interests Ownership% LLC Interests Ownership % Number of LLC Interests held by Shake Shack Inc. 28,106,331 75.9 % 26,527,477 72.1 % Number of LLC Interests held by non-controlling interest holders 8,924,592 24.1 % 10,250,007 27.9 % Total LLC Interests outstanding 37,030,923 100.0 % 36,777,484 100.0 % The weighted average ownership percentages for the applicable reporting periods are used to attribute net income and other comprehensive income to Shake Shack Inc. and the non-controlling interest holders. The non-controlling interest holders' weighted average ownership percentage for the thirteen and twenty-six weeks ended June 27, 2018 was 24.8% and 25.6% , respectively. The non-controlling interest holders' weighted average ownership percentage for the thirteen and twenty-six weeks ended June 28, 2017 was 29.6% and 30.0% , respectively. The following table summarizes the effects of changes in ownership of SSE Holdings on our equity during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 . Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Net income attributable to Shake Shack Inc. $ 7,604 $ 4,879 $ 11,112 $ 7,146 Other comprehensive income (loss): Net change related to available-for-sale securities — 2 10 (2 ) Transfers (to) from non-controlling interests: Increase in additional paid-in capital as a result of the redemption of LLC Interests 1,801 720 7,359 2,042 Increase in additional paid-in capital as a result of activity under stock compensation plans 1,237 632 2,103 3,502 Total effect of changes in ownership interest on equity attributable to Shake Shack Inc. $ 10,642 $ 6,233 $ 20,584 $ 12,688 During the twenty-six weeks ended June 27, 2018 and June 28, 2017 , an aggregate of 1,325,415 and 482,600 LLC Interests, respectively, were redeemed by non-controlling interest holders for newly-issued shares of Class A common stock, and we received 1,325,415 and 482,600 LLC Interests in connection with these redemptions for the twenty-six weeks ended June 27, 2018 and June 28, 2017 , respectively, increasing our total ownership interest in SSE Holdings. During the twenty-six weeks ended June 27, 2018 and June 28, 2017 , we received an aggregate of 253,439 and 305,882 |
EQUITY-BASED COMPENSATION
EQUITY-BASED COMPENSATION | 6 Months Ended |
Jun. 27, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY-BASED COMPENSATION | EQUITY-BASED COMPENSATION A summary of equity-based compensation expense recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Stock options $ 773 $ 863 $ 1,600 $ 1,827 Performance stock units 464 399 918 684 Restricted stock units 160 23 316 23 Equity-based compensation expense $ 1,397 $ 1,285 $ 2,834 $ 2,534 Total income tax benefit recognized related to equity-based compensation $ 42 $ 44 $ 80 $ 95 Amounts are included in general and administrative expense and labor and related expenses on the Condensed Consolidated Statements of Income |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 27, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES We are the sole managing member of SSE Holdings and, as a result, consolidate the financial results of SSE Holdings. SSE Holdings is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, SSE Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by SSE Holdings is passed through to and included in the taxable income or loss of its members, including us, on a pro rata basis. We are subject to U.S. federal income taxes, in addition to state and local income taxes with respect to our allocable share of any taxable income or loss of SSE Holdings, as well as any stand-alone income or loss generated by Shake Shack Inc. We are also subject to withholding taxes in foreign jurisdictions. Income Tax Expense A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the recognized income tax expense is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Expected U.S. federal income taxes at statutory rate $ 2,690 21.0 % $ 4,050 35.0 % $ 3,987 21.0 % $ 5,982 35.0 % State and local income taxes, net of federal benefit 830 6.5 % 659 5.7 % 1,242 6.5 % 1,008 5.9 % Foreign withholding taxes 271 2.1 % 227 2.0 % 802 4.2 % 413 2.4 % Tax credits (920 ) (7.2 )% (248 ) (2.1 )% (1,197 ) (6.3 )% (378 ) (2.2 )% Non-controlling interest (731 ) (5.7 )% (1,303 ) (11.3 )% (1,185 ) (6.2 )% (1,982 ) (11.6 )% Other 100 0.8 % — — % (211 ) (1.1 )% — — % Income tax expense $ 2,240 17.5 % $ 3,385 29.3 % $ 3,438 18.1 % $ 5,043 29.5 % Our effective income tax rates for the thirteen weeks ended June 27, 2018 and June 28, 2017 were 17.5% and 29.3% , respectively. The decrease was primarily driven by the reduction of the U.S. federal corporate income tax rate from 35% to 21% due to the enactment of the Tax Cuts and Jobs Act of 2017 (the "TCJA"), partially offset by the increase in our ownership interest in SSE Holdings, which increases our share of the taxable income of SSE Holdings, and higher foreign withholding taxes. Our weighted-average ownership interest in SSE Holdings was 75.2% and 70.4% for the thirteen weeks ended June 27, 2018 and June 28, 2017 , respectively. Our effective income tax rates for twenty-six weeks ended June 27, 2018 and June 28, 2017 were 18.1% and 29.5% , respectively. The decrease was primarily driven by the reduction of the U.S. federal corporate income tax rate from 35% to 21% due to the enactment of the TCJA, partially offset by the increase in our ownership interest in SSE Holdings, which increases our share of the taxable income of SSE Holdings, and higher foreign withholding taxes. Our weighted-average ownership interest in SSE Holdings was 74.4% and 70.0% for the twenty-six weeks ended June 27, 2018 and June 28, 2017 , respectively. Deferred Tax Assets and Liabilities During the twenty-six weeks ended June 27, 2018 , we acquired an aggregate of 1,578,854 LLC Interests in connection with the redemption of LLC Interests and activity relating to our stock compensation plan. We recognized a deferred tax asset in the amount of $16,831 associated with the basis difference in our investment in SSE Holdings upon acquisition of these LLC Interests. As of June 27, 2018 , the total deferred tax asset related to the basis difference in our investment in SSE Holdings was $160,314 . However, a portion of the total basis difference will only reverse upon the eventual sale of our interest in SSE Holdings, which we expect would result in a capital loss. As of June 27, 2018 , the total valuation allowance established against the deferred tax asset to which this portion relates was $10,649 . During the twenty-six weeks ended June 27, 2018 , we also recognized $4,972 of deferred tax assets related to additional tax basis increases generated from expected future payments under the Tax Receivable Agreement and related deductions for imputed interest on such payments. See "—Tax Receivable Agreement" for more information. We evaluate the realizability of our deferred tax assets on a quarterly basis and establish valuation allowances when it is more likely than not that all or a portion of a deferred tax asset may not be realized. As of June 27, 2018 , we concluded, based on the weight of all available positive and negative evidence, that all of our deferred tax assets (except for those deferred tax assets described above relating to basis differences that are expected to result in a capital loss upon the eventual sale of our interest in SSE Holdings) are more likely than not to be realized. As such, no additional valuation allowance was recognized. Uncertain Tax Positions No uncertain tax positions existed as of June 27, 2018 . Shake Shack Inc. was formed in September 2014 and did not engage in any operations prior to the IPO and related organizational transactions. Shake Shack Inc. first filed tax returns for tax year 2014, which is the first tax year subject to examination by taxing authorities for U.S. federal and state income tax purposes. Additionally, although SSE Holdings is treated as a partnership for U.S. federal and state income taxes purposes, it is still required to file an annual U.S. Return of Partnership Income, which is subject to examination by the Internal Revenue Service ("IRS"). The statute of limitations has expired for tax years through 2013 for SSE Holdings. Tax Receivable Agreement Pursuant to our election under Section 754 of the Internal Revenue Code (the "Code"), we expect to obtain an increase in our share of the tax basis in the net assets of SSE Holdings when LLC Interests are redeemed or exchanged by the other members of SSE Holdings. We plan to make an election under Section 754 of the Code for each taxable year in which a redemption or exchange of LLC Interest occurs. We intend to treat any redemptions and exchanges of LLC Interests as direct purchases of LLC Interests for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that we would otherwise pay in the future to various tax authorities. They may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. On February 4, 2015, we entered into a tax receivable agreement with certain of the then-existing members of SSE Holdings (the "Tax Receivable Agreement") that provides for the payment by us of 85% of the amount of any tax benefits that we actually realize, or in some cases are deemed to realize, as a result of (i) increases in our share of the tax basis in the net assets of SSE Holdings resulting from any redemptions or exchanges of LLC Interests, (ii) tax basis increases attributable to payments made under the Tax Receivable Agreement, and (iii) deductions attributable to imputed interest pursuant to the Tax Receivable Agreement (the "TRA Payments"). We expect to benefit from the remaining 15% of any tax benefits that we may actually realize. The TRA Payments are not conditioned upon any continued ownership interest in SSE Holdings or us. The rights of each member of SSE Holdings, that is a party to the Tax Receivable Agreement, are assignable to transferees of their respective LLC Interests. During the twenty-six weeks ended June 27, 2018 , we acquired an aggregate of 1,325,415 LLC Interests in connection with the redemption of LLC Interests, which resulted in an increase in the tax basis of our investment in SSE Holdings subject to the provisions of the Tax Receivable Agreement. We recognized an additional liability in the amount of $17,992 for the TRA Payments due to the redeeming members, representing 85% of the aggregate tax benefits we expect to realize from the tax basis increases related to the redemption of LLC Interests, after concluding it was probable that such TRA Payments would be paid based on our estimates of future taxable income. No payments were made to the members of SSE Holdings pursuant to the Tax Receivable Agreement during the twenty-six weeks ended June 27, 2018 . During the twenty-six weeks ended June 28, 2017 , payments of $1,471 , inclusive of interest, were made to the members of SSE Holdings pursuant to the Tax Receivable Agreement. As of June 27, 2018 , the total amount of TRA Payments due under the Tax Receivable Agreement, was $177,370 , of which $943 was included in other current liabilities on the Condensed Consolidated Balance Sheet. See Note 14 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 27, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share of Class A common stock is computed by dividing net income attributable to Shake Shack Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted earnings per share of Class A common stock is computed by dividing net income attributable to Shake Shack Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities. The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock for the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 . Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Numerator: Net income $ 10,571 $ 8,184 $ 15,550 $ 12,046 Less: net income attributable to non-controlling interests 2,967 3,305 4,438 4,900 Net income attributable to Shake Shack Inc. $ 7,604 $ 4,879 $ 11,112 $ 7,146 Denominator: Weighted-average shares of Class A common stock outstanding—basic 27,796 25,798 27,418 25,587 Effect of dilutive securities: Stock options 867 494 785 523 Performance stock units 68 20 68 23 Restricted stock units 23 — 17 — Weighted-average shares of Class A common stock outstanding—diluted 28,754 26,312 28,288 26,133 Earnings per share of Class A common stock—basic $ 0.27 $ 0.19 $ 0.41 $ 0.28 Earnings per share of Class A common stock—diluted $ 0.26 $ 0.19 $ 0.39 $ 0.27 Shares of our Class B common stock do not share in the earnings or losses of Shake Shack and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. The following table presents potentially dilutive securities excluded from the computations of diluted earnings per share of Class A common stock for the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 . Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Stock options — 6,258 (1) — 6,258 (1) Performance stock units 60,437 (2) 84,755 (2) 60,437 (2) 84,755 (2) Shares of Class B common stock 8,924,592 (3) 10,770,992 (3) 8,924,592 (3) 10,770,992 (3) (1) Excluded from the computation of diluted earnings per share of Class A common stock because the exercise price of the stock options exceeded the average market price of our Class A common stock during the period ("out-of-the-money"). (2) Excluded from the computation of diluted earnings per share of Class A common stock because the performance conditions associated with these awards were not met assuming the end of the reporting period was the end of the performance period. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 27, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION The following table sets forth supplemental cash flow information for the twenty-six weeks ended June 27, 2018 and June 28, 2017 : Twenty-Six Weeks Ended June 27 June 28 Cash paid for: Income taxes, net of refunds $ 1,436 $ 1,595 Interest, net of amounts capitalized 1,067 357 Non-cash investing activities: Accrued purchases of property and equipment 10,692 7,690 Capitalized landlord assets for leases where we are deemed the accounting owner 3,307 7,634 Accrued purchases of marketable securities — 80 Capitalized equity-based compensation 39 78 Non-cash financing activities: Class A common stock issued in connection with the redemption of LLC Interests 1 — Cancellation of Class B common stock in connection with the redemption of LLC Interests (1 ) — Establishment of liabilities under tax receivable agreement 17,992 9,413 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 27, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Lease Commitments We are obligated under various operating leases for Shacks and our home office space, expiring in various years through 2035. Under certain of these leases, we are liable for contingent rent based on a percentage of sales in excess of specified thresholds and are typically responsible for our proportionate share of real estate taxes, common area maintenance charges and utilities. As security under the terms of several of our leases, we are obligated under letters of credit totaling $160 as of June 27, 2018 . The letters of credit expire in April 2019 and February 2026. In addition, in December 2013, we entered into an irrevocable standby letter of credit in conjunction with our home office lease in the amount of $80 . The letter of credit expires in September 2018 and renews automatically for one -year periods through September 2019. In September 2017, we entered into an irrevocable standby letter of credit in conjunction with our new home office lease in the amount of $603 . The letter of credit expires in August 2018 and renews automatically for one -year periods through January 2034. Purchase Commitments Purchase obligations include legally binding contracts, including commitments for the purchase, construction or remodeling of real estate and facilities, firm minimum commitments for inventory purchases, equipment purchases, marketing-related contracts, software acquisition/license commitments and service contracts. These obligations are generally short-term in nature and are recorded as liabilities when the related goods are received or services rendered. We also enter into long-term, exclusive contracts with certain vendors to supply us with food, beverages and paper goods, obligating us to purchase specified quantities. Legal Contingencies We are subject to various legal and regulatory proceedings, claims and liabilities, such as employment-related claims and slip and fall cases, which arise in the ordinary course of business and are generally covered by insurance. As of June 27, 2018 , the amount of ultimate liability with respect to these matters was not material. Liabilities under Tax Receivable Agreement As described in Note 11 , we are a party to the Tax Receivable Agreement under which we are contractually committed to pay certain of the members of SSE Holdings 85% of the amount of any tax benefits that we actually realize, or in some cases are deemed to realize, as a result of certain transactions. We are not obligated to make any payments under the Tax Receivable Agreement until the tax benefits associated with the transactions that gave rise to the payments are realized. Amounts payable under the Tax Receivable Agreement are contingent upon, among other things, (i) generation of future taxable income over the term of the Tax Receivable Agreement and (ii) future changes in tax laws. If we do not generate sufficient taxable income in the aggregate over the term of the Tax Receivable Agreement to utilize the tax benefits, then we would not be required to make the related TRA Payments. During the twenty-six weeks ended June 27, 2018 and June 28, 2017 , we recognized liabilities totaling $17,992 and $9,413 , respectively, relating to our obligations under the Tax Receivable Agreement, after concluding that it was probable that we would have sufficient future taxable income over the term of the Tax Receivable Agreement to utilize the related tax benefits. As of June 27, 2018 and December 27, 2017 , our total obligations under the Tax Receivable Agreement, including accrued interest, were $177,370 and $159,373 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 27, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Union Square Hospitality Group The Chairman of our Board of Directors serves as the Chief Executive Officer of Union Square Hospitality Group, LLC. As a result, Union Square Hospitality Group, LLC and its subsidiaries, set forth below, are considered related parties. USHG, LLC Effective January 2015, we entered into an Amended and Restated Management Services Agreement with USHG, LLC ("USHG"), in which USHG provides reduced management services to SSE Holdings comprised of executive leadership from members of its senior management, advisory and development services and limited leadership development and human resources services. The initial term of the Amended and Restated Management Services Agreement is through December 31, 2019, with renewal periods. No amounts were paid to USHG for general corporate expenses for the thirteen weeks ended June 27, 2018 . Amounts paid to USHG for general corporate expenses were $2 for the twenty-six weeks ended June 27, 2018 . Amounts paid to USHG for general corporate expenses were $1 and $6 for the thirteen and twenty-six weeks ended June 28, 2017 , respectively. These amounts are included in general and administrative expenses on the Condensed Consolidated Statements of Income . No amounts were payable to USHG as of June 27, 2018 and December 27, 2017 . No amounts were due from USHG as of June 27, 2018 and December 27, 2017 . Hudson Yards Sports and Entertainment In fiscal 2011, we entered into a Master License Agreement (as amended, "MLA") with Hudson Yards Sports and Entertainment LLC ("HYSE") to operate Shake Shack branded limited menu concession stands in sports and entertainment venues within the United States. The agreement expires in January 2027 and includes five consecutive five -year renewal options at HYSE's option. As consideration for these rights, HYSE pays us a license fee based on a percentage of net food sales, as defined in the MLA. HYSE also pays us a percentage of profits on sales of branded beverages, as defined in the MLA. Amount paid to us by the HYSE for the thirteen and twenty-six weeks ended June 27, 2018 were $64 and $111 , respectively. Amounts paid to us by HYSE for the thirteen and twenty-six weeks ended June 28, 2017 were $115 and $135 , respectively. These amounts are included in licensing revenue on the Condensed Consolidated Statements of Income . Total amounts due from HYSE as of June 27, 2018 and December 27, 2017 were $114 and $18 , respectively, which are included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets . Madison Square Park Conservancy The Chairman of our Board of Directors serves as a director of the Madison Square Park Conservancy ("MSP Conservancy"), with which we have a license agreement and pay license fees to operate our Madison Square Park Shack. Amounts paid to MSP Conservancy as rent amounted to $203 and $470 for the thirteen and twenty-six weeks ended June 27, 2018 , respectively. Amounts paid to MSP Conservancy as rent amounted to $133 and $332 for the thirteen and twenty-six weeks ended June 28, 2017 , respectively. These amounts are included in occupancy and related expenses on the Condensed Consolidated Statements of Income . No amounts were due to MSP Conservancy as of June 27, 2018 and December 27, 2017 . No amounts were paid to us from MSP Conservancy during the thirteen and twenty-six weeks ended June 27, 2018 . No amounts were paid to us from MSP Conservancy during the thirteen weeks ended June 28, 2017 . Amounts paid to us during the twenty-six weeks ended June 28, 2017 totaled $200 . No amounts were due to us from MSP Conservancy as of June 27, 2018 and December 27, 2017 . Share Our Strength The Chairman of our Board of Directors serves as a director of Share Our Strength, for which Shake Shack holds the "Great American Shake Sale" every year during the month of May to raise money and awareness for childhood hunger. During the Great American Shake Sale, we encourage guests to donate money to Share Our Strength's No Kid Hungry campaign in exchange for a coupon for a free cake-themed shake. All of the guest donations we collect go directly to Share Our Strength. During the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 the Great American Shake Sale raised $343 and $631 , respectively, for Share Our Strength. All proceeds were remitted to Share Our Strength in the respective years. We incurred costs of approximately $53 for both the thirteen and twenty-six weeks ended June 27, 2018 and $119 for both the thirteen and twenty-six weeks ended June 28, 2017 . These costs represents the cost of the free shakes redeemed and are included in general and administrative expenses on the Condensed Consolidated Statements of Income. Mobo Systems, Inc. The Chairman of our Board of Directors serves as a director of Mobo Systems, Inc. (also known as "Olo"), a platform we use in connection with our mobile ordering application. Amounts paid to Olo during the thirteen and twenty-six weeks ended June 27, 2018 were $27 and $52 , respectively. Amounts paid to Olo during the thirteen and twenty-six weeks ended June 28, 2017 were $20 and $38 , respectively. These amounts are included in other operating expenses on the Condensed Consolidated Statements of Income . No amounts were payable to Olo as of June 27, 2018 and December 27, 2017 . Square, Inc. In July 2017, our Chief Executive Officer joined the Board of Directors of Square, Inc. ("Square"). We currently use certain point-of-sale applications, payment processing services, hardware and other enterprise platform services in connection with the processing of a limited amount of sales at certain of our Shacks, sales for certain off-site events and in connection with our kiosk technology. Additionally, we partnered with Caviar, Square’s food ordering service for delivery services, in a number of cities for limited-time delivery promotions. Tax Receivable Agreement As described in Note 11 , we entered into a tax receivable agreement with certain members of SSE Holdings that provides for the payment by us of 85% of the amount of tax benefits, if any, that Shake Shack actually realizes or in some cases is deemed to realize as a result of certain transactions. No payments were made to the members of SSE Holdings pursuant to the Tax Receivable Agreement during the thirteen and twenty-six weeks ended June 27, 2018 . No payments were paid to the members during the thirteen weeks ended June 28, 2017 . During the twenty-six weeks ended June 28, 2017 , payments totaling $1,471 , inclusive of interest, were made to the members of SSE Holdings pursuant to the Tax Receivable Agreement. As of June 27, 2018 and December 27, 2017 , total amounts due under the Tax Receivable Agreement were $177,370 and $159,373 , respectively. Distributions to Members of SSE Holdings Under the terms of the SSE Holdings LLC Agreement, SSE Holdings is obligated to make tax distributions to its members . During the thirteen and twenty-six weeks ended June 27, 2018 distributions paid to non-controlling interest holders were $587 and $670 , respectively. During the thirteen and twenty-six weeks ended June 28, 2017 distributions paid non-controlling interest holder were $2,024 and $2,379 , respectively. No tax distributions were payable to non-controlling interest holders as of June 27, 2018 and December 27, 2017 |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 27, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Shake Shack Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. These interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and on a basis consistent in all material respects with the accounting policies described in our Annual Report on Form 10-K for the fiscal year ended December 27, 2017 ("2017 Form 10-K"). In our opinion, all adjustments, which are normal and recurring in nature, necessary for a fair presentation of our financial position and results of operation have been included. Certain reclassifications have been made to prior period amounts to conform to the current year presentation. Operating results for interim periods are not necessarily indicative of the results that may be expected for a full fiscal year. The accompanying Condensed Consolidated Balance Sheet as of December 27, 2017 has been derived from the audited financial statements at that date but does not include all of the disclosures required by GAAP. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in our 2017 Form 10-K. SSE Holdings is considered a variable interest entity. Shake Shack Inc. is the primary beneficiary as we have the majority economic interest in SSE Holdings and, as the sole managing member, have decision making authority that significantly affects the economic performance of the entity, while the limited partners have no substantive kick-out or participating rights. As a result, we consolidate SSE Holdings. The assets and liabilities of SSE Holdings represent substantially all of our consolidated assets and liabilities with the exception of certain deferred taxes and liabilities under the Tax Receivable Agreement. As of June 27, 2018 and December 27, 2017 , the net assets of SSE Holdings were $217,822 and $197,301 , respectively. The assets of SSE Holdings are subject to certain restrictions in SSE Holdings' revolving credit agreements. See Note 8 for more information. |
Fiscal Year | Fiscal Year We operate on a 52/53 week fiscal year ending on the last Wednesday in December. Fiscal 2018 contains 52 weeks and ends on December 26, 2018 . Fiscal 2017 contained 52 weeks and ended on December 27, 2017 |
Use of Estimates | Use of EstimatesThe preparation of these condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of sales and expenses during the reporting period. Actual results could differ from those estimates. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements We adopted the Accounting Standards Updates (“ASUs”) summarized below in fiscal 2018. Accounting Standards Update (“ASU”) Description Date Adopted Revenue from Contracts with Customers and related standards (ASU’s 2014-09, 2015-14, 2016-08, 2016-10, 2016-12, 2016-20) This standard supersedes the existing revenue recognition guidance and provides a new framework for recognizing revenue. The core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new standard also requires significantly more comprehensive disclosures than the existing standard. Guidance subsequent to ASU 2014-09 has been issued to clarify various provisions in the standard, including principal versus agent considerations, identifying performance obligations, licensing transactions, as well as various technical corrections and improvements. See Note 3 for more information. December 28, 2017 Recognition and Measurement of Financial Assets and Financial Liabilities (ASU 2016-01) For public business entities, this standard requires: (i) certain equity investments to be measured at fair value with changes in fair value recognized in net income; (ii) a qualitative assessment to identify impairment of equity investments without readily determinable fair values; (iii) elimination of the requirement to disclose the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost on the balance sheet; (iv) use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes; (v) separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; (vi) separate presentation of financial assets and liabilities by measurement category and form of financial asset in the financial statements; and (vii) an entity to evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The adoption of this standard did not have a material impact to our consolidated financial statements. December 28, 2017 Statement of Cash Flows: Classification of Certain Cash Receipts and Payments (ASU 2016-15) This standard provides guidance on eight specific cash flow issues with the objective of reducing diversity in practice. The adoption of this standard did not have a material impact to our consolidated financial statements. December 28, 2017 Recently Issued Accounting Pronouncements Accounting Standards Update (“ASU”) Description Expected Impact Effective Date Leases (ASU's 2016-02, 2018-01, 2018-10, 2018-11) This standard establishes a new lease accounting model, which introduces the recognition of lease assets and liabilities for those leases classified as operating leases under previous GAAP. It should be applied using a modified retrospective approach applied either at the beginning of the earliest period presented, or at the adoption date, with the option to elect various practical expedients. Early adoption is permitted. We are currently evaluating the provisions of the standard, including optional practical expedients. We are assessing the impact to our accounting policies, processes, disclosures and internal control over financial reporting. We plan to adopt the standard on December 27, 2018. It is likely that the adoption will have a significant impact to our consolidated balance sheet given the number of real estate leases we have. We are still evaluating the expected impact to our consolidated statements of income and cash flows. December 27, 2018 |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue recognized for the thirteen and twenty-six weeks ended June 27, 2018 under ASC 606 and revenue that would have been recognized for the thirteen and twenty-six weeks ended June 27, 2018 had ASC 605 been applied is as follows: Thirteen Weeks Ended June 27, 2018 Twenty-Six Weeks Ended June 27, 2018 As reported under ASC 606 If reported under ASC 605 Increase (decrease) As reported under ASC 606 If reported under ASC 605 Increase (decrease) Shack sales $ 112,898 $ 112,898 $ — $ 208,987 $ 208,987 $ — Licensing revenue 3,384 3,524 (140 ) 6,411 6,672 (261 ) Total revenue $ 116,282 $ 116,422 $ (140 ) $ 215,398 $ 215,659 $ (261 ) thirteen and twenty-six weeks ended June 27, 2018 (under ASC 606) and thirteen and twenty-six weeks ended June 28, 2017 (under ASC 605) disaggregated by type is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Shack sales $ 112,898 $ 88,003 $ 208,987 $ 162,158 Licensing revenue: Sales-based royalties 3,319 3,200 6,291 5,600 Initial territory and opening fees 65 113 120 307 Total revenue $ 116,282 $ 91,316 $ 215,398 $ 168,065 |
Schedule of Contract with Customer, Asset and Liability | Opening and closing balances of contract liabilities and receivables from contracts with customers is as follows: June 27 December 28 Shack sales receivables $ 2,496 $ 2,184 Licensing receivables 2,933 1,522 Gift card liability 1,334 1,472 Deferred revenue, current 305 265 Deferred revenue, long-term 6,653 3,742 thirteen and twenty-six weeks ended June 27, 2018 that was included in their respective liability balances at the beginning of the period is as follows: Thirteen Weeks Ended June 27 2018 Twenty-Six Weeks Ended June 27 2018 Gift card liability $ 102 $ 408 Deferred revenue, current 63 118 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash and Cash Equivalents | The following tables summarize our cash, cash equivalents and marketable securities by significant investment categories as of June 27, 2018 and December 27, 2017 : June 27, 2018 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 25,875 $ — $ — $ 25,875 $ 25,875 $ — Level 1: Money market funds 5,004 — — 5,004 5,004 — Mutual funds 61,521 — (122 ) 61,399 — 61,399 Level 2: Corporate debt securities (1) — — — — — — Total $ 92,400 $ — $ (122 ) $ 92,278 $ 30,879 $ 61,399 December 27, 2017 Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 16,138 $ — $ — $ 16,138 $ 16,138 $ — Level 1: Money market funds 5,369 — — 5,369 5,369 — Mutual funds 60,985 — (61 ) 60,924 — 60,924 Level 2: Corporate debt securities (1) 2,125 2 (15 ) 2,112 — 2,112 Total $ 84,617 $ 2 $ (76 ) $ 84,543 $ 21,507 $ 63,036 (1) |
Schedule of Unrealized Loss on Investments | The following tables summarize the gross unrealized losses and fair values for those investments that were in an unrealized loss position as of June 27, 2018 and December 27, 2017 , aggregated by investment category and the length of time that individual securities have been in a continuous loss position: June 27, 2018 Less than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Money market funds $ — $ — $ — $ — $ — $ — Mutual funds 61,399 (122 ) — — 61,399 (122 ) Corporate debt securities — — — — — — Total $ 61,399 $ (122 ) $ — $ — $ 61,399 $ (122 ) December 27, 2017 Less than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Money market funds $ — $ — $ — $ — $ — $ — Mutual funds 60,924 (61 ) — — 60,924 (61 ) Corporate debt securities 1,675 (12 ) 162 (3 ) 1,837 (15 ) Total $ 62,599 $ (73 ) $ 162 $ (3 ) $ 62,761 $ (76 ) |
Schedule of Other Income From Available for Sale Securities | A summary of other income from available-for-sale securities recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Available-for-sale securities: Dividend income $ 329 $ 191 $ 604 $ 369 Interest income — 19 7 39 Realized gain (loss) on sale of investments — (12 ) (16 ) (15 ) Unrealized gain (loss) on available-for-sale equity securities (23 ) — (61 ) — Total other income, net $ 306 $ 198 $ 534 $ 393 |
Schedule of Available-for-sale Securities and Gross Realized Gains and Losses | A summary of available-for-sale securities sold and gross realized gains and losses recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Available-for-sale securities: Gross proceeds from sales and redemptions $ — $ 473 $ 2,144 $ 628 Cost basis of sales and redemptions — 484 2,160 642 Gross realized gains included in net income — — 2 — Gross realized losses included in net income — (12 ) (18 ) (15 ) Amounts reclassified out of accumulated other comprehensive loss — 11 16 14 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories as of June 27, 2018 and December 27, 2017 consisted of the following: June 27 December 27 Food $ 873 $ 874 Wine 66 69 Beer 82 85 Beverages 134 111 Retail merchandise 83 119 Inventories $ 1,238 $ 1,258 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment as of June 27, 2018 and December 27, 2017 consisted of the following: June 27 December 27 Leasehold improvements $ 186,349 $ 166,963 Landlord funded assets 12,117 7,472 Equipment 34,709 31,608 Furniture and fixtures 11,779 10,128 Computer equipment and software 14,504 12,721 Construction in progress (includes landlord funded assets under construction) 27,836 16,458 Property and equipment, gross 287,294 245,350 Less: accumulated depreciation 70,531 58,255 Property and equipment, net $ 216,763 $ 187,095 |
SUPPLEMENTAL BALANCE SHEET IN29
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Supplemental Balance Sheet Disclosures [Abstract] | |
Supplemental Balance Sheet Information | The components of other current liabilities as of June 27, 2018 and December 27, 2017 are as follows: June 27 December 27 Sales tax payable $ 3,139 $ 1,813 Current portion of liabilities under tax receivable agreement 943 937 Gift card liability 1,334 1,472 Other 2,239 3,715 Other current liabilities $ 7,655 $ 7,937 |
NON-CONTROLLING INTERESTS (Tabl
NON-CONTROLLING INTERESTS (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Noncontrolling Interest [Abstract] | |
Schedule of Ownership Interests in SSE Holdings | The following table summarizes the ownership interest in SSE Holdings as of June 27, 2018 and December 27, 2017 . June 27, 2018 December 27, 2017 LLC Interests Ownership% LLC Interests Ownership % Number of LLC Interests held by Shake Shack Inc. 28,106,331 75.9 % 26,527,477 72.1 % Number of LLC Interests held by non-controlling interest holders 8,924,592 24.1 % 10,250,007 27.9 % Total LLC Interests outstanding 37,030,923 100.0 % 36,777,484 100.0 % |
Schedule of Non-Controlling Interest | The following table summarizes the effects of changes in ownership of SSE Holdings on our equity during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 . Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Net income attributable to Shake Shack Inc. $ 7,604 $ 4,879 $ 11,112 $ 7,146 Other comprehensive income (loss): Net change related to available-for-sale securities — 2 10 (2 ) Transfers (to) from non-controlling interests: Increase in additional paid-in capital as a result of the redemption of LLC Interests 1,801 720 7,359 2,042 Increase in additional paid-in capital as a result of activity under stock compensation plans 1,237 632 2,103 3,502 Total effect of changes in ownership interest on equity attributable to Shake Shack Inc. $ 10,642 $ 6,233 $ 20,584 $ 12,688 |
EQUITY-BASED COMPENSATION (Tabl
EQUITY-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Equity-Based Compensation Expense Recognized | A summary of equity-based compensation expense recognized during the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Stock options $ 773 $ 863 $ 1,600 $ 1,827 Performance stock units 464 399 918 684 Restricted stock units 160 23 316 23 Equity-based compensation expense $ 1,397 $ 1,285 $ 2,834 $ 2,534 Total income tax benefit recognized related to equity-based compensation $ 42 $ 44 $ 80 $ 95 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the recognized income tax expense is as follows: Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Expected U.S. federal income taxes at statutory rate $ 2,690 21.0 % $ 4,050 35.0 % $ 3,987 21.0 % $ 5,982 35.0 % State and local income taxes, net of federal benefit 830 6.5 % 659 5.7 % 1,242 6.5 % 1,008 5.9 % Foreign withholding taxes 271 2.1 % 227 2.0 % 802 4.2 % 413 2.4 % Tax credits (920 ) (7.2 )% (248 ) (2.1 )% (1,197 ) (6.3 )% (378 ) (2.2 )% Non-controlling interest (731 ) (5.7 )% (1,303 ) (11.3 )% (1,185 ) (6.2 )% (1,982 ) (11.6 )% Other 100 0.8 % — — % (211 ) (1.1 )% — — % Income tax expense $ 2,240 17.5 % $ 3,385 29.3 % $ 3,438 18.1 % $ 5,043 29.5 % |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock for the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 . Thirteen Weeks Ended Twenty-Six Weeks Ended June 27 June 28 June 27 June 28 Numerator: Net income $ 10,571 $ 8,184 $ 15,550 $ 12,046 Less: net income attributable to non-controlling interests 2,967 3,305 4,438 4,900 Net income attributable to Shake Shack Inc. $ 7,604 $ 4,879 $ 11,112 $ 7,146 Denominator: Weighted-average shares of Class A common stock outstanding—basic 27,796 25,798 27,418 25,587 Effect of dilutive securities: Stock options 867 494 785 523 Performance stock units 68 20 68 23 Restricted stock units 23 — 17 — Weighted-average shares of Class A common stock outstanding—diluted 28,754 26,312 28,288 26,133 Earnings per share of Class A common stock—basic $ 0.27 $ 0.19 $ 0.41 $ 0.28 Earnings per share of Class A common stock—diluted $ 0.26 $ 0.19 $ 0.39 $ 0.27 |
SUPPLEMENTAL CASH FLOW INFORM34
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 27, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow Information | The following table sets forth supplemental cash flow information for the twenty-six weeks ended June 27, 2018 and June 28, 2017 : Twenty-Six Weeks Ended June 27 June 28 Cash paid for: Income taxes, net of refunds $ 1,436 $ 1,595 Interest, net of amounts capitalized 1,067 357 Non-cash investing activities: Accrued purchases of property and equipment 10,692 7,690 Capitalized landlord assets for leases where we are deemed the accounting owner 3,307 7,634 Accrued purchases of marketable securities — 80 Capitalized equity-based compensation 39 78 Non-cash financing activities: Class A common stock issued in connection with the redemption of LLC Interests 1 — Cancellation of Class B common stock in connection with the redemption of LLC Interests (1 ) — Establishment of liabilities under tax receivable agreement 17,992 9,413 |
NATURE OF OPERATIONS (Details)
NATURE OF OPERATIONS (Details) - Restaurant | Jun. 27, 2018 | Dec. 27, 2017 |
Class of Stock [Line Items] | ||
Ownership percent of noncontrolling interest | 75.90% | 72.10% |
Number of restaurants | 179 | |
United States | Company-operated | ||
Class of Stock [Line Items] | ||
Number of restaurants | 100 | |
United States | Licensed | ||
Class of Stock [Line Items] | ||
Number of restaurants | 10 | |
Non-United States | Licensed | ||
Class of Stock [Line Items] | ||
Number of restaurants | 69 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 |
Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Net assets held by SSE holders | $ 217,822 | $ 197,301 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Thousands | Dec. 28, 2017 | Jun. 27, 2018 | Dec. 27, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Other long-term liabilities | $ 7,256 | $ 2,553 | |
Other current liabilities | 7,655 | $ 7,937 | |
Revenue, remaining performance obligation | $ 10,557 | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Opening equity | $ 1,574 | ||
Other long-term liabilities | 1,769 | ||
Other current liabilities | 68 | ||
Accounts receivable | 100 | ||
Retained Earnings | Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Opening equity | 1,135 | ||
Noncontrolling Interest | Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Opening equity | $ 439 |
REVENUE - Schedule of Revenue R
REVENUE - Schedule of Revenue Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | $ 116,282 | $ 91,316 | $ 215,398 | $ 168,065 |
If reported under ASC 605 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 116,422 | 215,659 | ||
Accounting Standards Update 2014-09 | Increase (decrease) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | (140) | (261) | ||
Shack sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 112,898 | $ 88,003 | 208,987 | $ 162,158 |
Shack sales | If reported under ASC 605 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 112,898 | 208,987 | ||
Shack sales | Accounting Standards Update 2014-09 | Increase (decrease) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | ||
Licensing revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 3,384 | 6,411 | ||
Licensing revenue | If reported under ASC 605 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 3,524 | 6,672 | ||
Licensing revenue | Accounting Standards Update 2014-09 | Increase (decrease) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | $ (140) | $ (261) |
REVENUE - Schedule of Disaggreg
REVENUE - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Document Period End Date | Jun. 27, 2018 | |||
Revenue from contract with customer | $ 116,282 | $ 91,316 | $ 215,398 | $ 168,065 |
Shack sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 112,898 | 88,003 | 208,987 | 162,158 |
Sales-based royalties | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 3,319 | 3,200 | 6,291 | 5,600 |
Initial territory and opening fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | $ 65 | $ 113 | $ 120 | $ 307 |
REVENUE - Schedule of Respectiv
REVENUE - Schedule of Respective Liability Balances (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 27, 2018 | Dec. 28, 2017 | Dec. 27, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Document Period End Date | Jun. 27, 2018 | ||
Gift card liability | $ 1,334 | $ 1,472 | $ 1,472 |
Deferred revenue, current | 305 | 265 | |
Deferred revenue, long-term | 6,653 | 3,742 | |
Shack sales | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract with customer, asset, net | 2,496 | 2,184 | |
Licensing receivables | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract with customer, asset, net | $ 2,933 | $ 1,522 |
REVENUE - Liability Balance (De
REVENUE - Liability Balance (Details) - Accounting Standards Update 2014-09 - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 27, 2018 | Jun. 27, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Gift card liability | $ 102 | $ 408 |
Deferred revenue, current | $ 63 | $ 118 |
FAIR VALUE MEASUREMENTS - Cash,
FAIR VALUE MEASUREMENTS - Cash, Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 | Jun. 28, 2017 | Dec. 28, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost Basis | $ 30,879 | $ 21,507 | $ 22,436 | $ 11,607 |
Total cost basis including Mutual Funds | 92,400 | 84,617 | ||
Gross Unrealized Gains | 0 | 2 | ||
Gross Unrealized Losses | (122) | (76) | ||
Cash and cash equivalents fair value | 30,879 | 21,507 | ||
Fair value of marketable securities | 61,399 | 63,036 | ||
Fair Value | 92,278 | 84,543 | ||
Level 1 | Mutual funds | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Mutual funds | 61,521 | 60,985 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | (122) | (61) | ||
Fair value of marketable securities | 61,399 | 60,924 | ||
Level 2 | Corporate debt securities | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Corporate debt securities | 0 | 2,125 | ||
Gross Unrealized Gains | 0 | 2 | ||
Gross Unrealized Losses | 0 | (15) | ||
Fair value of marketable securities | 0 | 2,112 | ||
Cash | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost Basis | 25,875 | 16,138 | ||
Cash and cash equivalents fair value | 25,875 | 16,138 | ||
Money market funds | Level 1 | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost Basis | 5,004 | 5,369 | ||
Cash and cash equivalents fair value | $ 5,004 | $ 5,369 |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | Dec. 27, 2017 | |
Fair Value Disclosures [Abstract] | |||||
Net unrealized gain (loss) | $ (74,000) | ||||
Unrealized gain (loss) on available-for-sale equity securities | $ (23,000) | $ (61,000) | |||
Asset impairment charges | $ 0 | $ 0 | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Unrea
FAIR VALUE MEASUREMENTS - Unrealized Loss on Investments (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 |
Gain (Loss) on Investments [Line Items] | ||
Fair Value (less than 12 months) | $ 61,399 | $ 62,599 |
Unrealized Loss (less than 12 months) | (122) | (73) |
Fair Value (12 months or greater) | 0 | 162 |
Unrealized Loss (12 months or greater) | 0 | (3) |
Fair Value | 61,399 | 62,761 |
Unrealized Loss | (122) | (76) |
Mutual funds | ||
Gain (Loss) on Investments [Line Items] | ||
Fair Value (less than 12 months) | 61,399 | 60,924 |
Unrealized Loss (less than 12 months) | (122) | (61) |
Fair Value (12 months or greater) | 0 | 0 |
Unrealized Loss (12 months or greater) | 0 | 0 |
Fair Value | 61,399 | 60,924 |
Unrealized Loss | (122) | (61) |
Corporate debt securities | ||
Gain (Loss) on Investments [Line Items] | ||
Fair Value (less than 12 months) | 0 | 1,675 |
Unrealized Loss (less than 12 months) | 0 | (12) |
Fair Value (12 months or greater) | 0 | 162 |
Unrealized Loss (12 months or greater) | 0 | (3) |
Fair Value | 0 | 1,837 |
Unrealized Loss | $ 0 | $ (15) |
FAIR VALUE MEASUREMENTS - Other
FAIR VALUE MEASUREMENTS - Other Income From Available For Sale Securities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Available-for-sale securities | ||||
Unrealized gain (loss) on available-for-sale equity securities | $ (23) | $ (61) | ||
Total other income, net | 406 | $ 198 | 634 | $ 393 |
Available-for-sale Securities | ||||
Available-for-sale securities | ||||
Dividend income | 329 | 191 | 604 | 369 |
Interest income | 0 | 19 | 7 | 39 |
Realized gain (loss) on sale of investments | 0 | (12) | (16) | (15) |
Unrealized gain (loss) on available-for-sale equity securities | (23) | 0 | (61) | 0 |
Total other income, net | $ 306 | $ 198 | $ 534 | $ 393 |
FAIR VALUE MEASUREMENTS - Avail
FAIR VALUE MEASUREMENTS - Available for Sale Securities and Gross Realized Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | ||
Available-for-sale securities: | |||||
Gross proceeds from sales and redemptions | $ 0 | $ 473 | $ 2,144 | $ 628 | |
Cost basis of sales and redemptions | 0 | 484 | 2,160 | 642 | |
Gross realized gains included in net income | 0 | 0 | 2 | 0 | |
Gross realized losses included in net income | 0 | (12) | (18) | (15) | |
Amounts reclassified out of accumulated other comprehensive loss | [1] | $ 0 | $ 11 | $ 16 | $ 14 |
[1] | Net of tax benefit (expense) of $0 for the thirteen and twenty-six weeks ended June 27, 2018 and June 28, 2017 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 |
Inventory [Line Items] | ||
Inventories | $ 1,238 | $ 1,258 |
Food | ||
Inventory [Line Items] | ||
Inventories | 873 | 874 |
Wine | ||
Inventory [Line Items] | ||
Inventories | 66 | 69 |
Beer | ||
Inventory [Line Items] | ||
Inventories | 82 | 85 |
Beverages | ||
Inventory [Line Items] | ||
Inventories | 134 | 111 |
Retail merchandise | ||
Inventory [Line Items] | ||
Inventories | $ 83 | $ 119 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 27, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 287,294 | $ 245,350 |
Less: accumulated depreciation | 70,531 | 58,255 |
Property and equipment, net | 216,763 | 187,095 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 186,349 | 166,963 |
Landlord funded assets | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 12,117 | 7,472 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 34,709 | 31,608 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 11,779 | 10,128 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 14,504 | 12,721 |
Construction in progress (includes landlord funded assets under construction) | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 27,836 | $ 16,458 |
SUPPLEMENTAL BALANCE SHEET IN49
SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) - USD ($) $ in Thousands | Jun. 27, 2018 | Dec. 28, 2017 | Dec. 27, 2017 |
Other Liabilities, Current | |||
Sales tax payable | $ 3,139 | $ 1,813 | |
Current portion of liabilities under tax receivable agreement | 943 | 937 | |
Gift card liability | 1,334 | $ 1,472 | 1,472 |
Other | 2,239 | 3,715 | |
Other current liabilities | $ 7,655 | $ 7,937 |
DEBT (Details)
DEBT (Details) - USD ($) | Sep. 27, 2017 | Feb. 04, 2015 | Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | Dec. 27, 2017 |
Debt Instrument [Line Items] | |||||||
Deemed landlord financing | $ 18,340,000 | $ 18,340,000 | $ 14,518,000 | ||||
Interest costs incurred | 655,000 | $ 409,000 | 1,264,000 | $ 733,000 | |||
Interest costs capitalized | 42,000 | $ 43,000 | 86,000 | $ 64,000 | |||
Notes payable | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 0 | 0 | |||||
Third Amendment and Restated Credit Arrangement | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 50,000,000 | ||||||
Current borrowing capacity | $ 20,000,000 | ||||||
Term to maturity | 5 years | ||||||
Amount available under revolving credit facility | 19,317,000 | 19,317,000 | |||||
Third Amendment and Restated Credit Arrangement | Letter of credit | Line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||
Current borrowing capacity | $ 683,000 | $ 683,000 | |||||
Third Amendment and Restated Credit Arrangement | Minimum | Line of credit | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.30% | ||||||
Third Amendment and Restated Credit Arrangement | Minimum | Line of credit | Prime rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.00% | ||||||
Third Amendment and Restated Credit Arrangement | Maximum | Line of credit | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 3.30% | ||||||
Third Amendment and Restated Credit Arrangement | Maximum | Line of credit | Prime rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.80% |
NON-CONTROLLING INTERESTS - Own
NON-CONTROLLING INTERESTS - Ownership Interest in SSE Holdings (Details) - shares | Jun. 27, 2018 | Dec. 27, 2017 |
Noncontrolling Interest [Abstract] | ||
Number of LLC Interests held by Shake Shack Inc. (in shares) | 28,106,331 | 26,527,477 |
Number of LLC Interests held by non-controlling interest holders (in shares) | 8,924,592 | 10,250,007 |
Total LLC Interests outstanding (in shares) | 37,030,923 | 36,777,484 |
Number of LLC Interests held by Shake Shack Inc. (as a percentage) | 75.90% | 72.10% |
Number of LLC Interests held by non-controlling interest holders (as a percentage) | 24.10% | 27.90% |
Total LLC Interests outstanding (as a percentage) | 100.00% | 100.00% |
NON-CONTROLLING INTERESTS - Nar
NON-CONTROLLING INTERESTS - Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Noncontrolling Interest [Line Items] | ||||
Non-controlling interest holders' weighted average ownership percentage | 24.80% | 29.60% | 25.60% | 30.00% |
Number of units redeemed (in shares) | 1,325,415 | 482,600 | ||
Units acquired during the period (in shares) | 1,578,854 | |||
Redemption or Exchange of Units | ||||
Noncontrolling Interest [Line Items] | ||||
Units acquired during the period (in shares) | 1,325,415 | 482,600 | ||
Employee Stock Option | ||||
Noncontrolling Interest [Line Items] | ||||
Units acquired during the period (in shares) | 253,439 | 305,882 |
NON-CONTROLLING INTERESTS - Ch
NON-CONTROLLING INTERESTS - Changes in Ownership Interests in SSE Holdings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Noncontrolling Interest [Line Items] | ||||
Net income attributable to Shake Shack Inc. | $ 7,604 | $ 4,879 | $ 11,112 | $ 7,146 |
Other comprehensive income (loss): | ||||
Net change related to available-for-sale securities | 0 | 3 | 13 | (3) |
Transfers (to) from non-controlling interests: | ||||
Total effect of changes in ownership interest on equity attributable to Shake Shack Inc. | 10,642 | 6,233 | 20,584 | 12,688 |
Redemption or Exchange of Units | ||||
Transfers (to) from non-controlling interests: | ||||
Increase (decrease) in additional paid-in capital | 1,801 | 720 | 7,359 | 2,042 |
Employee Stock Option | ||||
Transfers (to) from non-controlling interests: | ||||
Increase (decrease) in additional paid-in capital | 1,237 | 632 | 2,103 | 3,502 |
Net change related to available-for-sale securities | ||||
Other comprehensive income (loss): | ||||
Net change related to available-for-sale securities | $ 0 | $ 2 | $ 10 | $ (2) |
EQUITY-BASED COMPENSATION - Sch
EQUITY-BASED COMPENSATION - Schedule of compensation expense recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 1,397 | $ 1,285 | $ 2,834 | $ 2,534 |
Total income tax benefit recognized related to equity-based compensation | 42 | 44 | 80 | 95 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | 773 | 863 | 1,600 | 1,827 |
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | 464 | 399 | 918 | 684 |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 160 | $ 23 | $ 316 | $ 23 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Expected U.S. federal income taxes at statutory rate | $ 2,690 | $ 4,050 | $ 3,987 | $ 5,982 |
Expected U.S. federal income taxes at statutory rate, percentage | 21.00% | 35.00% | 21.00% | 35.00% |
State and local income taxes, net of federal benefit | $ 830 | $ 659 | $ 1,242 | $ 1,008 |
State and local income taxes, net of federal benefit, percentage | 6.50% | 5.70% | 6.50% | 5.90% |
Foreign withholding taxes | $ 271 | $ 227 | $ 802 | $ 413 |
Foreign withholding taxes, percentage | 2.10% | 2.00% | 4.20% | 2.40% |
Tax credits | $ (920) | $ (248) | $ (1,197) | $ (378) |
Tax credits, percentage | (7.20%) | (2.10%) | (6.30%) | (2.20%) |
Non-controlling interest | $ (731) | $ (1,303) | $ (1,185) | $ (1,982) |
Non-controlling interest, percentage | (5.70%) | (11.30%) | (6.20%) | (11.60%) |
Other | $ 100 | $ 0 | $ (211) | $ 0 |
Other, percentage | 0.80% | 0.00% | (1.10%) | 0.00% |
Income tax expense | $ 2,240 | $ 3,385 | $ 3,438 | $ 5,043 |
Income tax expense, percentage | 17.50% | 29.30% | 18.10% | 29.50% |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | Dec. 27, 2017 | |
Income Tax Contingency [Line Items] | |||||
Effective income tax rate reconciliation (in percentage) | 17.50% | 29.30% | 18.10% | 29.50% | |
Ownership percentage, weighted average | 75.20% | 70.40% | 74.40% | 70.00% | |
Units acquired during the period (in shares) | 1,578,854 | ||||
Deferred tax asset recognized as a result of investment in partnership | $ 16,831,000 | ||||
Deferred tax asset, investment in partnership | $ 160,314,000 | 160,314,000 | |||
Valuation allowance, deferred tax asset | 10,649,000 | 10,649,000 | |||
Deferred tax asset related to additional tax basis | 4,972,000 | ||||
Uncertain tax positions | $ 0 | $ 0 | |||
Percentage of tax benefits due to equity owners | 85.00% | 85.00% | |||
Percentage of tax benefits expected to be realized | 15.00% | 15.00% | |||
Establishment of liabilities under tax receivable agreement | $ 17,992,000 | $ 9,413,000 | |||
Tax receivable agreement payments to related parties | $ 0 | 0 | $ 1,471,000 | ||
Liabilities under tax receivable agreement | $ 177,370,000 | 177,370,000 | $ 159,373,000 | ||
Current portion of liabilities under tax receivable agreement | $ 943,000 | $ 943,000 | $ 937,000 | ||
Redemption or Exchange of Units | |||||
Income Tax Contingency [Line Items] | |||||
Units acquired during the period (in shares) | 1,325,415 | 482,600 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Numerator: | ||||
Net income | $ 10,571 | $ 8,184 | $ 15,550 | $ 12,046 |
Less: net income attributable to non-controlling interests | 2,967 | 3,305 | 4,438 | 4,900 |
NET INCOME ATTRIBUTABLE TO SHAKE SHACK INC. | $ 7,604 | $ 4,879 | $ 11,112 | $ 7,146 |
Denominator: | ||||
Weighted-average shares of Class A common stock outstanding—basic (in shares) | 27,796 | 25,798 | 27,418 | 25,587 |
Effect of dilutive securities: | ||||
Weighted-average shares of Class A common stock outstanding—diluted (in shares) | 28,754 | 26,312 | 28,288 | 26,133 |
Earnings per share of Class A common stock—basic (in dollars per share) | $ 0.27 | $ 0.19 | $ 0.41 | $ 0.28 |
Earnings per share of Class A common stock—diluted (in dollars per share) | $ 0.26 | $ 0.19 | $ 0.39 | $ 0.27 |
Performance stock units | ||||
Effect of dilutive securities: | ||||
Stock options (in shares) | 68 | 20 | 68 | 23 |
Restricted stock units | ||||
Effect of dilutive securities: | ||||
Stock options (in shares) | 23 | 0 | 17 | 0 |
Stock options | ||||
Effect of dilutive securities: | ||||
Stock options (in shares) | 867 | 494 | 785 | 523 |
EARNINGS PER SHARE - Antidilut
EARNINGS PER SHARE - Antidilutive Securities (Details) - Common Stock [Member] - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2018 | Jun. 28, 2017 | Jun. 27, 2018 | Jun. 28, 2017 | |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares (in shares) | 0 | 6,258 | 0 | 6,258 |
Performance stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares (in shares) | 60,437 | 84,755 | 60,437 | 84,755 |
Shares of Class B common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares (in shares) | 8,924,592 | 10,770,992 | 8,924,592 | 10,770,992 |
SUPPLEMENTAL CASH FLOW INFORM59
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 27, 2018 | Jun. 28, 2017 | |
Cash paid for: | ||
Income taxes, net of refunds | $ 1,436 | $ 1,595 |
Interest, net of amounts capitalized | 1,067 | 357 |
Non-cash investing activities: | ||
Accrued purchases of property and equipment | 10,692 | 7,690 |
Capitalized landlord assets for leases where we are deemed the accounting owner | 3,307 | 7,634 |
Accrued purchases of marketable securities | 0 | 80 |
Capitalized equity-based compensation | 39 | 78 |
Non-cash financing activities: | ||
Establishment of liabilities under tax receivable agreement | 17,992 | 9,413 |
Redemption or Exchange of Units | Class A Common Stock | ||
Non-cash financing activities: | ||
Class A common stock issued in connection with the redemption of LLC Interests | 1 | 0 |
Redemption or Exchange of Units | Class B Common Stock | ||
Non-cash financing activities: | ||
Cancellation of Class B common stock in connection with the redemption of LLC Interests | $ (1) | $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 28, 2018 | Jun. 27, 2018 | Jun. 28, 2017 | Dec. 27, 2017 | Sep. 30, 2017 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | ||||||
Percentage of tax benefits due to equity owners | 85.00% | |||||
Establishment of liabilities under tax receivable agreement | $ 17,992 | $ 9,413 | ||||
Tax receivable agreement liability | 177,370 | $ 159,373 | ||||
Retail site | ||||||
Loss Contingencies [Line Items] | ||||||
Letters of credit outstanding | $ 160 | |||||
Office building | ||||||
Loss Contingencies [Line Items] | ||||||
Letters of credit outstanding | $ 603 | $ 80 | ||||
Renewal term | 1 year |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 27, 2018USD ($) | Mar. 28, 2018 | Jun. 28, 2017USD ($) | Jun. 27, 2018USD ($)renewal_option | Jun. 28, 2017USD ($) | Dec. 27, 2017USD ($) | |
Related Party Transaction [Line Items] | ||||||
Percentage of tax benefits due to equity owners | 85.00% | 85.00% | ||||
Tax receivable agreement payments to related parties | $ 0 | $ 0 | $ 1,471,000 | |||
Tax receivable agreement liability | $ 177,370,000 | 177,370,000 | $ 159,373,000 | |||
Distributions paid to non-controlling interest holders | 587,000 | 2,024,000 | 670,000 | 2,379,000 | ||
Tax distributions payable to non-controlling interest holders | 0 | 0 | 0 | |||
Affiliated Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Amount paid to USHG for general corporate expenses | 0 | 1,000 | 2,000 | 6,000 | ||
Amounts due to related parties, current | 0 | 0 | 0 | |||
Due from related parties, current | 0 | $ 0 | 0 | |||
Subsidiary to Affiliated Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Number of renewal terms | renewal_option | 5 | |||||
Renewal option period | 5 years | |||||
Share Our Strength | ||||||
Related Party Transaction [Line Items] | ||||||
Charitable campaign flow through | 343,000 | 631,000 | $ 343,000 | 631,000 | ||
Expenses from transactions with related party | 53,000 | 119,000 | 53,000 | 119,000 | ||
Concession Income | Subsidiary to Affiliated Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Due from related parties, current | 114,000 | 114,000 | 18,000 | |||
Revenue from related parties | 64,000 | 115,000 | 111,000 | 135,000 | ||
Rent Expense | Madison Square Park Conservancy | ||||||
Related Party Transaction [Line Items] | ||||||
Amounts due to related parties, current | 0 | 0 | 0 | |||
Revenues from transactions with related party | 0 | 0 | 200,000 | |||
Expenses from transactions with related party | 203,000 | 133,000 | 470,000 | 332,000 | ||
Tenant Improvement Allowance | Madison Square Park Conservancy | ||||||
Related Party Transaction [Line Items] | ||||||
Amount due from MSP conservancy | 0 | 0 | 0 | |||
Mobo Systems, Inc. | Board of Directors Chairman | ||||||
Related Party Transaction [Line Items] | ||||||
Amounts due to related parties, current | 0 | 0 | $ 0 | |||
Expenses from transactions with related party | $ 27,000 | $ 20,000 | $ 52,000 | $ 38,000 |