Cover
Cover - shares | 3 Months Ended | |
Nov. 30, 2019 | Jan. 03, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Entity Registrant Name | The Simply Good Foods Company | |
Entity Central Index Key | 0001702744 | |
Document Period End Date | Nov. 30, 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity File Number | 001-38115 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-1038121 | |
Entity Address, Address Line One | 1225 17th Street, Suite 1000 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80202 | |
City Area Code | 303 | |
Local Phone Number | 633-2840 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | SMPL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Current Fiscal Year End Date | --08-29 | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 95,333,804 | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2019 | Aug. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 72,711 | $ 266,341 |
Accounts receivable, net | 69,593 | 44,240 |
Inventories | 90,378 | 38,085 |
Prepaid expenses | 7,570 | 2,882 |
Other current assets | 12,388 | 6,059 |
Total current assets | 252,640 | 357,607 |
Long-term assets: | ||
Property and equipment, net | 13,080 | 2,456 |
Intangible assets, net | 1,153,157 | 306,139 |
Goodwill | 567,464 | 471,427 |
Other long-term assets | 29,720 | 4,021 |
Total assets | 2,016,061 | 1,141,650 |
Current liabilities: | ||
Accounts payable | 34,413 | 15,730 |
Accrued interest | 3,229 | 1,693 |
Accrued expenses and other current liabilities | 51,798 | 29,933 |
Current maturities of long-term debt | 5,291 | 676 |
Total current liabilities | 94,731 | 48,032 |
Long-term liabilities: | ||
Long-term debt, less current maturities | 638,034 | 190,259 |
Deferred income taxes | 77,512 | 65,383 |
Other long-term liabilities | 22,103 | 532 |
Total liabilities | 832,380 | 304,206 |
See commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 100,000,000 shares authorized, none issued | 0 | 0 |
Common stock, $0.01 par value, 600,000,000 shares authorized, 95,416,772 and 81,973,284 issued at November 30, 2019 and August 31, 2019, respectively | 954 | 820 |
Treasury stock, 98,234 and 98,234 shares at cost at November 30, 2019 and August 31, 2019, respectively | (2,145) | (2,145) |
Additional paid-in-capital | 1,084,671 | 733,775 |
Retained earnings | 101,037 | 105,830 |
Accumulated other comprehensive loss | (836) | (836) |
Total stockholders’ equity | 1,183,681 | 837,444 |
Total liabilities and stockholders’ equity | $ 2,016,061 | $ 1,141,650 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Nov. 30, 2019 | Aug. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 600,000,000 | 600,000,000 |
Common stock shares issued (in shares) | 95,416,772 | 81,973,284 |
Treasury stock (in shares) | 98,234 | 98,234 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Income Statement [Abstract] | ||
Net sales | $ 152,153 | $ 120,931 |
Cost of goods sold | 89,947 | 69,011 |
Gross profit | 62,206 | 51,920 |
Operating expenses: | ||
Selling and marketing | 18,434 | 15,319 |
General and administrative | 18,145 | 11,998 |
Depreciation and amortization | 2,453 | 1,849 |
Business transaction costs | 26,159 | 1,039 |
Loss in fair value change of contingent consideration - TRA liability | 0 | 533 |
Total operating expenses | 65,191 | 30,738 |
Income (loss) from operations | (2,985) | 21,182 |
Other (expense) income: | ||
Interest income | 1,379 | 781 |
Interest expense | (4,969) | (3,261) |
Gain on settlement of TRA liability | 0 | 1,534 |
Gain (loss) on foreign currency transactions | 16 | (398) |
Other income | 37 | 44 |
Total other expense | (3,537) | (1,300) |
(Loss) income before income taxes | (6,522) | 19,882 |
Income tax (benefit) expense | (1,729) | 4,625 |
Net (loss) income | (4,793) | 15,257 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | 0 | 142 |
Comprehensive (loss) income | $ (4,793) | $ 15,399 |
Earnings per share from net (loss) income: | ||
Basic (in dollars per share) | $ (0.05) | $ 0.20 |
Diluted (in dollars per share) | $ (0.05) | $ 0.18 |
Weighted average shares outstanding: | ||
Basic (in shares) | 89,708,633 | 77,290,307 |
Diluted (in shares) | 89,708,633 | 82,774,761 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Operating lease right-of-use assets recognized after ASU 2016-02 transition | $ 20,829,000 | $ 0 |
Operating activities | ||
Net (loss) income | (4,793,000) | 15,257,000 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,525,000 | 1,886,000 |
Amortization of deferred financing costs and debt discount | 455,000 | 334,000 |
Stock compensation expense | 1,673,000 | 1,061,000 |
Loss on fair value change of contingent consideration - TRA liability | 0 | 533,000 |
Gain on settlement of TRA liability | 0 | (1,534,000) |
Unrealized (gain) loss on foreign currency transactions | (16,000) | 398,000 |
Deferred income taxes | (1,853,000) | 4,465,000 |
Amortization of operating lease right-of-use asset | 626,000 | 0 |
Other Operating Activities, Cash Flow Statement | 566,000 | 0 |
Changes in operating assets and liabilities, net of acquisition: | ||
Accounts receivable, net | 4,304,000 | (592,000) |
Inventories | (9,740,000) | (8,112,000) |
Prepaid expenses | (3,513,000) | (2,042,000) |
Other current assets | (1,416,000) | (2,567,000) |
Accounts payable | (6,533,000) | 5,777,000 |
Accrued interest | 1,536,000 | (36,000) |
Accrued expenses and other current liabilities | 8,556,000 | (1,885,000) |
Other assets and liabilities | (305,000) | 5,000 |
Net cash (used in) provided by operating activities | (7,928,000) | 12,948,000 |
Investing activities | ||
Purchases of property and equipment | (280,000) | (494,000) |
Increase (Decrease) in Notes Receivables | (1,250,000) | 0 |
Acquisition of business, net of cash acquired | (984,201,000) | 0 |
Net cash (used in) investing activities | (985,731,000) | (494,000) |
Financing activities | ||
Proceeds from option exercises | 208,000 | 53,000 |
Issuance of common stock | (70,000) | 0 |
Payments of finance lease obligations | (78,000) | 0 |
Cash received from warrant exercises | 0 | 113,464,000 |
Payment of TRA liability | 0 | 26,468,000 |
Payments of Financing Costs | (8,208,000) | 0 |
Principal payments of long-term debt | (1,000,000) | (500,000) |
Proceeds from Issuance of Common Stock | 352,542,000 | 0 |
Payments of Stock Issuance Costs | (3,323,000) | 0 |
Proceeds from Issuance of Long-term Debt | 460,000,000 | 0 |
Net cash provided by financing activities | 800,071,000 | 86,549,000 |
Cash and cash equivalents | ||
Net increase (decrease) in cash | (193,588,000) | 99,003,000 |
Effect of exchange rate on cash | (42,000) | (213,000) |
Cash at beginning of period | 266,341,000 | 111,971,000 |
Cash and cash equivalents at end of period | 72,711,000 | 210,761,000 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 2,978,000 | 2,963,000 |
Cash paid for taxes | 373,000 | 353,000 |
Operating lease right-of-use assets recognized at ASU 2016-02 transition | 5,102,000 | 0 |
Finance lease right-of-use assets recognized at ASU 2016-02 transition | $ 1,211,000 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders Equity Statement - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning balance at Aug. 25, 2018 | $ 672,601 | $ 706 | $ 0 | $ 614,399 | $ 58,294 | $ (798) |
Beginning balance (in shares) at Aug. 25, 2018 | 70,605,675 | |||||
Beginning balance, Treasury (in shares) at Aug. 25, 2018 | 0 | |||||
Net (loss) income | 15,257 | 15,257 | ||||
Stock-based compensation | 1,061 | 1,061 | ||||
Foreign currency translation adjustments | 142 | 142 | ||||
Shares issued upon vesting of Restricted Stock Units | 0 | $ 1 | (1) | |||
Shares issued upon vesting of Restricted Stock Units (in shares) | 67,500 | |||||
Exercise of options to purchase common stock | 53 | $ 0 | 53 | |||
Exercise of options to purchase common stock (in shares) | 4,444 | |||||
Warrant conversion | 113,464 | $ 112 | 113,352 | |||
Warrant conversion (in shares) | 11,200,299 | |||||
Ending balance (in shares) at Nov. 24, 2018 | 81,877,918 | |||||
Ending balance, Treasury (in shares) at Nov. 24, 2018 | 0 | |||||
Ending balance at Nov. 24, 2018 | 802,578 | $ 819 | $ 0 | 728,864 | 73,551 | (656) |
Beginning balance at Aug. 31, 2019 | $ 837,444 | $ 820 | $ (2,145) | 733,775 | 105,830 | (836) |
Beginning balance (in shares) at Aug. 31, 2019 | 81,973,284 | |||||
Beginning balance, Treasury (in shares) at Aug. 31, 2019 | 98,234 | 98,234 | ||||
Net (loss) income | $ (4,793) | (4,793) | ||||
Stock-based compensation | 1,673 | 1,673 | ||||
Foreign currency translation adjustments | $ 0 | 0 | ||||
Public equity officering (in shares) | 13,379,205 | |||||
Public equity offering | $ 349,219 | $ 134 | 349,085 | |||
Shares issued upon vesting of Restricted Stock Units | (70) | $ 0 | (70) | |||
Shares issued upon vesting of Restricted Stock Units (in shares) | 46,911 | |||||
Exercise of options to purchase common stock | $ 208 | $ 0 | 208 | |||
Exercise of options to purchase common stock (in shares) | 17,372 | |||||
Ending balance (in shares) at Nov. 30, 2019 | 95,416,772 | |||||
Ending balance, Treasury (in shares) at Nov. 30, 2019 | 98,234 | 98,234 | ||||
Ending balance at Nov. 30, 2019 | $ 1,183,681 | $ 954 | $ (2,145) | $ 1,084,671 | $ 101,037 | $ (836) |
Nature of Operations and Princi
Nature of Operations and Principles of Consolidation | 3 Months Ended |
Nov. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Principles of Consolidation | The Simply Good Foods Company (“Simply Good Foods”) was formed by Conyers Park Acquisition Corp. (“Conyers Park”) on March 30, 2017. On April 10, 2017, Conyers Park and NCP-ATK Holdings, Inc., among others, entered into a definitive merger agreement (the “Merger Agreement”), pursuant to which on July 7, 2017, Conyers Park merged into Simply Good Foods and as a result acquired the companies which conducted the Atkins® brand business (the “Acquisition of Atkins”). The common stock of Simply Good Foods is listed on the Nasdaq Capital Market under the symbol “SMPL.” On August 21, 2019, our wholly owned subsidiary Atkins Nutritionals, Inc. (“Atkins”) entered into a Stock and Unit Purchase Agreement (the "Purchase Agreement") to acquire Quest Nutrition, LLC ("Quest"), a healthy lifestyle food company (the "Acquisition of Quest"). On November 7, 2019, pursuant to the Purchase Agreement, Atkins completed the Acquisition of Quest, via Atkins’ direct or indirect acquisition of 100% of the equity interests of Voyage Holdings, LLC (“Voyage Holdings”), and VMG Quest Blocker, Inc. (“Voyage Blocker” and, together with Voyage Holdings, the “Target Companies”) for a cash purchase price of approximately $1.0 billion (subject to customary adjustments for the Target Companies’ levels of cash, indebtedness, net working capital and transaction expenses as of the closing date). The unaudited condensed consolidated financial statements include the accounts of Simply Good Foods and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. Unless the context otherwise requires, “we,” “us,” “our” and the “Company” refer to Simply Good Foods and its subsidiaries. The Company maintains its accounting records on a 52/53-week fiscal year, ending on the last Saturday in August of each year. Description of Business The Simply Good Foods Company is a consumer packaged food and beverage company that aims to lead the nutritious snacking movement with trusted brands that offer a variety of convenient, innovative, great-tasting, better-for-you snacks and meal replacements. The Company’s nutritious snacking platform consists of brands that specialize in providing products for consumers that follow certain nutritional philosophies, dietary approaches and/or health-and-wellness trends: Atkins® for those following a low-carb lifestyle; Quest® for consumers seeking to partner with a brand that makes the foods they crave work for them, not against them, through a variety of protein-rich foods and beverages that also limit sugars and simple carbs; and SimplyProtein® for consumers looking for protein-enhanced snacks made with fewer, simple ingredients. We distribute our products in major retail channels, primarily in North America, including grocery, club and mass merchandise, as well as through e-commerce, convenience, specialty and other channels. Our portfolio of nutritious snacking brands gives us a strong platform with which to introduce new products, expand distribution, and attract new consumers to our products. Our platform also positions us to continue to selectively pursue acquisition opportunities of brands in the nutritious snacking and broader health-and-wellness food space. Reclassification of Prior Year Amounts Certain prior year amounts have been reclassified to conform to the current year presentation including (i) Selling and Marketing expenses, which have been combined as Selling and marketing on the Consolidated Statements of Operations and Comprehensive (Loss) Income and (ii) other operating expense, which has been combined with General and administrative expense on the Consolidated Statements of Operations and Comprehensive (Loss) Income. Unaudited Interim Condensed Consolidated Financial Statements The interim condensed consolidated financial statements and related notes of the Company and its subsidiaries are unaudited. The unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). The unaudited interim condensed consolidated financial statements reflect all adjustments and disclosures which are, in our opinion, necessary for a fair presentation of the results of operations, financial position and cash flows for the indicated periods. All such adjustments were of a normal and recurring nature unless otherwise disclosed. The results reported in these unaudited interim condensed consolidated financial statements are not necessarily indicative of the results that may be reported for the entire fiscal year and should be read in conjunction with our consolidated financial statements for the fiscal year ended August 31, 2019 , included in our Annual Report on Form 10-K (“Annual Report”), filed with the SEC on October 30, 2019. The year-end balance sheet data was derived from the audited financial statements and, in accordance with the instructions to Form 10-Q, certain information and footnote disclosures required by GAAP have been condensed or omitted. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Nov. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Refer to Note 2, Summary of Significant Accounting Policies , to our consolidated financial statements included in our Annual Report for a description of significant accounting policies. Change in Accounting Principle During the fourth quarter ended August 31, 2019, the Company changed its accounting principle related to the presentation of third party delivery costs associated with shipping and handling activities previously included as operating expenses in Distribution in the Consolidated Statements of Operations and Comprehensive (Loss) Income. The Company is now presenting these expenses within cost of goods sold in the Consolidated Statements of Operations and Comprehensive (Loss) Income. In connection with the change in accounting principle, the Company also changed its definition of shipping and handling costs to include costs paid to third-party warehouse operators associated with delivering product to a customer, previously included in General and administrative, and Depreciation and amortization of the assets at the third-party warehouse, previously included in Depreciation and amortization. Under the previous definition of shipping and handling costs, the Company only included delivery costs in Distribution. The effect of the adjustment is as follows: Thirteen Weeks Ended November 24, 2018 As Reported Change in Accounting Principle and Presentation As Adjusted Cost of goods sold 61,820 7,191 69,011 Distribution 5,284 (5,284 ) — General and administrative 13,868 (1,870 ) 11,998 Depreciation and amortization 1,886 (37 ) 1,849 Recently Issued and Adopted Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, The Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments—Credit Losses (Topic 326), which modifies disclosure requirements for fair value measurements by removing, modifying or adding certain disclosures. This ASU is effective for annual periods beginning after December 15, 2019, with early adoption permitted. The amendments of this ASU should be applied on a retrospective basis to all periods presented. The Company is currently evaluating the effects adoption of this guidance will have on the consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), which modifies disclosure requirements on fair value measurements of Accounting Standards Codification (“ASC”) 820. This ASU is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods therein. Early adoption is permitted including in any interim period for which financial statements have not yet been issued. Entities are permitted to early adopt the eliminated or modified disclosure requirements and delay the adoption new disclosure requirements until their effective date. The Company is currently evaluating the effects adoption of this guidance will have on the consolidated financial statements and does not anticipate adoption of this ASU will be material to its consolidated financial statements. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The standard requires lessees to recognize the assets and liabilities that arise from leases on the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements. ASU 2018-11 provides entities another option for transition, allowing entities to not apply the new standard in the comparative periods they present in their financial statements in the year of adoption. The amendments provide the option for the ASU to be applied at the beginning of the period adopted using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. On September 1, 2019, we adopted ASU No. 2016-02, Leases (“Topic 842”) using the alternative transition method under ASU No. 2018-11, which permits application of the new guidance at the beginning of the period of adoption , with comparative periods continuing to be reporting under Topic 840. Upon adoption of the new standard as of the first day of fiscal 2020, the Company recorded the following within the Condensed Consolidated Balance Sheet: operating lease right of use assets of $5.1 million included within Other long-term assets, current operating lease liabilities of $1.9 million included within Accrued expenses and other current liabilities, long-term operating lease liabilities of $3.9 million included within Other long-term liabilities, finance lease right of use assets of $1.2 million included within Property and equipment, net, current finance lease liabilities of $0.2 million included within Current maturities of long term debt, and long-term finance lease liabilities of $1.0 million included within Long-term debt less current maturities . Following the Acquisition of Quest, the Company recorded the following amounts in the Condensed Consolidated Balance Sheet as of the Transaction Date: operating lease right of use assets of $20.8 million included within Other long-term assets, current operating lease liabilities of $1.9 million included within Accrued expenses and other current liabilities, and long-term operating lease liabilities of $18.9 million included within Other long-term liabilities. The adoption of these ASUs did not result in a cumulative-effect adjustment to the opening balance of retained earnings. The guidance provides a number of optional practical expedients in adoption. We elected to adopt the package of practical expedients permitted under the transition guidance within the standard, which among other things, permits us to not reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the use-of-hindsight practical expedient or the practical expedient pertaining to land easements, the latter not being applicable to us. In addition, we elected an accounting policy to include both lease and non-lease components as a single component for all asset classes where we are the lessee. For additional information on our leases, see Note 9 . In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting. This ASU is intended to simplify aspects of share-based compensation issued to non-employees by making the guidance consistent with the accounting for employee share-based compensation. The Company adopted this ASU as of the first day of fiscal 2020. The adoption of this ASU did not have a material effect on the consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40), Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted this ASU as of the first day of fiscal 2020. The adoption of this ASU did not have a material effect on the consolidated financial statements. |
Business Combination (Notes)
Business Combination (Notes) | 3 Months Ended |
Nov. 30, 2019 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | On August 21, 2019, Atkins entered into the Purchase Agreement with the Target Companies, VMG Voyage Holdings, LLC, VMG Tax-Exempt II, L.P., Voyage Employee Holdings, LLC, and other sellers defined in the Purchase Agreement. On November 7, 2019, pursuant to the Purchase Agreement, Atkins completed the Acquisition of Quest for a cash purchase price at closing of $988.9 million subject to customary post closing adjustments. Atkins acquired Quest as a part of our vision to lead the nutritious snacking movement with trusted brands that offer a variety of convenient, innovative, great-tasting, better-for-you snacks and meal replacements. Quest is a healthy lifestyle food company offering a variety of bars, cookies, chips, ready-to-drink shakes and pizzas that compete in many of the attractive, fast growing sub-segments within the nutritional snacking category. Quest has a loyal following and strong appeal among consumers 18-44 years. The Acquisition of Quest was accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”), whereby the results of operations, including the revenues and earnings of Quest, are included in the financial statements from the date of acquisition. ASC 805 requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values, as determined in accordance with ASC 820, Fair Value Measurements, as of the closing date. ASC 805 establishes a measurement period to provide the Company with a reasonable amount of time to obtain the information necessary to identify and measure various items in a business combination and cannot extend beyond one year from the acquisition date. The Acquisition of Quest was funded by the Company through a combination of cash, equity and debt financing. Total consideration paid on the closing date was $988.9 million . Cash sources of funding included $195.3 million of cash on hand, net proceeds of approximately $350.0 million from the Company's October 9, 2019 public equity offering, and $443.6 million in new term loan debt. Included within the Business transaction costs line item of the Consolidated Statements of Operations and Comprehensive (Loss) Income as of November 30, 2019 are $14.5 million of transaction advisory fees related to the Acquisition of Quest, $3.2 million of banker commitment fees, $6.1 million of non-deferrable debt issuance costs related to the incremental term loan, and $2.3 million of other costs including legal, due diligence, and accounting fees. Included in the transaction advisory fees paid for the Acquisition of Quest is $12.0 million paid to Centerview Partners LLC, an investment banking firm that served as the lead financial advisor to the Company for this transaction. Three members of the Company’s Board of Directors, Messrs. Kilts, West, and Ratzan, have business relationships with certain partners of Centerview Partners LLC (including relating to Centerview Capital Consumer, a private equity firm and affiliate of Conyers Park Sponsor LLC), but they are not themselves partners, executives or employees of Centerview Partners LLC and Centerview Partners LLC is not a related party of the Company pursuant to applicable rules and policies. The advisory fee paid to Centerview Partners LLC represents approximately 1.2% of the total cash purchase price paid by the Company on the closing date of the Acquisition of Quest. All transaction advisory fees relating to the Acquisition of Quest were approved by the Company’s Audit Committee. The following table sets forth the preliminary purchase price of the Acquisition of Quest to the estimated fair value of the net assets acquired at the date of acquisition, subject to finalization per the terms of the Purchase Agreement. The preliminary purchase price allocation may be adjusted as a result of the finalization of our purchase price allocation procedures related to the assets acquired and liabilities assumed. The preliminary November 7, 2019 fair value is as follows: (In thousands) Assets acquired: Cash and cash equivalents $ 4,745 Accounts receivable, net 29,613 Inventories 43,091 Prepaid assets 1,214 Other current assets 3,821 Property and equipment, net (1) 10,363 Intangible assets, net (2) 848,375 Other long-term assets 20,997 Liabilities assumed: Accounts payable 25,200 Other current liabilities 11,237 Deferred income taxes (3) 13,982 Other long-term liabilities 18,891 Total identifiable net assets 892,909 Goodwill (4) 96,037 Total assets acquired and liabilities assumed $ 988,946 (1) Property and equipment, net primarily consists of leasehold improvements for the Quest headquarters of $6.9 million , furniture and fixtures of $2.2 million , and equipment of $1.3 million . The Quest headquarters lease ends in April 2029. The useful lives of the leasehold improvements, furniture and fixtures, and equipment is consistent with the Company's accounting policies. (2) Intangible assets were recorded at fair value consistent with ASC 820 as a result of the Acquisition of Quest. Intangible assets consist of $730.0 million of indefinite brands and trademarks, $115.0 million of amortizable customer relationships, and $3.4 million of internally developed software. The useful lives of the intangible assets are disclosed in Note 5 of the consolidated financial statements. The fair value measurement of the assets and liabilities was based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value measurement hierarchy. Level 3 fair market values were determined using a variety of information, including estimated future cash flows and market comparable data and companies. (3) As a result of the increase in the fair value of the identifiable intangible asset, the deferred income tax liability was increased by $14.0 million . (4) Goodwill was recorded at fair value consistent with ASC 820 as a result of the Acquisition of Quest. Amounts recorded for goodwill created in an acquisition structured as a stock purchase for tax are generally not expected to be deductible for tax purposes. Amounts recorded for goodwill resulting in a tax basis step-up are generally expected to be deductible for tax purposes. Tax deductible Goodwill is estimated to be $82.4 million . Goodwill represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The purchase price is pending finalization per the terms of the Purchase Agreement. The final determination of the fair value of the assets acquired and liabilities assumed is expected to be completed as soon as practicable after completion of the Acquisition of Quest, including a period of time to finalize working capital adjustments and tax attributes. The final determinations will be completed prior to one year from the transaction completion, consistent with ASC 805. The results of Quest's operations have been included in the Simply Good Foods' Consolidated Financial Statements since November 7, 2019, the date of acquisition. The following table provides net sales from the acquired Quest business included in the Company's results: Thirteen Weeks Ended November 30, 2019 Net sales 17,082 Unaudited Pro Forma Financial Information The following unaudited pro forma combined financial information presents combined results of Atkins and Quest as if the Acquisition of Quest has occurred at the beginning of fiscal 2019: Thirteen Weeks Ended Thirteen Weeks Ended November 30, 2019 November 24, 2018 Revenue $ 220,556 $ 189,945 Gross profit $ 88,188 $ 61,587 Net income (loss) $ 15,648 $ (19,083 ) These unaudited pro forma combined financial statements are prepared based on Article 11 period end guidance. The results include certain adjustments, as required under ASC 805, which are different than Article 11 pro forma requirements. ASC 805 requires pro forma adjustments to reflect the effects of fair value adjustments, transaction costs, capital structure changes, the tax effects of such adjustments, and also requires nonrecurring adjustments be prepared as though the Acquisition of Quest had occurred as of the beginning of the earliest period presented. The adjustments to the historical Quest financial results include the exclusion of legacy derivatives and interest expense that were settled in the execution of the Acquisition of Quest. Additional adjustments include non recurring transaction costs and the portion of the inventory fair value adjustment recorded by the Company during the thirteen weeks ended November 30, 2019. Both periods were further adjusted to reflect a full thirteen week period of a) fair value adjustments related to inventory and incremental customer relationship amortization, b) interest expense with the higher principal associated with new term loan debt, and c) the effects of the adjustments on income taxes and net income. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Nov. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The singular performance obligation of our customer contracts is determined by each individual purchase order and the products ordered, with revenue being recognized at a point-in-time when the obligation under the terms of the agreement is satisfied and product control is transferred to the customer. Specifically, control transfers to our customers when the product is delivered to or picked up by our customers based on applicable shipping terms. The performance obligations of our customer contracts are generally satisfied within 30 days. Revenue is measured as the amount of consideration we expect to receive in exchange for fulfilled product orders, including estimates of variable consideration. The most common forms of variable consideration include trade programs, consumer incentives, coupon redemptions, allowances for unsaleable products, and any additional amounts where a distinct good or service cannot be identified or the value cannot be reasonably estimated. Estimates of variable consideration are made using various information including historical data on performance of similar trade promotional activities, as well as the Company’s best estimate of current activity. We review these estimates regularly and make revisions as necessary. Revisions can include changes for consideration paid to customers that lack sufficient evidence to support a distinct good or service assertion, or for which a reasonably estimable fair value cannot be determined, primarily related to our assessments of cooperative advertising programs. Uncertainties related to the estimate of variable consideration are resolved in a short time frame and do not require any additional constraint on variable consideration. Adjustments to variable consideration are recognized in the period the adjustments are identified and have historically been insignificant. Revenue is recognized net of any taxes collected from customers and subsequently remitted to governmental authorities. We provide standard assurance type warranties that our products will comply with all agreed-upon specifications. No services beyond an assurance type warranty are provided to our customers. While customers generally have a right to return defective or non-conforming products, past experience has demonstrated that product returns have been immaterial. Customer remedies for defective or non-conforming products may include a refund or exchange. As a result, the right of return is estimated and recorded as a reduction in revenue, if necessary. Our customer contracts identify product quantity, price and payment terms. Payment terms are granted consistent with industry standards. Although some payment terms may be more extended, the majority of our payment terms are less than 60 days. As a result, we do not adjust our revenues for the effects of a significant financing component. Amounts billed and due from our customers are classified as accounts receivable on the condensed consolidated balance sheets. The Company utilizes third-party contract manufacturers for the manufacture of our products. We have evaluated whether the Company is the principal or agent in these relationships. We have determined that the Company is the principal in all cases, as it maintains the responsibility for fulfillment, risk of loss and establishes the price. The Company has elected the following practical expedients in accordance with ASC Topic 606: • Shipping and handling costs —We have elected to account for shipping and handling costs incurred to deliver products to customers as fulfillment activities, rather than a promised service. As such, fulfillment costs are included in Cost of goods sold in our Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. • Costs of obtaining a contract —We have elected to expense costs of obtaining a contract because the amortization period would be less than one year. Revenues from transactions with external customers for each of Simply Good Foods’ products would be impracticable to disclose and management does not view its business by product line. The following table presents our revenue disaggregated by geographic area and brand. Thirteen Weeks Ended (In thousands) November 30, 2019 November 24, 2018 Net sales North America $ 127,812 $ 114,606 International 7,259 6,325 Total Atkins 135,071 120,931 Quest (1) 17,082 — Total $ 152,153 $ 120,931 (1) Quest net sales are primarily all in North America. |
Goodwill and Intangibles
Goodwill and Intangibles | 3 Months Ended |
Nov. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | oodwill during the thirteen weeks ended November 30, 2019 were as follows: Total Balance as of August 31, 2019 $ 471,427 Acquisition of business 96,037 Balance as of November 30, 2019 $ 567,464 The change in the Company's Goodwill from August 31, 2019 to November 30, 2019 is the result of the acquisition method of accounting as described in Note 3 . There were no impairment charges related to goodwill during this period or since the inception of the Company. Intangible assets, net in our Condensed Consolidated Balance Sheets consist of the following: November 30, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 962,000 $ — $ 962,000 Intangible assets with finite lives: Customer relationships 15 years 174,000 9,803 164,197 Proprietary recipes and formulas 7 years 7,000 2,381 4,619 Licensing agreements 14 years 22,000 3,741 18,259 Software and website development costs 3 - 5 years 5,664 1,582 4,082 $ 1,170,664 $ 17,507 $ 1,153,157 August 31, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 232,000 $ — $ 232,000 Intangible assets with finite lives: Customer relationships 15 years 59,000 8,382 50,618 Proprietary recipes and formulas 7 years 7,000 2,131 4,869 Licensing agreements 14 years 22,000 3,348 18,652 $ 320,000 $ 13,861 $ 306,139 Intangible assets, net changed due to amortization expense and the Acquisition of Quest. Amortization expense related to intangible assets during the thirteen weeks ended November 30, 2019 and November 24, 2018 were $2.3 million and $1.6 million , respectively. Estimated future amortization for each of the next five fiscal years and thereafter is as follows: (In thousands by fiscal year) Remainder of 2020 $ 11,683 2021 15,327 2022 15,094 2023 14,829 2024 14,333 2025 and thereafter 119,891 Total $ 191,157 |
Long-Term Debt and Line of Cred
Long-Term Debt and Line of Credit | 3 Months Ended |
Nov. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Line of Credit | On July 7, 2017, the Company entered into a credit agreement with Barclays Bank PLC and other parties (as amended to date, the “Credit Agreement”). The Credit Agreement provides for (i) a term facility of $200.0 million (“Term Facility”) with a seven year maturity and (ii) a revolving credit facility of up to $75.0 million (the “Revolving Credit Facility”) with a five year maturity. Substantially concurrent with the consummation of the Acquisition of Atkins, the full $200.0 million of the Term Facility (the “Term Loan”) was drawn. The interest rate per annum was based on either (i) a base rate equaling the higher of (a) the “prime rate”, (b) the federal funds effective rate plus 0.50% and (c) the Euro-currency rate applicable for an interest period of one month plus 1.00% plus (x) 3.00% margin for the Term Loan or (y) 2.00% margin for the Revolving Credit Facility, or (ii) London Interbank Offered Rate (“LIBOR”) adjusted for statutory reserve requirements, plus (x) 4.00% margin for the Term Loan subject to a floor of 1.00% or (y) 3.00% margin for the Revolving Credit Facility. As security for the payment or performance of its debt, the Company has pledged certain equity interests in its subsidiaries. On March 16, 2018 (the “Amendment Date”), the Company entered into an amendment (the “Repricing Amendment”) to the Credit Agreement. As a result of the Repricing Amendment, the interest rate on the Term Loan was reduced and, as of the Amendment Date, such loans had an interest rate equal to, at the Company’s option, either LIBOR plus an applicable margin of 3.50% or a base rate plus an applicable margin of 2.50% . The Repricing Amendment did not change the interest rate on the Revolving Credit Facility. The Revolving Credit Facility continued to bear interest based upon the Company's consolidated net leverage ratio as of the last financial statements delivered to the administrative agent. No additional debt was incurred, or any proceeds received, by the Company in connection with the Repricing Amendment. The incremental fees paid to the administrative agent are reflected as additional debt discount and are amortized over the terms of the long-term financing agreements using the effective-interest method. On November 7, 2019, the Company entered into an amendment (the “Incremental Facility Amendment”) to the Credit Agreement to increase the principal borrowed on the Term Facility by $460.0 million . The Term Facility together with the incremental borrowing make up the Initial Term Loans and as of the Amendment No. 2 Effective Date (as defined in the Incremental Facility Amendment), the term loan bears interest at a rate equal to, at the Company's option, either LIBOR plus an applicable margin of 3.75% or a base rate plus an applicable margin of 2.75% . The Incremental Facility Amendment was executed to finance the Acquisition of Quest. No amounts under the Term Facility were repaid as a result of the execution of the Incremental Facility Amendment. The Credit Agreement contains certain financial and other covenants that limit our ability to, among other things, incur and/or undertake asset sales and other dispositions, liens, indebtedness, certain acquisitions and investments, consolidations, mergers, reorganizations and other fundamental changes, payment of dividends and other distributions to equity and warrant holders, and prepayments of material subordinated debt, in each case, subject to customary exceptions materially consistent with credit facilities of such type and size. The Revolving Credit Facility has a maximum total net leverage ratio equal to or less than 6.25 :1.00 (with a reduction to 6.00 :1.00 on and after the third anniversary of the closing date of the Credit Agreement) contingent on credit extensions in excess of 30% of the total amount of commitments available under the Revolving Credit Facility. Any failure to comply with the restrictions of the Credit Agreement may result in an event of default. The Company was in compliance with all financial covenants under the Credit Agreement as of November 30, 2019 and August 31, 2019 . At November 30, 2019 and August 31, 2019 , there were no cash amounts drawn against the Revolving Credit Facility. Long-term debt consists of the following: (In thousands) November 30, 2019 August 31, 2019 Term Loan (effective rate of 5.7% at November 30, 2019) $ 655,500 $ 196,500 Finance lease liabilities (effective rate of 5.6% at November 30, 2019) 1,149 — Less: Deferred financing fees 13,324 5,565 Total debt 643,325 190,935 Less: Current maturities, net of deferred financing fees of $0.0 million at November 30, 2019 and $1.3 million at August 31, 2019 5,030 676 Current finance lease liabilities 261 — Long-term debt, net of deferred financing fees $ 638,034 $ 190,259 The Company will be required to make principal payments of approximately $5.0 million over the next twelve months following the period ended November 30, 2019 . As of November 30, 2019 , the Company had letters of credit in the amount of $5.0 million . Our letters of credit offset against the availability of the Revolving Credit Facility. These letters of credit exist to support two of the Company's leased buildings and insurance programs relating to workers' compensation. No amounts were drawn against these letters of credit at November 30, 2019 . The Company utilizes market approaches to estimate the fair value of certain outstanding borrowings by discounting anticipated future cash flows derived from the contractual terms of the obligations and observable market interest and foreign exchange rates. The Company carries debt at historical cost and discloses fair value. As of November 30, 2019 and August 31, 2019 , the book value of the Company’s debt approximated fair value. The estimated fair value of the Term Loan is based on observable inputs and classified as Level 2 in the fair value hierarchy. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Nov. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measurements, a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies, is as follows: Level 1 – Valuations based on quoted prices for identical assets and liabilities in active markets. Level 2 – Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 – Valuations based on unobservable inputs reflecting the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. A loss of $0.5 million was charged to the Loss in fair value change of contingent consideration - TRA liability for the thirteen weeks ended November 24, 2018 . The Company settled the Income Tax Receivable Agreement (the “TRA”) during the thirteen weeks ended November 24, 2018 , which resulted in a $1.5 million gain. Following the settlement of the TRA liability, the Company did not have any Level 3 financial assets or liabilities. The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximated fair value as of November 30, 2019 and August 31, 2019 due to the relatively short maturity of these instruments. |
Income Taxes
Income Taxes | 3 Months Ended |
Nov. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Effective Tax Rate The following table shows the tax expense and the effective tax rate for the thirteen weeks ended November 30, 2019 and November 24, 2018 resulting from operations: Thirteen Weeks Ended (In thousands) November 30, 2019 November 24, 2018 Income (loss) before income taxes $ (6,522 ) $ 19,882 Provision (benefit) for income taxes $ (1,729 ) $ 4,625 Effective tax rate 26.5 % 23.3 % The effective tax rate for the thirteen week period ended November 30, 2019 is higher than the effective tax rate for the thirteen week period ended November 24, 2018 by 3.2% , which is primarily driven by non-deductible transaction costs, the one-time tax impact of the settlement of the TRA liability during the thirteen week period ended November 24, 2018 , and other permanent differences. |
Leases (Notes)
Leases (Notes) | 3 Months Ended |
Nov. 30, 2019 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | On September 1, 2019, we adopted ASU No. 2016-02, Leases (“Topic 842”) using the modified retrospective approach under ASU No. 2018-11, which permits application of the new guidance at the beginning of the period of adoption, with comparative periods cont inuing to be reported under Topic 840. Leases are classified as either finance leases or operating leases based on criteria in ASC 842. The Company’s operating leases are generally comprised of real estate and certain equipment used in warehousing our products. The Company’s finance leases are generally comprised of warehouse equipment. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The majority of the Company's leases do not provide an implicit rate; therefore, the Company uses its secured incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments for those leases. Our incremental borrowing rate for a lease is the rate of interest we would pay to borrow on a collateralized basis over a similar term to the lease in a similar economic environment. The Company applied incremental borrowing rates using a portfolio approach. Right-of-use assets also include any lease payments made and exclude lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company has elected not to recognize right-of-use assets and lease liabilities for short-term operating leases that have a term of 1 year or less. The components of lease expense were as follows: Thirteen Weeks Ended (in thousands) Statement of Operations Caption November 30, 2019 Operating lease cost: Lease cost Cost of goods sold and General and administrative $ 806 Variable lease cost (1) Cost of goods sold and General and administrative 310 Operating lease cost 1,116 Short term lease cost General and administrative 6 Finance lease cost: Amortization of right-of use assets Cost of goods sold 70 Interest on lease liabilities Interest expense 16 Total finance lease cost 86 Total lease cost $ 1,208 (1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs. The gross amounts of assets and liabilities related to both operating and finance leases are as follows: (in thousands) Balance Sheet Caption November 30, 2019 Assets Operating lease right of use assets Other long-term assets $ 25,895 Finance lease right of use assets Property and equipment, net 1,211 Total lease assets $ 27,106 Liabilities Current: Operating lease liabilities Accrued expenses and other current liabilities $ 4,283 Finance lease liabilities Current maturities of long-term debt 261 Long-term: Operating lease liabilities Other long-term liabilities 22,084 Finance lease liabilities Long-term debt, less current maturities 888 Total lease liabilities $ 27,516 Future maturities of lease liabilities were as follows: Operating Leases Finance Leases Fiscal year ending: Remainder of 2020 $ 4,220 $ 235 2021 5,112 313 2022 4,601 313 2023 3,985 278 2024 3,199 145 Thereafter 11,674 — Total lease payments 32,791 1,284 Less: Interest (6,424 ) (135 ) Present value of lease liabilities $ 26,367 $ 1,149 As of November 30, 2019 , the Company did not have any significant additional operating or finance leases that have not yet commenced. The weighted-average remaining lease term and weighted-average discount rate for operating and finance leases at November 30, 2019 is as follows: Operating Leases Finance Leases Weighted-average remaining lease term (in years) 7.3 4.4 Weighted-average discount rate 5.9 % 5.6 % Supplemental and other information related to leases was as follows: Thirteen Weeks Ended November 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 1,170 Operating cash flows from finance leases 11 Financing cash flows from finance leases 78 Comparative Information as Reported Under Previous Accounting Standards The following comparative information is reported based upon previous accounting standards in effect for the periods presented. Future minimum payments under lease arrangements with a remaining term in excess of one year were as follows as of August 31, 2019: (in thousands) August 31, 2019 2020 $ 2,546 2021 1,947 2022 1,677 2023 1,093 2024 87 Thereafter 56 Total $ 7,406 For the thirteen weeks ended November 24, 2018 rent expense for operating leases were $0.5 million |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Nov. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | tigation The Company is a party to certain litigation and claims that are considered normal to the operations of the business. From time to time, we have been and may again become involved in legal proceedings arising in the ordinary course of our business. We are not presently a party to any litigation that we believe to be material, and we are not aware of any pending or threatened litigation against us that we believe could have a material adverse effect of our business, operating result, financial condition or cash flows. During the fifty-three week period ended August 31, 2019, the Company reserved $3.5 million for the potential settlement of class action litigation concerning certain product label claims. During the thirteen weeks ended November 30, 2019, the Company reserved an additional $0.3 million . The reserve is included within General and administrative in the Consolidated Statements of Operations and Comprehensive (Loss) Income and Accrued expenses and other current liabilities in the Consolidated Balance Sheets. Other The Company has entered into endorsement contracts with certain celebrity figures and social media influencers to promote and endorse the Atkins and Quest brands and product lines. These contracts contain endorsement fees, which are expensed ratably over the life of the contract, and performance fees, that are recognized at the time of achievement. Based on the terms of the contracts in place and achievement of performance conditions as of November 30, 2019 , the Company will be required to make payments of $2.7 million over the next year. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Nov. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | On October 9, 2019, we completed an underwritten public offering of 13,379,205 shares of our common stock at a price to the public of $ 26.35 per share. The Company paid underwriting discounts and commissions of $0.19 per share resulting in net proceeds to us of $26.16 per share (the “Offering”), or approximately $350.0 million . The Company paid $0.8 million for legal, accounting and registrations fees related to the Offering. The net proceeds were used to pay a portion of the purchase price and related fees and expenses for the Acquisition of Quest. Equity Warrants Prior to the Acquisition of Atkins, Conyers Park issued 6,700,000 private placement warrants. Simply Good Foods assumed the Conyers Park equity warrants in connection with the Acquisition of Atkins. As a result of the Acquisition of Atkins, the warrants issued by Conyers Park were no longer exercisable for shares of Conyers Park common stock, but were instead exercisable for common stock of Simply Good Foods. All other features of the warrants were unchanged. The Company’s private warrants to purchase 6,700,000 shares of the Company’s common stock remain outstanding. Stock Repurchase Program On November 13, 2018, the Company announced that its Board of Directors had adopted a $50.0 million stock repurchase program. Under the stock repurchase program, the Company may repurchase shares from time to time in the open market or in privately negotiated transactions. The stock repurchase program does not obligate the Company to acquire any specific number of shares or acquire shares over any specific period of time. The stock repurchase program may be suspended or discontinued at any time by the Company, and does not have an expiration date. During the thirteen weeks ended November 30, 2019 , the Company did not repurchase any shares of common stock. As of November 30, 2019 , approximately $47.9 million |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Nov. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | asic earnings per share is based on the weighted average number of common shares issued and outstanding. In periods in which the Company has net income, diluted earnings per share is based on the weighted average number of common shares issued and outstanding and the effect of all dilutive common stock equivalents outstanding during each period. In periods in which the Company has a net loss, diluted earnings per share is based on the weighted average number of common shares issued and outstanding. The effect of including common stock equivalents outstanding is considered anti-dilutive. The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings per share: Thirteen Weeks Ended (In thousands, except per share data) November 30, 2019 November 24, 2018 Basic earnings per share computation: Numerator: Net (loss) income $ (4,793 ) $ 15,257 Denominator: Weighted average common shares - basic 89,708,633 77,290,307 Basic earnings per share from net (loss) income $ (0.05 ) $ 0.20 Diluted earnings per share computation: Numerator: Net (loss) income $ (4,793 ) $ 15,257 Denominator: Weighted average common shares outstanding - basic 89,708,633 77,290,307 Public and Private Warrants — 4,892,604 Employee stock options — 559,659 Non-vested shares — 32,191 Weighted average common shares - diluted 89,708,633 82,774,761 Diluted earnings per share from net (loss) income $ (0.05 ) $ 0.18 Earnings per share calculations for the thirteen weeks ended November 30, 2019 and November 24, 2018 excluded 2.7 million and 0.2 million shares of stock options issuable upon exercise, respectively, that would have been anti-dilutive. Earnings per share calculations for the thirteen weeks ended November 30, 2019 excluded 0.3 million non-vested shares that would have been anti-dilutive. An immaterial number of non-vested shares were excluded from earnings per share calculations for the thirteen weeks ended November 24, 2018 . |
Stock Option Plan
Stock Option Plan | 3 Months Ended |
Nov. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Plan | tock-based compensation includes stock options, restricted stock unit, performance stock unit awards and stock appreciation rights, which are awarded to employees, directors, and consultants of the Company. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the award based on their grant date fair value. Stock-based compensation expense is included within General and administrative expense, which is the same financial statement caption where the recipient’s other compensation is reported. The Company recorded $1.7 million and $1.1 million of stock-based compensation expense in the thirteen weeks ended November 30, 2019 and November 24, 2018 , respectively. Stock Options The following table summarizes stock option activity for the thirteen weeks ended November 30, 2019 : Shares Weighted average Weighted average remaining contractual life (in years) Outstanding as of August 31, 2019 2,748,735 $ 13.35 Granted 194,014 24.20 Exercised (17,372 ) 12.00 Forfeited — — Outstanding as of November 30, 2019 2,925,377 $ 14.08 8.02 Vested and expected to vest as of November 30, 2019 2,925,377 $ 14.08 8.02 Exercisable as of November 30, 2019 1,579,067 $ 12.67 7.75 As of November 30, 2019 , the Company had $5.4 million of total unrecognized compensation cost related to stock option plans that will be recognized over a weighted average period of 1.33 years. During the thirteen week period ended November 30, 2019 , the Company received $0.2 million in cash from stock option exercises. Restricted Stock Units The following table summarizes restricted stock unit activity for the thirteen weeks ended November 30, 2019 : Units Weighted average Non-vested as of August 31, 2019 92,400 $ 17.50 Granted 121,174 25.58 Vested (49,785 ) 18.26 Forfeited (882 ) 13.91 Non-vested as of November 30, 2019 162,907 $ 23.30 As of November 30, 2019 , the Company had $3.4 million of total unrecognized compensation cost related to restricted stock units that will be recognized over a weighted average period of 2.13 years. Performance Stock Units During the thirteen weeks ended November 30, 2019 , the board of directors granted performance stock units under the Company’s equity compensation plan. Performance stock units vest in a range between 0% and 200% based upon certain performance criteria in a three-year period. Performance stock units were valued using a Monte-Carlo simulation. The following table summarizes performance stock unit activity for the thirteen weeks ended November 30, 2019 : Units Weighted average Non-vested as of August 31, 2019 192,389 $ 11.93 Granted 121,288 27.39 Vested — — Forfeited (524 ) 11.93 Non-vested as of November 30, 2019 313,153 $ 17.92 As of November 30, 2019 , the Company had $4.7 million of total unrecognized compensation cost related to performance stock units that will be recognized over a weighted average period of 2.33 years. Stock Appreciation Rights Stock appreciation rights ("SARs") permit the holder to participate in the appreciation of the Company's Common Stock price. The Company's SARs settle in shares of Common Stock once the applicable vesting criteria has been met. Stock appreciation rights cliff vest 3 years from the date of grant and must be exercised within 10 years . The following table summarizes SARs activity for the thirteen weeks ended November 30, 2019 : Shares Weighted average Weighted average remaining contractual life (in years) Outstanding as of August 31, 2019 — $ — Granted 150,000 24.20 Exercised — — Forfeited — — Outstanding as of November 30, 2019 150,000 $ 24.20 9.92 Vested and expected to vest as of November 30, 2019 150,000 $ 24.2 9.92 Exercisable as of November 30, 2019 — $ — 0.00 As of November 30, 2019 , the Company had $0.4 million of total unrecognized compensation cost related to its SARs that will be recognized over a weighted average period of 2.92 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Nov. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | x Receivable Agreement During the thirteen weeks ended November 24, 2018 , the Company entered into the Termination Agreement, pursuant to which, the Company paid $26.5 million to settle the TRA (the “Termination Payment”), which provided former stockholders of Atkins with payments for federal, state, local and non-U.S. tax benefits deemed realized by the Company. |
Segment and Customer Informatio
Segment and Customer Information | 3 Months Ended |
Nov. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment and Customer Information | Following the Acquisition of Quest, the Company's operations are organized into two operating segments; Atkins and Quest, which are aggregated into one reporting segment, due to similar financial, economic and operating characteristics. The operating segments are also similar in the following areas: (a) the nature of the products; (b) the nature of the production processes; (c) the methods used to distribute products to customers, (d) the type of customer for the products, and (e) the nature of the regulatory environment. The results of the operating segments are reviewed by the Company’s chief operating decision maker, our Chief Executive Officer, to make decisions about resource expenditures and assessing financial performance. These operating segments are therefore aggregated into the Company’s only reportable segment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Nov. 30, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued and Adopted Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, The Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments—Credit Losses (Topic 326), which modifies disclosure requirements for fair value measurements by removing, modifying or adding certain disclosures. This ASU is effective for annual periods beginning after December 15, 2019, with early adoption permitted. The amendments of this ASU should be applied on a retrospective basis to all periods presented. The Company is currently evaluating the effects adoption of this guidance will have on the consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), which modifies disclosure requirements on fair value measurements of Accounting Standards Codification (“ASC”) 820. This ASU is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods therein. Early adoption is permitted including in any interim period for which financial statements have not yet been issued. Entities are permitted to early adopt the eliminated or modified disclosure requirements and delay the adoption new disclosure requirements until their effective date. The Company is currently evaluating the effects adoption of this guidance will have on the consolidated financial statements and does not anticipate adoption of this ASU will be material to its consolidated financial statements. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The standard requires lessees to recognize the assets and liabilities that arise from leases on the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements. ASU 2018-11 provides entities another option for transition, allowing entities to not apply the new standard in the comparative periods they present in their financial statements in the year of adoption. The amendments provide the option for the ASU to be applied at the beginning of the period adopted using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. On September 1, 2019, we adopted ASU No. 2016-02, Leases (“Topic 842”) using the alternative transition method under ASU No. 2018-11, which permits application of the new guidance at the beginning of the period of adoption , with comparative periods continuing to be reporting under Topic 840. Upon adoption of the new standard as of the first day of fiscal 2020, the Company recorded the following within the Condensed Consolidated Balance Sheet: operating lease right of use assets of $5.1 million included within Other long-term assets, current operating lease liabilities of $1.9 million included within Accrued expenses and other current liabilities, long-term operating lease liabilities of $3.9 million included within Other long-term liabilities, finance lease right of use assets of $1.2 million included within Property and equipment, net, current finance lease liabilities of $0.2 million included within Current maturities of long term debt, and long-term finance lease liabilities of $1.0 million included within Long-term debt less current maturities . Following the Acquisition of Quest, the Company recorded the following amounts in the Condensed Consolidated Balance Sheet as of the Transaction Date: operating lease right of use assets of $20.8 million included within Other long-term assets, current operating lease liabilities of $1.9 million included within Accrued expenses and other current liabilities, and long-term operating lease liabilities of $18.9 million included within Other long-term liabilities. The adoption of these ASUs did not result in a cumulative-effect adjustment to the opening balance of retained earnings. The guidance provides a number of optional practical expedients in adoption. We elected to adopt the package of practical expedients permitted under the transition guidance within the standard, which among other things, permits us to not reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the use-of-hindsight practical expedient or the practical expedient pertaining to land easements, the latter not being applicable to us. In addition, we elected an accounting policy to include both lease and non-lease components as a single component for all asset classes where we are the lessee. For additional information on our leases, see Note 9 . In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting. This ASU is intended to simplify aspects of share-based compensation issued to non-employees by making the guidance consistent with the accounting for employee share-based compensation. The Company adopted this ASU as of the first day of fiscal 2020. The adoption of this ASU did not have a material effect on the consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40), Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted this ASU as of the first day of fiscal 2020. The adoption of this ASU did not have a material effect on the consolidated financial statements. |
Basis of Accounting, Policy [Policy Text Block] | The interim condensed consolidated financial statements and related notes of the Company and its subsidiaries are unaudited. The unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). The unaudited interim condensed consolidated financial statements reflect all adjustments and disclosures which are, in our opinion, necessary for a fair presentation of the results of operations, financial position and cash flows for the indicated periods. All such adjustments were of a normal and recurring nature unless otherwise disclosed. The results reported in these unaudited interim condensed consolidated financial statements are not necessarily indicative of the results that may be reported for the entire fiscal year and should be read in conjunction with our consolidated financial statements for the fiscal year ended August 31, 2019 , included in our Annual Report on Form 10-K (“Annual Report”), filed with the SEC on October 30, 2019. The year-end balance sheet data was derived from the audited financial statements and, in accordance with the instructions to Form 10-Q, certain information and footnote disclosures required by GAAP have been condensed or omitted. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Change in Accounting Principle (Tables) | 3 Months Ended |
Nov. 24, 2018 | |
Change in Accounting Principle [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | During the fourth quarter ended August 31, 2019, the Company changed its accounting principle related to the presentation of third party delivery costs associated with shipping and handling activities previously included as operating expenses in Distribution in the Consolidated Statements of Operations and Comprehensive (Loss) Income. The Company is now presenting these expenses within cost of goods sold in the Consolidated Statements of Operations and Comprehensive (Loss) Income. In connection with the change in accounting principle, the Company also changed its definition of shipping and handling costs to include costs paid to third-party warehouse operators associated with delivering product to a customer, previously included in General and administrative, and Depreciation and amortization of the assets at the third-party warehouse, previously included in Depreciation and amortization. Under the previous definition of shipping and handling costs, the Company only included delivery costs in Distribution. The effect of the adjustment is as follows: Thirteen Weeks Ended November 24, 2018 As Reported Change in Accounting Principle and Presentation As Adjusted Cost of goods sold 61,820 7,191 69,011 Distribution 5,284 (5,284 ) — General and administrative 13,868 (1,870 ) 11,998 Depreciation and amortization 1,886 (37 ) 1,849 |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table sets forth the preliminary purchase price of the Acquisition of Quest to the estimated fair value of the net assets acquired at the date of acquisition, subject to finalization per the terms of the Purchase Agreement. The preliminary purchase price allocation may be adjusted as a result of the finalization of our purchase price allocation procedures related to the assets acquired and liabilities assumed. The preliminary November 7, 2019 fair value is as follows: (In thousands) Assets acquired: Cash and cash equivalents $ 4,745 Accounts receivable, net 29,613 Inventories 43,091 Prepaid assets 1,214 Other current assets 3,821 Property and equipment, net (1) 10,363 Intangible assets, net (2) 848,375 Other long-term assets 20,997 Liabilities assumed: Accounts payable 25,200 Other current liabilities 11,237 Deferred income taxes (3) 13,982 Other long-term liabilities 18,891 Total identifiable net assets 892,909 Goodwill (4) 96,037 Total assets acquired and liabilities assumed $ 988,946 |
Business Combination, Revenues of Acquired Entity | The results of Quest's operations have been included in the Simply Good Foods' Consolidated Financial Statements since November 7, 2019, the date of acquisition. The following table provides net sales from the acquired Quest business included in the Company's results: Thirteen Weeks Ended November 30, 2019 Net sales 17,082 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma combined financial information presents combined results of Atkins and Quest as if the Acquisition of Quest has occurred at the beginning of fiscal 2019: Thirteen Weeks Ended Thirteen Weeks Ended November 30, 2019 November 24, 2018 Revenue $ 220,556 $ 189,945 Gross profit $ 88,188 $ 61,587 Net income (loss) $ 15,648 $ (19,083 ) |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenues from transactions with external customers for each of Simply Good Foods’ products would be impracticable to disclose and management does not view its business by product line. The following table presents our revenue disaggregated by geographic area and brand. Thirteen Weeks Ended (In thousands) November 30, 2019 November 24, 2018 Net sales North America $ 127,812 $ 114,606 International 7,259 6,325 Total Atkins 135,071 120,931 Quest (1) 17,082 — Total $ 152,153 $ 120,931 (1) Quest net sales are primarily all in North America. |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Changes to goodwill during the thirteen weeks ended November 30, 2019 were as follows: Total Balance as of August 31, 2019 $ 471,427 Acquisition of business 96,037 Balance as of November 30, 2019 $ 567,464 |
Schedule of Finite-Lived Intangible Assets | Intangible assets, net in our Condensed Consolidated Balance Sheets consist of the following: November 30, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 962,000 $ — $ 962,000 Intangible assets with finite lives: Customer relationships 15 years 174,000 9,803 164,197 Proprietary recipes and formulas 7 years 7,000 2,381 4,619 Licensing agreements 14 years 22,000 3,741 18,259 Software and website development costs 3 - 5 years 5,664 1,582 4,082 $ 1,170,664 $ 17,507 $ 1,153,157 August 31, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 232,000 $ — $ 232,000 Intangible assets with finite lives: Customer relationships 15 years 59,000 8,382 50,618 Proprietary recipes and formulas 7 years 7,000 2,131 4,869 Licensing agreements 14 years 22,000 3,348 18,652 $ 320,000 $ 13,861 $ 306,139 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets, net in our Condensed Consolidated Balance Sheets consist of the following: November 30, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 962,000 $ — $ 962,000 Intangible assets with finite lives: Customer relationships 15 years 174,000 9,803 164,197 Proprietary recipes and formulas 7 years 7,000 2,381 4,619 Licensing agreements 14 years 22,000 3,741 18,259 Software and website development costs 3 - 5 years 5,664 1,582 4,082 $ 1,170,664 $ 17,507 $ 1,153,157 August 31, 2019 (In thousands) Useful life Gross carrying amount Accumulated amortization Net carrying amount Intangible assets with indefinite life: Brands and trademarks Indefinite life $ 232,000 $ — $ 232,000 Intangible assets with finite lives: Customer relationships 15 years 59,000 8,382 50,618 Proprietary recipes and formulas 7 years 7,000 2,131 4,869 Licensing agreements 14 years 22,000 3,348 18,652 $ 320,000 $ 13,861 $ 306,139 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future amortization for each of the next five fiscal years and thereafter is as follows: (In thousands by fiscal year) Remainder of 2020 $ 11,683 2021 15,327 2022 15,094 2023 14,829 2024 14,333 2025 and thereafter 119,891 Total $ 191,157 |
Long-Term Debt and Line of Cr_2
Long-Term Debt and Line of Credit (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At November 30, 2019 and August 31, 2019 , there were no cash amounts drawn against the Revolving Credit Facility. Long-term debt consists of the following: (In thousands) November 30, 2019 August 31, 2019 Term Loan (effective rate of 5.7% at November 30, 2019) $ 655,500 $ 196,500 Finance lease liabilities (effective rate of 5.6% at November 30, 2019) 1,149 — Less: Deferred financing fees 13,324 5,565 Total debt 643,325 190,935 Less: Current maturities, net of deferred financing fees of $0.0 million at November 30, 2019 and $1.3 million at August 31, 2019 5,030 676 Current finance lease liabilities 261 — Long-term debt, net of deferred financing fees $ 638,034 $ 190,259 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The following table shows the tax expense and the effective tax rate for the thirteen weeks ended November 30, 2019 and November 24, 2018 resulting from operations: Thirteen Weeks Ended (In thousands) November 30, 2019 November 24, 2018 Income (loss) before income taxes $ (6,522 ) $ 19,882 Provision (benefit) for income taxes $ (1,729 ) $ 4,625 Effective tax rate 26.5 % 23.3 % |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Leases [Abstract] | |
Lease, Cost [Table Text Block] | The components of lease expense were as follows: Thirteen Weeks Ended (in thousands) Statement of Operations Caption November 30, 2019 Operating lease cost: Lease cost Cost of goods sold and General and administrative $ 806 Variable lease cost (1) Cost of goods sold and General and administrative 310 Operating lease cost 1,116 Short term lease cost General and administrative 6 Finance lease cost: Amortization of right-of use assets Cost of goods sold 70 Interest on lease liabilities Interest expense 16 Total finance lease cost 86 Total lease cost $ 1,208 (1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs. |
Lease assets and liabilities [Table Text Block] | The gross amounts of assets and liabilities related to both operating and finance leases are as follows: (in thousands) Balance Sheet Caption November 30, 2019 Assets Operating lease right of use assets Other long-term assets $ 25,895 Finance lease right of use assets Property and equipment, net 1,211 Total lease assets $ 27,106 Liabilities Current: Operating lease liabilities Accrued expenses and other current liabilities $ 4,283 Finance lease liabilities Current maturities of long-term debt 261 Long-term: Operating lease liabilities Other long-term liabilities 22,084 Finance lease liabilities Long-term debt, less current maturities 888 Total lease liabilities $ 27,516 |
Finance Lease, Liability, Maturity [Table Text Block] | Future maturities of lease liabilities were as follows: Operating Leases Finance Leases Fiscal year ending: Remainder of 2020 $ 4,220 $ 235 2021 5,112 313 2022 4,601 313 2023 3,985 278 2024 3,199 145 Thereafter 11,674 — Total lease payments 32,791 1,284 Less: Interest (6,424 ) (135 ) Present value of lease liabilities $ 26,367 $ 1,149 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Future maturities of lease liabilities were as follows: Operating Leases Finance Leases Fiscal year ending: Remainder of 2020 $ 4,220 $ 235 2021 5,112 313 2022 4,601 313 2023 3,985 278 2024 3,199 145 Thereafter 11,674 — Total lease payments 32,791 1,284 Less: Interest (6,424 ) (135 ) Present value of lease liabilities $ 26,367 $ 1,149 |
Schedule of Weighted Average Remaining Lease Terms [Table Text Block] | The weighted-average remaining lease term and weighted-average discount rate for operating and finance leases at November 30, 2019 is as follows: Operating Leases Finance Leases Weighted-average remaining lease term (in years) 7.3 4.4 Weighted-average discount rate 5.9 % 5.6 % |
Schedule of Supplemental Cash Flow Information Related to Leases [Table Text Block] | Supplemental and other information related to leases was as follows: Thirteen Weeks Ended November 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 1,170 Operating cash flows from finance leases 11 Financing cash flows from finance leases 78 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum payments under lease arrangements with a remaining term in excess of one year were as follows as of August 31, 2019: (in thousands) August 31, 2019 2020 $ 2,546 2021 1,947 2022 1,677 2023 1,093 2024 87 Thereafter 56 Total $ 7,406 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings per share: Thirteen Weeks Ended (In thousands, except per share data) November 30, 2019 November 24, 2018 Basic earnings per share computation: Numerator: Net (loss) income $ (4,793 ) $ 15,257 Denominator: Weighted average common shares - basic 89,708,633 77,290,307 Basic earnings per share from net (loss) income $ (0.05 ) $ 0.20 Diluted earnings per share computation: Numerator: Net (loss) income $ (4,793 ) $ 15,257 Denominator: Weighted average common shares outstanding - basic 89,708,633 77,290,307 Public and Private Warrants — 4,892,604 Employee stock options — 559,659 Non-vested shares — 32,191 Weighted average common shares - diluted 89,708,633 82,774,761 Diluted earnings per share from net (loss) income $ (0.05 ) $ 0.18 |
Stock Option Plan (Tables)
Stock Option Plan (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock option activity | The following table summarizes stock option activity for the thirteen weeks ended November 30, 2019 : Shares Weighted average Weighted average remaining contractual life (in years) Outstanding as of August 31, 2019 2,748,735 $ 13.35 Granted 194,014 24.20 Exercised (17,372 ) 12.00 Forfeited — — Outstanding as of November 30, 2019 2,925,377 $ 14.08 8.02 Vested and expected to vest as of November 30, 2019 2,925,377 $ 14.08 8.02 Exercisable as of November 30, 2019 1,579,067 $ 12.67 7.75 |
Restricted stock activity | The following table summarizes restricted stock unit activity for the thirteen weeks ended November 30, 2019 : Units Weighted average Non-vested as of August 31, 2019 92,400 $ 17.50 Granted 121,174 25.58 Vested (49,785 ) 18.26 Forfeited (882 ) 13.91 Non-vested as of November 30, 2019 162,907 $ 23.30 |
Performance stock unit activity | The following table summarizes performance stock unit activity for the thirteen weeks ended November 30, 2019 : Units Weighted average Non-vested as of August 31, 2019 192,389 $ 11.93 Granted 121,288 27.39 Vested — — Forfeited (524 ) 11.93 Non-vested as of November 30, 2019 313,153 $ 17.92 |
Stock appreciation right activity | The following table summarizes SARs activity for the thirteen weeks ended November 30, 2019 : Shares Weighted average Weighted average remaining contractual life (in years) Outstanding as of August 31, 2019 — $ — Granted 150,000 24.20 Exercised — — Forfeited — — Outstanding as of November 30, 2019 150,000 $ 24.20 9.92 Vested and expected to vest as of November 30, 2019 150,000 $ 24.2 9.92 Exercisable as of November 30, 2019 — $ — 0.00 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies Change in Accounting Principle (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Nov. 30, 2019 | Nov. 24, 2018 | Nov. 07, 2019 | Sep. 01, 2019 | Aug. 31, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of goods sold | $ 89,947 | $ 69,011 | |||
Distribution | 0 | ||||
General and administrative | 18,145 | 11,998 | |||
Depreciation and amortization | 2,453 | 1,849 | |||
New accounting pronouncements | |||||
Operating lease, right-of-use asset | 25,895 | ||||
Operating lease, liability, current | 4,283 | ||||
Operating lease, liability, noncurrent | 22,084 | ||||
Finance lease, right-of-use asset | 1,211 | ||||
Finance lease, liability, current | 261 | $ 0 | |||
Finance lease, liability, noncurrent | $ 888 | ||||
Change in Accounting Principle and Presentation | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of goods sold | 7,191 | ||||
Distribution | (5,284) | ||||
General and administrative | (1,870) | ||||
Depreciation and amortization | (37) | ||||
As Previously Reported | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cost of goods sold | 61,820 | ||||
Distribution | 5,284 | ||||
General and administrative | 13,868 | ||||
Depreciation and amortization | $ 1,886 | ||||
Other long-term assets | |||||
New accounting pronouncements | |||||
Operating lease, right-of-use asset | $ 20,800 | $ 5,100 | |||
Accrued expenses and other current liabilities | |||||
New accounting pronouncements | |||||
Operating lease, liability, current | 1,900 | 1,900 | |||
Other long-term liabilities | |||||
New accounting pronouncements | |||||
Operating lease, liability, noncurrent | $ 18,900 | 3,900 | |||
Property and equipment | |||||
New accounting pronouncements | |||||
Finance lease, right-of-use asset | 1,200 | ||||
Current maturities of long-term debt | |||||
New accounting pronouncements | |||||
Finance lease, liability, current | 200 | ||||
Long-term debt | |||||
New accounting pronouncements | |||||
Finance lease, liability, noncurrent | $ 1,000 |
Business Combination (Details)
Business Combination (Details) - USD ($) $ in Thousands | Nov. 07, 2019 | Oct. 09, 2019 |
Business Acquisition [Line Items] | ||
Payments to acquire business, equity issuance | $ 350,000 | |
Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Total purchase price | $ 988,946 | |
Payments to acquire business, cash on hand | 195,300 | |
Payments to acquire business, equity issuance | $ 350,000 | |
Proceeds from long-term line of credit | 443,600 | |
Transaction advisory fees | 14,500 | |
Banker commitment fees | 3,200 | |
Non-deferrable debt issuance costs | 6,100 | |
Legal, due diligence and accounting fees | 2,300 | |
Intangible assets, net | 848,375 | |
Deferred income taxes | 13,982 | |
Property and equipment, net | 10,363 | |
Centerview Partners | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Transaction advisory fees | 12,000 | |
Brands and trademarks | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Intangible assets, net | 730,000 | |
Customer relationships | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Intangible assets, net | 115,000 | |
Tax deductible goodwill | 82,400 | |
Customer relationships | Software and website development costs | ||
Business Acquisition [Line Items] | ||
Intangible assets, net | 3,400 | |
Leasehold improvements | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Property and equipment, net | 6,900 | |
Furniture and fixtures | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Property and equipment, net | 2,200 | |
Equipment | Acquisition of Quest | ||
Business Acquisition [Line Items] | ||
Property and equipment, net | $ 1,300 |
Business Combination (Details 2
Business Combination (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |||
Nov. 30, 2019 | Nov. 24, 2018 | Nov. 07, 2019 | Aug. 31, 2019 | |
Business Combination, Consideration Transferred [Abstract] | ||||
Goodwill | $ 567,464 | $ 471,427 | ||
Business Combination, Description [Abstract] | ||||
Net sales | 152,153 | $ 120,931 | ||
Acquisition of Quest | ||||
Business Combination, Consideration Transferred [Abstract] | ||||
Cash and equivalents | $ 4,745 | |||
Accounts receivable, net | 29,613 | |||
Inventories | 43,091 | |||
Prepaid assets | 1,214 | |||
Other current assets | 3,821 | |||
Property and equipment, net | 10,363 | |||
Intangible assets, net | 848,375 | |||
Other long-term assets | 20,997 | |||
Accounts payable | 25,200 | |||
Other current liabilities | 11,237 | |||
Deferred income taxes | 13,982 | |||
Other long-term liabilities | 18,891 | |||
Total identifiable net assets | 892,909 | |||
Goodwill | 96,037 | |||
Total assets acquired and liabilities assumed | $ 988,946 | |||
Business Combination, Description [Abstract] | ||||
Net sales | $ 17,082 |
Business Combination (Details 3
Business Combination (Details 3) - Acquisition of Quest - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Business Acquisition [Line Items] | ||
Pro forma revenue | $ 220,556 | $ 189,945 |
Pro forma gross profit | 88,188 | 61,587 |
Pro forma net income (loss) | $ 15,648 | $ (19,083) |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Disaggregation of revenue | ||
Net sales | $ 152,153 | $ 120,931 |
North America | ||
Disaggregation of revenue | ||
Net sales | 127,812 | 114,606 |
International | ||
Disaggregation of revenue | ||
Net sales | 7,259 | 6,325 |
Atkins | ||
Disaggregation of revenue | ||
Net sales | 135,071 | 120,931 |
Quest | ||
Disaggregation of revenue | ||
Net sales | $ 17,082 | $ 0 |
Goodwill and Intangibles - Narr
Goodwill and Intangibles - Narrative (Details) - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, Impaired, Accumulated Impairment Loss | $ 0 | |
Intangible asset amortization expense | $ 2,300,000 | $ 1,600,000 |
Goodwill and Intangibles - Sche
Goodwill and Intangibles - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Aug. 31, 2019 | |
Intangible assets with finite lives: | ||
Intangible assets, Gross carrying amount | $ 1,170,664 | $ 320,000 |
Accumulated amortization | 17,507 | 13,861 |
Intangible assets, Net carrying amount | 1,153,157 | 306,139 |
Finite-lived intangible assets, Net carrying amount | $ 191,157 | |
Customer relationships | ||
Intangible assets with finite lives: | ||
Useful life | 15 years | |
Finite-lived intangible assets, Gross carrying amount | $ 174,000 | 59,000 |
Accumulated amortization | 9,803 | 8,382 |
Finite-lived intangible assets, Net carrying amount | 164,197 | 50,618 |
Software and website development costs | ||
Intangible assets with finite lives: | ||
Finite-lived intangible assets, Gross carrying amount | 5,664 | |
Accumulated amortization | 1,582 | |
Finite-lived intangible assets, Net carrying amount | $ 4,082 | |
Proprietary recipes and formulas | ||
Intangible assets with finite lives: | ||
Useful life | 7 years | |
Finite-lived intangible assets, Gross carrying amount | $ 7,000 | 7,000 |
Accumulated amortization | 2,381 | 2,131 |
Finite-lived intangible assets, Net carrying amount | $ 4,619 | 4,869 |
Licensing agreements | ||
Intangible assets with finite lives: | ||
Useful life | 14 years | |
Finite-lived intangible assets, Gross carrying amount | $ 22,000 | 22,000 |
Accumulated amortization | 3,741 | 3,348 |
Finite-lived intangible assets, Net carrying amount | $ 18,259 | 18,652 |
Minimum | Software and website development costs | ||
Intangible assets with finite lives: | ||
Useful life | 3 years | |
Maximum | Software and website development costs | ||
Intangible assets with finite lives: | ||
Useful life | 5 years | |
Brands and trademarks | ||
Intangible assets with indefinite lives: | ||
Indefinite-lived intangible assets | $ 962,000 | $ 232,000 |
Goodwill and Intangibles - Sc_2
Goodwill and Intangibles - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Nov. 30, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2020 | $ 11,683 |
2020 | 15,327 |
2021 | 15,094 |
2022 | 14,829 |
2023 | 14,333 |
2025 and thereafter | 119,891 |
Finite-lived intangible assets, Net carrying amount | $ 191,157 |
Goodwill and Intangibles Goodwi
Goodwill and Intangibles Goodwill Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Aug. 31, 2019 | |
Goodwill [Line Items] | ||
Goodwill | $ 567,464 | $ 471,427 |
Changes in goodwill | $ 96,037 |
Long-Term Debt and Line of Cr_3
Long-Term Debt and Line of Credit - Narrative (Details) - USD ($) $ in Millions | Nov. 07, 2019 | Mar. 16, 2018 | Jul. 07, 2017 | Nov. 30, 2019 |
Debt Instrument [Line Items] | ||||
Letters of Credit Outstanding, Amount | $ 5 | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Effective Percentage | 5.70% | |||
Proceeds from long-term line of credit | $ 460 | |||
Term Loan | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.75% | |||
Finance leases | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate, Effective Percentage | 5.60% | |||
Barclays Bank PLC and Other Parties | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 200 | |||
Maturity period | 7 years | |||
Barclays Bank PLC and Other Parties | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity | $ 75 | |||
Maturity period | 5 years | |||
Proceeds from long-term line of credit | $ 0 | |||
Net leverage ratio (equal to or less than) | 6.25 | |||
Net leverage ratio post reduction (equal to or less than) | 6 | |||
Percent of commitments (in excess of) | 30.00% | |||
Repayments of principal in next twelve months | $ 5 | |||
Line of Credit | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.75% | |||
Line of Credit | Barclays Bank PLC and Other Parties | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.50% | 0.50% | ||
Line of Credit | Barclays Bank PLC and Other Parties | Eurocurrency | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
Line of Credit | Barclays Bank PLC and Other Parties | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.50% | |||
Line of Credit | Barclays Bank PLC and Other Parties | Term Loan | Eurocurrency | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.00% | |||
Line of Credit | Barclays Bank PLC and Other Parties | Term Loan | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 4.00% | |||
Interest rate floor | 1.00% | |||
Line of Credit | Barclays Bank PLC and Other Parties | Revolving Credit Facility | Eurocurrency | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
Line of Credit | Barclays Bank PLC and Other Parties | Revolving Credit Facility | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.00% |
Long-Term Debt and Line of Cr_4
Long-Term Debt and Line of Credit - Schedule of Debt (Details) - USD ($) $ in Thousands | Nov. 30, 2019 | Aug. 31, 2019 |
Debt Disclosure [Abstract] | ||
Debt, gross | $ 655,500 | $ 196,500 |
Finance Lease, Liability | 1,149 | 0 |
Less: Deferred financing fees | 13,324 | 5,565 |
Total debt | 643,325 | 190,935 |
long-term debt, current maturities, term loan | 5,030 | 676 |
Finance lease, liability, current | 261 | 0 |
Long-term debt, net of deferred financing fees | 638,034 | 190,259 |
Deferred financing fees, current | $ 0 | $ 1,300 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loss in fair value change of contingent consideration - TRA liability | $ 0 | $ 533 |
Gain of settlement of TRA liability | $ 0 | $ 1,534 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Income Tax Disclosure [Abstract] | ||
Income before income taxes | $ (6,522) | $ 19,882 |
Provision (benefit) for income taxes | $ (1,729) | $ 4,625 |
Effective tax rate | 26.50% | 23.30% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate difference | 3.20% | |
Payment of TRA liability | $ 0 | $ 26,468 |
Loss in fair value change of contingent consideration - TRA liability | 0 | 533 |
Gain on settlement of TRA liability | $ 0 | $ (1,534) |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2019 | Nov. 24, 2018 | Aug. 31, 2019 | |
Components of lease expense | |||
Lease cost | $ 806 | ||
Variable lease cost (1) | 310 | ||
Operating lease cost | 1,116 | ||
Short term lease cost | 6 | ||
Amortization of right-of use assets | 70 | ||
Interest on lease liabilities | 16 | ||
Total finance lease cost | 86 | ||
Total lease cost | 1,208 | ||
Assets and liabilities, lessee | |||
Operating lease, right-of-use asset | 25,895 | ||
Finance lease, right-of-use asset | 1,211 | ||
Total lease assets | 27,106 | ||
Operating lease, liability, current | 4,283 | ||
Finance lease, liability, current | 261 | $ 0 | |
Operating lease, liability, noncurrent | 22,084 | ||
Finance lease, liability, noncurrent | 888 | ||
Total lease liabilities | 27,516 | ||
Future maturities of lease liabilities, operating leases | |||
Remainder of 2020 | 4,220 | ||
2021 | 5,112 | ||
2022 | 4,601 | ||
2023 | 3,985 | ||
2024 | 3,199 | ||
Thereafter | 11,674 | ||
Total lease payments | 32,791 | ||
Less: Interest | (6,424) | ||
Present value of lease liabilities | 26,367 | ||
Future maturities of lease liabilities, finance leases | |||
Remainder of 2020 | 235 | ||
2021 | 313 | ||
2022 | 313 | ||
2023 | 278 | ||
2024 | 145 | ||
Thereafter | 0 | ||
Total lease payments | 1,284 | ||
Less: Interest | (135) | ||
Present value of lease liabilities | $ 1,149 | $ 0 | |
Finance Lease, Weighted Average Discount Rate, Percent | 5.60% | ||
Finance Lease, Weighted Average Remaining Lease Term | 4 years 4 months 24 days | ||
Operating Lease, Weighted Average Discount Rate, Percent | 5.90% | ||
Operating Lease, Weighted Average Remaining Lease Term | 7 years 3 months 18 days | ||
Supplemental and other information related to leases | |||
Operating cash flows from operating leases | $ 1,170 | ||
Operating cash flows from finance leases | 11 | ||
Financing cash flows from finance leases | $ 78 | $ 0 |
Leases (Details 2)
Leases (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 24, 2018 | Aug. 31, 2019 | |
Leases [Abstract] | ||
Rent expense | $ 500 | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
2020 | $ 2,546 | |
2021 | 1,947 | |
2022 | 1,677 | |
2023 | 1,093 | |
2024 | 87 | |
Thereafter | 56 | |
Total | $ 7,406 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Nov. 24, 2018 | Aug. 31, 2019 | Nov. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Litigation Settlement, Expense | $ 0.3 | $ 3.5 | |
Other commitment payment obligation | $ 2.7 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 09, 2019 | Nov. 30, 2019 | Nov. 24, 2018 |
Class of Stock [Line Items] | |||
Equity Issuance costs, Legal | $ 800 | ||
Shares, Issued | 13,379,205 | ||
Shares issued price per share to public | $ 26.35 | ||
Underwriting discounts and commissions, Price per share | 0.19 | ||
Shares issued proceeds per shares | $ 26.16 | ||
Proceeds from issuance of equity | $ 350,000 | ||
Cash received from warrant exercises | $ 0 | $ 113,464 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 47,900 | ||
Private Placement Warrants | |||
Class of Stock [Line Items] | |||
Warrants issued (in shares) | 6,700,000 | ||
Treasury Stock | |||
Class of Stock [Line Items] | |||
Stock repurchase program, authorized amount | $ 50,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Numerator: | ||
Net (loss) income | $ (4,793) | $ 15,257 |
Denominator: | ||
Weighted average common shares - basic (in shares) | 89,708,633 | 77,290,307 |
Basic earnings per share from net income (in dollars per share) | $ (0.05) | $ 0.20 |
Numerator: | ||
Net (loss) income | $ (4,793) | $ 15,257 |
Denominator: | ||
Weighted average common shares - basic (in shares) | 89,708,633 | 77,290,307 |
Public and Private Warrants | 0 | 4,892,604 |
Employee stock options | 0 | 559,659 |
Non-vested shares | 0 | 32,191 |
Weighted average common shares - diluted (in shares) | 89,708,633 | 82,774,761 |
Diluted earnings per share from net income (in dollars per share) | $ (0.05) | $ 0.18 |
Stock Options | ||
Earnings per share, diluted | ||
Antidilutive securities excluded from computation of earnings per share | 2,700,000 | 200,000 |
Restricted Stock Units | ||
Earnings per share, diluted | ||
Antidilutive securities excluded from computation of earnings per share | 300,000 |
Stock Option Plan (Details)
Stock Option Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock compensation expense | $ 1,673 | $ 1,061 |
Performance Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Requisite service period | 3 years | |
Performance Stock Units | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Performance stock vesting range | 0.00% | |
Performance Stock Units | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Performance stock vesting range | 200.00% |
Stock Option Plan - Stock Optio
Stock Option Plan - Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Additional disclosures | ||
Proceeds from option exercises | $ 208 | $ 53 |
Stock Options | ||
Shares | ||
Outstanding at beginning of period (in shares) | 2,748,735 | |
Granted (in shares) | 194,014 | |
Exercised (in shares) | (17,372) | |
Forfeited (in shares) | 0 | |
Outstanding at end of period (in shares) | 2,925,377 | |
Options vested or expected to vest (in shares) | 2,925,377 | |
Exercisable (in shares) | 1,579,067 | |
Weighted average exercise price | ||
Outstanding at beginning of period (in dollars per share) | $ 13.35 | |
Granted (in dollars per share) | 24.20 | |
Exercised (in dollars per share) | 12 | |
Forfeited (in dollars per share) | 0 | |
Outstanding at end of period (in dollars per share) | 14.08 | |
Options vested or expected to vest (in dollars per share) | 14.08 | |
Exercisable (in dollars per share) | $ 12.67 | |
Weighted average remaining contractual term | ||
Outstanding at end of period, weighted average remaining contractual life | 8 years 7 days | |
Vested and expected to vest at end of period, weighted average remaining contractual life | 8 years 7 days | |
Exercisable at end of period, weighted average remaining contractual life | 7 years 9 months | |
Additional disclosures | ||
Unrecognized compensation costs | $ 5,400 | |
Period for recognition of unrecognized compensation cost | 1 year 3 months 29 days | |
Proceeds from option exercises | $ 200 |
Stock Option Plan - Restricted
Stock Option Plan - Restricted Stock Units Activity (Details) - Restricted Stock Units $ / shares in Units, $ in Millions | 3 Months Ended |
Nov. 30, 2019USD ($)$ / sharesshares | |
Units | |
Non-vested at beginning of period (in shares) | shares | 92,400 |
Granted (in shares) | shares | 121,174 |
Vested (in shares) | shares | (49,785) |
Forfeited (in shares) | shares | (882) |
Non-vested at end of period (in shares) | shares | 162,907 |
Weighted average grant-date fair value | |
Non-vested at beginning of period (in dollars per share) | $ / shares | $ 17.50 |
Granted (in dollars per share) | $ / shares | 25.58 |
Vested (in dollars per share) | $ / shares | 18.26 |
Forfeited (in dollars per share) | $ / shares | 13.91 |
Non-vested at end of period (in dollars per share) | $ / shares | $ 23.30 |
Additional disclosures | |
Unrecognized compensation costs | $ | $ 3.4 |
Period for recognition of unrecognized compensation cost | 2 years 1 month 17 days |
Stock Option Plan - Performance
Stock Option Plan - Performance Stock Units Activity (Details) - Performance Stock Units $ / shares in Units, $ in Millions | 3 Months Ended |
Nov. 30, 2019USD ($)$ / sharesshares | |
Units | |
Non-vested at beginning of period (in shares) | shares | 192,389 |
Granted (in shares) | shares | 121,288 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (524) |
Non-vested at end of period (in shares) | shares | 313,153 |
Weighted average grant-date fair value | |
Non-vested at beginning of period (in dollars per share) | $ / shares | $ 11.93 |
Granted (in dollars per share) | $ / shares | 27.39 |
Vested (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 11.93 |
Non-vested at end of period (in dollars per share) | $ / shares | $ 17.92 |
Additional disclosures | |
Period for recognition of unrecognized compensation cost | 2 years 3 months 29 days |
Unrecognized compensation costs | $ | $ 4.7 |
Stock Option Plan - Stock Appre
Stock Option Plan - Stock Appreciation Rights (Activity) (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Nov. 30, 2019USD ($)$ / sharesshares | |
Additional disclosures | |
Award vesting period | 3 years |
Award expiration period | 10 years |
Stock Appreciation Rights (SARs) | |
Shares | |
Outstanding at beginning of period (in shares) | shares | 0 |
Granted (in shares) | shares | 150,000 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Outstanding at end of period (in shares) | shares | 150,000 |
Options vested or expected to vest (in shares) | shares | 150,000 |
Exercisable (in shares) | shares | 0 |
Weighted average exercise price | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 24.20 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding at end of period (in dollars per share) | $ / shares | 24.20 |
Options vested or expected to vest (in dollars per share) | $ / shares | 24.2 |
Exercisable (in dollars per share) | $ / shares | $ 0 |
Weighted average remaining contractual term | |
Vested and expected to vest at end of period, weighted average remaining contractual life | 9 years 11 months 1 day |
Outstanding at end of period, weighted average remaining contractual life | 9 years 11 months 1 day |
Exercisable at end of period, weighted average remaining contractual life | 0 years |
Additional disclosures | |
Unrecognized compensation costs | $ | $ 0.4 |
Period for recognition of unrecognized compensation cost | 2 years 11 months 1 day |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2019 | Nov. 24, 2018 | |
Related Party Transaction [Line Items] | ||
Payment of TRA liability | $ 0 | $ 26,468 |
Former Majority Stockholder, Atkins | ||
Related Party Transaction [Line Items] | ||
Payment of TRA liability | $ 26,500 |
Segment and Customer Informat_2
Segment and Customer Information (Details) | 3 Months Ended |
Nov. 30, 2019 | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |