Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 03, 2016 | Aug. 04, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | WENDY'S CO | |
Entity Central Index Key | 30,697 | |
Current Fiscal Year End Date | --01-01 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jul. 3, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 261,255,301 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 03, 2016 | Jan. 03, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 266,180 | $ 327,216 |
Restricted cash | 35,694 | 42,869 |
Accounts and notes receivable | 115,304 | 104,854 |
Inventories | 2,432 | 4,312 |
Prepaid expenses and other current assets | 144,800 | 69,919 |
Advertising funds restricted assets | 91,322 | 67,399 |
Total current assets | 655,732 | 616,569 |
Properties | 1,191,353 | 1,227,944 |
Goodwill | 739,566 | 770,781 |
Other intangible assets | 1,330,869 | 1,339,587 |
Investments | 60,942 | 58,369 |
Other assets | 156,758 | 95,470 |
Total assets | 4,135,220 | 4,108,720 |
Current liabilities: | ||
Current portion of long-term debt | 23,701 | 23,290 |
Accounts payable | 38,192 | 53,681 |
Accrued expenses and other current liabilities | 124,739 | 124,404 |
Advertising funds restricted liabilities | 91,322 | 67,399 |
Total current liabilities | 277,954 | 268,774 |
Long-term debt | 2,485,414 | 2,402,823 |
Deferred income taxes | 450,616 | 459,713 |
Other liabilities | 228,072 | 224,496 |
Total liabilities | 3,442,056 | 3,355,806 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.10 par value; 1,500,000 shares authorized; 470,424 shares issued | 47,042 | 47,042 |
Additional paid-in capital | 2,874,434 | 2,874,752 |
Accumulated deficit | (336,948) | (356,632) |
Common stock held in treasury, at cost; 207,115 and 198,109 shares, respectively | (1,835,629) | (1,741,425) |
Accumulated other comprehensive loss | (55,735) | (70,823) |
Total stockholders’ equity | 693,164 | 752,914 |
Total liabilities and stockholders’ equity | $ 4,135,220 | $ 4,108,720 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets Balance Sheet Parentheticals - $ / shares shares in Thousands | Jul. 03, 2016 | Jan. 03, 2016 |
Common Stock, Par Value | $ 0.10 | $ 0.10 |
Common Stock, Shares Authorized | 1,500,000 | 1,500,000 |
Common Stock, Shares Issued | 470,424 | 470,424 |
Treasury Stock, Shares | 207,115 | 198,109 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Revenues: | ||||
Sales | $ 259,235 | $ 385,048 | $ 518,567 | $ 742,617 |
Franchise revenues | 123,483 | 104,486 | 242,938 | 198,686 |
Revenues | 382,718 | 489,534 | 761,505 | 941,303 |
Costs and expenses: | ||||
Cost of sales | 202,554 | 315,122 | 417,290 | 620,233 |
General and administrative | 61,124 | 60,771 | 125,770 | 120,469 |
Depreciation and amortization | 30,749 | 39,335 | 63,094 | 74,880 |
System optimization gains, net | (1,924) | (15,654) | (10,350) | (14,849) |
Reorganization and realignment costs | 2,487 | 6,279 | 5,737 | 10,892 |
Impairment of long-lived assets | 5,525 | 10,018 | 12,630 | 11,955 |
Other operating expense, net | 16,555 | 9,355 | 17,857 | 15,504 |
Costs and expenses | 317,070 | 425,226 | 632,028 | 839,084 |
Operating profit | 65,648 | 64,308 | 129,477 | 102,219 |
Interest expense | (28,643) | (17,201) | (56,752) | (29,944) |
Loss on early extinguishment of debt | 0 | (7,295) | 0 | (7,295) |
Other income, net | 276 | 272 | 538 | 511 |
Income from continuing operations before income taxes | 37,281 | 40,084 | 73,263 | 65,491 |
Provision for income taxes | (10,801) | (15,259) | (21,420) | (22,516) |
Income from continuing operations | 26,480 | 24,825 | 51,843 | 42,975 |
Discontinued operations: | ||||
Income from discontinued operations, net of income taxes | 0 | 231 | 0 | 9,588 |
Gain on disposal of discontinued operations, net of income taxes | 0 | 15,139 | 0 | 15,139 |
Net income from discontinued operations | 0 | 15,370 | 0 | 24,727 |
Net income | $ 26,480 | $ 40,195 | $ 51,843 | $ 67,702 |
Basic income per share: | ||||
Continuing operations | $ 0.10 | $ 0.07 | $ 0.19 | $ 0.12 |
Discontinued operations | 0 | 0.04 | 0 | 0.07 |
Net income | 0.10 | 0.11 | 0.19 | 0.19 |
Diluted income per share: | ||||
Continuing operations | 0.10 | 0.07 | 0.19 | 0.12 |
Discontinued operations | 0 | 0.04 | 0 | 0.07 |
Net income | 0.10 | 0.11 | 0.19 | 0.18 |
Dividends per share | $ 0.06 | $ 0.055 | $ 0.12 | $ 0.11 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Net income | $ 26,480 | $ 40,195 | $ 51,843 | $ 67,702 |
Other comprehensive income (loss), net: | ||||
Foreign currency translation adjustment | 1,580 | 4,901 | 14,256 | (12,494) |
Change in unrecognized pension loss, net of income tax benefit of $34 for the three and six months ended July 3, 2016 and $124 for the six months ended June 28, 2015 | (56) | 0 | (56) | (203) |
Effect of cash flow hedges, net of income tax (provision) benefit of $(281) and $(12) for the three months and $(559) and $1,490 for the six months ended July 3, 2016 and June 28, 2015, respectively | 443 | 24 | 888 | (2,442) |
Other comprehensive income (loss), net | 1,967 | 4,925 | 15,088 | (15,139) |
Comprehensive income | $ 28,447 | $ 45,120 | $ 66,931 | $ 52,563 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Change in unrecognized pension loss, net of income tax benefit of $34 for the three and six months ended July 3, 2016 and $124 for the six months ended June 28, 2015 | $ 34 | $ 0 | $ 34 | $ 124 |
Effect of cash flow hedges, net of income tax (provision) benefit of $(281) and $(12) for the three months and $(559) and $1,490 for the six months ended July 3, 2016 and June 28, 2015, respectively | $ (281) | $ (12) | $ (559) | $ 1,490 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2016 | Jun. 28, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 51,843 | $ 67,702 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 64,694 | 78,799 |
Share-based compensation | 9,925 | 12,242 |
Impairment of long-lived assets | 12,630 | 11,955 |
Deferred income tax | (10,353) | 19,730 |
Excess tax benefits from share-based compensation | (1,774) | (46,374) |
Non-cash rent (income) expense, net | (2,561) | 2,607 |
Net receipt of deferred vendor incentives | 8,230 | 8,396 |
System optimization gains, net | (10,350) | (14,881) |
Gain on disposal of the Bakery | 0 | (27,338) |
Distributions received from TimWen joint venture | 5,786 | 5,825 |
Equity in earnings in joint ventures, net | (4,275) | (4,545) |
Accretion of long-term debt | 608 | 600 |
Amortization of deferred financing costs | 3,769 | 1,589 |
Loss on early extinguishment of debt | 0 | 7,295 |
Payments for termination of cash flow hedges | 0 | (7,337) |
Reclassification of unrealized losses on cash flow hedges | 1,447 | 0 |
Other, net | 1,731 | 1,060 |
Changes in operating assets and liabilities: | ||
Restricted cash | 135 | (27,190) |
Accounts and notes receivable | (30,020) | (14,876) |
Inventories | 148 | 168 |
Prepaid expenses and other current assets | (4,638) | (3,869) |
Accounts payable | (1,884) | 10,664 |
Accrued expenses and other current liabilities | 5,867 | (29,108) |
Net cash provided by operating activities | 100,958 | 53,114 |
Cash flows from investing activities: | ||
Capital expenditures | (68,495) | (130,548) |
Acquisitions | (2,209) | (1,232) |
Dispositions | 45,078 | 38,697 |
Proceeds from sale of the Bakery | 0 | 78,408 |
Payments for investments | (113) | (2,000) |
Notes receivable, net | (3,439) | 830 |
Changes in restricted cash | 7,040 | 484 |
Other, net | (17) | 89 |
Net cash used in investing activities | (22,155) | (15,272) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 0 | 2,275,000 |
Repayments of long-term debt | (12,651) | (1,302,055) |
Deferred financing costs | (867) | (39,374) |
Repurchases of common stock | (108,057) | (63,206) |
Dividends | (32,152) | (40,189) |
Proceeds from stock option exercises | 6,696 | 19,688 |
Excess tax benefits from share-based compensation | 1,774 | 46,374 |
Net cash (used in) provided by financing activities | (145,257) | 896,238 |
Net cash (used in) provided by operations before effect of exchange rate changes on cash | (66,454) | 934,080 |
Effect of exchange rate changes on cash | 5,418 | (3,789) |
Net (decrease) increase in cash and cash equivalents | (61,036) | 930,291 |
Cash and cash equivalents at beginning of period | 327,216 | 267,276 |
Cash and cash equivalents at end of period | 266,180 | 1,197,567 |
Cash paid for: | ||
Interest | 57,501 | 27,452 |
Income taxes, net of refunds | 39,745 | 11,845 |
Supplemental non-cash investing and financing activities: | ||
Capital expenditures included in accounts payable | 17,228 | 30,927 |
Capitalized lease obligations | 91,579 | 20,210 |
Notes receivable | 0 | 2,023 |
Accrued debt issuance costs | $ 164 | $ 3,720 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jul. 03, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements (the “Financial Statements”) of The Wendy’s Company (“The Wendy’s Company” and, together with its subsidiaries, the “Company,” “we,” “us” or “our”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and, therefore, do not include all information and footnotes required by GAAP for complete financial statements. In our opinion, the Financial Statements contain all adjustments necessary to present fairly our financial position as of July 3, 2016 and the results of our operations for the three and six months ended July 3, 2016 and June 28, 2015 and cash flows for the six months ended July 3, 2016 and June 28, 2015 . The results of operations for the three and six months ended July 3, 2016 are not necessarily indicative of the results to be expected for the full 2016 fiscal year. These Financial Statements should be read in conjunction with the audited consolidated financial statements for The Wendy’s Company and notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended January 3, 2016 (the “Form 10-K”). The principal subsidiary of the Company is Wendy’s International, LLC and its subsidiaries (“Wendy’s”). The Company manages and internally reports its business geographically. The operation and franchising of Wendy’s ® restaurants in North America (defined as the United States of America (“U.S.”) and Canada) comprises virtually all of our current operations and represents a single reportable segment. The revenues and operating results of Wendy’s restaurants outside of North America are not material. We report on a fiscal year consisting of 52 or 53 weeks ending on the Sunday closest to or on December 31. All three and six month periods presented herein contain 13 weeks and 26 weeks, respectively. All references to years and quarters relate to fiscal periods rather than calendar periods. On May 31, 2015, Wendy’s completed the sale of its company-owned bakery, The New Bakery Company, LLC and its subsidiaries (collectively, the “Bakery”), a 100% owned subsidiary of Wendy’s. As a result of the sale of the Bakery, as further discussed in Note 2, the Bakery’s results of operations for the period from December 29, 2014 through May 31, 2015 and the gain on disposal have been included in “ Net income from discontinued operations ” in our condensed consolidated statements of operations. In connection with the reimaging of restaurants as part of our Image Activation program, we have recorded accelerated depreciation of $1,393 and $3,215 during the three and six months ended July 3, 2016 , respectively, on certain long-lived assets to reflect their use over shortened estimated useful lives. We describe the circumstances under which we record accelerated depreciation and amortization for properties in our Form 10-K. Certain reclassifications have been made to the prior year presentation to conform to the current year presentation. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jul. 03, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On May 31, 2015, Wendy’s completed the sale of 100% of its membership interest in the Bakery to East Balt US, LLC (the “Buyer”) for $78,500 in cash (subject to customary purchase price adjustments). The Company also assigned certain capital leases for transportation equipment to the Buyer but retained the related obligation, which was settled during 2015. Pursuant to the sale agreement, the Company was obligated to continue to provide health insurance benefits to the Bakery’s employees at the Company’s expense through December 31, 2015. The Company recorded a pre-tax gain on the disposal of the Bakery of $27,338 in the second quarter of 2015, which included transaction closing costs and a reduction of goodwill. The Company recognized income tax expense associated with the gain on disposal of $12,199 during the second quarter of 2015, which included the impact of the disposal of non-deductible goodwill. In conjunction with the Bakery sale, Wendy’s entered into a transition services agreement with the Buyer, pursuant to which Wendy’s provided certain continuing corporate and shared services to the Buyer through March 31, 2016 for no additional consideration. A purchasing cooperative, Quality Supply Chain Co-op, Inc. (“QSCC”), established by Wendy’s and its franchisees, agreed to continue to source sandwich buns from the Bakery for a specified time period following the sale of the Bakery. As a result, Wendy’s paid the Buyer $5,265 and $996 for the purchase of sandwich buns during the six months ended July 3, 2016 and for the period from June 1, 2015 through June 28, 2015 , respectively, which has been recorded to “Cost of sales.” Information related to the Bakery has been reflected in the accompanying condensed consolidated financial statements as follows: • Balance sheets - As a result of our sale of the Bakery on May 31, 2015, there are no remaining Bakery assets and liabilities. • Statements of operations - The Bakery’s results of operations for the period from December 29, 2014 through May 31, 2015 have been presented as discontinued operations. In addition, the gain on disposal of the Bakery has been included in “ Net income from discontinued operations ” for the three and six months ended June 28, 2015 . • Statements of cash flows - The Bakery’s cash flows prior to its sale (for the period from December 29, 2014 through May 31, 2015) have been included in, and not separately reported from, our consolidated statement of cash flows. The consolidated statement of cash flows for the six months ended June 28, 2015 also includes the effects of the sale of the Bakery. The following table presents the Bakery’s results of operations and the gain on disposal, which have been included in discontinued operations: Three Months Six Months Ended June 28, June 28, Revenues (a) $ 11,408 $ 25,885 Cost of sales (b) (9,175 ) (7,336 ) 2,233 18,549 General and administrative (483 ) (1,097 ) Depreciation and amortization (c) (962 ) (2,297 ) Other expense, net (d) (12 ) (34 ) Income from discontinued operations before income taxes 776 15,121 Provision for income taxes (545 ) (5,533 ) Income from discontinued operations, net of income taxes 231 9,588 Gain on disposal of discontinued operations before income taxes 27,338 27,338 Provision for income taxes on gain on disposal (12,199 ) (12,199 ) Gain on disposal of discontinued operations, net of income taxes 15,139 15,139 Net income from discontinued operations $ 15,370 $ 24,727 _______________ (a) Includes sales of sandwich buns and related products previously reported in “Sales” as well as rental income. (b) The three and six months ended June 28, 2015 include employee separation costs of $791 as a result of the sale of the Bakery. In addition, the six months ended June 28, 2015 includes a reduction to cost of sales of $12,486 , as further described in the Form 10-K, resulting from the reversal of a liability recorded during 2013 associated with the Bakery’s withdrawal from a multiemployer pension plan. (c) Included in “Depreciation and amortization” in our condensed consolidated statement of cash flows for the period presented. (d) Includes net gains on sales of other assets. During the three and six months ended June 28, 2015 , the Bakery received cash proceeds of $41 and $50 , respectively, resulting in net gains on sales of other assets of $40 and $32 , respectively. The Bakery’s capital expenditures were $2,106 and $2,693 for the three and six months ended June 28, 2015 , respectively, which are included in “Capital expenditures” in our condensed consolidated statements of cash flows. The following table summarizes the gain on the disposal of our Bakery, which has been included in discontinued operations: Three and Six Months Ended June 28, Proceeds from sale of the Bakery (a) $ 78,408 Net working capital (b) (5,655 ) Net properties sold (c) (30,664 ) Goodwill allocated to the sale of the Bakery (12,067 ) Other (d) (2,684 ) 27,338 Provision for income taxes (e) (12,199 ) Gain on disposal of discontinued operations, net of income taxes $ 15,139 _______________ (a) Represents net proceeds received, which includes the purchase price of $78,500 less transaction closing costs paid directly by the Buyer on the Company’s behalf. (b) Primarily represents accounts receivable, inventory, prepaid expenses and accounts payable. (c) Net properties sold consisted primarily of buildings, equipment and capital leases for transportation equipment. (d) Primarily includes the recognition of the Company’s obligation, pursuant to the sale agreement, to provide health insurance benefits to the Bakery’s employees through December 31, 2015 of $1,993 and transaction closing costs paid directly by the Company. (e) Includes the impact of non-deductible goodwill disposed of as a result of the sale. |
System Optimization Gains, Net
System Optimization Gains, Net | 6 Months Ended |
Jul. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
System Optimization Gains, Net | System Optimization Gains, Net In July 2013, the Company announced a system optimization initiative, as part of its brand transformation, which includes a shift from company-owned restaurants to franchised restaurants over time, through acquisitions and dispositions, as well as facilitating franchisee-to-franchisee restaurant transfers. In February 2015, the Company announced plans to sell approximately 540 additional restaurants to franchisees and reduce its ongoing company-owned restaurant ownership to approximately 5% of the total system by the end of 2016. During 2015 , 2014 and 2013 , the Company completed the sale of 327 , 255 and 244 company-owned restaurants to franchisees, respectively, which included the sale of all of its company-owned restaurants in Canada. During the six months ended July 3, 2016 and June 28, 2015 , the Company completed the sale of 55 and 100 company-owned restaurants to franchisees, respectively. The Company recognized net gains totaling $ $10,350 and $14,849 on the sale of company-owned restaurants and other assets during the six months ended July 3, 2016 and June 28, 2015 , respectively. In addition, the Company facilitated the transfer of 126 restaurants between franchisees during the six months ended July 3, 2016. The Company expects to complete its plan to reduce company-owned restaurant ownership to approximately 5% of the total system with the sale of 258 restaurants during the remainder of 2016, all of which were classified as held for sale as of July 3, 2016 . Gains and losses recognized on dispositions are recorded to “ System optimization gains, net ” in our condensed consolidated statements of operations. Costs related to our system optimization initiative are recorded to “ Reorganization and realignment costs ,” and include severance and employee related costs, professional fees and other associated costs, which are further described in Note 5 . The following is a summary of the disposition activity recorded as a result of our system optimization initiative: Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Number of restaurants sold to franchisees — 83 55 100 Proceeds from sales of restaurants $ — $ 31,468 $ 39,615 $ 36,049 Net assets sold (a) — (15,158 ) (17,055 ) (17,380 ) Goodwill related to sales of restaurants — (6,840 ) (6,376 ) (7,863 ) Net favorable (unfavorable) leases (b) — 7,923 (4,906 ) 7,395 Other (c) — (2,822 ) (795 ) (3,224 ) — 14,571 10,483 14,977 Post-closing adjustments on sales of restaurants (d) 545 934 (1,590 ) (639 ) Gain on sales of restaurants, net 545 15,505 8,893 14,338 Gain on sales of other assets, net (e) 1,379 149 1,457 511 System optimization gains, net $ 1,924 $ 15,654 $ 10,350 $ 14,849 _______________ (a) Net assets sold consisted primarily of inventory and equipment. (b) During the six months ended July 3, 2016 , the Company recorded favorable lease assets of $183 and unfavorable lease liabilities of $5,089 as a result of leasing and/or subleasing land, buildings, and/or leasehold improvements to franchisees, in connection with sales of restaurants. During the three and six months ended June 28, 2015 , the Company recorded favorable lease assets of $23,428 and $25,807 , respectively, and unfavorable lease liabilities of $15,505 and $18,412 , respectively. (c) The three and six months ended June 28, 2015 includes a deferred gain of $2,387 related to the sale of 14 Canadian restaurants to a franchisee, as a result of certain contingencies related to the extension of lease terms. The deferred gain is included in “Other liabilities.” The three and six months ended June 28, 2015 also includes a note receivable of $1,801 from a franchisee in connection with the sale of 16 Canadian restaurants, which has been recognized as part of the overall loss on sale. (d) The three and six months ended June 28, 2015 includes the recognition of a gain on sale of $2,450 related to the repayment of notes receivable from franchisees in connection with sales of restaurants in 2014. (e) During the three and six months ended July 3, 2016 , the Company received cash proceeds of $3,893 and $5,463 , respectively, primarily from the sale of surplus properties. During the three and six months ended June 28, 2015 , the Company received cash proceeds of $905 and $2,598 , respectively. Assets Held for Sale July 3, January 3, 2016 Number of restaurants classified as held for sale 258 99 Net restaurant assets held for sale (a) $ 114,720 $ 50,262 Other assets held for sale (a) $ 6,026 $ 7,124 _______________ (a) Net restaurant assets held for sale include company-owned restaurants and consist primarily of cash, inventory, equipment and an estimate of allocable goodwill. Other assets held for sale primarily consist of surplus properties. Assets held for sale are included in “ Prepaid expenses and other current assets .” Subsequent to July 3, 2016 , the Company completed sales of certain assets used in the operation of 82 Wendy’s company-owned restaurants for cash proceeds of approximately $66,300 , subject to customary purchase price adjustments. |
Acquisitions
Acquisitions | 6 Months Ended |
Jul. 03, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The table below presents the allocation of the total purchase price to the fair value of assets acquired and liabilities assumed for acquisitions of franchised restaurants: Six Months Ended July 3, June 28, Restaurants acquired from franchisees 2 4 Total consideration paid, net of cash received $ 2,209 $ 1,232 Identifiable assets acquired and liabilities assumed: Properties 2,218 1,303 Acquired franchise rights — 760 Other assets 9 — Capital lease obligations — (706 ) Unfavorable leases — (440 ) Other liabilities (18 ) (80 ) Total identifiable net assets 2,209 837 Goodwill $ — $ 395 |
Reorganization and Realignment
Reorganization and Realignment Costs | 6 Months Ended |
Jul. 03, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | Reorganization and Realignment Costs The following is a summary of the initiatives included in “Reorganization and realignment costs:” Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, G&A realignment $ 406 $ 4,372 $ 933 $ 8,535 System optimization initiative 2,081 1,907 4,804 2,357 Reorganization and realignment costs $ 2,487 $ 6,279 $ 5,737 $ 10,892 G&A Realignment In November 2014, the Company initiated a plan to reduce its general and administrative expenses. The plan included a realignment and reinvestment of resources to focus primarily on accelerated restaurant development and consumer-facing restaurant technology to drive long-term growth. The Company achieved the majority of the expense reductions through the realignment of its U.S. field operations and savings at its Restaurant Support Center in Dublin, Ohio, which was substantially completed by the end of the second quarter of 2015. The Company recognized costs totaling $933 during the six months ended July 3, 2016 and $24,201 in aggregate since inception. The Company expects to incur additional costs aggregating approximately $950 during the remainder of 2016, comprised primarily of recruitment and relocation costs for the reinvestment in resources to drive long-term growth. The following is a summary of the activity recorded as a result of our G&A realignment plan: Three Months Ended Six Months Ended Total Incurred Since Inception July 3, June 28, July 3, June 28, Severance and related employee costs (a) $ 35 $ 637 $ 11 $ 2,619 $ 14,939 Recruitment and relocation costs 353 514 893 984 2,760 Other 18 9 29 41 166 406 1,160 933 3,644 17,865 Share-based compensation (b) — 3,212 — 4,891 6,336 Total G&A realignment $ 406 $ 4,372 $ 933 $ 8,535 $ 24,201 _______________ (a) The six months ended July 3, 2016 includes a reversal of an accrual of $32 as a result of a change in estimate. (b) Represents incremental share-based compensation resulting from the modification of stock options and performance-based awards in connection with the termination of employees under our G&A realignment plan. The tables below present a rollforward of our accruals for our G&A realignment plan, which are included in “Accrued expenses and other current liabilities.” Balance January 3, 2016 Charges Payments Balance July 3, 2016 Severance and related employee costs $ 3,431 $ 11 $ (2,325 ) $ 1,117 Recruitment and relocation costs 144 893 (807 ) 230 Other — 29 (29 ) — $ 3,575 $ 933 $ (3,161 ) $ 1,347 Balance December 28, 2014 Charges Payments Balance June 28, 2015 Severance and related employee costs $ 11,609 $ 2,619 $ (5,974 ) $ 8,254 Recruitment and relocation costs 149 984 (902 ) 231 Other 5 41 (46 ) — $ 11,763 $ 3,644 $ (6,922 ) $ 8,485 System Optimization Initiative The Company has recognized costs related to its system optimization initiative which includes a shift from company-owned restaurants to franchised restaurants over time, through acquisitions and dispositions, as well as facilitating franchisee-to-franchisee restaurant transfers. The Company expects to incur additional costs of approximately $3,700 during the remainder of 2016, which are primarily comprised of professional fees. The following is a summary of the costs recorded as a result of our system optimization initiative: Three Months Ended Six Months Ended Total Incurred Since Inception July 3, June 28, July 3, June 28, Severance and related employee costs $ 18 $ 303 $ 18 $ 629 $ 18,170 Professional fees 1,445 110 3,146 151 12,319 Other (a) (37 ) (128 ) 40 (45 ) 5,511 1,426 285 3,204 735 36,000 Accelerated depreciation and amortization (b) 655 1,622 1,600 1,622 25,398 Share-based compensation (c) — — — — 5,013 Total system optimization initiative $ 2,081 $ 1,907 $ 4,804 $ 2,357 $ 66,411 _______________ (a) The three and six months ended July 3, 2016 and June 28, 2015 include a reversal of an accrual of $50 and $210 , respectively, as a result of a change in estimate. (b) Primarily includes accelerated amortization of previously acquired franchise rights related to company-owned restaurants in territories that will be or have been sold in connection with our system optimization initiative. (c) Represents incremental share-based compensation resulting from the modification of stock options and performance-based awards in connection with the termination of employees under our system optimization initiative. The tables below present a rollforward of our accrual for our system optimization initiative, which is included in “Accrued expenses and other current liabilities.” Balance January 3, 2016 Charges Payments Balance July 3, 2016 Severance and related employee costs $ 77 $ 18 $ (35 ) $ 60 Professional fees 708 3,146 (3,497 ) 357 Other 90 40 (130 ) — $ 875 $ 3,204 $ (3,662 ) $ 417 Balance December 28, 2014 Charges Payments Balance June 28, 2015 Severance and related employee costs $ 2,235 $ 629 $ (2,438 ) $ 426 Professional fees 146 151 (159 ) 138 Other 423 (45 ) (254 ) 124 $ 2,804 $ 735 $ (2,851 ) $ 688 |
Investments
Investments | 6 Months Ended |
Jul. 03, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Investments Equity Investments Wendy’s has a 50% share in a partnership in a Canadian restaurant real estate joint venture (“TimWen”) with a subsidiary of Restaurant Brands International Inc., a quick-service restaurant company that owns the Tim Hortons ® brand. (Tim Hortons ™ is a registered trademark of Tim Hortons USA Inc.) In addition, the Company has a 20% share in a joint venture for the operation of Wendy’s restaurants in Brazil (the “Brazil JV”). The Company has significant influence over these investees. Such investments are accounted for using the equity method of accounting, under which our results of operations include our share of the income (loss) of the investees in “Other operating expense, net.” Presented below is activity related to our investment in TimWen and the Brazil JV included in our condensed consolidated financial statements: Six Months Ended July 3, June 28, Balance at beginning of period $ 55,541 $ 69,790 Investment 113 — Equity in earnings for the period 5,410 5,712 Amortization of purchase price adjustments (a) (1,135 ) (1,167 ) 4,275 4,545 Distributions received (5,786 ) (5,825 ) Foreign currency translation adjustment included in “Other comprehensive income (loss), net” 3,952 (3,971 ) Balance at end of period $ 58,095 $ 64,539 _______________ (a) Purchase price adjustments which impacted the carrying value of the Company’s investment in TimWen are being amortized over the average original aggregate life of 21 years. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements 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. Valuation techniques under the accounting guidance related to fair value measurements are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. These inputs are classified into the following hierarchy: Level 1 Inputs - Quoted prices for identical assets or liabilities in active markets. Level 2 Inputs - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs - Pricing inputs are unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value require significant management judgment or estimation. Financial Instruments The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments: July 3, January 3, Carrying Amount Fair Value Carrying Amount Fair Value Fair Value Measurements Financial assets Cash equivalents $ 40,744 $ 40,744 $ 45,339 $ 45,339 Level 1 Non-current cost method investments (a) 2,846 294,130 2,828 249,870 Level 3 Financial liabilities Series 2015-1 Class A-2-I Notes (b) 868,438 870,956 872,813 849,106 Level 2 Series 2015-1 Class A-2-II Notes (b) 893,250 917,278 897,750 879,795 Level 2 Series 2015-1 Class A-2-III Notes (b) 496,250 500,369 498,750 484,648 Level 2 7% debentures, due in 2025 (b) 87,665 101,000 87,057 100,500 Level 2 Guarantees of franchisee loan obligations (c) 810 810 851 851 Level 3 _______________ (a) The fair value of our indirect investment in Arby’s Restaurant Group, Inc. (“Arby’s”) is based on applying a multiple to Arby’s adjusted earnings before income taxes, depreciation and amortization per its current unaudited financial information. The carrying value of our indirect investment in Arby’s was reduced to zero during 2013 in connection with the receipt of a dividend. The fair values of our remaining investments are not significant and are based on our review of information provided by the investment managers or investees which was based on (1) valuations performed by the investment managers or investees, (2) quoted market or broker/dealer prices for similar investments and (3) quoted market or broker/dealer prices adjusted by the investment managers for legal or contractual restrictions, risk of nonperformance or lack of marketability, depending upon the underlying investments. (b) The fair values were based on quoted market prices in markets that are not considered active markets. (c) Wendy’s has provided loan guarantees to various lenders on behalf of franchisees entering into debt arrangements for new restaurant development and equipment financing. In addition, during 2012, Wendy’s provided a guarantee to a lender for a franchisee in connection with the refinancing of the franchisee’s debt. We have accrued a liability for the fair value of these guarantees, the calculation of which was based upon a weighted average risk percentage established at inception and adjusted for a history of defaults. The carrying amounts of cash, accounts payable and accrued expenses approximated fair value due to the short-term nature of those items. The carrying amounts of accounts and notes receivable (both current and non-current) approximated fair value due to the effect of the related allowance for doubtful accounts. Our cash and cash equivalents and guarantees are the only financial assets and liabilities measured and recorded at fair value on a recurring basis. Derivative Instruments The Company’s primary objective for entering into interest rate swap agreements was to manage its exposure to changes in interest rates, as well as to maintain an appropriate mix of fixed and variable rate debt. Our derivative instruments for the six months ended June 28, 2015 included seven forward-starting interest rate swaps designated as cash flow hedges to change the floating rate interest payments for $350,000 and $100,000 in borrowings associated with the Term A and Term B Loans, respectively, under the Company’s prior credit agreement, to fixed rate interest payments beginning June 30, 2015 and maturing on December 31, 2017. In May 2015, the Company terminated these interest rate swaps and paid $7,275 , which was recorded against the derivative liability. The unrealized loss on the cash flow hedges at termination of $7,275 is being reclassified on a straight-line basis from “Accumulated other comprehensive loss” to “Interest expense” beginning June 30, 2015, the original effective date of the interest rate swaps through December 31, 2017, the original maturity date of the interest rate swaps. As a result, the three and six months ended July 3, 2016 include the reclassification of unrealized losses on the cash flow hedges of $724 and $1,447 , respectively, from “Accumulated other comprehensive loss” to “Interest expense.” There was no hedge ineffectiveness from these cash flows hedges through their termination in May 2015. Non-Recurring Fair Value Measurements Assets and liabilities remeasured to fair value on a non-recurring basis during the six months ended July 3, 2016 and the year ended January 3, 2016 resulted in impairment which we have recorded to “Impairment of long-lived assets” in our condensed consolidated statements of operations. Total losses for the six months ended July 3, 2016 and the year ended January 3, 2016 reflect the impact of remeasuring long-lived assets held and used (including land, buildings, leasehold improvements and favorable lease assets) to fair value as a result of the Company’s decision to lease and/or sublease the land and/or buildings to franchisees in connection with the sale or anticipated sale of restaurants. Total losses for the six months ended July 3, 2016 and the year ended January 3, 2016 also include the impact of remeasuring long-lived assets held and used (including land, buildings, leasehold improvements and favorable lease assets) to fair value as a result of declines in operating performance at company-owned restaurants. The fair value of long-lived assets held and used presented in the tables below represents the remaining carrying value and was estimated based on either discounted cash flows of future anticipated lease and sublease income or current market values. Total losses for the six months ended July 3, 2016 and the year ended January 3, 2016 also include the impact of remeasuring long-lived assets held for sale which primarily include surplus properties. The fair values of long-lived assets held for sale presented in the tables below represent the remaining carrying value and were estimated based on current market values. See Note 8 for more information on impairment of our long-lived assets. Fair Value Measurements Six Months Ended July 3, 2016 Total Losses July 3, Level 1 Level 2 Level 3 Held and used $ 5,377 $ — $ — $ 5,377 $ 12,526 Held for sale 967 — — 967 104 Total $ 6,344 $ — $ — $ 6,344 $ 12,630 Fair Value Measurements 2015 Total Losses January 3, 2016 Level 1 Level 2 Level 3 Held and used $ 10,244 $ — $ — $ 10,244 $ 22,346 Held for sale 4,328 — — 4,328 2,655 Total $ 14,572 $ — $ — $ 14,572 $ 25,001 |
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets | 6 Months Ended |
Jul. 03, 2016 | |
Asset Impairment Charges [Abstract] | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets During the three and six months ended July 3, 2016 and June 28, 2015 , the Company recorded impairment charges on long-lived assets as a result of the Company’s decision to lease and/or sublease properties to franchisees in connection with the sale or anticipated sale of company-owned restaurants. The Company may recognize additional impairment charges resulting from leasing or subleasing additional properties to franchisees in connection with sales of company-owned restaurants to franchisees. Additionally, during the six months ended July 3, 2016 and three and six months ended June 28, 2015, the Company recorded impairment charges on long-lived assets as a result of closing company-owned restaurants and classifying such properties as held for sale. The three and six months ended July 3, 2016 and June 28, 2015 also include impairment charges on long-lived assets as a result of the deterioration in operating performance of certain company-owned restaurants and charges for capital improvements in restaurants impaired in prior years which did not subsequently recover. The following is a summary of impairment losses recorded, which represent the excess of the carrying amount over the fair value of the affected assets and are included in “Impairment of long-lived assets.” Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Restaurants leased or subleased to franchisees $ 5,490 $ 7,551 $ 12,491 $ 8,256 Surplus properties — 394 104 1,152 Company-owned restaurants 35 2,073 35 2,547 $ 5,525 $ 10,018 $ 12,630 $ 11,955 |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 03, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate on income from continuing operations for the three months ended July 3, 2016 and June 28, 2015 was 29.0% and 38.1% , respectively. The Company’s effective tax rate varies from the U.S. federal statutory rate of 35% due to the effect of (1) non-deductible goodwill disposed of in connection with our system optimization initiative described in Note 3, including a correction to a prior year identified and recorded in the second quarter of 2016, which resulted in a benefit of $4,235 , (2) state income taxes net of federal benefits, including non-recurring changes to state deferred taxes, (3) adjustments related to prior tax matters and (4) changes to valuation allowances on state net operating loss carryforwards due to the expected sale of restaurants under our system optimization initiative. During the three months ended March 29, 2015, we concluded two state income tax examinations which resulted in the recognition of a net tax benefit of $1,872 . Additionally, during the three months ended June 28, 2015 , unfavorable state court decisions and audit experience led us to abandon certain refund claims, which resulted in a reduction of our unrecognized tax benefits by $1,274 . The Company’s effective tax rate on income from continuing operations for the six months ended July 3, 2016 and June 28, 2015 was 29.2% and 34.4% , respectively. The Company’s effective tax rate varies from the U.S. federal statutory rate of 35% due to the effect of (1) changes to valuation allowances on state net operating loss carryforwards due to the expected sale of restaurants under our system optimization initiative, including a correction to a prior year identified and recorded in the first quarter of 2016, which resulted in a benefit of $2,878 , (2) state income taxes net of federal benefits, including non-recurring changes to state deferred taxes, (3) foreign rate differential, (4) employment credits and (5) non-deductible goodwill disposed of in connection with our system optimization initiative described in Note 3, including a correction to a prior year identified and recorded in the second quarter of 2016, which resulted in a benefit of $4,235 . The Company evaluated the corrections of the prior year errors in relation to the estimated income for the full fiscal year and to the trend on earnings. The Company concluded that correcting the errors did not materially affect the estimated 2016 full year income. There were no significant changes to unrecognized tax benefits or related interest and penalties for the Company for the six months ended July 3, 2016. During the next twelve months, we believe that it is reasonably possible the Company will reduce its unrecognized tax benefits by up to $393 , primarily due to expected settlements with taxing authorities. The Company includes refundable income taxes in “Accounts and notes receivable” in the accompanying condensed consolidated balance sheets. Refundable income taxes were $32,638 and $23,508 as of July 3, 2016 and January 3, 2016 , respectively. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jul. 03, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share was computed by dividing net income amounts by the weighted average number of common shares outstanding. The weighted average number of shares used to calculate basic and diluted net income per share were as follows: Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Common stock: Weighted average basic shares outstanding 265,915 363,766 268,065 365,175 Dilutive effect of stock options and restricted shares 4,350 6,776 4,442 6,700 Weighted average diluted shares outstanding 270,265 370,542 272,507 371,875 Diluted net income per share for the three and six months ended July 3, 2016 and June 28, 2015 was computed by dividing net income by the weighted average number of basic shares outstanding plus the potential common share effect of dilutive stock options and restricted shares. We excluded potential common shares of 259 and 1,992 for the three and six months ended July 3, 2016 and 434 and 599 for the three and six months ended June 28, 2015 , respectively, from our diluted net income per share calculation as they would have had anti-dilutive effects. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jul. 03, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stockholders’ Equity The following is a summary of the changes in stockholders’ equity: Six Months Ended July 3, June 28, Balance at beginning of period $ 752,914 $ 1,717,576 Comprehensive income 66,931 52,563 Cash dividends (32,152 ) (40,189 ) Repurchases of common stock (109,348 ) (63,206 ) Share-based compensation 9,925 12,242 Exercises of stock options 6,238 15,278 Vesting of restricted shares (2,841 ) (1,393 ) Tax benefit from share-based compensation 1,402 45,452 Other 95 103 Balance at end of period $ 693,164 $ 1,738,426 Repurchases of Common Stock On June 1, 2015, our Board of Directors authorized a repurchase program for up to $1,400,000 of our common stock through January 1, 2017, when and if market conditions warrant and to the extent legally permissible. During the six months ended July 3, 2016 , the Company repurchased 10,767 shares with an aggregate purchase price of $109,187 , of which $2,991 was accrued at July 3, 2016 and excluding commissions of $161 . As of July 3, 2016 , the Company had $268,969 of availability remaining under its June 2015 authorization. Subsequent to July 3, 2016 through August 4, 2016 , the Company repurchased 2,171 shares with an aggregate purchase price of $21,064 , excluding commissions of $32 . Also as part of the June 2015 authorization, the Company commenced an $850,000 share repurchase program on June 3, 2015, which included (1) a modified Dutch auction tender offer to repurchase up to $639,000 of our common stock and (2) a separate stock purchase agreement to repurchase up to $211,000 of our common stock from Nelson Peltz, Peter W. May (Messrs. Peltz and May are members of the Company’s Board of Directors) and Edward P. Garden (who served on the Company’s Board of Directors until December 14, 2015) and certain of their family members and affiliates, investment funds managed by Trian Fund Management, L.P. (an investment management firm controlled by Messrs. Peltz, May and Garden, “TFM”) and the general partner of certain of those funds (together with Messrs. Peltz, May and Garden, certain of their family members and affiliates and TFM, the “Trian Group”). During the second quarter of 2015, the Company incurred costs of $1,489 in connection with the tender offer, which were recorded to treasury stock. The $850,000 share repurchase program was completed during the third quarter of 2015. In August 2014, our Board of Directors authorized a repurchase program for up to $100,000 of our common stock through December 31, 2015, when and if market conditions warrant and to the extent legally permissible. During the six months ended June 28, 2015, the Company repurchased 5,655 shares with an aggregate purchase price of $61,631 , excluding commissions of $86 . The August 2014 authorization was completed during the third quarter of 2015. Accumulated Other Comprehensive Loss The following table provides a rollforward of the components of accumulated other comprehensive loss, net of tax as applicable: Foreign Currency Translation Cash Flow Hedges (a) Pension Total Balance at January 3, 2016 $ (66,163 ) $ (3,571 ) $ (1,089 ) $ (70,823 ) Current-period other comprehensive income (loss) 14,256 888 (56 ) 15,088 Balance at July 3, 2016 $ (51,907 ) $ (2,683 ) $ (1,145 ) $ (55,735 ) Balance at December 28, 2014 $ (28,363 ) $ (2,044 ) $ (887 ) $ (31,294 ) Current-period other comprehensive loss (12,494 ) (2,442 ) (203 ) (15,139 ) Balance at June 28, 2015 $ (40,857 ) $ (4,486 ) $ (1,090 ) $ (46,433 ) _______________ (a) Current-period other comprehensive loss for the three and six months ended June 28, 2015 includes the effect of changes in unrealized losses on cash flow hedges, net of tax. The three and six months ended July 3, 2016 includes the reclassification of unrealized losses on cash flow hedges of $443 and $888 , respectively, from “Accumulated other comprehensive loss” to our condensed consolidated statements of operations. The reclassification of unrealized losses on cash flow hedges for the three and six months ended July 3, 2016 consists of $724 and $1,447 , respectively, recorded to “Interest expense,” net of the related income tax benefit of $281 and $559 , respectively, recorded to “Provision for income taxes.” See Note 7 for more information. |
Transactions with Related Parti
Transactions with Related Parties | 6 Months Ended |
Jul. 03, 2016 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | Transactions with Related Parties Except as described below, the Company did not have any significant changes in or transactions with its related parties during the current fiscal period since those reported in the Form 10-K. Transactions with QSCC Wendy’s received $76 and $92 of lease income from its purchasing cooperative, Quality Supply Chain Co-op, Inc. (“QSCC”) during the six months ended July 3, 2016 and June 28, 2015 , respectively, which has been recorded as a reduction to “General and administrative.” TimWen Lease and Management Fee Payments A wholly-owned subsidiary of Wendy’s leases restaurant facilities from TimWen for the operation of Wendy’s/Tim Hortons combo units in Canada. Prior to the second quarter of 2015, Wendy’s operated certain of the Wendy’s/Tim Hortons combo units in Canada and subleased some of the restaurant facilities to franchisees. As a result of the Company completing its plan to sell all of its company-owned restaurants in Canada to franchisees during the second quarter of 2015, all of the restaurant facilities are subleased to franchisees. During the six months ended July 3, 2016 and June 28, 2015 , Wendy’s paid TimWen $5,727 and $5,892 , respectively, under these lease agreements. In addition, TimWen paid Wendy’s a management fee under the TimWen joint venture agreement of $104 and $112 during the six months ended July 3, 2016 and June 28, 2015 , respectively, which has been included as a reduction to “General and administrative.” |
Guarantees and Other Commitment
Guarantees and Other Commitments and Contingencies | 6 Months Ended |
Jul. 03, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantees and Other Commitments and Contingencies | Guarantees and Other Commitments and Contingencies Refer to the Form 10-K for further information regarding the Company’s additional commitments and obligations. Franchisee Image Activation Incentive Programs In order to promote Image Activation new restaurant development, Wendy’s has an incentive program for franchisees that provides for reductions in royalty payments for the first three years of operation for qualifying new restaurants opened by December 31, 2016. Wendy’s also has incentive programs for 2016 and 2017 for franchisees that commence Image Activation restaurant remodels during those years. The incentive programs provide reductions in royalty payments for one year or two years after the completion of construction, depending on the type of remodel. In 2015, Wendy’s added an additional incentive to the 2016 program described above to include waiving the franchise agreement renewal fee for certain types of remodels. In addition, Wendy’s had incentive programs in 2015 that included reductions in royalty payments for franchisees’ participation in the Image Activation program. Franchisee Image Activation Financing Program Wendy’s executed an agreement in 2013 to partner with a third-party lender to establish a financing program for franchisees that participate in our Image Activation program. Under the program, the lender has agreed to provide loans to franchisees to be used for the reimaging of restaurants according to the guidelines and specifications under Wendy’s Image Activation program. To support the program, Wendy’s provided to the lender a $6,000 irrevocable stand-by letter of credit, which was issued on July 1, 2013 and was cash collateralized. During the three months ended April 3, 2016, the Company entered into an agreement to reduce the letter of credit from $6,000 to $1,000 due to franchisees successfully obtaining financing independently. During the three months ended July 3, 2016, the new irrevocable letter of credit of $1,000 was issued against the Company’s $2,275,000 securitized financing facility and the $6,000 letter of credit was terminated. Lease Guarantees Wendy’s has guaranteed the performance of certain leases and other obligations, primarily from former company-owned restaurant locations now operated by franchisees, amounting to $34,140 as of July 3, 2016. These leases extend through 2050. We have not received any notice of default related to these leases as of July 3, 2016. In the event of default by a franchise owner, Wendy’s generally retains the right to acquire possession of the related restaurant locations. Wendy’s is contingently liable for certain other leases which have been assigned to unrelated third parties who have indemnified Wendy’s against future liabilities amounting to $1,238 as of July 3, 2016. These leases expire on various dates through 2021. Letters of Credit As of July 3, 2016, the Company had outstanding letters of credit with various parties totaling $34,967 , of which $6,165 were cash collateralized. The outstanding letters of credit include amounts outstanding against the securitized financing facility and for the franchisee Image Activation financing program described above. The related cash collateral is classified as “Restricted cash” in the condensed consolidated balance sheets. We do not expect any material loss to result from these letters of credit. |
Legal and Environmental Matters
Legal and Environmental Matters | 6 Months Ended |
Jul. 03, 2016 | |
Loss Contingency [Abstract] | |
Legal and Environmental Matters | Legal and Environmental Matters We are involved in litigation and claims incidental to our current and prior businesses. We provide accruals for such litigation and claims when payment is probable and reasonably estimable. As of July 3, 2016 , the Company had accruals for all of its legal and environmental matters aggregating $5,181 . We cannot estimate the aggregate possible range of loss due to most proceedings being in preliminary stages, with various motions either yet to be submitted or pending, discovery yet to occur and significant factual matters unresolved. In addition, most cases seek an indeterminate amount of damages and many involve multiple parties. Predicting the outcomes of settlement discussions or judicial or arbitral decisions is thus inherently difficult. Based on currently available information, including legal defenses available to us, and given the aforementioned accruals and our insurance coverage, we do not believe that the outcome of these legal and environmental matters will have a material effect on our consolidated financial position or results of operations. |
New Accounting Standards
New Accounting Standards | 6 Months Ended |
Jul. 03, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Standards | New Accounting Standards New Accounting Standards In June 2016, the Financial Accounting Standards Board (“FASB”) issued an amendment that will require the Company to determine impairment of financial instruments based on expected losses rather than incurred losses. The transition method varies with the type of instrument; however, most debt instruments will be transitioned using a modified retrospective approach. The amendment is effective commencing with our 2020 fiscal year. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. In March 2016, the FASB issued an amendment which modifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory withholding requirements, as well as statement of cash flows presentation. The transition requirement is mostly modified retrospective, with the exception of recognition of excess tax benefits and tax deficiencies which requires prospective adoption. The amendment is effective commencing with our 2017 fiscal year. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. In March 2016, the FASB issued an amendment which clarifies the steps for assessing triggering events of embedded contingent put and call options within debt instruments. The amendment requires modified retrospective adoption and is effective commencing with our 2017 fiscal year. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. In March 2016, the FASB issued an amendment related to equity method accounting which eliminates the requirement to retrospectively apply the equity method to an investment that subsequently qualifies for such accounting as a result of an increase in level of ownership interest or degree of influence. The amendment requires prospective adoption and is effective commencing with our 2017 fiscal year. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. In February 2016, the FASB issued new guidance on leases. The new guidance requires lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by finance and operating leases with lease terms of more than 12 months, as well as enhanced disclosures. The amendment requires the recognition and measurement of leases at the beginning of the earliest period presented using a modified retrospective approach and is effective commencing with our 2019 fiscal year. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. In May 2014, the FASB issued amended guidance for revenue recognition. Subsequently, the FASB issued an amendment to defer for one year the effective date of the new guidance on revenue recognition, as well as issued additional clarifying amendments. The new guidance outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. Additionally, the guidance requires improved disclosure to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. The new guidance supersedes most current revenue recognition guidance, including industry-specific guidance, and is now effective commencing with our 2018 fiscal year. The guidance allows for either a full retrospective or modified retrospective transition method. We are continuing to evaluate which transition method to use. We do not believe this guidance will impact our recognition of revenue from company-owned restaurant sales or our recognition of continuing royalty revenues from franchisees, which are based on a percentage of franchise sales. We are continuing to evaluate the impact the adoption of this guidance will have on our business, including the recognition of transactions such as franchise development fees, initial fees from franchisees and sales of company-owned restaurants to franchisees, as well as the accounting for our national advertising funds. New Accounting Standards Adopted In September 2015, the FASB issued an amendment that requires an acquirer to recognize adjustments to provisional amounts during the measurement period, in the period such adjustments are identified, rather than retrospectively adjusting previously reported amounts. The Company adopted this amendment, prospectively, during the first quarter of 2016. The adoption of this guidance did not impact our consolidated financial statements. In April 2015, the FASB issued an amendment that clarifies the accounting for fees paid in a cloud computing arrangement. The amendment provides guidance to customers about whether a cloud computing arrangement includes a software license. The Company adopted this amendment, prospectively, during the first quarter of 2016. The adoption of this guidance did not materially impact our consolidated financial statements. In February 2015, the FASB issued an amendment that revises the consolidation requirements and significantly changes the consolidation analysis required under current guidance. The Company adopted this amendment, prospectively, during the first quarter of 2016. The adoption of this guidance did not impact our consolidated financial statements. In June 2014, the FASB issued an amendment to clarify that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition and therefore should not be reflected in estimating the grant-date fair value of the award. The Company adopted this amendment during the first quarter of 2016. The adoption of this guidance did not impact our consolidated financial statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) - Bakery [Member] | 6 Months Ended |
Jul. 03, 2016 | |
Discontinued Operations [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The following table presents the Bakery’s results of operations and the gain on disposal, which have been included in discontinued operations: Three Months Six Months Ended June 28, June 28, Revenues (a) $ 11,408 $ 25,885 Cost of sales (b) (9,175 ) (7,336 ) 2,233 18,549 General and administrative (483 ) (1,097 ) Depreciation and amortization (c) (962 ) (2,297 ) Other expense, net (d) (12 ) (34 ) Income from discontinued operations before income taxes 776 15,121 Provision for income taxes (545 ) (5,533 ) Income from discontinued operations, net of income taxes 231 9,588 Gain on disposal of discontinued operations before income taxes 27,338 27,338 Provision for income taxes on gain on disposal (12,199 ) (12,199 ) Gain on disposal of discontinued operations, net of income taxes 15,139 15,139 Net income from discontinued operations $ 15,370 $ 24,727 _______________ (a) Includes sales of sandwich buns and related products previously reported in “Sales” as well as rental income. (b) The three and six months ended June 28, 2015 include employee separation costs of $791 as a result of the sale of the Bakery. In addition, the six months ended June 28, 2015 includes a reduction to cost of sales of $12,486 , as further described in the Form 10-K, resulting from the reversal of a liability recorded during 2013 associated with the Bakery’s withdrawal from a multiemployer pension plan. (c) Included in “Depreciation and amortization” in our condensed consolidated statement of cash flows for the period presented. (d) Includes net gains on sales of other assets. During the three and six months ended June 28, 2015 , the Bakery received cash proceeds of $41 and $50 , respectively, resulting in net gains on sales of other assets of $40 and $32 , respectively. |
Discontinued Operations, Disposed of by Sale [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The following table summarizes the gain on the disposal of our Bakery, which has been included in discontinued operations: Three and Six Months Ended June 28, Proceeds from sale of the Bakery (a) $ 78,408 Net working capital (b) (5,655 ) Net properties sold (c) (30,664 ) Goodwill allocated to the sale of the Bakery (12,067 ) Other (d) (2,684 ) 27,338 Provision for income taxes (e) (12,199 ) Gain on disposal of discontinued operations, net of income taxes $ 15,139 _______________ (a) Represents net proceeds received, which includes the purchase price of $78,500 less transaction closing costs paid directly by the Buyer on the Company’s behalf. (b) Primarily represents accounts receivable, inventory, prepaid expenses and accounts payable. (c) Net properties sold consisted primarily of buildings, equipment and capital leases for transportation equipment. (d) Primarily includes the recognition of the Company’s obligation, pursuant to the sale agreement, to provide health insurance benefits to the Bakery’s employees through December 31, 2015 of $1,993 and transaction closing costs paid directly by the Company. (e) Includes the impact of non-deductible goodwill disposed of as a result of the sale. |
System Optimization Gains, Net
System Optimization Gains, Net (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Disposition Activity [Table Text Block] | The following is a summary of the disposition activity recorded as a result of our system optimization initiative: Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Number of restaurants sold to franchisees — 83 55 100 Proceeds from sales of restaurants $ — $ 31,468 $ 39,615 $ 36,049 Net assets sold (a) — (15,158 ) (17,055 ) (17,380 ) Goodwill related to sales of restaurants — (6,840 ) (6,376 ) (7,863 ) Net favorable (unfavorable) leases (b) — 7,923 (4,906 ) 7,395 Other (c) — (2,822 ) (795 ) (3,224 ) — 14,571 10,483 14,977 Post-closing adjustments on sales of restaurants (d) 545 934 (1,590 ) (639 ) Gain on sales of restaurants, net 545 15,505 8,893 14,338 Gain on sales of other assets, net (e) 1,379 149 1,457 511 System optimization gains, net $ 1,924 $ 15,654 $ 10,350 $ 14,849 _______________ (a) Net assets sold consisted primarily of inventory and equipment. (b) During the six months ended July 3, 2016 , the Company recorded favorable lease assets of $183 and unfavorable lease liabilities of $5,089 as a result of leasing and/or subleasing land, buildings, and/or leasehold improvements to franchisees, in connection with sales of restaurants. During the three and six months ended June 28, 2015 , the Company recorded favorable lease assets of $23,428 and $25,807 , respectively, and unfavorable lease liabilities of $15,505 and $18,412 , respectively. (c) The three and six months ended June 28, 2015 includes a deferred gain of $2,387 related to the sale of 14 Canadian restaurants to a franchisee, as a result of certain contingencies related to the extension of lease terms. The deferred gain is included in “Other liabilities.” The three and six months ended June 28, 2015 also includes a note receivable of $1,801 from a franchisee in connection with the sale of 16 Canadian restaurants, which has been recognized as part of the overall loss on sale. (d) The three and six months ended June 28, 2015 includes the recognition of a gain on sale of $2,450 related to the repayment of notes receivable from franchisees in connection with sales of restaurants in 2014. (e) During the three and six months ended July 3, 2016 , the Company received cash proceeds of $3,893 and $5,463 , respectively, primarily from the sale of surplus properties. During the three and six months ended June 28, 2015 , the Company received cash proceeds of $905 and $2,598 , respectively. |
Assets Held for Sale [Table Text Block] | Assets Held for Sale July 3, January 3, 2016 Number of restaurants classified as held for sale 258 99 Net restaurant assets held for sale (a) $ 114,720 $ 50,262 Other assets held for sale (a) $ 6,026 $ 7,124 _______________ (a) Net restaurant assets held for sale include company-owned restaurants and consist primarily of cash, inventory, equipment and an estimate of allocable goodwill. Other assets held for sale primarily consist of surplus properties. Assets held for sale are included in “ Prepaid expenses and other current assets .” |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The table below presents the allocation of the total purchase price to the fair value of assets acquired and liabilities assumed for acquisitions of franchised restaurants: Six Months Ended July 3, June 28, Restaurants acquired from franchisees 2 4 Total consideration paid, net of cash received $ 2,209 $ 1,232 Identifiable assets acquired and liabilities assumed: Properties 2,218 1,303 Acquired franchise rights — 760 Other assets 9 — Capital lease obligations — (706 ) Unfavorable leases — (440 ) Other liabilities (18 ) (80 ) Total identifiable net assets 2,209 837 Goodwill $ — $ 395 |
Reorganization and Realignmen26
Reorganization and Realignment Costs (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs [Table Text Block] | The following is a summary of the initiatives included in “Reorganization and realignment costs:” Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, G&A realignment $ 406 $ 4,372 $ 933 $ 8,535 System optimization initiative 2,081 1,907 4,804 2,357 Reorganization and realignment costs $ 2,487 $ 6,279 $ 5,737 $ 10,892 |
General and Administrative Realignment and Reinvestment [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs [Table Text Block] | The following is a summary of the activity recorded as a result of our G&A realignment plan: Three Months Ended Six Months Ended Total Incurred Since Inception July 3, June 28, July 3, June 28, Severance and related employee costs (a) $ 35 $ 637 $ 11 $ 2,619 $ 14,939 Recruitment and relocation costs 353 514 893 984 2,760 Other 18 9 29 41 166 406 1,160 933 3,644 17,865 Share-based compensation (b) — 3,212 — 4,891 6,336 Total G&A realignment $ 406 $ 4,372 $ 933 $ 8,535 $ 24,201 _______________ (a) The six months ended July 3, 2016 includes a reversal of an accrual of $32 as a result of a change in estimate. (b) Represents incremental share-based compensation resulting from the modification of stock options and performance-based awards in connection with the termination of employees under our G&A realignment plan. |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | The tables below present a rollforward of our accruals for our G&A realignment plan, which are included in “Accrued expenses and other current liabilities.” Balance January 3, 2016 Charges Payments Balance July 3, 2016 Severance and related employee costs $ 3,431 $ 11 $ (2,325 ) $ 1,117 Recruitment and relocation costs 144 893 (807 ) 230 Other — 29 (29 ) — $ 3,575 $ 933 $ (3,161 ) $ 1,347 Balance December 28, 2014 Charges Payments Balance June 28, 2015 Severance and related employee costs $ 11,609 $ 2,619 $ (5,974 ) $ 8,254 Recruitment and relocation costs 149 984 (902 ) 231 Other 5 41 (46 ) — $ 11,763 $ 3,644 $ (6,922 ) $ 8,485 |
System Optimization [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs [Table Text Block] | The following is a summary of the costs recorded as a result of our system optimization initiative: Three Months Ended Six Months Ended Total Incurred Since Inception July 3, June 28, July 3, June 28, Severance and related employee costs $ 18 $ 303 $ 18 $ 629 $ 18,170 Professional fees 1,445 110 3,146 151 12,319 Other (a) (37 ) (128 ) 40 (45 ) 5,511 1,426 285 3,204 735 36,000 Accelerated depreciation and amortization (b) 655 1,622 1,600 1,622 25,398 Share-based compensation (c) — — — — 5,013 Total system optimization initiative $ 2,081 $ 1,907 $ 4,804 $ 2,357 $ 66,411 _______________ (a) The three and six months ended July 3, 2016 and June 28, 2015 include a reversal of an accrual of $50 and $210 , respectively, as a result of a change in estimate. (b) Primarily includes accelerated amortization of previously acquired franchise rights related to company-owned restaurants in territories that will be or have been sold in connection with our system optimization initiative. (c) Represents incremental share-based compensation resulting from the modification of stock options and performance-based awards in connection with the termination of employees under our system optimization initiative. |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | The tables below present a rollforward of our accrual for our system optimization initiative, which is included in “Accrued expenses and other current liabilities.” Balance January 3, 2016 Charges Payments Balance July 3, 2016 Severance and related employee costs $ 77 $ 18 $ (35 ) $ 60 Professional fees 708 3,146 (3,497 ) 357 Other 90 40 (130 ) — $ 875 $ 3,204 $ (3,662 ) $ 417 Balance December 28, 2014 Charges Payments Balance June 28, 2015 Severance and related employee costs $ 2,235 $ 629 $ (2,438 ) $ 426 Professional fees 146 151 (159 ) 138 Other 423 (45 ) (254 ) 124 $ 2,804 $ 735 $ (2,851 ) $ 688 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments [Table Text Block] | Presented below is activity related to our investment in TimWen and the Brazil JV included in our condensed consolidated financial statements: Six Months Ended July 3, June 28, Balance at beginning of period $ 55,541 $ 69,790 Investment 113 — Equity in earnings for the period 5,410 5,712 Amortization of purchase price adjustments (a) (1,135 ) (1,167 ) 4,275 4,545 Distributions received (5,786 ) (5,825 ) Foreign currency translation adjustment included in “Other comprehensive income (loss), net” 3,952 (3,971 ) Balance at end of period $ 58,095 $ 64,539 _______________ (a) Purchase price adjustments which impacted the carrying value of the Company’s investment in TimWen are being amortized over the average original aggregate life of 21 years. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments: July 3, January 3, Carrying Amount Fair Value Carrying Amount Fair Value Fair Value Measurements Financial assets Cash equivalents $ 40,744 $ 40,744 $ 45,339 $ 45,339 Level 1 Non-current cost method investments (a) 2,846 294,130 2,828 249,870 Level 3 Financial liabilities Series 2015-1 Class A-2-I Notes (b) 868,438 870,956 872,813 849,106 Level 2 Series 2015-1 Class A-2-II Notes (b) 893,250 917,278 897,750 879,795 Level 2 Series 2015-1 Class A-2-III Notes (b) 496,250 500,369 498,750 484,648 Level 2 7% debentures, due in 2025 (b) 87,665 101,000 87,057 100,500 Level 2 Guarantees of franchisee loan obligations (c) 810 810 851 851 Level 3 _______________ (a) The fair value of our indirect investment in Arby’s Restaurant Group, Inc. (“Arby’s”) is based on applying a multiple to Arby’s adjusted earnings before income taxes, depreciation and amortization per its current unaudited financial information. The carrying value of our indirect investment in Arby’s was reduced to zero during 2013 in connection with the receipt of a dividend. The fair values of our remaining investments are not significant and are based on our review of information provided by the investment managers or investees which was based on (1) valuations performed by the investment managers or investees, (2) quoted market or broker/dealer prices for similar investments and (3) quoted market or broker/dealer prices adjusted by the investment managers for legal or contractual restrictions, risk of nonperformance or lack of marketability, depending upon the underlying investments. (b) The fair values were based on quoted market prices in markets that are not considered active markets. (c) Wendy’s has provided loan guarantees to various lenders on behalf of franchisees entering into debt arrangements for new restaurant development and equipment financing. In addition, during 2012, Wendy’s provided a guarantee to a lender for a franchisee in connection with the refinancing of the franchisee’s debt. We have accrued a liability for the fair value of these guarantees, the calculation of which was based upon a weighted average risk percentage established at inception and adjusted for a history of defaults. |
Fair Value, Nonrecurring [Table Text Block] | Fair Value Measurements Six Months Ended July 3, 2016 Total Losses July 3, Level 1 Level 2 Level 3 Held and used $ 5,377 $ — $ — $ 5,377 $ 12,526 Held for sale 967 — — 967 104 Total $ 6,344 $ — $ — $ 6,344 $ 12,630 Fair Value Measurements 2015 Total Losses January 3, 2016 Level 1 Level 2 Level 3 Held and used $ 10,244 $ — $ — $ 10,244 $ 22,346 Held for sale 4,328 — — 4,328 2,655 Total $ 14,572 $ — $ — $ 14,572 $ 25,001 |
Impairment of Long-Lived Asse29
Impairment of Long-Lived Assets (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Asset Impairment Charges [Abstract] | |
Impairment of Long-Lived Assets by Type [Table Text Block] | The following is a summary of impairment losses recorded, which represent the excess of the carrying amount over the fair value of the affected assets and are included in “Impairment of long-lived assets.” Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Restaurants leased or subleased to franchisees $ 5,490 $ 7,551 $ 12,491 $ 8,256 Surplus properties — 394 104 1,152 Company-owned restaurants 35 2,073 35 2,547 $ 5,525 $ 10,018 $ 12,630 $ 11,955 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Earnings Per Share [Abstract] | |
Weighted average number of shares used to calculate basic and diluted net income per share | The weighted average number of shares used to calculate basic and diluted net income per share were as follows: Three Months Ended Six Months Ended July 3, June 28, July 3, June 28, Common stock: Weighted average basic shares outstanding 265,915 363,766 268,065 365,175 Dilutive effect of stock options and restricted shares 4,350 6,776 4,442 6,700 Weighted average diluted shares outstanding 270,265 370,542 272,507 371,875 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jul. 03, 2016 | |
Equity [Abstract] | |
Summary of Stockholders' Equity | The following is a summary of the changes in stockholders’ equity: Six Months Ended July 3, June 28, Balance at beginning of period $ 752,914 $ 1,717,576 Comprehensive income 66,931 52,563 Cash dividends (32,152 ) (40,189 ) Repurchases of common stock (109,348 ) (63,206 ) Share-based compensation 9,925 12,242 Exercises of stock options 6,238 15,278 Vesting of restricted shares (2,841 ) (1,393 ) Tax benefit from share-based compensation 1,402 45,452 Other 95 103 Balance at end of period $ 693,164 $ 1,738,426 |
Schedule of Accumulated Other Comprehensive Loss [Table Text Block] | The following table provides a rollforward of the components of accumulated other comprehensive loss, net of tax as applicable: Foreign Currency Translation Cash Flow Hedges (a) Pension Total Balance at January 3, 2016 $ (66,163 ) $ (3,571 ) $ (1,089 ) $ (70,823 ) Current-period other comprehensive income (loss) 14,256 888 (56 ) 15,088 Balance at July 3, 2016 $ (51,907 ) $ (2,683 ) $ (1,145 ) $ (55,735 ) Balance at December 28, 2014 $ (28,363 ) $ (2,044 ) $ (887 ) $ (31,294 ) Current-period other comprehensive loss (12,494 ) (2,442 ) (203 ) (15,139 ) Balance at June 28, 2015 $ (40,857 ) $ (4,486 ) $ (1,090 ) $ (46,433 ) _______________ (a) Current-period other comprehensive loss for the three and six months ended June 28, 2015 includes the effect of changes in unrealized losses on cash flow hedges, net of tax. The three and six months ended July 3, 2016 includes the reclassification of unrealized losses on cash flow hedges of $443 and $888 , respectively, from “Accumulated other comprehensive loss” to our condensed consolidated statements of operations. The reclassification of unrealized losses on cash flow hedges for the three and six months ended July 3, 2016 consists of $724 and $1,447 , respectively, recorded to “Interest expense,” net of the related income tax benefit of $281 and $559 , respectively, recorded to “Provision for income taxes.” See Note 7 for more information. |
Basis of Presentation Accelerat
Basis of Presentation Accelerated Depreciation on IA Remodels (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 30,749 | $ 39,335 | $ 63,094 | $ 74,880 |
Assets, Accelerated Useful Lives [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 1,393 | $ 3,215 |
Discontinued Operations (Loss)
Discontinued Operations (Loss) Income from Discontinued Operations (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jan. 03, 2016 | May 31, 2015 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Income from discontinued operations, net of income taxes | $ 0 | $ 231 | $ 0 | $ 9,588 | |||
Gain on disposal of discontinued operations before income taxes | 0 | 27,338 | |||||
Gain on disposal of discontinued operations, net of income taxes | 0 | 15,139 | 0 | 15,139 | |||
Net income from discontinued operations | 0 | 15,370 | 0 | 24,727 | |||
Proceeds from sale | 45,078 | 38,697 | |||||
Gain (loss) on sales | 1,924 | 15,654 | 10,350 | 14,849 | |||
Bakery [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Percentage of Membership Interests Sold | 100.00% | ||||||
Disposal Group, Including Discontinued Operation, Assets | 0 | 0 | $ 0 | ||||
Disposal Group, Including Discontinued Operation, Liabilities | 0 | 0 | $ 0 | ||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Capital Expenditure, Discontinued Operations | 2,106 | 2,693 | |||||
Discontinued Operations [Member] | Bakery [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Severance Related Costs Associated with Discontinued Operation | 791 | 791 | |||||
Disposal Group, Including Discontinued Operation, Consideration | $ 78,500 | ||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Revenues | 11,408 | 25,885 | |||||
Cost of sales | (9,175) | (7,336) | |||||
Disposal Group, Including Discontinued Operation, Gross Profit (Loss) | 2,233 | 18,549 | |||||
General and administrative | (483) | (1,097) | |||||
Depreciation and amortization | (962) | (2,297) | |||||
Other expense, net | (12) | (34) | |||||
Income from discontinued operations before income taxes | 776 | 15,121 | |||||
Provision for income taxes | (545) | (5,533) | |||||
Income from discontinued operations, net of income taxes | 231 | 9,588 | |||||
Gain on disposal of discontinued operations before income taxes | 27,338 | 27,338 | |||||
Provision for income taxes on gain on disposal | (12,199) | (12,199) | |||||
Gain on disposal of discontinued operations, net of income taxes | 15,139 | 15,139 | |||||
Net income from discontinued operations | 15,370 | 24,727 | |||||
Discontinued Operations [Member] | Withdrawal from Multiemployer Defined Benefit Plan [Member] | Bakery [Member] | |||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Withdrawal Obligation, Period Increase (Decrease) | (12,486) | ||||||
Sale of Other Assets [Member] | |||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Proceeds from sale | 3,893 | 905 | 5,463 | 2,598 | |||
Gain (loss) on sales | $ 1,379 | 149 | 1,457 | 511 | |||
Sale of Other Assets [Member] | Discontinued Operations [Member] | Bakery [Member] | |||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Proceeds from sale | 41 | 50 | |||||
Gain (loss) on sales | $ 40 | $ 32 | |||||
Cost of Sales [Member] | Bakery [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Discontinued Operation, Amount of Continuing Cash Flows after Disposal | $ 996 | $ 5,265 |
Discontinued Operations Gain on
Discontinued Operations Gain on Disposal of Discontinued Operation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | May 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of the Bakery | $ 0 | $ 78,408 | |||
Gain on disposal of discontinued operations before income taxes | 0 | 27,338 | |||
Gain on disposal of discontinued operations, net of income taxes | $ 0 | $ 15,139 | $ 0 | 15,139 | |
Bakery [Member] | Discontinued Operations [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of the Bakery | 78,408 | 78,408 | |||
Net working capital | (5,655) | (5,655) | |||
Net assets sold | (30,664) | (30,664) | |||
Goodwill allocated to the sale of the Bakery | (12,067) | (12,067) | |||
Other | (2,684) | (2,684) | |||
Gain on disposal of discontinued operations before income taxes | 27,338 | 27,338 | |||
Provision for income taxes | (12,199) | (12,199) | |||
Gain on disposal of discontinued operations, net of income taxes | 15,139 | 15,139 | |||
Disposal Group, Including Discontinued Operation, Consideration | $ 78,500 | ||||
Obligation for Employer Provided Health Insurance [Member] | Bakery [Member] | Discontinued Operations [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Other | $ (1,993) | $ (1,993) |
System Optimization Gains, Ne35
System Optimization Gains, Net Summary of Disposition Activity (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 10, 2016USD ($)Restaurant | Jul. 03, 2016USD ($)Restaurant | Jun. 28, 2015USD ($)Restaurant | Jul. 03, 2016USD ($)Restaurant | Jun. 28, 2015USD ($)Restaurant | Jan. 03, 2016Restaurant | Dec. 28, 2014Restaurant | Dec. 29, 2013Restaurant | Feb. 28, 2015Restaurant | |
Property, Plant and Equipment [Line Items] | |||||||||
Significant Changes, Planned Franchises to Sell | Restaurant | 258 | 258 | 540 | ||||||
Future company-owned restaurant ownership percentage | 5.00% | ||||||||
Gain on Sale of Restaurants [Abstract] | |||||||||
Proceeds from sale | $ 45,078 | $ 38,697 | |||||||
System optimization gains, net | $ 1,924 | $ 15,654 | $ 10,350 | $ 14,849 | |||||
Sale of Company-Owned Restaurants to Franchisees [Member] | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Number of restaurants sold to franchisees | Restaurant | 0 | 83 | 55 | 100 | 327 | 255 | 244 | ||
Gain on Sale of Restaurants [Abstract] | |||||||||
Proceeds from sale | $ 0 | $ 31,468 | $ 39,615 | $ 36,049 | |||||
Net assets sold | 0 | (15,158) | (17,055) | (17,380) | |||||
Goodwill related to sales of restaurants | 0 | (6,840) | (6,376) | (7,863) | |||||
Net favorable (unfavorable) leases | 0 | 7,923 | (4,906) | 7,395 | |||||
Other | 0 | (2,822) | (795) | (3,224) | |||||
Gain on sales of restaurants, net, before post-closing adjustments | 0 | 14,571 | 10,483 | 14,977 | |||||
Post-closing adjustments on sales of restaurants | 545 | 934 | (1,590) | (639) | |||||
System optimization gains, net | 545 | 15,505 | 8,893 | 14,338 | |||||
Favorable Lease Assets | 23,428 | 183 | 25,807 | ||||||
Unfavorable Lease Liabilities | 15,505 | $ 5,089 | 18,412 | ||||||
Deferred Gain on Sale of Property | $ 2,387 | $ 2,387 | |||||||
Franchises Sold, Deferred Gain on Sale | Restaurant | 14 | 14 | |||||||
Recognition of Note Receivable on Sale of Property | $ 1,801 | $ 1,801 | |||||||
Franchises Sold, Recognition of Note Receivable | Restaurant | 16 | 16 | |||||||
Recognition of Gain on Sale of Property | $ 2,450 | ||||||||
Sale of franchise-operated restaurant to franchisee [Member] | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Number of restaurants sold to franchisees | Restaurant | 126 | ||||||||
Sale of Other Assets [Member] | |||||||||
Gain on Sale of Restaurants [Abstract] | |||||||||
Proceeds from sale | 3,893 | 905 | $ 5,463 | $ 2,598 | |||||
System optimization gains, net | $ 1,379 | $ 149 | $ 1,457 | $ 511 | |||||
Subsequent Event [Member] | Sale of Company-Owned Restaurants to Franchisees [Member] | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Number of restaurants sold to franchisees | Restaurant | 82 | ||||||||
Gain on Sale of Restaurants [Abstract] | |||||||||
Proceeds from sale | $ 66,300 |
System Optimization Gains, Ne36
System Optimization Gains, Net Assets Held for Sale (Details) $ in Thousands | Jul. 03, 2016USD ($)Restaurant | Jan. 03, 2016USD ($)Restaurant |
Restaurant assets held for sale [Member] | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Number of restaurants classified as held for sale | Restaurant | 258 | 99 |
Assets held for sale | $ 114,720 | $ 50,262 |
Other assets held for sale [Member] | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Assets held for sale | $ 6,026 | $ 7,124 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 6 Months Ended | ||
Jul. 03, 2016USD ($)Restaurant | Jun. 28, 2015USD ($)Restaurant | Jan. 03, 2016USD ($) | |
Identifiable assets acquired and liabilities assumed: | |||
Goodwill | $ 739,566 | $ 770,781 | |
Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Restaurants acquired from franchisees | Restaurant | 2 | 4 | |
Total consideration paid, net of cash received | $ 2,209 | $ 1,232 | |
Identifiable assets acquired and liabilities assumed: | |||
Properties | 2,218 | 1,303 | |
Acquired franchise rights | 0 | 760 | |
Other assets | 9 | 0 | |
Capital lease obligations | 0 | (706) | |
Unfavorable leases | 0 | (440) | |
Other liabilities | (18) | (80) | |
Total identifiable net assets | 2,209 | 837 | |
Goodwill | $ 0 | $ 395 |
Reorganization and Realignmen38
Reorganization and Realignment Costs Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization and realignment costs | $ 2,487 | $ 6,279 | $ 5,737 | $ 10,892 |
General and Administrative Realignment and Reinvestment [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization and realignment costs | 406 | 4,372 | 933 | 8,535 |
System Optimization [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization and realignment costs | $ 2,081 | $ 1,907 | $ 4,804 | $ 2,357 |
Reorganization and Realignmen39
Reorganization and Realignment Costs G&A Realignment Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | $ 2,487 | $ 6,279 | $ 5,737 | $ 10,892 |
General and Administrative Realignment and Reinvestment [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Expected Cost Remaining | 950 | 950 | ||
Restructuring and Related Cost, Incurred Cost | 406 | 1,160 | 933 | 3,644 |
Restructuring Charges | 406 | 4,372 | 933 | 8,535 |
Restructuring and Related Cost, Cost Incurred to Date | 17,865 | 17,865 | ||
Restructuring Charges, Incurred to Date | 24,201 | 24,201 | ||
General and Administrative Realignment and Reinvestment [Member] | Severance and related employee costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | 35 | 637 | 11 | 2,619 |
Restructuring and Related Cost, Cost Incurred to Date | 14,939 | 14,939 | ||
Restructuring Reserve, Accrual Adjustment | (32) | |||
General and Administrative Realignment and Reinvestment [Member] | Recruitment and relocation costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | 353 | 514 | 893 | 984 |
Restructuring and Related Cost, Cost Incurred to Date | 2,760 | 2,760 | ||
General and Administrative Realignment and Reinvestment [Member] | Other [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | 18 | 9 | 29 | 41 |
Restructuring and Related Cost, Cost Incurred to Date | 166 | 166 | ||
General and Administrative Realignment and Reinvestment [Member] | Share based compensation [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 0 | $ 3,212 | 0 | $ 4,891 |
Restructuring Charges, Incurred to Date | $ 6,336 | $ 6,336 |
Reorganization and Realignmen40
Reorganization and Realignment Costs G&A Realignment Accrual Rollforward (Details) - General and Administrative Realignment and Reinvestment [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | $ 3,575 | $ 11,763 | ||
Charges | $ 406 | $ 1,160 | 933 | 3,644 |
Payments | (3,161) | (6,922) | ||
Ending balance | 1,347 | 8,485 | 1,347 | 8,485 |
Severance and related employee costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 3,431 | 11,609 | ||
Charges | 35 | 637 | 11 | 2,619 |
Payments | (2,325) | (5,974) | ||
Ending balance | 1,117 | 8,254 | 1,117 | 8,254 |
Recruitment and relocation costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 144 | 149 | ||
Charges | 353 | 514 | 893 | 984 |
Payments | (807) | (902) | ||
Ending balance | 230 | 231 | 230 | 231 |
Other [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 0 | 5 | ||
Charges | 18 | 9 | 29 | 41 |
Payments | (29) | (46) | ||
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 |
Reorganization and Realignmen41
Reorganization and Realignment Costs System Optimization Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | $ 2,487 | $ 6,279 | $ 5,737 | $ 10,892 |
System Optimization [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Expected Cost Remaining | 3,700 | 3,700 | ||
Restructuring and Related Cost, Incurred Cost | 1,426 | 285 | 3,204 | 735 |
Restructuring Charges | 2,081 | 1,907 | 4,804 | 2,357 |
Restructuring and Related Cost, Cost Incurred to Date | 36,000 | 36,000 | ||
Restructuring Charges, Incurred to Date | 66,411 | 66,411 | ||
System Optimization [Member] | Severance and related employee costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | 18 | 303 | 18 | 629 |
Restructuring and Related Cost, Cost Incurred to Date | 18,170 | 18,170 | ||
System Optimization [Member] | Professional fees [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | 1,445 | 110 | 3,146 | 151 |
Restructuring and Related Cost, Cost Incurred to Date | 12,319 | 12,319 | ||
System Optimization [Member] | Other [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and Related Cost, Incurred Cost | (37) | (128) | 40 | (45) |
Restructuring and Related Cost, Cost Incurred to Date | 5,511 | 5,511 | ||
Restructuring Reserve, Accrual Adjustment | (50) | (210) | (50) | (210) |
System Optimization [Member] | Accelerated depreciation and amortization [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 655 | 1,622 | 1,600 | 1,622 |
Restructuring Charges, Incurred to Date | 25,398 | 25,398 | ||
System Optimization [Member] | Share based compensation [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 0 | $ 0 | 0 | $ 0 |
Restructuring Charges, Incurred to Date | $ 5,013 | $ 5,013 |
Reorganization and Realignmen42
Reorganization and Realignment Costs System Optimization Accrual Rollforward (Details) - System Optimization [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | $ 875 | $ 2,804 | ||
Charges | $ 1,426 | $ 285 | 3,204 | 735 |
Payments | (3,662) | (2,851) | ||
Ending balance | 417 | 688 | 417 | 688 |
Severance and related employee costs [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 77 | 2,235 | ||
Charges | 18 | 303 | 18 | 629 |
Payments | (35) | (2,438) | ||
Ending balance | 60 | 426 | 60 | 426 |
Professional fees [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 708 | 146 | ||
Charges | 1,445 | 110 | 3,146 | 151 |
Payments | (3,497) | (159) | ||
Ending balance | 357 | 138 | 357 | 138 |
Other [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 90 | 423 | ||
Charges | (37) | (128) | 40 | (45) |
Payments | (130) | (254) | ||
Ending balance | $ 0 | $ 124 | $ 0 | $ 124 |
Investments (Details)
Investments (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016USD ($)yr | Jun. 28, 2015USD ($)yr | Jul. 03, 2016USD ($)yr | Jun. 28, 2015USD ($)yr | |
Investment in Joint Venture [Roll Forward] | ||||
Equity in earnings for the period, net of amortization of purchase price adjustment | $ 4,275 | $ 4,545 | ||
Distributions received | (5,786) | (5,825) | ||
Foreign currency translation adjustment included in “Other comprehensive income (loss), net” | $ 1,580 | $ 4,901 | $ 14,256 | $ (12,494) |
TimWen [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | ||
Investment in Joint Venture [Roll Forward] | ||||
Equity Method Investment, Purchase Price Adjustment, Amortization Period | yr | 21 | 21 | 21 | 21 |
Brazil JV [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 20.00% | 20.00% | ||
TimWen and Brazil JV [Member] | ||||
Investment in Joint Venture [Roll Forward] | ||||
Balance at beginning of period | $ 55,541 | $ 69,790 | ||
Investment | 113 | 0 | ||
Equity in earnings for the period | 5,410 | 5,712 | ||
Amortization of purchase price adjustments | (1,135) | (1,167) | ||
Equity in earnings for the period, net of amortization of purchase price adjustment | 4,275 | 4,545 | ||
Distributions received | (5,786) | (5,825) | ||
Foreign currency translation adjustment included in “Other comprehensive income (loss), net” | 3,952 | (3,971) | ||
Balance at end of period | $ 58,095 | $ 64,539 | $ 58,095 | $ 64,539 |
Fair Value Measurements Financi
Fair Value Measurements Financial Instruments (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jan. 03, 2016 | Dec. 29, 2013 |
Reported Value Measurement [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash equivalents | $ 40,744 | $ 45,339 | |
Non-current cost method investments | 2,846 | 2,828 | |
Guarantees of franchisee loan obligations | 810 | 851 | |
Reported Value Measurement [Member] | Series 2015-1 Class A-2-I Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 868,438 | 872,813 | |
Reported Value Measurement [Member] | Series 2015-1 Class A-2-II Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 893,250 | 897,750 | |
Reported Value Measurement [Member] | Series 2015-1 Class A-2-III Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 496,250 | 498,750 | |
Reported Value Measurement [Member] | 7% Debentures [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 87,665 | 87,057 | |
Reported Value Measurement [Member] | Arby's Restaurant Group, Inc [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Non-current cost method investments | $ 0 | ||
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash equivalents | 40,744 | 45,339 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Non-current cost method investments | 294,130 | 249,870 | |
Guarantees of franchisee loan obligations | 810 | 851 | |
Estimate of Fair Value Measurement [Member] | Series 2015-1 Class A-2-I Notes [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 870,956 | 849,106 | |
Estimate of Fair Value Measurement [Member] | Series 2015-1 Class A-2-II Notes [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 917,278 | 879,795 | |
Estimate of Fair Value Measurement [Member] | Series 2015-1 Class A-2-III Notes [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | 500,369 | 484,648 | |
Estimate of Fair Value Measurement [Member] | 7% Debentures [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument | $ 101,000 | $ 100,500 |
Fair Value Measurements Derivat
Fair Value Measurements Derivative Instruments (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
May 31, 2015USD ($) | Jul. 03, 2016USD ($) | Jul. 03, 2016USD ($) | Jun. 28, 2015USD ($)cash_flow_hedge | |
Derivatives, Fair Value [Line Items] | ||||
Number of interest rate derivatives held | cash_flow_hedge | 7 | |||
Payments for termination of cash flow hedges | $ 0 | $ 7,337 | ||
Unrealized Gain (Loss) on Cash Flow Hedging Instruments | $ (7,275) | |||
Gain (Loss) on Cash Flow Hedge Ineffectiveness, net | 0 | |||
Interest Rate Swap [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Payments for termination of cash flow hedges | $ 7,275 | |||
Cash Flow Hedging [Member] | Term A Loan, 2018 [Member] | Interest Rate Swap [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative Liability, Notional Amount | 350,000 | |||
Cash Flow Hedging [Member] | Term B Loan, 2019 [Member] | Interest Rate Swap [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative Liability, Notional Amount | $ 100,000 | |||
Interest Expense [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Before Tax | $ (724) | $ (1,447) |
Fair Value Measurements Non-Rec
Fair Value Measurements Non-Recurring Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jan. 03, 2016 | |
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis [Line Items] | |||||
Impairment of Long-Lived Assets Held-for-use | $ 12,526 | $ 22,346 | |||
Impairment of Long-Lived Assets to be Disposed of | 104 | 2,655 | |||
Impairment of long-lived assets | $ 5,525 | $ 10,018 | 12,630 | $ 11,955 | 25,001 |
Fair Value, Measurements, Nonrecurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis [Line Items] | |||||
Assets Held and Used, Long Lived, Fair Value Disclosure | 5,377 | 5,377 | 10,244 | ||
Assets Held-for-sale, Long Lived, Fair Value Disclosure | 967 | 967 | 4,328 | ||
Total | 6,344 | 6,344 | 14,572 | ||
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis [Line Items] | |||||
Assets Held and Used, Long Lived, Fair Value Disclosure | 0 | 0 | 0 | ||
Assets Held-for-sale, Long Lived, Fair Value Disclosure | 0 | 0 | 0 | ||
Total | 0 | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis [Line Items] | |||||
Assets Held and Used, Long Lived, Fair Value Disclosure | 0 | 0 | 0 | ||
Assets Held-for-sale, Long Lived, Fair Value Disclosure | 0 | 0 | 0 | ||
Total | 0 | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis [Line Items] | |||||
Assets Held and Used, Long Lived, Fair Value Disclosure | 5,377 | 5,377 | 10,244 | ||
Assets Held-for-sale, Long Lived, Fair Value Disclosure | 967 | 967 | 4,328 | ||
Total | $ 6,344 | $ 6,344 | $ 14,572 |
Impairment of Long-Lived Asse47
Impairment of Long-Lived Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jan. 03, 2016 | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of long-lived assets | $ 5,525 | $ 10,018 | $ 12,630 | $ 11,955 | $ 25,001 |
Restaurants leased or subleased to franchisees | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of long-lived assets | 5,490 | 7,551 | 12,491 | 8,256 | |
Company-owned restaurants | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of long-lived assets | 35 | 2,073 | 35 | 2,547 | |
Surplus properties | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of long-lived assets | $ 0 | $ 394 | $ 104 | $ 1,152 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jul. 03, 2016 | Apr. 03, 2016 | Jun. 28, 2015 | Mar. 29, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jan. 03, 2016 | |
Income Tax Disclosure [Abstract] | |||||||
Effective Income Tax Rate, Continuing Operations | 29.00% | 38.10% | 29.20% | 34.40% | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | 35.00% | 35.00% | |||
Quantifying Misstatement in Current Year Financial Statements, Amount | $ (4,235) | $ (2,878) | |||||
State Income Tax Benefit from Tax Examination | $ 1,872 | ||||||
Unrecognized Tax Benefits, Period Increase (Decrease) | $ (1,274) | ||||||
Decrease in Unrecognized Tax Benefits is Reasonably Possible | 393 | $ 393 | |||||
Accounts and notes receivable [Member] | |||||||
Income Taxes Receivable | $ 32,638 | $ 32,638 | $ 23,508 |
Net Income Per Share (Details)
Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Common Stock: | ||||
Weighted average basic shares outstanding | 265,915 | 363,766 | 268,065 | 365,175 |
Dilutive effect of stock options and restricted shares | 4,350 | 6,776 | 4,442 | 6,700 |
Weighted average diluted shares outstanding | 270,265 | 370,542 | 272,507 | 371,875 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 259 | 434 | 1,992 | 599 |
Stockholders' Equity Rollforwar
Stockholders' Equity Rollforward (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2016 | Jun. 28, 2015 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Balance at beginning of period | $ 752,914 | $ 1,717,576 |
Comprehensive Income | 66,931 | 52,563 |
Cash dividends | (32,152) | (40,189) |
Repurchases of common stock | (109,348) | (63,206) |
Share-based compensation | 9,925 | 12,242 |
Exercises of stock options | 6,238 | 15,278 |
Vesting of restricted shares | (2,841) | (1,393) |
Tax benefit from share-based compensation | 1,402 | 45,452 |
Other | 95 | 103 |
Balance at end of period | $ 693,164 | $ 1,738,426 |
Stockholders' Equity Repurchase
Stockholders' Equity Repurchases of Common Stock (Details) - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 04, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 03, 2015 | Jun. 01, 2015 | Aug. 31, 2014 | |
$1.4 Billion Repurchase Program [Member] | |||||||
Stock Repurchase Program, Authorized Amount | $ 1,400,000 | ||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 268,969 | ||||||
Stock Repurchase Program, Cost Incurred | $ 161 | ||||||
Treasury Stock, Shares, Acquired | 10,767 | ||||||
Treasury Stock, Value, Acquired, Cost Method, excluding Commissions | $ 109,187 | ||||||
Stock Repurchase Program, Repurchase Accrual | $ 2,991 | ||||||
Tender Offer and Purchase Agreement [Domain] | |||||||
Stock Repurchase Program, Authorized Amount | $ 850,000 | ||||||
Tender Offer [Member] | |||||||
Stock Repurchase Program, Authorized Amount | 639,000 | ||||||
Stock Repurchase Program, Cost Incurred | $ 1,489 | ||||||
Purchase agreement [Member] | |||||||
Stock Repurchase Program, Authorized Amount | $ 211,000 | ||||||
$100 Million Repurchase Program [Member] | |||||||
Stock Repurchase Program, Authorized Amount | $ 100,000 | ||||||
Stock Repurchase Program, Cost Incurred | $ 86 | ||||||
Treasury Stock, Shares, Acquired | 5,655 | ||||||
Treasury Stock, Value, Acquired, Cost Method, excluding Commissions | $ 61,631 | ||||||
Subsequent Event [Member] | |||||||
Stock Repurchase Program, Cost Incurred | $ 32 | ||||||
Treasury Stock, Shares, Acquired | 2,171 | ||||||
Treasury Stock, Value, Acquired, Cost Method, excluding Commissions | $ 21,064 |
Stockholders' Equity Accumulate
Stockholders' Equity Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | |
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Balance, beginning of year | $ (70,823) | $ (31,294) | ||
Current-period other comprehensive income (loss) | $ 1,967 | $ 4,925 | 15,088 | (15,139) |
Balance, end of the period | (55,735) | (46,433) | (55,735) | (46,433) |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax | 443 | 888 | ||
Interest Expense [Member] | ||||
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Before Tax | (724) | (1,447) | ||
Provision for income taxes [Member] | ||||
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | (281) | (559) | ||
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Balance, beginning of year | (66,163) | (28,363) | ||
Current-period other comprehensive income (loss) | 14,256 | (12,494) | ||
Balance, end of the period | (51,907) | (40,857) | (51,907) | (40,857) |
Cash Flow Hedges | ||||
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Balance, beginning of year | (3,571) | (2,044) | ||
Current-period other comprehensive income (loss) | 888 | (2,442) | ||
Balance, end of the period | (2,683) | (4,486) | (2,683) | (4,486) |
Pension | ||||
Accumulated Other Comprehensive Loss, Net of Tax [Roll Forward] | ||||
Balance, beginning of year | (1,089) | (887) | ||
Current-period other comprehensive income (loss) | (56) | (203) | ||
Balance, end of the period | $ (1,145) | $ (1,090) | $ (1,145) | $ (1,090) |
Transactions with Related Par53
Transactions with Related Parties (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2016 | Jun. 28, 2015 | |
QSCC [Member] | General and Administrative Expense [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 76 | $ 92 |
TimWen [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Expenses from Transactions with Related Party | 5,727 | 5,892 |
TimWen [Member] | General and Administrative Expense [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 104 | $ 112 |
Guarantees and Other Commitme54
Guarantees and Other Commitments and Contingencies Franchisee Image Activation Programs (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jul. 03, 2016 | Apr. 03, 2016 | Jul. 01, 2013 | |
Guarantor Obligations [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 34,967 | ||
Debt Instrument, Face Amount | $ 2,275,000 | ||
Minimum [Member] | |||
Guarantor Obligations [Line Items] | |||
Years of reduction in royalty payment attributable to incentive program | 1 year | ||
Maximum [Member] | |||
Guarantor Obligations [Line Items] | |||
Years of reduction in royalty payment attributable to incentive program | 2 years | ||
Standby Letters of Credit [Member] | |||
Guarantor Obligations [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 1,000 | $ 6,000 | $ 6,000 |
Amended Letters of Credit, Amount | $ 1,000 | ||
Letters of Credit, Terminated | $ 6,000 |
Guarantees and Other Commitme55
Guarantees and Other Commitments and Contingencies Lease Guarantees (Details) $ in Thousands | Jul. 03, 2016USD ($) |
Property Lease Guarantee [Member] | |
Guarantor Obligations [Line Items] | |
Guarantor Obligations, Maximum Exposure, Undiscounted | $ 34,140 |
Indirect Guarantee of Indebtedness [Member] | |
Guarantor Obligations [Line Items] | |
Guarantor Obligations, Maximum Exposure, Undiscounted | $ 1,238 |
Guarantees and Other Commitme56
Guarantees and Other Commitments and Contingencies Letters of Credit (Details) $ in Thousands | Jul. 03, 2016USD ($) |
Guarantor Obligations [Line Items] | |
Letters of Credit Outstanding, Amount | $ 34,967 |
Collateral Supporting Letters of Credit [Member] | |
Guarantor Obligations [Line Items] | |
Letters of Credit Outstanding, Amount | $ 6,165 |
Legal and Environmental Matte57
Legal and Environmental Matters (Details) $ in Thousands | Jul. 03, 2016USD ($) |
Loss Contingency [Abstract] | |
Accruals for legal and environmental matters | $ 5,181 |