General | 7,502,000 During the 13 weeks ended March 29, 2018, there were no significant changes made to the Company’s significant accounting policies other than the changes attributable to the adoption of the Financial Accounting Standards Board Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers Depreciation and Amortization 14,036,000 12,172,000 Accumulated Other Comprehensive Loss Interest Available Pension Accumulated (in thousands) Balance at December 28, 2017 $ - $ (11) $ (7,414) $ (7,425) Amortization of the net actuarial loss and prior service credit - - 114 114 Other comprehensive loss before reclassifications (170) - - (170) Amounts reclassified from accumulated other comprehensive loss 26 (1) 11 (2) - 37 Net other comprehensive income (loss) (144) 11 114 (19) Balance at March 29, 2018 $ (144) $ - $ (7,300) $ (7,444) (1) Amount is included in interest expense in the consolidated statement of earnings. (2) Amount was reclassified to retained earnings on December 29, 2017 in connection with the Company’s adoption of ASU No. 2016-01. Available Pension Accumulated (in thousands) Balance at December 29, 2016 $ 3 $ (5,069) $ (5,066) Change in unrealized gain on available for sale investments (14) - (14) Amortization of the net actuarial loss and prior service credit - 54 54 Net other comprehensive income (loss) (14) 54 40 Balance at March 30, 2017 $ (11) $ (5,015) $ (5,026) Holders of Common Stock are entitled to cash dividends per share equal to 110 13 Weeks Ended 13 Weeks Ended March 29, 2018 March 30, 2017 (in thousands, except per share data) Numerator: Net earnings attributable to The Marcus Corporation $ 9,821 $ 9,453 Denominator: Denominator for basic EPS 27,895 27,708 Effect of dilutive employee stock options 539 675 Denominator for diluted EPS 28,434 28,383 Net earnings per share basic: Common Stock $ 0.36 $ 0.35 Class B Common Stock $ 0.33 $ 0.32 Net earnings per share diluted: Common Stock $ 0.35 $ 0.33 Class B Common Stock $ 0.32 $ 0.31 Total Noncontrolling (in thousands) Balance at December 28, 2017 $ 445,024 $ 100 Net earnings attributable to The Marcus Corporation 9,821 - Net loss attributable to noncontrolling interests - (15) Distributions to noncontrolling interests - (19) Cash dividends (4,070) - Exercise of stock options 929 - Savings and profit sharing contribution 1,130 - Treasury stock transactions, except for stock options (404) - Share-based compensation 596 - Cumulative effect of adopting ASU No. 2014-09 (3,513) - Other comprehensive loss, net of tax (30) - Balance at March 29, 2018 $ 449,483 $ 66 Total Noncontrolling (in thousands) Balance at December 29, 2016 $ 390,112 $ 1,535 Net earnings attributable to The Marcus Corporation 9,453 - Net loss attributable to noncontrolling interests - (336) Cash dividends (3,366) - Exercise of stock options 455 - Savings and profit sharing contribution 890 - Treasury stock transactions, except for stock options 52 - Share-based compensation 505 - Other comprehensive income, net of tax 40 - Balance at March 30, 2017 $ 398,141 $ 1,199 The Company’s assets and liabilities measured at fair value are classified in one of the following categories: Level 1 4,031,000 4,053,000 Level 2 197,000 13,000 Level 3 13 Weeks Ended 13 Weeks Ended March 29, 2018 March 30, 2017 (in thousands) Service cost $ 232 $ 191 Interest cost 341 339 Net amortization of prior service cost and actuarial loss 155 89 Net periodic pension cost $ 728 $ 619 Service cost is included in Administrative expense while all other components are recorded within Other expense outside of operating income in the consolidated statements of earnings. Leases (Topic 842) In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income On December 29, 2017, the Company adopted ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities On December 29, 2017, the Company adopted ASU No. 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments On December 29, 2017, the Company adopted ASU No. 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash 1,274,000 On December 29, 2017, the Company adopted ASU No. 2017-01, Business Combinations (Topic 805) - Clarifying the Definition of a Business On December 29, 2017, the Company adopted ASU No. 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets On December 29, 2017, the Company adopted ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Benefit Cost 428,000 On December 29, 2017, the Company adopted ASU No. 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting Compensation - Stock Compensation Targeted Improvements to Accounting for Hedging Activities Derivatives and Hedging (Topic 815) Revenue from Contracts with Customers The Company performed a review of the requirements of ASU No. 2014-09 and related ASUs in preparation for adoption of the new standard. The Company reviewed its key revenue streams and related customer contracts and has applied the five-step model of the standard to these revenue streams and compared the results to its current accounting practices. The majority of the Company’s revenues continue to be recognized in a manner consistent with historical practice. Revenue from contracts with customers is recognized when, or as, the Company satisfies its performance of obligations by transferring the promised services to the customer. A service is transferred to a customer when, or as, the customer obtains control of that service. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring the Company’s progress in satisfying the performance obligation in a manner that depicts the transfer of the services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time that the Company determines the customer obtains control over the promised service. The amount of revenue recognized reflects the consideration entitled to in exchange for those services. Reportable Segment Theatres Hotels/Resorts Corporate Total Theatre admissions $ 63,006 $ - $ - $ 63,006 Rooms - 20,671 - 20,671 Theatre concessions 41,413 - - 41,413 Food and beverage - 15,803 - 15,803 Other revenues (1) 8,037 11,401 88 19,526 Cost reimbursements 479 7,293 - 7,772 Total revenues $ 112,935 $ 55,168 $ 88 $ 168,191 (1) Included in other revenues is an immaterial amount related to rental income that is not considered contract revenue from contracts with customers under ASC No. 2014-09. Revenues from advanced ticket and gift card sales are recorded as deferred revenue and are recognized when tickets or gift cards are redeemed. Gift card breakage income is recognized based upon historical redemption patterns and represents the balance of gift cards for which the Company believes the likelihood of redemption by the customer is remote. Gift card breakage income is recorded in other revenues in the consolidated statements of earnings. The adoption of ASU No. 2014-09 did not have an effect on how revenue is recognized for these arrangements. Other revenues include management fees for theatres and hotels under management agreements. The management fees are recognized as earned based on the terms of the agreements. The management fees include variable consideration that is recognized based on the Company’s right to invoice as the amount invoiced corresponds directly to the value transferred to the customer. Other revenues also include family entertainment center revenues and revenues from Hotels/Resorts outlets such as spa, ski, golf and parking, each of which are recognized at the time of sale. In addition, other revenues include pre-show advertising income in our theatres. Pre-show advertising revenue includes variable consideration, primarily based on attendance levels, that is allocated to distinct time periods that make up the overall performance obligation. The adoption of ASU No. 2014-09 did not have an effect on how revenue is recognized for these arrangements. Cost reimbursements primarily consist of payroll and related expenses at managed properties where the Company is the employer and may include certain operational and administrative costs as provided for in the Company’s contracts with owners. These costs are reimbursed back to the Company. As these costs have no added markup, the revenue and related expense have no impact on operating income or net earnings. The adoption of ASU No. 2014-09 did not have an effect on how revenue is recognized for these arrangements. The timing of the Company’s revenue recognition may differ from the timing of payment by customers. However, the Company typically receives payment within a very short period of time of when the revenue is recognized. The Company records a receivable when revenue is recognized prior to payment and it has an unconditional right to payment. Alternatively, when payment precedes the provision for the related services, deferred revenue is recorded until the performance obligation is satisfied. Revenues do not include sales tax as the Company considers itself a pass-through conduit for collecting and remitting sales tax. Balance at December 28, 2017 Cumulative Adjustment Balance at December 29, 2017 (in thousands) Other accrued liabilities $ 53,291 $ 3,296 $ 56,587 Deferred compensation and other 56,662 217 56,879 Retained earnings 403,206 (3,513) 399,693 The one-time cumulative effect adjustment to the balance sheet is due to a change in accounting for the Company’s loyalty programs. The Company offers a customer loyalty program to its theatre customers called Magical Movie Rewards. The program allows members to earn points for each dollar spent and access special offers available only to members. The rewards are redeemable at any Marcus Theatre box office, concession stand or food and beverage venue. The Company also offers a customer loyalty program to its Hotels & Resorts customers which allows members to earn points for each dollar spent in its restaurants. The rewards are redeemable at any of the Company’s hotel outlets including spas, restaurants, and golf. Under ASU No. 2014-09, the portion of Theatre admission revenues, Theatre concession revenues and Food and beverage revenues attributable to loyalty points earned by customers are deferred as a reduction of these revenues until related reward redemption. Through December 28, 2017, the Company recorded the estimated incremental cost of redeeming loyalty points at the time they were earned in Advertising and marketing expense. The change had the effect of an immaterial reduction of theatre admission revenues and a corresponding immaterial increase in theatre concession revenues with an offsetting increase in other long-term liabilities based upon historical customer reward redemption patterns. In accordance with ASU No. 2014-09, the Company has concluded that it is the principal (as opposed to agent) in the arrangement with third-party internet ticketing companies in regards to sale of internet tickets to customers, and therefore, recognizes ticket fee revenue based on a gross transaction price. As such, internet ticket fee revenue is deferred and recognized when the related film exhibition takes place on a gross transaction price basis. Through December 28, 2017, the Company recorded internet ticket fee revenues net of third-party commission or service fees. The change had the effect of increasing other revenues and other operating expense but had no impact on net earnings or cash flows from operations. For the 13 weeks ended March 29, 2018 Statement of Earnings As Reported ASU No. 2014-09 Impact Adjusted (1) Revenues Theatre admissions $ 63,006 $ (606) $ 63,612 Theatre concessions 41,413 418 40,995 Food and beverage 15,803 (21) 15,824 Other revenues 19,526 1,287 18,239 Total revenues 168,191 1,078 167,113 Costs and expenses Theatre operations 54,655 154 54,501 Theatre concessions 11,961 139 11,822 Advertising and marketing 5,114 (490) 5,604 Other operating expenses 8,756 1,202 7,554 Total costs and expenses 151,175 1,005 150,170 Operating income 17,016 73 16,943 Income taxes 3,421 19 3,402 Net earnings attributable to The Marcus Corporation 9,821 54 9,767 Balance Sheet Other accrued liabilities 49,239 3,369 45,870 Total current liabilities 130,574 3,369 127,205 Deferred compensation and other 56,640 217 56,423 Retained Earnings 405,434 (3,586) 409,020 Shareholders equity attributable to The Marcus Corporation 449,483 (3,586) 453,069 Total equity 449,549 (3,586) 453,135 (1) The amounts reflect each affected financial statement line item as they would have been reported under US GAAP prior to the adoption of ASU No. 2014-09. The Company had deferred revenue from contracts with customers of $ 32,913,000 36,007,000 During the 13 weeks ended March 29, 2018, the Company recognized revenues of $ 10,201,000 9,252,000 850,000 A significant majority of the Company’s revenue is recorded in less than one year from the original contract. As of March 29, 2018, the amount of transaction price allocated to the remaining performance obligations under the Company’s advanced tickets sales was $ 4,817,000 1.3 233,000 As part of the Company's adoption of ASU No. 2014-09, the Company elected to use the following practical expedients: (i) not to adjust the promised amount of consideration for the effects of a significant financing component when the Company expects, at contract inception, that the period between the Company's transfer of a promised product or service to a customer and when the customer pays for that product or service will be one year or less; (ii) not to assess whether promised goods or services are performance obligations if they are immaterial in the context of the contract with the customer; (iii) to expense costs as incurred for costs to obtain contracts when the amortization period would have been one year or less, which mainly includes internal sales and development compensation; (iv) not to disclose remaining performance obligations when the remaining performance obligations have original expected durations of one year or less; and (v) not to disclose remaining performance obligations when variable consideration is allocated entirely to a wholly unsatisfied promise to transfer a service that forms a single performance obligation (which exists in the Company’s management fee contracts and its pre-show advertising contracts). |