Document and Entity Information
Document and Entity Information | 12 Months Ended | |
Jan. 03, 2016Storeshares | Jun. 29, 2014USD ($) | |
Franchisor Disclosure [Line Items] | ||
Number of Stores | 732 | |
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Jan. 3, 2016 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | FY | |
Trading Symbol | CEC | |
Entity Registrant Name | CEC ENTERTAINMENT INC | |
Entity Central Index Key | 813,920 | |
Current Fiscal Year End Date | --01-03 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | shares | 200 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Public Float | $ | $ 0 | |
Entity Operated Units [Member] | ||
Franchisor Disclosure [Line Items] | ||
Number of Stores | 556 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||
Jan. 03, 2016 | Dec. 28, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | |||
Current assets: | ||||||
Accounts receivable | $ 25,936 | $ 18,835 | $ 18,835 | $ 25,936 | ||
Inventories | 23,275 | 18,979 | 18,979 | 23,275 | ||
Current liabilities: | ||||||
Capital lease obligations, current portion | 421 | 421 | ||||
Accounts payable | 44,090 | 43,633 | 43,633 | 44,090 | ||
Accrued expenses | 38,284 | 35,561 | 35,561 | 38,284 | ||
Capital lease obligations, less current portion | 15,044 | 15,044 | ||||
Accrued insurance | 9,737 | 12,146 | 12,146 | 9,737 | ||
Stockholders’ equity: | ||||||
Net Income (loss) | (12,510) | |||||
Successor [Member] | ||||||
Revenue, Net | 218,827 | [1] | 187,752 | 712,098 | 905,110 | |
Current assets: | ||||||
Cash and cash equivalents | 50,654 | 110,994 | 110,994 | 50,654 | ||
Accounts receivable | 25,936 | 18,835 | 18,835 | 25,936 | ||
Inventories | 23,275 | 18,979 | 18,979 | 23,275 | ||
Prepaid expenses | 18,223 | 20,894 | 20,894 | 18,223 | ||
Total current assets | 118,088 | 169,702 | 169,702 | 118,088 | ||
Property and equipment, net | 629,047 | 681,972 | 681,972 | 629,047 | ||
Goodwill | 483,876 | 483,444 | 483,444 | 483,876 | ||
Intangible assets, net | 488,095 | 491,400 | 491,400 | 488,095 | ||
Other noncurrent assets | 13,929 | 9,595 | 9,595 | 13,929 | ||
Total assets | 1,733,035 | 1,836,113 | 1,836,113 | 1,733,035 | ||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 7,650 | 9,545 | 9,545 | 7,650 | ||
Capital lease obligations, current portion | 421 | 408 | 408 | 421 | ||
Accounts payable | 44,090 | 43,633 | 43,633 | 44,090 | ||
Accrued expenses | 38,284 | 35,561 | 35,561 | 38,284 | ||
Unearned revenues | 10,233 | 8,906 | 8,906 | 10,233 | ||
Accrued interest | 9,757 | 16,152 | 16,152 | 9,757 | ||
Other current liabilities | 3,678 | 2,990 | 2,990 | 3,678 | ||
Total current liabilities | 114,113 | 117,195 | 117,195 | 114,113 | ||
Capital lease obligations, less current portion | 15,044 | 15,476 | 15,476 | 15,044 | ||
Bank indebtedness and other long-term debt, less current portion | 971,333 | 974,354 | 974,354 | 971,333 | ||
Deferred tax liability | 201,734 | 218,972 | 218,972 | 201,734 | ||
Accrued insurance | 9,737 | 12,146 | 12,146 | 9,737 | ||
Other noncurrent liabilities | 212,528 | 205,384 | 205,384 | 212,528 | ||
Total liabilities | 1,524,489 | 1,543,527 | 1,543,527 | 1,524,489 | ||
Stockholders’ equity: | ||||||
Common stock | 0 | 0 | 0 | 0 | ||
Capital in excess of par value | 356,460 | 355,587 | 355,587 | 356,460 | ||
Retained earnings (deficit) | (144,598) | (62,088) | (62,088) | (144,598) | ||
Accumulated other comprehensive income (loss) | (3,316) | (913) | (913) | (3,316) | ||
Total stockholders’ equity | 208,546 | 292,586 | 292,586 | 208,546 | ||
Total liabilities and stockholders’ equity | 1,733,035 | 1,836,113 | 1,836,113 | 1,733,035 | ||
Total revenues | 223,065 | [1] | 190,742 | [1] | 718,581 | 922,589 |
Operating Income (Loss) | (1,867) | [1] | (19,746) | [1] | (32,259) | 55,131 |
Net Income (loss) | $ (14,158) | [1] | (22,153) | (62,088) | $ (12,510) | |
Predecessor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 110,994 | 110,994 | ||||
Accounts receivable | 18,835 | 18,835 | ||||
Inventories | 18,979 | 18,979 | ||||
Total current assets | 169,702 | 169,702 | ||||
Property and equipment, net | 681,972 | 681,972 | ||||
Goodwill | 483,444 | 483,444 | ||||
Intangible assets, net | 491,400 | 491,400 | ||||
Total assets | $ 1,836,113 | $ 1,836,113 | ||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 28, 2014 | Dec. 29, 2013 |
Successor [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 1,000 | |
Common stock, shares issued | 200 | |
Treasury stock, shares | 0 | |
Predecessor [Member] | ||
Common stock, par value (in dollars per share) | $ 0.10 | |
Common stock, shares authorized | 100,000,000 | |
Common stock, shares issued | 61,865,495 | |
Treasury stock, shares | 44,341,225 |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||||||
Mar. 30, 2014 | Feb. 14, 2014 | Jan. 03, 2016 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | Dec. 30, 2012 | ||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | $ 400 | $ 2,000 | $ 2,100 | $ 2,500 | ||||||||||||||
Asset impairments | 400 | 900 | 3,100 | |||||||||||||||
Net income (loss) | (12,510) | |||||||||||||||||
Successor [Member] | ||||||||||||||||||
Operating Leases, Rent Expense, Net | 77,615 | 98,361 | ||||||||||||||||
Depreciation and amortization | 118,556 | 119,294 | ||||||||||||||||
Amortization of Intangible Assets | 1,000 | 2,100 | ||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | $ 62,277 | $ 99,170 | [1] | $ 98,243 | $ 94,145 | $ 116,537 | $ 83,499 | $ 82,271 | $ 79,649 | 307,696 | 408,095 | |||||||
Entertainment and merchandise sales | 78,613 | 119,657 | [1] | 118,753 | 113,861 | 144,744 | 104,253 | 115,885 | 105,651 | 404,402 | 497,015 | |||||||
Total Company store sales | 140,890 | 218,827 | [1] | 216,996 | 208,006 | 261,281 | 187,752 | 198,156 | 185,300 | 712,098 | 905,110 | |||||||
Franchise fees and royalties | 686 | 4,238 | [1] | 4,941 | 4,073 | 4,227 | 2,990 | 1,533 | 1,274 | 6,483 | 17,479 | |||||||
Total revenues | 141,576 | [2] | 223,065 | [1] | 221,937 | 212,079 | 265,508 | 190,742 | [1] | 199,689 | [1] | 186,574 | [2] | 718,581 | 922,589 | |||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 79,996 | 104,434 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 24,608 | 31,519 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 104,604 | 135,953 | ||||||||||||||||
Labor expenses | 200,855 | 250,584 | ||||||||||||||||
Depreciation and amortization | 115,951 | 115,236 | ||||||||||||||||
Rent expense | 76,698 | 96,669 | ||||||||||||||||
Other store operating expenses | 119,896 | 143,078 | ||||||||||||||||
Total Company store operating costs | 618,004 | 741,520 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 33,702 | 47,146 | ||||||||||||||||
General and administrative expenses | 48,182 | 66,003 | ||||||||||||||||
Transaction and severance costs | 50,545 | 11,914 | ||||||||||||||||
Asset impairments | 407 | 875 | ||||||||||||||||
Total operating costs and expenses | 750,840 | 867,458 | ||||||||||||||||
Operating income (loss) | (3,367) | [2] | (1,867) | [1] | 12,499 | (188) | 44,687 | (19,746) | [1] | (4,241) | [1] | (4,905) | [2] | (32,259) | 55,131 | |||
Interest expense | 60,952 | 70,582 | ||||||||||||||||
Income (loss) before income taxes | (15,410) | [2] | (20,417) | [1] | (4,710) | (17,512) | 27,188 | (37,442) | [1] | (20,215) | [1] | (20,144) | [2] | (93,211) | (15,451) | |||
Income tax expense (benefit) | (31,123) | (2,941) | ||||||||||||||||
Net income (loss) | $ (13,872) | [2] | (14,158) | [1] | $ (3,202) | $ (9,892) | $ 14,742 | (22,153) | $ (13,279) | [1] | $ (12,784) | [2] | (62,088) | (12,510) | ||||
Comprehensive income (loss) | (63,001) | (14,913) | ||||||||||||||||
Assets | $ 1,733,035 | 1,836,113 | 1,836,113 | 1,733,035 | ||||||||||||||
Predecessor [Member] | ||||||||||||||||||
Operating Leases, Rent Expense, Net | 12,516 | 79,418 | ||||||||||||||||
Depreciation and amortization | 9,883 | 79,028 | ||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 50,897 | 368,584 | ||||||||||||||||
Entertainment and merchandise sales | 62,659 | 448,155 | ||||||||||||||||
Total Company store sales | 113,556 | 816,739 | ||||||||||||||||
Franchise fees and royalties | 687 | 4,982 | ||||||||||||||||
Total revenues | 114,243 | 821,721 | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 12,285 | 90,363 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 3,729 | 29,775 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 16,014 | 120,138 | ||||||||||||||||
Labor expenses | 31,998 | 229,172 | ||||||||||||||||
Depreciation and amortization | 9,733 | 78,167 | ||||||||||||||||
Rent expense | 12,365 | 78,463 | ||||||||||||||||
Other store operating expenses | 15,760 | 131,035 | ||||||||||||||||
Total Company store operating costs | 85,870 | 636,975 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 5,903 | 41,217 | ||||||||||||||||
General and administrative expenses | 7,963 | 56,691 | ||||||||||||||||
Transaction and severance costs | 11,634 | 316 | ||||||||||||||||
Asset impairments | 0 | 3,051 | ||||||||||||||||
Total operating costs and expenses | 111,370 | 738,250 | ||||||||||||||||
Operating income (loss) | 2,873 | 83,471 | ||||||||||||||||
Interest expense | 1,151 | 7,453 | ||||||||||||||||
Income (loss) before income taxes | 1,722 | 76,018 | ||||||||||||||||
Income tax expense (benefit) | 1,018 | 28,194 | ||||||||||||||||
Net income (loss) | 704 | 47,824 | ||||||||||||||||
Comprehensive income (loss) | 163 | 46,708 | ||||||||||||||||
Assets | $ 1,836,113 | 1,836,113 | ||||||||||||||||
General and Administrative Expense [Member] | ||||||||||||||||||
Operating Leases, Rent Expense, Net | 100 | 900 | 1,600 | 1,000 | $ 1,000 | |||||||||||||
Depreciation and amortization | $ 200 | $ 2,700 | $ 4,100 | $ 800 | ||||||||||||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. | |||||||||||||||||
[2] | The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||||
Mar. 30, 2014 | [1] | Feb. 14, 2014 | Jan. 03, 2016 | [2] | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | [2] | Jun. 29, 2014 | [1] | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | |
Business Combination, Acquisition Related Costs | $ 33,600 | |||||||||||||||
Net income (loss) | $ (12,510) | |||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (2,403) | |||||||||||||||
Successor [Member] | ||||||||||||||||
Net income (loss) | $ (13,872) | $ (14,158) | $ (3,202) | $ (9,892) | $ 14,742 | $ (22,153) | $ (13,279) | $ (12,784) | (62,088) | (12,510) | ||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||
Foreign currency translation adjustments | (913) | (2,403) | ||||||||||||||
Total components of other comprehensive income (loss), net of tax | (913) | |||||||||||||||
Comprehensive income (loss) | $ (63,001) | $ (14,913) | ||||||||||||||
Predecessor [Member] | ||||||||||||||||
Net income (loss) | $ 704 | $ 47,824 | ||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||
Foreign currency translation adjustments | (541) | (1,116) | ||||||||||||||
Total components of other comprehensive income (loss), net of tax | (541) | (1,116) | ||||||||||||||
Comprehensive income (loss) | $ 163 | $ 46,708 | ||||||||||||||
[1] | The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. | |||||||||||||||
[2] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Treasury Stock [Member] | |
Beginning Balance (in shares) (Predecessor [Member]) at Dec. 30, 2012 | 61,696,806 | 43,814,979 | |||||
Beginning balance (Predecessor [Member]) at Dec. 30, 2012 | $ 143,274 | $ 6,170 | $ 447,449 | $ 823,012 | $ 5,880 | $ (1,139,237) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | Predecessor [Member] | 47,824 | 47,824 | |||||
Other comprehensive income (loss) | Predecessor [Member] | (1,116) | (1,116) | |||||
Stock-based compensation costs | Predecessor [Member] | 8,660 | 8,660 | |||||
Restricted stock issued, net of forfeitures (in shares) | Predecessor [Member] | 240,619 | ||||||
Restricted stock issued, net of forfeitures | Predecessor [Member] | 0 | $ 24 | (24) | ||||
Tax benefit from restricted stock, net | Predecessor [Member] | (178) | (178) | |||||
Restricted stock returned for taxes (in shares) | Predecessor [Member] | (71,930) | ||||||
Restricted stock returned for taxes | Predecessor [Member] | (2,212) | $ (7) | (2,205) | ||||
Dividends declared | Predecessor [Member] | 17,372 | 17,372 | |||||
Purchases of treasury stock (shares) | Predecessor [Member] | 526,246 | ||||||
Purchases of treasury stock | Predecessor [Member] | (18,112) | $ (18,112) | |||||
Ending Balance (in shares) (Predecessor [Member]) at Dec. 29, 2013 | 61,865,495 | 44,341,225 | |||||
Ending balance (Predecessor [Member]) at Dec. 29, 2013 | 160,768 | $ 6,187 | 453,702 | 853,464 | 4,764 | $ (1,157,349) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | Predecessor [Member] | 704 | 704 | |||||
Other comprehensive income (loss) | Predecessor [Member] | (541) | (541) | |||||
Stock-based compensation costs | Predecessor [Member] | 12,225 | 12,225 | |||||
Restricted stock issued, net of forfeitures (in shares) | Predecessor [Member] | 13,792 | ||||||
Restricted stock issued, net of forfeitures | Predecessor [Member] | 0 | $ 1 | (1) | ||||
Restricted stock returned for taxes (in shares) | Predecessor [Member] | (2,907) | ||||||
Restricted stock returned for taxes | Predecessor [Member] | (142) | $ 0 | (142) | ||||
Dividends declared | Predecessor [Member] | (2) | (2) | |||||
Ending Balance (in shares) (Predecessor [Member]) at Feb. 14, 2014 | 61,876,380 | 44,341,225 | |||||
Ending balance (Predecessor [Member]) at Feb. 14, 2014 | 173,016 | $ 6,188 | 465,784 | 854,170 | 4,223 | $ (1,157,349) | |
Beginning Balance (in shares) (Predecessor [Member]) at Dec. 29, 2013 | 61,865,495 | 44,341,225 | |||||
Beginning balance (Predecessor [Member]) at Dec. 29, 2013 | 160,768 | $ 6,187 | 453,702 | 853,464 | 4,764 | $ (1,157,349) | |
Ending Balance (in shares) (Successor [Member]) at Dec. 28, 2014 | 200 | 0 | |||||
Ending balance (Successor [Member]) at Dec. 28, 2014 | 292,586 | $ 0 | 355,587 | (62,088) | (913) | $ 0 | |
Beginning Balance (in shares) (Predecessor [Member]) at Feb. 14, 2014 | 61,876,380 | 44,341,225 | |||||
Beginning balance (Predecessor [Member]) at Feb. 14, 2014 | 173,016 | $ 6,188 | 465,784 | 854,170 | 4,223 | $ (1,157,349) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | Successor [Member] | (62,088) | (62,088) | |||||
Other comprehensive income (loss) | Successor [Member] | (913) | (913) | |||||
Stock-based compensation costs | Successor [Member] | 713 | 713 | |||||
Tax benefit from restricted stock, net | Successor [Member] | [1] | 4,874 | 4,874 | ||||
Equity contribution (in shares) | Successor [Member] | 200 | ||||||
Equity contribution | Successor [Member] | 350,000 | 350,000 | |||||
Ending Balance (in shares) (Successor [Member]) at Dec. 28, 2014 | 200 | 0 | |||||
Ending balance (Successor [Member]) at Dec. 28, 2014 | 292,586 | $ 0 | 355,587 | (62,088) | (913) | $ 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | Successor [Member] | (12,510) | ||||||
Net income (loss) | (12,510) | ||||||
Other comprehensive income (loss) | (2,403) | ||||||
Stock-based compensation costs | 855 | ||||||
Tax benefit from restricted stock, net | 18 | ||||||
Ending Balance (in shares) (Successor [Member]) at Jan. 03, 2016 | 200 | 0 | |||||
Ending balance (Successor [Member]) at Jan. 03, 2016 | 208,546 | $ 0 | $ 356,460 | $ (144,598) | $ (3,316) | $ 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Dividends | $ (70,000) | ||||||
[1] | We recorded the tax benefit related to the accelerated vesting of restricted stock awards in the 317 day period ended December 28, 2014, the period the related expense is deductible for income tax purposes. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||
Feb. 14, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
Net income (loss) | $ (12,510) | |||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Asset impairments | $ 400 | $ 900 | $ 3,100 | |||||||
Changes in operating assets and liabilities: | ||||||||||
Net cash provided by operating activities | ||||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||
Proceeds from sale of property and equipment | ||||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||
Repayments on senior term loan | ||||||||||
Proceeds from sale leaseback transaction | ||||||||||
Payment of debt financing costs | ||||||||||
Payments on capital lease obligations | ||||||||||
Dividends paid | ||||||||||
Excess tax benefit realized from stock-based compensation | ||||||||||
Equity contribution | ||||||||||
Effect of foreign exchange rate changes on cash | ||||||||||
Successor [Member] | ||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
Net income (loss) | $ (14,158) | [1] | $ (22,153) | (62,088) | $ (12,510) | |||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Depreciation and amortization | 118,556 | 119,294 | ||||||||
Deferred income taxes | (62,554) | (16,748) | ||||||||
Stock-based compensation expense | 703 | 838 | $ 703 | |||||||
Amortization of lease-related liabilities | 428 | 87 | ||||||||
Amortization of original issue discount and deferred financing costs | 3,962 | 4,634 | ||||||||
Loss on asset disposals, net | 7,649 | 7,729 | ||||||||
Asset impairments | 407 | 875 | ||||||||
Non-cash rent expenses | 7,037 | 8,218 | ||||||||
Other adjustments | 1,195 | (951) | ||||||||
Changes in operating assets and liabilities: | ||||||||||
Accounts receivable | (3,046) | (4,478) | ||||||||
Inventories | 1,418 | (2,012) | ||||||||
Prepaid expenses | 213 | 57 | ||||||||
Accounts payable | 8,558 | (2,948) | ||||||||
Accrued expenses | 1,754 | 659 | ||||||||
Unearned revenues | 2,360 | 1,339 | ||||||||
Accrued interest | 15,712 | (7,175) | ||||||||
Income taxes payable | 2,134 | 451 | ||||||||
Deferred landlord contributions | 3,693 | 3,254 | ||||||||
Net cash provided by operating activities | 48,091 | 100,613 | ||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||
Acquisition of Peter Piper Pizza | (113,142) | (663) | ||||||||
Payments to Acquire Predecessor, Gross | (946,898) | 0 | ||||||||
Purchases of property and equipment | $ 0 | (61,028) | (73,034) | |||||||
Payments to acquire franchisee | 0 | (1,529) | 0 | |||||||
Development of internal use software | 0 | (2,130) | (4,802) | |||||||
Proceeds from sale of property and equipment | 0 | 442 | 308 | |||||||
Other investing activities | 0 | 0 | 0 | |||||||
Net cash used in investing activities | (1,124,285) | (78,191) | ||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||
Proceeds from secured credit facilities, net of original issue discount | 756,200 | 0 | ||||||||
Proceeds from senior notes | 255,000 | 0 | ||||||||
Repayment of Predecessor Facility | (348,000) | 0 | ||||||||
Repayments on senior term loan | (3,807) | (9,500) | ||||||||
Repayments of Notes Payable | 0 | (49) | ||||||||
Net repayments on revolving credit facility | 0 | 0 | ||||||||
Proceeds from sale leaseback transaction | 183,685 | 0 | ||||||||
Payment of debt financing costs | (27,575) | 0 | ||||||||
Payments on capital lease obligations | (297) | (405) | ||||||||
Sale Leaseback Transaction, Payments, Financing Activities | (742) | (1,663) | ||||||||
Dividends paid | (890) | (70,000) | ||||||||
Excess tax benefit realized from stock-based compensation | 4,874 | 18 | ||||||||
Restricted stock returned for payment of taxes | 0 | 0 | ||||||||
Purchases of treasury stock | 0 | 0 | ||||||||
Equity contribution | 350,000 | 0 | ||||||||
Net cash provided by (used in) financing activities | 1,168,448 | (81,599) | ||||||||
Effect of foreign exchange rate changes on cash | (444) | (1,163) | ||||||||
Change in cash and cash equivalents | 91,810 | (60,340) | ||||||||
Cash and cash equivalents at beginning of period | 19,184 | 110,994 | ||||||||
Cash and cash equivalents at end of period | 19,184 | 50,654 | 110,994 | 110,994 | 50,654 | 110,994 | ||||
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||||||
Interest paid | 41,801 | [2] | 73,255 | |||||||
Income taxes paid (refunded), net | 24,424 | 13,346 | ||||||||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||||||||
Accrued construction costs | 2,361 | 1,270 | ||||||||
Dividends payable | $ 0 | 0 | 0 | 0 | 0 | |||||
Capital lease obligations | 657 | 0 | ||||||||
Predecessor [Member] | ||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
Net income (loss) | 704 | 47,824 | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||
Depreciation and amortization | 9,883 | 79,028 | ||||||||
Deferred income taxes | (1,785) | (3,025) | ||||||||
Stock-based compensation expense | 12,225 | 8,481 | ||||||||
Amortization of lease-related liabilities | (356) | (2,355) | ||||||||
Amortization of original issue discount and deferred financing costs | 58 | 448 | ||||||||
Loss on asset disposals, net | 294 | 3,309 | ||||||||
Asset impairments | 0 | 3,051 | ||||||||
Non-cash rent expenses | (916) | 2,431 | ||||||||
Other adjustments | 144 | 135 | ||||||||
Changes in operating assets and liabilities: | ||||||||||
Accounts receivable | 1,503 | 578 | ||||||||
Inventories | (2,472) | (368) | ||||||||
Prepaid expenses | 2,656 | (1,270) | ||||||||
Accounts payable | (270) | (2,355) | ||||||||
Accrued expenses | (2,403) | (344) | ||||||||
Unearned revenues | 349 | 2,735 | ||||||||
Accrued interest | 152 | (730) | ||||||||
Income taxes payable | 2,898 | (647) | ||||||||
Deferred landlord contributions | (350) | 1,738 | ||||||||
Net cash provided by operating activities | 22,314 | 138,664 | ||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||
Acquisition of Peter Piper Pizza | 0 | |||||||||
Payments to Acquire Predecessor, Gross | 0 | 0 | ||||||||
Purchases of property and equipment | (9,710) | (74,085) | ||||||||
Payments to acquire franchisee | 0 | 0 | ||||||||
Development of internal use software | 0 | 0 | ||||||||
Proceeds from sale of property and equipment | 51 | 2,530 | ||||||||
Other investing activities | 0 | 613 | ||||||||
Net cash used in investing activities | (9,659) | (70,942) | ||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||
Proceeds from secured credit facilities, net of original issue discount | 0 | |||||||||
Proceeds from senior notes | 0 | |||||||||
Repayment of Predecessor Facility | 0 | |||||||||
Repayments on senior term loan | 0 | |||||||||
Repayments of Notes Payable | 0 | |||||||||
Net repayments on revolving credit facility | (13,500) | (28,000) | ||||||||
Proceeds from sale leaseback transaction | 0 | 0 | ||||||||
Payment of debt financing costs | 0 | 0 | ||||||||
Payments on capital lease obligations | (164) | (953) | ||||||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | ||||||||
Dividends paid | (38) | (17,097) | ||||||||
Excess tax benefit realized from stock-based compensation | 0 | 343 | ||||||||
Restricted stock returned for payment of taxes | (142) | (2,212) | ||||||||
Purchases of treasury stock | 0 | (18,112) | ||||||||
Equity contribution | 0 | 0 | ||||||||
Net cash provided by (used in) financing activities | (13,844) | (66,031) | ||||||||
Effect of foreign exchange rate changes on cash | (313) | (641) | ||||||||
Change in cash and cash equivalents | (1,502) | 1,050 | ||||||||
Cash and cash equivalents at beginning of period | 20,686 | 19,184 | $ 110,994 | 20,686 | 19,636 | |||||
Cash and cash equivalents at end of period | 19,184 | $ 110,994 | $ 110,994 | $ 110,994 | 20,686 | |||||
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||||||
Interest paid | [2] | 938 | 7,798 | |||||||
Income taxes paid (refunded), net | (79) | 31,614 | ||||||||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||||||||
Accrued construction costs | 3,605 | 5,542 | ||||||||
Dividends payable | 890 | 931 | ||||||||
Capital lease obligations | $ 0 | $ 740 | ||||||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. | |||||||||
[2] | ncludes $4.9 million of debt issuance costs and interest expense related to the bridge loan. See Note 10. “Indebtedness and Interest Expense” for further discussion of the bridge loan. |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Parenthetical) $ in Millions | 10 Months Ended |
Dec. 28, 2014USD ($) | |
Bridge Loan [Member] | |
Payments of debt issuance costs and interest expense | $ 4.9 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 03, 2016 | |
Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies: | Description of Business and Summary of Significant Accounting Policies: Description of Business: CEC Entertainment, Inc. and its subsidiaries (the “Company”) operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment centers (also referred to as “stores”) in a total of 47 states and 12 foreign countries and territories. As of January 3, 2016 we and our franchisees operated a total of 732 stores, of which 556 were Company-owned stores located in 44 states and Canada. Our franchisees operated a total of 176 stores located in 16 states and 11 foreign countries and territories, including Chile, Colombia, Guam, Guatemala, Mexico, Panama, Peru, Puerto Rico, Saudi Arabia, Trinidad & Tobago, and the United Arab Emirates. The use of the terms “CEC Entertainment,” “we,” “us” and “our” throughout these Notes to Consolidated Financial Statements refer to the Company. All of our stores utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with the same general mix of food, beverages, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our stores. Therefore, we aggregate each store’s operating performance into one reportable segment for financial reporting purposes. Merger and Related Transactions: On January 15, 2014, CEC Entertainment, Inc. entered into an agreement and plan of merger (the “Merger Agreement”) with Queso Holdings Inc., a Delaware corporation (“Parent”), and Q Merger Sub Inc., a Kansas corporation (“Merger Sub”). Parent and Merger Sub were controlled by Apollo Global Management, LLC (“Apollo”) and its subsidiaries. Pursuant to the Merger Agreement, on January 16, 2014, Merger Sub commenced a tender offer to purchase all of the issued and outstanding shares of our common stock (the “Tender Offer”). Following the successful completion of the Tender Offer, on February 14, 2014, Merger Sub merged with and into CEC Entertainment, Inc., with CEC Entertainment, Inc. surviving the merger (the “Merger”) and becoming a wholly owned subsidiary of Parent. We refer to the Merger and the Tender Offer together as the “Acquisition.” As a result of the Merger, the shares of CEC Entertainment, Inc. common stock ceased to be traded on the New York Stock Exchange after close of market on February 14, 2014. The Merger was accounted for as a business combination using the acquisition method of accounting and the Successor financial statements reflect a new basis of accounting that is based on the fair value of assets acquired and liabilities assumed as of the effective time of the Merger. A valuation of the assets and liabilities acquired was prepared by a third party and is based on actual tangible and identifiable intangible assets and liabilities that existed as of the effective time of the Merger. See further discussion of the acquisition in Note 2. “Acquisition of CEC Entertainment, Inc.” We completed the Merger on February 14, 2014. As a result of the Merger, we applied the acquisition method of accounting and established a new basis of accounting on February 15, 2014. Periods presented prior to and including February 14, 2014 represent the operations of the “Predecessor” and the period presented after February 14, 2014 represent the operations of the “Successor.” The fifty-two weeks ended December 28, 2014 include the 47 day Predecessor period from December 30, 2013 through February 14, 2014 (“Predecessor Period”) and the 317 day Successor period from February 15, 2014 through December 28, 2014 (“Successor Period”). The Successor and Predecessor periods have been demarcated by a solid black line. Basis of Presentation: The Parent’s cost of acquiring CEC Entertainment has been pushed down to establish a new accounting basis for the Company. Accordingly, the accompanying Consolidated Financial Statements are presented for two periods, Predecessor and Successor, which relate to the accounting periods preceding and succeeding the completion of the Merger. The Predecessor and Successor periods have been separated by a vertical line on the face of the Consolidated Financial Statements to highlight the fact that the financial information for such periods has been prepared under two different historical cost bases of accounting. For the purpose of presentation and disclosure, all references to the “Predecessor” relate to CEC Entertainment Inc. and its subsidiaries for periods prior to the Merger. All references to the “Successor” relate to CEC Entertainment Inc. and its subsidiaries, after giving effect to the Merger, for periods subsequent to the Merger. References to “CEC Entertainment,” the “Company,” “we,” “us” and “our” relate to the Predecessor for periods prior to the Merger and to the Successor for periods subsequent to the Merger. All intercompany accounts and transactions have been eliminated in consolidation. We reclassified $1.8 million of Merger related litigation costs in our Consolidated Statements of Earnings for the 317 day period ended December 28, 2014 from “General and administrative expenses” to “Transaction, severance and litigation related costs” to conform to the current period’s presentation. Our Consolidated Financial Statements include variable interest entities (“VIE”) of which we are the primary beneficiary. Judgments are made in assessing whether we are the primary beneficiary, including determination of the activities that most significantly impact the VIE’s economic performance. We eliminate the intercompany portion of transactions with VIE’s from our financial results. In August 2014, the Company assigned a portion of its rights in the purchase and sale agreement executed by us in relation to the sale leaseback transaction, as further discussed in Note 13. “Sale Leaseback Transaction,” to a newly formed special purpose entity, a VIE, created by a Qualified Intermediary to facilitate a like-kind exchange pursuant to Internal Revenue Code Section 1031. The assignment resulted in $12.1 million of the sales proceeds from the transaction being received by the VIE. We included the VIE in our Consolidated Financial Statements for the 317 day period ended December 28, 2014 . In February 2015, we acquired the VIE, along with its capital improvements and remaining cash balance. The assets, liabilities and operating results of the acquired VIE are not material to our Consolidated Financial Statements. The Company also has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a VIE. The Association primarily administers the collection and disbursement of funds (the “Association Funds”) used for advertising, entertainment and media programs that benefit both us and our Chuck E. Cheese’s franchisees. We and our franchisees are required to contribute a percentage of gross sales to these funds and could be required to make additional contributions to fund any deficits that may be incurred by the Association. We include the Association in our Consolidated Financial Statements, as we concluded that we are the primary beneficiary of its variable interests because we (a) have the power to direct the majority of its significant operating activities; (b) provide it unsecured lines of credit; and (c) own the majority of the stores that benefit from the Association’s advertising, entertainment and media expenditures. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. Fiscal Year: We operate on a 52 or 53 week fiscal year that ends on the Sunday nearest to December 31. Each quarterly period has 13 weeks, except for a 53 week year when the fourth quarter has 14 weeks. Our fiscal year 2015 consisted of 53 weeks, whereas our combined Successor and Predecessor 2014 periods and fiscal year 2013 each consisted of 52 weeks. Use of Estimates and Assumptions: The preparation of these Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of our Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Subsequent Events: We recognize the effects of events or transactions that occur after the balance sheet date but before financial statements are issued (“subsequent events”) if there is evidence that conditions related to the subsequent event existed at the date of the balance sheet, including the impact of such events on management’s estimates and assumptions used in preparing our Consolidated Financial Statements. Other significant subsequent events that are not recognized in our Consolidated Financial Statements, if any, are disclosed in the Notes to Consolidated Financial Statements. Cash and Cash Equivalents: Cash and cash equivalents are comprised of demand deposits with banks and short-term cash investments with remaining maturities of three months or less from the purchase date. Concentrations of Credit Risk: We have exposure to credit risk to the extent that our cash and cash equivalents exceed amounts covered by the United States and Canada deposit insurance limits, as we currently maintain a significant amount of our cash and cash equivalents balances with two major financial institutions. The individual balances, at times, may exceed the insured limits. We have not experienced any losses in such accounts. In management’s opinion, the capitalization and operating history of the financial institutions are such that the likelihood of a material loss is considered remote. Inventories: Inventories of food, beverages, merchandise, paper products and other supplies needed for our food service and entertainment operations are stated at the lower of cost on a first-in, first-out basis or market. Property and Equipment: Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are charged to operations using the straight-line method over the assets’ estimated useful lives, which are as follows: Buildings 40 years Game and ride equipment 4 to 12 years Non-technical play equipment 15 to 20 years Furniture, fixtures and other equipment 4 to 20 years Leasehold improvements are amortized using the straight-line method over the lesser of the lease term or the estimated useful lives of the related assets. We use a consistent lease period (generally, the initial non-cancelable lease term plus renewal option periods provided for in the lease that can be reasonably assured of being exercised) when estimating the depreciable lives of leasehold improvements, in determining classification of our leases as either operating or capital and in recognizing straight-line rent expense. Interest costs incurred during the construction period are capitalized and depreciated based on the estimated useful life of the underlying asset. We review our property and equipment for indicators of impairment on an ongoing basis at the lowest level of cash flows available, which is on a store-by-store basis, to assess if the carrying amount may not be recoverable. Potential indicators of impairment may include a significant change in the business climate in a particular market area (for example, due to economic downturn or natural disaster), historical negative cash flows or plans to dispose of or sell the property and equipment before the end of its previously estimated useful life. If an event or change in circumstances occurs, we estimate the future cash flows expected to result from the use of the property and equipment and its eventual disposition. If the sum of the expected future cash flows, undiscounted and without interest, is less than the asset carrying amount (an indication that the carrying amount may not be recoverable), we may be required to recognize an impairment loss. We estimate the fair value of a store’s property and equipment by discounting the expected future cash flows of the store over its remaining lease term using a weighted average cost of capital commensurate with the risk. Any impairment loss recognized equals the amount by which the asset carrying amount exceeds its estimated fair value. In the event an asset is impaired, its carrying value is adjusted to the estimated fair value, and any subsequent increases in fair value are not recorded. Additionally, if it is determined that the estimated remaining useful life of the asset should be decreased, any periodic depreciation and amortization expense is adjusted based on the new carrying value of the asset unless the asset is written down to salvage value, at which time depreciation or amortization ceases. In Fiscal 2015 , the 317 day period ended December 28, 2014 , and Fiscal 2013 , we recognized asset impairment charges of $0.9 million , $0.4 million and $3.1 million , respectively. There were no impairment charges recognized in the 47 day period ended February 14, 2014 . Capitalized Store Development Costs: We capitalize our internal department costs that are directly attributable to store development projects, such as the design and construction of a new store and the remodeling and expansion of our existing stores. Capitalized internal department costs include the compensation, benefits and various office costs related to our design, construction, facilities and legal departments. We also capitalize interest costs in conjunction with the construction of new stores. Store development costs are initially accumulated in our construction in progress account until a project is completed. At the time of completion, the costs accumulated to date are then reclassified to property and equipment and depreciated according to our depreciation policies. In Fiscal 2015 , the 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 and Fiscal 2013 , we capitalized internal costs of $3.9 million , $2.9 million , $0.4 million and $3.5 million , respectively, related to our store development activities. Business Combinations: We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize as goodwill the amount by which the purchase price of an acquired entity exceeds the net of the amounts assigned to the assets acquired and liabilities assumed. Fair value measurements are applied based on assumptions that market participants would use in the pricing of the asset or liablity. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We record the net assets and results of operations of an acquired entity in our Consolidated Financial Statements from the acquisition date. We expense acquisition-related costs as incurred. Goodwill and Other Intangible Assets: The excess of the purchase price over fair value of net identifiable assets and liabilities of an acquired business (“goodwill”), trademarks, trade names and other indefinite-lived intangible assets are not amortized, but rather tested for impairment, at least annually. We assess the recoverability of the carrying amount of our goodwill and other indefinite-lived intangible assets either qualitatively or quantitatively annually at the beginning of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. When assessing the recoverability of goodwill and other indefinite-lived intangible assets, we may first assess qualitative factors. If an initial qualitative assessment indicates that it is more likely than not the carrying amount exceeds fair value, a quantitative analysis may be required. We may also elect to skip the qualitative assessment and proceed directly to the quantitative analysis. Recoverability of the carrying value of goodwill is measured at the reporting unit level. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by management. The Company has determined that the operations of Chuck E. Cheese’s and Peter Piper Pizza represent two separate reporting units for purposes of measuring the recoverability of the carrying value of goodwill. In performing a quantitative analysis, we measure the recoverability of goodwill using: (i) a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 fair value measurement, and (ii) a market approach based upon public trading and recent transaction valuation multiples for similar companies. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. If the calculated fair value is less than the current carrying amount, impairment of the reporting unit may exist. When the recoverability test indicates potential impairment, we will calculate an implied fair value of goodwill for the reporting unit. The implied fair value of goodwill is determined in a manner similar to how goodwill is calculated in a business combination. If the implied fair value of goodwill exceeds the carrying amount of goodwill assigned to the reporting unit, there is no impairment. If the carrying amount of goodwill assigned to a reporting unit exceeds the implied fair value of the goodwill, an impairment loss is recorded to write down the carrying amount. In performing a quantitative analysis, recoverability is measured by a comparison of the carrying amount of the indefinite-lived intangible asset over its fair value. Any excess of the carrying amount of the indefinite-lived intangible asset over its fair value is recognized as an impairment loss. We test indefinite-lived intangible assets utilizing the relief from royalty method to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a Level 3 fair value measurement. The relief from royalty method estimates our theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital considering any differences in company-specific risk factors. Intangible assets with finite lives are amortized over their estimated useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Estimated weighted average useful lives are 25 years for franchise agreements and 10 years for favorable lease agreements. An impairment loss would be indicated when estimated undiscounted future cash flows from the use of the asset are less than its carrying amount. An impairment loss would be measured as the difference between the fair value (based on discounted future cash flows) and the carrying amount of the asset. Fair Value Disclosures: Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows: Level 1 – inputs are quoted prices available for identical assets or liabilities in active markets. Level 2 – inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets; or other inputs that are observable or can be corroborated by observable market data. Level 3 – inputs are unobservable and reflect our own assumptions. We may also adjust the carrying amount of certain nonfinancial assets to fair value on a non-recurring basis when they are impaired. The fair values of our long-lived assets held and used are determined using Level 3 inputs based on the estimated discounted future cash flows of the respective store over its expected remaining useful life or lease term. Due to uncertainties in the estimates and assumptions used, actual results could differ from the estimated fair values. See Note 6. “Property and Equipment” for our impairment of long-lived assets disclosures and Note 11. “Fair Value of Financial Instruments” for our fair value disclosures. Self-Insurance Accruals: We are self-insured up to certain limits for certain losses related to workers’ compensation, general liability, property and our Company sponsored employee health insurance programs. We estimate the accrued liabilities for all risk retained by the Company at the end of each reporting period. This estimate is primarily based on historical claims experience and loss reserves, with the assistance of an independent third-party actuary. To limit our exposure to losses, we purchase stop-loss or high-deductible insurance coverage through third-party insurers for certain losses related to workers’ compensation, property and employee health insurance programs. Our deductibles generally range from $0.2 million to $0.5 million per occurrence. For claims that exceed the deductible amount, we record a gross liability and a corresponding receivable representing expected recoveries pursuant to the stop-loss coverage, since we are not legally relieved of our obligation to the claimant. Contingent Loss Accruals: When a contingency involving uncertainty as to a possible loss occurs, an estimate of the loss may be accrued as a charge to income and a reserve established on the Consolidated Balance Sheets. We perform regular assessments of our contingent losses and develop estimates of the degree of probability for and range of possible settlement. We accrue liabilities for losses we deem probable and for which we can reasonably estimate an amount of settlement. We do not record liabilities for losses we believe are only reasonably possible to result in an adverse outcome, but provide disclosure of the reasonably possible range of loss to the extent it is estimable. Reserve balances may be increased or decreased in the future to reflect further developments. However, there can be no assurance that there will not be a loss different from the amounts accrued. Any such loss, if realized, could have a material effect on our consolidated results of operations in the period during which the underlying matters are resolved. Foreign Currency Translation: Our Consolidated Financial Statements are presented in United States (“U.S.”) dollars. The assets and liabilities of our Canadian subsidiary are translated to U.S. dollars at year-end exchange rates, while revenues and expenses are translated at average exchange rates during the year. Adjustments that result from translating amounts are reported as a component of “Accumulated other comprehensive income” on our Consolidated Statements of Changes in Stockholders’ Equity and in our Consolidated Statements of Comprehensive Income. The effect of foreign currency exchange rate changes on cash is reported in our Consolidated Statements of Cash Flows as a separate component of the change in cash and cash equivalents during the period. Stock-Based Compensation: We expense the fair value of stock-based compensation awards granted to our employees and directors in our Consolidated Financial Statements on a straight-line basis over the period that services are required to be provided in exchange for the award (“requisite service period”), which typically is the period over which the award vests. Stock-based compensation is recognized only for awards that vest, and our periodic accrual of compensation cost is based on the estimated number of awards expected to vest. We measure the fair value of compensation cost related to stock options based on third party valuations. Stock-based compensation expense is recorded in “General and administrative expenses” in the Consolidated Statements of Earnings, which is the same financial statement caption where the associated salary expense of employees with stock-based compensation awards is recorded. The gross benefits of tax deductions in excess of the compensation cost recognized from the vesting of stock options are tax effected and classified as cash inflows from financing activities in our Consolidated Statements of Cash Flows. Revenue Recognition – Company Store Activities: Food, beverage and merchandise revenues are recognized when sold. Game revenues are recognized as game-play tokens and game play credits on game cards are purchased by guests, and we accrue unearned revenue as a liability for the estimated amount of unused tickets, tokens and game play credits that may be redeemed or used in the future. We allocate the revenue recognized from the sale of value-priced combination packages, which generally are comprised of food, beverage and game tokens (and in some instances, merchandise), between “Food and beverage sales” and “Entertainment and merchandise sales” based upon the price charged for each component when it is sold separately, or in limited circumstances our best estimate of selling price if a component is not sold on a stand-alone basis, which we believe approximates each component’s fair value. Sales taxes collected from guests are excluded from revenues. The obligation is included in accrued liabilities until the taxes are remitted to the appropriate taxing authorities. We sell gift cards to our customers in our stores and through certain third-party distributors, which do not expire and do not incur a service fee on unused balances. Gift card sales are recorded as deferred revenue when sold and are recognized as revenue when: (a) the gift card is redeemed by the guest or (b) the likelihood of the gift card being redeemed by the guest is remote (“gift card breakage”) and we determine that we do not have a legal obligation to remit the value of the unredeemed gift card under applicable state unclaimed property escheat statutes. Gift card breakage is determined based upon historical redemption patterns of our gift cards. Breakage income from gift cards of $2.3 million , $0.2 million , less than $0.1 million , and $0.4 million for Fiscal 2015 , the 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 and Fiscal 2013 , respectively, is included in “Food and beverage sales” in our Consolidated Statements of Earnings. Revenue Recognition – Franchise Fees and Royalties: Revenues from franchise activities include area development and initial franchise fees received from franchisees to establish new stores, and once a store is opened, a franchisee is charged monthly royalties based on a percentage of franchised stores’ sales. These fees are collectively referred to as “Franchise fees and royalties” in our Consolidated Statements of Earnings. Area development and initial franchise fees are recorded as unearned franchise revenue when received and recognized as revenue when we have fulfilled all significant obligations to the franchisee, which is generally when the franchised stores associated with the fees open. Continuing royalties and other miscellaneous sales and fees are recognized in the period earned. Continuing royalties and other miscellaneous sales and fees of $16.9 million , $5.8 million , $0.6 million and $4.3 million for Fiscal 2015 , the 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 , and Fiscal 2013 , respectively, are included in “Franchise fees and royalties” in our Consolidated Statements of Earnings. Cost of Food, Beverage, Entertainment and Merchandise: Cost of food and beverage includes all direct costs of food and beverage sold to our guests and related paper and birthday supplies used in our food service operations, less “vendor rebates” described below. Cost of entertainment and merchandise includes the direct cost of prizes provided and merchandise sold to our customers, as well as the cost of tickets dispensed to customers and redeemed for prize items. These amounts exclude any allocation of other operating costs including labor and related costs for store personnel and depreciation and amortization expense, which are disclosed seperately. Vendor Rebates: We receive rebate payments primarily from certain third-party vendors. Pursuant to the terms of a volume purchasing and promotional agreement entered into with the vendors, rebates are primarily provided based on the quantity of the vendors’ products we purchase over the term of the agreement. We record these allowances in the period they are earned as a reduction in the cost of the vendors’ products, and when the related inventory is sold, the allowances are recognized in “Cost of food and beverage” in our Consolidated Statements of Earnings. Rent Expense: We recognize rent expense on a straight-line basis over the lease term, including the construction period and lease renewal option periods provided for in the lease that can be reasonably assured at the inception of the lease. The lease term commences on the date when we take possession and have the right to control use of the leased premises. The difference between actual rent payments and rent expense in any period is recorded as “Deferred rent liability” on our Consolidated Balance Sheets. Construction allowances received from the landlord as a lease incentive intended to reimburse us for the cost of leasehold improvements (“Landlord contributions”) are accrued as deferred landlord contributions. Landlord contributions are amortized on a straight-line basis over the lease term as a reduction to rent expense. Advertising Costs: Production costs for commercials and coupons are expensed in the period in which the commercials are initially aired and the coupons are distributed. All other advertising costs are expensed as incurred. We and our franchisees are required to contribute a percentage of gross sales to administer all the national advertising programs that benefit both us and our franchisees. Because the contributed funds are required to be segregated and used for specified purposes, we do not reflect franchisee contributions as revenue, but rather record franchisee contributions as an offset to reported advertising expenses. Our advertising contributions for Chuck E. Cheese’s franchise stores are paid to the Association and are eliminated in consolidation. Advertising contributions from our franchisees were $2.1 million in Fiscal 2015 , $2.0 million for the 317 day period ended December 28, 2014, $0.4 million for the 47 day period ended February 14, 2014, $2.5 million in Fiscal 2013 . Income Taxes: We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Deferred income taxes are not provided on undistributed income from our Canadian subsidiary, as these earnings are considered to be permanently invested. We maintain tax reserves for federal, state and foreign income taxes when we believe a position may not be fully sustained upon review by taxing authorities. Although we believe that our tax positions are fully supported by the applicable tax laws and regulations, there are matters for which the ultimate outcome is uncertain. We recognize the benefit from an uncertain tax position in our Consolidated Financ |
Acquisition of CEC Entertainmen
Acquisition of CEC Entertainment, Inc. | 12 Months Ended |
Dec. 28, 2014 | |
CEC Entertainment, Inc. [Member] | |
Business Acquisition [Line Items] | |
Acquisition of CEC Entertainment, Inc. | Acquisition of CEC Entertainment, Inc.: On January 15, 2014, we entered into the Merger Agreement with Parent and Merger Sub, a wholly owned subsidiary of Parent, pursuant to which, among other things, Merger Sub commenced the Tender Offer to purchase all of the Company’s issued and outstanding shares of common stock at a price of $54.00 per share payable net to the seller in cash, without interest (the “Offer Price”). Approximately 68% of the outstanding shares were tendered in the Tender Offer, and Merger Sub accepted all such tendered shares for payment. Following the expiration of the Tender Offer on February 14, 2014, Merger Sub exercised its option under the Merger Agreement to purchase a number of shares of common stock necessary for Merger Sub to own one share more than 90% of the outstanding shares of common stock (the “Top-Up Shares”) at the Offer Price. Following Merger Sub’s purchase of the Top-Up Shares, Parent completed its acquisition of the Company through the Merger. At the effective time of the Merger, each share of common stock issued and outstanding immediately prior thereto, other than common stock owned or held (a) in treasury by the Company or any wholly-owned subsidiary of the Company; (b) by Parent or any of its subsidiaries; or (c) by stockholders who validly exercised their appraisal rights, was canceled and converted into the right to receive the Offer Price in cash, without interest and subject to applicable withholding tax. The aggregate consideration paid to acquire the Company was $1.4 billion , including the payoff of net debt of $348.0 million and $65.7 million in transaction and debt issuance costs. The Acquisition was funded by (a) $350.0 million of equity contributions from investment funds directly or indirectly managed by Apollo; (b) $248.5 million of borrowings under a bridge loan facility, which were later repaid using the proceeds from our issuance of $255.0 million of our senior notes; and (c) $760.0 million of borrowings under a term loan facility. In addition, we also entered into a $150.0 million revolving credit facility in connection with the Acquisition, but it was undrawn at closing. See discussion of the bridge loan facility, senior notes, term loan facility and revolving credit facility in Note 10. “Indebtedness and Interest Expense.” The Acquisition has been accounted for as a business combination using the acquisition method of accounting, whereby the purchase price was allocated to tangible and intangible assets acquired and liabilities assumed, based on their estimated fair market values on the Merger date. Fair value measurements have been applied based on assumptions that market participants would use in the pricing of the asset or liability. The following table summarizes the fair values assigned to the net assets acquired as of the February 14, 2014 acquisition date (in thousands): Cash consideration paid to shareholders $ 946,898 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents 19,184 Accounts receivable 22,185 Inventories 21,696 Other current assets 16,463 Property, plant and equipment 718,066 Buildings under capital lease 15,530 Favorable lease agreements 14,000 Chuck E. Cheese's tradename 400,000 Franchise agreements 14,000 Other non-current assets 9,872 Indebtedness (348,000 ) Capital Leases (15,530 ) Unfavorable lease interests (10,160 ) Deferred taxes (268,946 ) Other current and non-current liabilities (93,520 ) Net assets acquired 514,840 Excess purchase price allocated to goodwill (1) $ 432,058 __________________ (1) See Note 7 “Goodwill and Intangible Assets, Net” for a table representing the changes in the carrying value of goodwill. At the time of the Merger, the Company believed its market position and future growth potential for both Company-operated and franchised restaurants were the primary factors that contributed to a total purchase price that resulted in the recognition of goodwill. As of January 3, 2016 , $2.4 million of our goodwill, including goodwill resulting from the franchisee acquired in the second quarter of 2014, will be deductible for federal income tax purposes. We recorded $33.6 million and $0.5 million in transaction-related costs for accounting, investment banking, legal and other costs in connection with the Merger, which have been recorded in “Transaction, severance and related litigation costs” in our Consolidated Statements of Earnings for the 317 day period ended December 28, 2014 and the 47 day period ended February 14, 2014 , respectively. Pro Forma Financial Information The following unaudited pro forma results of operations for the twelve months ended December 28, 2014 and December 29, 2013 , respectively, assume that the Merger had occurred on December 31, 2012, the first day in fiscal year 2013, after giving effect to acquisition accounting adjustments relating to depreciation and amortization of the revalued assets, interest expense associated with the term loan facility, revolving credit facility and senior notes (see Note 10. “Indebtedness and Interest Expense”), and other acquisition-related adjustments in connection with the Merger. These unaudited pro forma results exclude one-time, non-recurring costs related to the Merger, including transaction costs, accelerated share-based compensation expense, executive termination benefits related to the departure of our former Executive Chairman and our former President and Chief Executive Officer and financing costs related to the bridge loan facility (see Note 10. “Indebtedness and Interest Expense”). This unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the Merger had actually occurred on those dates, nor of the results that may be obtained in the future. Twelve Months Ended December 28, December 29, (in thousands) Total revenues $ 832,824 $ 821,721 Net loss $ (1,359 ) $ (6,038 ) |
Acquisition of Peter Piper Pizz
Acquisition of Peter Piper Pizza | 12 Months Ended |
Dec. 28, 2014 | |
Peter Piper Pizza [Member] | |
Business Acquisition [Line Items] | |
Acquisition of Peter Piper Pizza | Acquisition of Peter Piper Pizza: In October 2014, the Company acquired Peter Piper Pizza (“PPP”), a leading pizza and entertainment restaurant chain operating in the southwestern United States and Mexico, for aggregate consideration paid of $113.1 million , net of cash acquired (the “PPP Acquisition”). During Fiscal 2015 , the Company made certain adjustments to the initial PPP purchase price allocation related to the final settlement of net working capital, the valuation of favorable and unfavorable lease interests and PPP’s tradename, and the valuation of net operating losses acquired and other tax positions that resulted in a net increase to goodwill of $0.4 million . The following table summarizes the final allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed at the date of the acquisition, as well as adjustments made during the measurement period (in thousands): PPP Preliminary Purchase Price Allocation Measurement Period Adjustments PPP Final Purchase Price Allocation Cash consideration paid $ 118,409 $ 663 $ 119,072 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents 5,267 — 5,267 Accounts receivable 511 — 511 Inventories 820 — 820 Other current assets 598 — 598 Property, plant and equipment 14,383 — 14,383 Favorable lease interests 2,000 (1,120 ) 880 Peter Piper Pizza's tradename 24,800 1,900 26,700 Franchise agreements 39,300 — 39,300 Other non-current assets 154 — 154 Indebtedness (120 ) — (120 ) Unfavorable lease interests (3,290 ) (580 ) (3,870 ) Deferred taxes (12,935 ) 31 (12,904 ) Other current and non-current liabilities (4,061 ) — (4,061 ) Net assets acquired 67,427 231 67,658 Excess purchase price allocated to goodwill $ 50,982 $ 432 $ 51,414 The measurement period adjustments did not have a significant impact on our Consolidated Statements of Earnings for Fiscal 2015 . In addition, these adjustments did not have a significant impact on our Consolidated Balance Sheet as of January 3, 2016 . Therefore, we have not retrospectively adjusted this financial information. As of January 3, 2016 , $0.3 million of the goodwill from the PPP Acquisition will be deductible for federal income tax purposes. Pro Forma Financial Information The following unaudited pro forma results of operations for the twelve months ended December 28, 2014 and December 29, 2013 assume that the PPP Acquisition had occurred on December 31, 2012, the first day in fiscal year 2013, after giving effect to acquisition accounting adjustments relating to depreciation and amortization of the revalued assets and the identifiable intangible assets resulting from the PPP Acquisition, interest expense associated with the debt paid off in connection with the PPP Acquisition, and other purchase price and transaction-related adjustments in connection with the PPP Acquisition. These unaudited pro forma results are presented for informational purposes only and are not indicative of the results of operations that would have been achieved if the Peter Piper Pizza acquisition had taken place at the beginning of the earliest period presented, and exclude one-time, non-recurring costs related to the PPP Acquisition, including transaction costs and executive termination benefits and share-based compensation expense related to the departure of certain Peter Piper Pizza executives. Such pro forma financial information is based on the historical financial statements of Peter Piper Pizza. The pro forma financial information presented below also assumes that the Merger had occurred on December 31, 2012 (see Note 2. “Acquisition of CEC Entertainment, Inc.”). The unaudited pro forma financial information presented below does not reflect any synergies or operating cost reductions that may be achieved. Twelve Months Ended December 28, December 29, (in thousands) Total revenues 887,018 885,476 Net income (loss) 5,758 (1,328 ) |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Jan. 03, 2016 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable: Accounts receivable consisted of the following at the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Trade receivables $ 11,106 $ 5,471 Vendor rebates 7,820 7,340 Income taxes receivable 2,896 2,218 Other accounts receivable 4,114 3,806 Total Accounts receivable $ 25,936 $ 18,835 Trade receivables consist primarily of debit and credit card receivables due from third-party financial institutions. The other accounts receivable balance consists primarily of lease incentives, amounts due from our franchisees and amounts expected to be recovered from third-party insurers. |
Inventories
Inventories | 12 Months Ended |
Jan. 03, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories: Inventories consisted of the following at the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Food and beverage $ 4,524 $ 4,877 Entertainment and merchandise 18,751 14,102 Inventories $ 23,275 $ 18,979 Food and beverage inventories include food, beverage, paper products and other supplies needed for our food service operations. Entertainment and merchandise inventories consist primarily of novelty toy items, used as redemption prizes for certain games, sold directly to our guests or used as part of our birthday party packages. In addition, entertainment and merchandise inventories also consist of other supplies used in our entertainment operations. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment: Successor January 3, December 28, (in thousands) Land $ 50,135 $ 50,135 Buildings 52,637 50,132 Leasehold improvements 417,174 397,338 Game and ride equipment 186,602 168,709 Furniture, fixtures and other equipment 116,418 108,510 Buildings leased under capital leases 16,109 16,183 839,075 791,007 Less accumulated depreciation and amortization (224,124 ) (114,396 ) Net property and equipment in service 614,951 676,611 Construction in progress 14,096 5,361 Property and equipment, net $ 629,047 $ 681,972 Buildings leased under capital leases consists of buildings for our stores. Accumulated amortization related to these assets was $2.0 million and $1.0 million as of January 3, 2016 and December 28, 2014 , respectively. Amortization of assets under capital leases is included in “Depreciation and amortization” in our Consolidated Statements of Earnings. Total depreciation and amortization expense was $119.3 million , $118.6 million , $9.9 million and $79.0 million for Fiscal 2015 , the 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 and Fiscal 2013 , respectively, of which, $4.1 million , $2.7 million , $0.2 million and $0.8 million , respectively, was included in “General and administrative expenses” in our Consolidated Statements of Earnings. Total depreciation and amortization expense for Fiscal 2015 and the 317 day period ended December 28, 2014 includes approximately $2.1 million and $1.0 million , respectively, related to the amortization of franchise agreements (see Note 7. “Goodwill and Intangible Assets, Net”). |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 12 Months Ended |
Dec. 28, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net: The following table presents changes in the carrying value of goodwill for the periods ended January 3, 2016 and December 28, 2014 : Successor January 3, 2016 December 28, 2014 (in thousands) Balance at beginning of period $ 483,444 $ — Goodwill assigned in connection with Merger (1) — 432,058 Goodwill assigned in acquisition of Peter Piper Pizza (2) (3) 432 50,982 Other additions (4) — 404 Balance at end of period $ 483,876 $ 483,444 __________________ (1) See Note 2 “Acquisition of CEC Entertainment, Inc.” for a discussion of goodwill recorded in connection with Merger. (2) See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of goodwill recorded in connection with the PPP Acquisition. (3) During Fiscal 2015 , we recorded certain adjustments to the initial PPP purchase price allocation related to the final settlement of net working capital, the valuation of favorable and unfavorable lease interests, the valuation of PPP’s tradename and the valuation of net operating losses acquired and other tax positions that resulted in a net increase to goodwill of $0.4 million . See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of the measurement period adjustments. (4) Other additions for the 317 day period ended December 28, 2014 represents goodwill related to a franchise the Company acquired in the second quarter of 2014. The following table presents our indefinite and definite-lived intangible assets at January 3, 2016 and December 28, 2014 : Successor January 3, 2016 December 28, 2014 Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ — $ 400,000 $ 400,000 $ — $ 400,000 Peter Piper Pizza tradename (2) Indefinite 26,700 — 26,700 24,800 — 24,800 Favorable lease agreements (1) (2) 10 14,880 (3,686 ) 11,194 16,000 (1,679 ) 14,321 Franchise agreements 25 53,300 (3,099 ) 50,201 53,300 (1,021 ) 52,279 $ 494,880 $ (6,785 ) $ 488,095 $ 494,100 $ (2,700 ) $ 491,400 __________________ (1) In connection with the Merger and the PPP Acquisition, we also recorded unfavorable lease liabilities of $10.2 million and $3.9 million , respectively, which are included in “Other current liabilities” and “Other noncurrent liabilities” in our Consolidated Balance Sheets. Such amounts are being amortized over a weighted average life of 10 years , and are included in “Rent expense” in our Consolidated Statements of Earnings for the Successor periods. (2) During Fiscal 2015 we recorded adjustments related to the valuation of the favorable lease agreements intangible asset and PPP’s tradename of $(1.1) million and $1.9 million , respectively, recorded in connection with the PPP Acquisition. See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of these adjustments. Our estimated future amortization expense related to the favorable lease agreements and franchise agreements is set forth as follows (in thousands): Favorable Lease Agreements Franchise Agreements Fiscal 2016 $ 1,938 $ 2,049 Fiscal 2017 1,659 2,049 Fiscal 2018 1,246 2,049 Fiscal 2019 1,102 2,049 Fiscal 2020 1,050 2,088 Thereafter 4,199 39,917 $11,194 $50,201 Amortization expense related to favorable lease agreements was $2.0 million and $1.7 million , respectively, for Fiscal 2015 and the 317 day period ended December 28, 2014 , and is included in “Rent expense” in our Consolidated Statements of Earnings. Amortization expense related to franchise agreements was $2.0 million and $1.0 million , respectively, for Fiscal 2015 and the 317 day period ended December 28, 2014 , and is included in “General and administrative expenses” in our Consolidated Statements of Earnings. As we did not have any intangible assets related to favorable lease agreements or franchise agreements prior to the Merger, we did not incur any amortization expense related to favorable lease agreements for the 47 day period ended February 14, 2014 and Fiscal 2013 . |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Jan. 03, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses: Accrued expenses consisted of the following as of the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Current: Salaries and wages $ 13,947 $ 13,236 Insurance 5,195 6,514 Taxes, other than income taxes 12,975 10,434 Other accrued operating expenses 6,167 5,377 Accrued expenses $ 38,284 $ 35,561 Noncurrent: Insurance $ 9,737 $ 12,146 Accrued current and noncurrent insurance represents estimated claims incurred but unpaid under our self-insurance programs for general liability, workers’ compensation, health benefits and certain other insured risks. |
Indebtedness and Interest Expen
Indebtedness and Interest Expense | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Line of Credit Facility [Line Items] | ||
Indebtedness and Interest Expense | Indebtedness and Interest Expense: Our long-term debt consisted of the following for the periods presented: Successor January 3, December 28, (in thousands) Term loan facility $ 746,700 $ 756,200 Senior notes 255,000 255,000 Note payable 63 113 Total debt outstanding 1,001,763 1,011,313 Less: Unamortized original issue discount (2,776 ) (3,327 ) Deferred financing costs, net (20,004 ) (24,087 ) Current portion (7,650 ) (9,545 ) Bank indebtedness and other long-term debt, less current portion $ 971,333 $ 974,354 We were in compliance with the debt covenants in effect as of January 3, 2016 for both the Secured Credit Facilities and the senior notes. For further discussion regarding the debt covenants, see Secured Credit Facilities and Senior Unsecured Debt sections below. Secured Credit Facilities In connection with the Merger on February 14, 2014, we entered into new senior secured credit facilities (the “Secured Credit Facilities”), which include an initial $760.0 million term loan facility with a maturity date of February 14, 2021 (the “term loan facility”) and a $150.0 million senior secured revolving credit facility with a maturity date of February 14, 2019, which includes a letter of credit sub-facility and a $30.0 million swingline loan sub-facility (the “revolving credit facility”). As of January 3, 2016 and December 28, 2014 , respectively, we had no borrowings outstanding under the revolving credit facility and $10.9 million of letters of credit issued but undrawn under the facility. In addition, we may request one or more incremental term loan facilities and/or increase commitments under our revolving credit facility in an aggregate amount of up to the sum of (a) $200.0 million plus (b) such additional amount so long as, (i) in the case of loans under additional credit facilities that rank equally and without preference with the liens on the collateral securing the Secured Credit Facilities, our consolidated net first lien senior secured leverage ratio would be no greater than 4.25 to 1.00 and (ii) in the case of loans under additional credit facilities that rank junior to the liens on the collateral securing the Secured Credit Facilities, our consolidated total net secured leverage ratio would be no greater than 5.25 to 1.0, subject to certain conditions, and receipt of commitments by existing or additional lenders. All borrowings under our revolving credit facility are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. We received net proceeds from the term loan facility of $756.2 million , net of original issue discount of $3.8 million , which were used to fund a portion of the Acquisition. We paid $17.8 million and $3.4 million in debt issuance costs related to the term loan facility and revolving credit facility, respectively, which we capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The original issue discount and deferred financing costs are amortized over the lives of the facilities and are included in “Interest expense” on our Consolidated Statements of Earnings. Borrowings under the Secured Credit Facilities bear interest at a rate equal to, at our option, either (a) a London Interbank Offered Rate (“LIBOR”) determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowings, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans or (b) a base rate determined by reference to the highest of (i) the federal funds effective rate plus 0.50% ; (ii) the prime rate of Deutsche Bank AG New York Branch; and (iii) the one-month adjusted LIBOR plus 1.00% , in each case plus an applicable margin. The applicable margin for borrowings is 3.25% with respect to LIBOR borrowings and 2.25% with respect to base rate borrowings under the term loan facility and base rate borrowings and swingline borrowings under the revolving credit facility. The applicable margin for borrowings under the term loan facility is subject to one step down to 3.00% based on our net first lien senior secured leverage ratio, and the applicable margin for borrowings under the revolving credit facility is subject to two step-downs to 3.00% and 2.75% based on our net first lien senior secured leverage ratio. During the 2015 fiscal year , the federal funds rate ranged from 0.06% to 0.37% , the prime rate was 3.25% and the one-month LIBOR ranged from 0.17% to 0.43% . In addition to paying interest on outstanding principal under the Secured Credit Facilities, we are required to pay a commitment fee equal to 0.50% per annum to the lenders under the revolving credit facility in respect of the unutilized commitments thereunder. The applicable commitment fee under the revolving credit facility is subject to a step-down to 0.375% based on our first lien senior secured leverage ratio. We are also required to pay customary agency fees, as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee computed at a rate equal to 0.125% per annum on the daily stated amount of each letter of credit. The weighted average effective interest rate incurred on our borrowings under our Secured Credit Facilities was 4.6% for the 2015 fiscal year and 4.8% for the 317 day period ended December 28, 2014 , which includes amortization of debt issuance costs related to our Secured Credit Facilities, amortization of our term loan facility original issue discount, and commitment and other fees related to our Secured Credit Facilities. The Secured Credit Facilities require scheduled quarterly payments on the term loan equal to 0.25% of the original principal amount of the term loan from July 2014 to December 2020, with the remaining balance paid at maturity, February 14, 2021 . In addition, the Secured Credit Facilities include customary mandatory prepayment requirements based on certain events, such as asset sales, debt issuances and defined levels of excess cash flow. We may voluntarily repay outstanding loans under the Secured Credit Facilities at any time, without prepayment premium or penalty, except in connection with a repricing event as described below, subject to customary “breakage” costs with respect to LIBOR rate loans. Any refinancing through the issuance or repricing amendment of any debt that results in a repricing event applicable to the term loan facility borrowings resulting in a lower yield occurring at any time during the first six months after the closing date will be accompanied by a 1.00% prepayment premium or fee, as applicable. Our revolving credit facility includes a springing financial maintenance covenant that requires our net first lien senior secured leverage ratio not to exceed 6.25 to 1.00 (the ratio of consolidated net debt secured by first-priority liens on the collateral to last twelve month’s EBITDA, as defined in the Senior Credit Facilities). The covenant will be tested quarterly when the revolving credit facility is more than 30.0% drawn (excluding outstanding letters of credit) and will be a condition to drawings under the revolving credit facility that would result in more than 30.0% drawn thereunder. As of January 3, 2016 we had no borrowings under the revolving credit facility; therefore, the springing financial maintenance covenant under our revolving credit facility was not in effect. The Secured Credit Facilities also contain customary affirmative covenants and events of default, and the negative covenants limit our ability to, among other things: (i) incur additional debt or issue certain preferred shares; (ii) create liens on certain assets; (iii) make certain loans or investments (including acquisitions); (iv) pay dividends on or make distributions in respect of our capital stock or make other restricted payments; (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; (vi) sell assets; enter into certain transactions with our affiliates; (vii) enter into sale-leaseback transactions; (viii) change our lines of business; restrict dividends from our subsidiaries or restrict liens; (ix) change our fiscal year; and (x) modify the terms of certain debt or organizational agreements. The acquisitions and sale leaseback transaction and discussed in Note 2. “Acquisition of CEC Entertainment, Inc.”, Note 3. “Acquisition of Peter Piper Pizza” and Note 13. “Sale Leaseback Transaction” were permitted under the Secured Credit Facilities agreement. All obligations under the Secured Credit Facilities are unconditionally guaranteed by Parent on a limited-recourse basis and each of our existing and future direct and indirect material, wholly owned domestic subsidiaries, subject to certain exceptions. The obligations are secured by a pledge of our capital stock and substantially all of our assets and those of each subsidiary guarantor, including capital stock of the subsidiary guarantors and 65.0% of the capital stock of the first-tier foreign subsidiaries that are not subsidiary guarantors, in each case subject to exceptions. Such security interests will consist of a first-priority lien with respect to the collateral. Senior Unsecured Debt Also in connection with the Merger on February 14, 2014, we borrowed $248.5 million under a bridge loan facility (the “bridge loan facility”) and used the proceeds to fund a portion of the Acquisition. We incurred $4.7 million of financing costs and $0.2 million of interest related to the bridge loan facility, which are included in “Interest expense” in our Consolidated Statements of Earnings for the 317 day period ended December 28, 2014 . On February 19, 2014, we issued $255.0 million aggregate principal amount of 8.000% Senior Notes due 2022 (the “senior notes”) in a private offering. The senior notes bear interest at a rate of 8.000% per year and mature on February 15, 2022. On or after February 15, 2017, we may redeem some or all of the senior notes at certain redemption prices set forth in the indenture governing the senior notes (the “indenture”). Prior to February 15, 2017, we may redeem (i) up to 40.0% of the original aggregate principal amount of the senior notes with the net cash proceeds of one or more equity offerings at a price equal to 108.0% of the principal amount thereof, plus accrued and unpaid interest, or (ii) some or all of the notes at a price equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest, plus the applicable “make-whole” premium set forth in the indenture. On December 2, 2014 we completed an exchange offer whereby the original senior notes were exchanged for new notes (the “exchange notes”) which are identical to the initial senior notes except that the issuance of the exchange notes is registered under the Securities Act, the exchange notes do not bear legends restricting their transfer and they are not entitled to registration rights under our registration rights agreement. We refer to the senior notes and the exchange notes collectively as the “senior notes.” We paid $6.4 million in debt issuance costs related to the senior notes issued in February 2014, which we capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The deferred financing costs are being amortized over the life of the senior notes to “Interest expense” on our Consolidated Statements of Earnings. The weighted average effective interest rate incurred on borrowings under our senior notes was 8.3% for both the 2015 fiscal year and the 317 day period ended December 28, 2014 , which included amortization of debt issuance costs and other fees related to our senior notes. Our obligations under the senior notes are fully and unconditionally guaranteed, jointly and severally, by our present and future direct and indirect wholly-owned material domestic subsidiaries that guarantee our Secured Credit Facilities. The indenture contains restrictive covenants that limit our ability to, among other things: (i) incur additional debt or issue certain preferred shares; (ii) create liens on certain assets; (iii) make certain loans or investments (including acquisitions); (iv) pay dividends on or make distributions in respect of our capital stock or make other restricted payments; (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; (vi) sell assets; (vii) enter into certain transactions with our affiliates; and (viii) restrict dividends from our subsidiaries. Debt Obligations The following table sets forth our future debt payment obligations as of January 3, 2016 (in thousands): One year or less $ 7,650 Two years 7,613 Three years 5,700 Four years 7,600 Five years 9,500 Thereafter 963,700 1,001,763 Less: debt financing costs, net (20,004 ) Less: unamortized discount (2,776 ) $ 978,983 Interest Expense Interest expense consisted of the following for the periods presented: Successor Predecessor Fiscal Year Ended For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year Ended January 3, December 28, 2014 February 14, December 29, (in thousands) Term loan facility (1) $ 31,760 $ 29,962 $ — $ — Senior notes 21,023 17,697 — — Bridge loan facility (2) — 4,943 — — Predecessor Facility — — 745 6,034 Capital lease obligations 1,791 1,541 275 1,610 Sale leaseback obligations 11,096 3,721 — — Amortization of debt issuance costs 4,083 3,488 58 459 Other 829 (400 ) 73 (650 ) Total interest expense $ 70,582 $ 60,952 $ 1,151 $ 7,453 __________________ (1) Includes amortization of original issue discount. (2) The 317 day period ended December 28, 2014 includes debt issuance costs of $4.7 million related to the issuance of the Bridge Loan and $0.2 million interest. The weighted average effective interest rate incurred on our borrowings under our Secured Credit Facilities, bridge loan facility and senior notes was 5.5% for the 2015 fiscal year and 6.2% for the 317 day period ended December 28, 2014 . Excluding the impact of $4.9 million of debt financing costs and interest relating to the bridge loan facility, our weighted average effective rate would have been 5.7% for the 317 day period ended December 28, 2014 . | |
Swingline Loan Facility, the Revolving Credit Facility [Member] | Senior Loans [Member] | Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt [Text Block] | Secured Credit Facilities In connection with the Merger on February 14, 2014, we entered into new senior secured credit facilities (the “Secured Credit Facilities”), which include an initial $760.0 million term loan facility with a maturity date of February 14, 2021 (the “term loan facility”) and a $150.0 million senior secured revolving credit facility with a maturity date of February 14, 2019, which includes a letter of credit sub-facility and a $30.0 million swingline loan sub-facility (the “revolving credit facility”). As of January 3, 2016 and December 28, 2014 , respectively, we had no borrowings outstanding under the revolving credit facility and $10.9 million of letters of credit issued but undrawn under the facility. In addition, we may request one or more incremental term loan facilities and/or increase commitments under our revolving credit facility in an aggregate amount of up to the sum of (a) $200.0 million plus (b) such additional amount so long as, (i) in the case of loans under additional credit facilities that rank equally and without preference with the liens on the collateral securing the Secured Credit Facilities, our consolidated net first lien senior secured leverage ratio would be no greater than 4.25 to 1.00 and (ii) in the case of loans under additional credit facilities that rank junior to the liens on the collateral securing the Secured Credit Facilities, our consolidated total net secured leverage ratio would be no greater than 5.25 to 1.0, subject to certain conditions, and receipt of commitments by existing or additional lenders. All borrowings under our revolving credit facility are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. We received net proceeds from the term loan facility of $756.2 million , net of original issue discount of $3.8 million , which were used to fund a portion of the Acquisition. We paid $17.8 million and $3.4 million in debt issuance costs related to the term loan facility and revolving credit facility, respectively, which we capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The original issue discount and deferred financing costs are amortized over the lives of the facilities and are included in “Interest expense” on our Consolidated Statements of Earnings. Borrowings under the Secured Credit Facilities bear interest at a rate equal to, at our option, either (a) a London Interbank Offered Rate (“LIBOR”) determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowings, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans or (b) a base rate determined by reference to the highest of (i) the federal funds effective rate plus 0.50% ; (ii) the prime rate of Deutsche Bank AG New York Branch; and (iii) the one-month adjusted LIBOR plus 1.00% , in each case plus an applicable margin. The applicable margin for borrowings is 3.25% with respect to LIBOR borrowings and 2.25% with respect to base rate borrowings under the term loan facility and base rate borrowings and swingline borrowings under the revolving credit facility. The applicable margin for borrowings under the term loan facility is subject to one step down to 3.00% based on our net first lien senior secured leverage ratio, and the applicable margin for borrowings under the revolving credit facility is subject to two step-downs to 3.00% and 2.75% based on our net first lien senior secured leverage ratio. During the 2015 fiscal year , the federal funds rate ranged from 0.06% to 0.37% , the prime rate was 3.25% and the one-month LIBOR ranged from 0.17% to 0.43% . In addition to paying interest on outstanding principal under the Secured Credit Facilities, we are required to pay a commitment fee equal to 0.50% per annum to the lenders under the revolving credit facility in respect of the unutilized commitments thereunder. The applicable commitment fee under the revolving credit facility is subject to a step-down to 0.375% based on our first lien senior secured leverage ratio. We are also required to pay customary agency fees, as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee computed at a rate equal to 0.125% per annum on the daily stated amount of each letter of credit. The weighted average effective interest rate incurred on our borrowings under our Secured Credit Facilities was 4.6% for the 2015 fiscal year and 4.8% for the 317 day period ended December 28, 2014 , which includes amortization of debt issuance costs related to our Secured Credit Facilities, amortization of our term loan facility original issue discount, and commitment and other fees related to our Secured Credit Facilities. The Secured Credit Facilities require scheduled quarterly payments on the term loan equal to 0.25% of the original principal amount of the term loan from July 2014 to December 2020, with the remaining balance paid at maturity, February 14, 2021 . In addition, the Secured Credit Facilities include customary mandatory prepayment requirements based on certain events, such as asset sales, debt issuances and defined levels of excess cash flow. We may voluntarily repay outstanding loans under the Secured Credit Facilities at any time, without prepayment premium or penalty, except in connection with a repricing event as described below, subject to customary “breakage” costs with respect to LIBOR rate loans. Any refinancing through the issuance or repricing amendment of any debt that results in a repricing event applicable to the term loan facility borrowings resulting in a lower yield occurring at any time during the first six months after the closing date will be accompanied by a 1.00% prepayment premium or fee, as applicable. Our revolving credit facility includes a springing financial maintenance covenant that requires our net first lien senior secured leverage ratio not to exceed 6.25 to 1.00 (the ratio of consolidated net debt secured by first-priority liens on the collateral to last twelve month’s EBITDA, as defined in the Senior Credit Facilities). The covenant will be tested quarterly when the revolving credit facility is more than 30.0% drawn (excluding outstanding letters of credit) and will be a condition to drawings under the revolving credit facility that would result in more than 30.0% drawn thereunder. As of January 3, 2016 we had no borrowings under the revolving credit facility; therefore, the springing financial maintenance covenant under our revolving credit facility was not in effect. The Secured Credit Facilities also contain customary affirmative covenants and events of default, and the negative covenants limit our ability to, among other things: (i) incur additional debt or issue certain preferred shares; (ii) create liens on certain assets; (iii) make certain loans or investments (including acquisitions); (iv) pay dividends on or make distributions in respect of our capital stock or make other restricted payments; (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; (vi) sell assets; enter into certain transactions with our affiliates; (vii) enter into sale-leaseback transactions; (viii) change our lines of business; restrict dividends from our subsidiaries or restrict liens; (ix) change our fiscal year; and (x) modify the terms of certain debt or organizational agreements. The acquisitions and sale leaseback transaction and discussed in Note 2. “Acquisition of CEC Entertainment, Inc.”, Note 3. “Acquisition of Peter Piper Pizza” and Note 13. “Sale Leaseback Transaction” were permitted under the Secured Credit Facilities agreement. All obligations under the Secured Credit Facilities are unconditionally guaranteed by Parent on a limited-recourse basis and each of our existing and future direct and indirect material, wholly owned domestic subsidiaries, subject to certain exceptions. The obligations are secured by a pledge of our capital stock and substantially all of our assets and those of each subsidiary guarantor, including capital stock of the subsidiary guarantors and 65.0% of the capital stock of the first-tier foreign subsidiaries that are not subsidiary guarantors, in each case subject to exceptions. Such security interests will consist of a first-priority lien with respect to the collateral. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Jan. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy) has been established. The following table presents information on our financial instruments as of the dates presented: Successor January 3, 2016 December 28, 2014 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt, less current portion $ 991,337 $ 962,600 $ 998,441 $ 974,084 __________________ (1) Excluding net deferred financing costs. Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, our Secured Credit Facilities and our senior notes. The carrying amount of cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of their short maturities. The estimated fair value of our secured credit facilities, term loan and senior notes was determined by using estimated market prices of our outstanding borrowings under our term loan facility and the senior notes, which are classified as Level 2 in the fair value hierarchy. Our non-financial assets, which include long-lived assets, including property, plant and equipment, goodwill and intangible assets, are reported at carrying value and are not required to be measured at fair value on a recurring basis. However, on a periodic basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, we assess our long-lived assets for impairment. During Fiscal 2015 , 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 and Fiscal 2013 , there were no significant transfers among level 1, 2 or 3 fair value determinations. |
Other Non-current Liabilities
Other Non-current Liabilities | 12 Months Ended |
Jan. 03, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other Noncurrent Liabilities: Other noncurrent liabilities consisted of the following as of the dates presented: Successor January 3, December 28, (in thousands) Sale leaseback obligations, less current portion (1) $ 179,258 $ 181,282 Deferred rent liability 14,325 7,847 Deferred landlord contributions 4,988 981 Long-term portion of unfavorable leases 9,536 10,942 Other 4,421 4,332 Total other noncurrent liabilities $ 212,528 $ 205,384 __________________ (1) See Note 13 “Sale Leaseback Transaction” for further discussion on our sale leaseback obligations. |
Sale Leaseback Transaction
Sale Leaseback Transaction | 12 Months Ended |
Jan. 03, 2016 | |
Leases [Abstract] | |
Sale Leaseback Transaction | Sale Leaseback Transaction: On August 25, 2014, we completed a sale leaseback transaction (the “Sale Leaseback”) with National Retail Properties, Inc. (“NNN”). Pursuant to the Sale Leaseback, we sold 49 properties located throughout the United States to NNN, and we leased each of the 49 properties back from NNN pursuant to two separate master leases on a triple-net basis for their continued use as Chuck E. Cheese’s family dining and entertainment centers. The leases have an initial term of 20 years , with four five -year options to renew. For accounting purposes, these sale-leaseback transactions are accounted for under the financing method, rather than as completed sales. Under the financing method, we (i) include the sales proceeds received in other long-term liabilities until our continuing involvement with the properties is terminated, (ii) report the associated property as owned assets, (iii) continue to depreciate the assets over their remaining useful lives, and (iv) record the rental payments as interest expense and a reduction of the sale leaseback obligation. When and if our continuing involvement with a property terminates and the sale of that property is recognized for accounting purposes, we expect to record a gain equal to the excess of the proceeds received over the remaining net book value of the property. The aggregate purchase price for the properties in connection with the Sale Leaseback was $183.7 million in cash, and the proceeds, net of taxes and transaction costs, realized by the Company were $143.2 million . A portion of the proceeds from the Sale Leaseback was used for the PPP Acquisition, as discussed in Note 3 “Acquisition of Peter Piper Pizza.” We used the remaining net proceeds from the Sale Leaseback for capital expenditures needs and other general corporate purposes. The long-term and current portions of our obligation under the sale leaseback were $179.3 million and $2.0 million , respectively, as of January 3, 2016 , and are included in “Other noncurrent liabilities” and “Other current liabilities” in our Consolidated Balance Sheets. The net book value of the associated assets, which is included in “Property and equipment, net” in our Consolidated Balance Sheets, was $82.0 million and $84.3 million as of January 3, 2016 and December 28, 2014 , respectively. Our future minimum lease commitments related to the Sale Leaseback, as of January 3, 2016 for fiscal years 2016 , 2017 , 2018 , 2019 , 2020 and thereafter are, in thousands, $13,014 , $13,274 , $13,540 , $13,810 , $14,087 and $223,243 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 03, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies: Leases We lease certain stores under operating and capital leases that expire at various dates through 2035 with renewal options that expire at various dates through 2054 . The leases generally require us to pay a minimum rent, property taxes, insurance, other maintenance costs and, in some instances, additional rent equal to the amount by which a percentage of the store’s revenues exceed certain thresholds as stipulated in the respective lease agreement. The leases generally have initial terms of 10 to 20 years with various renewal options. The annual future lease commitments under capital lease obligations and non-cancelable operating leases, including reasonably assured option periods but excluding contingent rent, as of January 3, 2016 , are as follows: Capital Operating Fiscal Years (in thousands) 2016 $ 2,169 $ 89,594 2017 2,207 87,738 2018 2,278 85,520 2019 2,274 83,183 2020 2,305 81,899 Thereafter 20,719 588,424 Future minimum lease payments 31,952 1,016,358 Less amounts representing interest (16,487 ) Present value of future minimum lease payments 15,465 Less current portion (421 ) Capital lease obligations, net of current portion $ 15,044 Rent expense, including contingent rent based on a percentage of stores’ sales, when applicable, was comprised of the following: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 (in thousands) Minimum rentals $ 98,023 $ 77,498 $ 12,480 $ 79,315 Contingent rentals 338 117 36 103 $ 98,361 $ 77,615 $ 12,516 $ 79,418 Rent expense of $1.6 million in 2015, $0.9 million for the 317 day period ended December 28, 2014 , $0.1 million for the 47 day period ended February 14, 2014 , and $1.0 million in 2013 related to our corporate offices and warehouse facilities and was included in “General and administrative expenses” in our Consolidated Statements of Earnings. Unconditional Purchase Obligations Our unconditional purchase obligations consist of agreements to purchase goods or services that are enforceable and legally binding on us and that specify all significant terms, including (a) fixed or minimum quantities to be purchased; (b) fixed, minimum or variable price provisions; and (c) the approximate timing of the transaction. Our purchase obligations with terms in excess of one year totaled $5.0 million at January 3, 2016 and consisted of obligations associated with the modernization of various information technology platforms and information technology data security service agreements. These purchase obligations exclude agreements that can be canceled without significant penalty. Legal Proceedings From time to time, we are involved in various inquiries, investigations, claims, lawsuits and other legal proceedings that are incidental to the conduct of our business. These matters typically involve claims from customers, employees or other third parties involved in operational issues common to the retail, restaurant and entertainment industries. Such matters typically represent actions with respect to contracts, intellectual property, taxation, employment, employee benefits, personal injuries and other matters. A number of such claims may exist at any given time, and there are currently a number of claims and legal proceedings pending against us. In the opinion of our management, after consultation with legal counsel, the amount of liability with respect to claims or proceedings currently pending against us is not expected to have a material effect on our consolidated financial condition, results of operations or cash flows. Employment-Related Litigation: On January 27, 2014, former store employee Franchesca Ford filed a purported class action lawsuit against the Company in San Francisco County Superior Court, California (the “Ford Litigation”). The plaintiff claims to represent other similarly-situated hourly non-exempt employees and former employees of the Company in California who were employed during the period January 27, 2010 to the present. She alleges violations of California state wage and hour laws governing vacation pay, meal and rest period pay, wages due upon termination, and waiting time penalties, and seeks an unspecified amount in damages. In March 2014, the Company removed the Ford Litigation to the U.S. District Court for the Northern District of California, San Francisco Division, and subsequently defeated the plaintiff’s motion to remand the case to California state court. On May 22, 2015, the parties reached an agreement to settle the lawsuit on a class-wide basis. The settlement would result in the plaintiffs’ dismissal of all claims asserted in the action, as well as certain related but unasserted claims, and grant of complete releases, in exchange for the Company’s settlement payment. The settlement currently awaits the Court’s approval. The settlement of this action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. On March 24, 2014, Franchesca Ford and Isabel Rodriguez filed a purported class action lawsuit against the Company in the U.S. District Court, Southern District of California, San Diego Division. The plaintiffs claim to represent other similarly-situated applicants who were subject to pre-employment background checks with the Company in California and across the United States from March 24, 2012 to the present. The lawsuit alleges violations of the Fair Credit Reporting Act and the California Consumer Credit Reporting and Investigative Reporting Agencies Act. The plaintiffs seek an unspecified amount of damages. On September 23, 2014, the Company reached an agreement to settle the lawsuit on a class-wide basis. The settlement would result in the plaintiffs’ dismissal of all claims asserted in the action, as well as certain related but unasserted claims, and grant of complete releases, in exchange for the Company’s settlement payment. On July 7, 2015, the Court entered an order preliminarily approving the settlement. On January 6, 2016, the Court signed the judgment approving the settlement. The Company expects this case to be closed during the second quarter of 2016. The settlement of this action did not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. On October 17, 2014, former store employee Wiley Wright filed a purported class action lawsuit against the Company in the United States District Court, Eastern District of New York, claiming to represent other similarly-situated salaried exempt current and former employees of the Company in the state of New York during the period October 17, 2008, as well as similarly-situated salaried exempt current and former employees throughout the remainder of the United States during the period October 17, 2011 to the present. The lawsuit alleges that current and former Assistant Managers and Senior Assistant Managers were unlawfully classified as exempt from overtime protections and worked more than 40 hours a week without overtime premium pay in violation of the Fair Labor Standards Act and New York Labor Law. The plaintiff seeks an unspecified amount in damages. On December 12, 2014, plaintiff moved for conditional certification of the putative class of employees; the Company filed its response to this motion on January 19, 2015. On July 16, 2015, the Court granted conditional certification of a collective group that included only the Assistant Managers and Senior Assistant Managers who worked in the four New York stores where plaintiff worked during his employment with the Company, while permitting plaintiff to obtain further discovery from the Company relating to his original motion. On November 18, 2015, the parties reached an agreement to settle the litigation. A draft of the proposed settlement agreement and the notice to class members are being finalized. The settlement would result in the plaintiffs’ dismissal of all claims asserted in the action, as well as certain related but unasserted claims, and grant of complete releases, in exchange for the Company’s settlement payment. Upon execution of the settlement agreement, the parties will submit the agreement to the Court for preliminary approval. The settlement of this action did not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. On October 10, 2014, former store General Manager Richard Sinohui filed a purported class action lawsuit against the Company in the Superior Court of California, Riverside County (the “Sinohui Litigation”), claiming to represent other similarly-situated current and former General Managers of the Company in California during the period October 10, 2010 to the present. The lawsuit alleges current and former California General Managers were unlawfully classified as exempt from overtime protections and worked more than 40 hours a week without overtime premium pay, paid rest periods and paid meal periods, in violation of the California Labor Code, California Business and Professions Code, and the applicable Wage Order issued by the California Industrial Welfare Commission. The plaintiff seeks an unspecified amount in damages. On December 5, 2014, the Company removed the Sinohui Litigation to the U.S. District Court for the Central District of California, Southern Division. On December 30, 2014, the plaintiff petitioned the court to remand the Sinohui Litigation to California state court. On January 9, 2015, the Company filed a Motion to Dismiss Plaintiff’s Second, Third, Seventh and Eighth Causes of Action. The court has not ruled on this motion. On February 26, 2015, the Court overruled the plaintiff’s motion to remand. On October 9, 2015, Plaintiff filed its Motion for Class Certification. On January 8, 2016, the court held a hearing on Plaintiff’s Motion for Class Certification. We expect the court to rule on the motion by the end of the first quarter of 2016. We believe the Company has meritorious defenses to this lawsuit and we intend to vigorously defend it. While no assurance can be given as to the ultimate outcome of this matter, we currently believe that the final resolution of this action did not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. Litigation Related to the Merger: Following the January 16, 2014 announcement that the Company had entered into the Merger Agreement, four putative shareholder class actions were filed in the District Court of Shawnee County, Kansas, on behalf of purported stockholders of the Company against the Company, its directors, Apollo, Parent and Merger Sub, in connection with the Merger Agreement and the transactions contemplated thereby. The first purported class action, styled Hilary Coyne v. Richard M. Frank et al. (the “Coyne Action”), was filed on January 21, 2014. The second, styled John Solak v. CEC Entertainment, Inc. et al. (the “Solak Action”), was filed on January 22, 2014. The third, styled Irene Dixon v. CEC Entertainment, Inc. et al. (the “Dixon Action”), was filed on January 24, 2014, and additionally names as defendants Apollo Management VIII, L.P. and the AP VIII Queso Holdings, L.P. The fourth, styled Louisiana Municipal Public Employees’ Retirement System v. Frank, et al. (the “LMPERS Action”), was filed on January 31, 2014, and additionally names as defendants, Apollo Management VIII, L.P. and AP VIII Queso Holdings, L.P. (collectively, Coyne, Solak, and Dixon Actions shall be referred to as the “Shareholder Actions”). Each of the Shareholder Actions alleges that the Company’s directors breached their fiduciary duties to the Company’s stockholders in connection with their consideration and approval of the Merger Agreement by, among other things, agreeing to an inadequate tender price, the adoption on January 15, 2014 of a Rights Agreement, and certain provisions in the Merger Agreement that allegedly made it less likely that the Board would be able to consider alternative acquisition proposals. The Coyne, Dixon and LMPERS Actions further allege that the Board was advised by a conflicted financial advisor. The Solak, Dixon and LMPERS Actions further allege that the Board was subject to material conflicts of interest in approving the Merger Agreement and that the Board breached its fiduciary duties in allowing allegedly conflicted members of management to negotiate the transaction. The Dixon and LMPERS Actions further allege that the Board breached its fiduciary duties in approving the Solicitation/Recommendation Statement on Schedule 14D-9 (together with the exhibits and annexes thereto, as it may be amended or supplemented, the “Statement”) filed with the SEC on January 22, 2014, which allegedly contained material misrepresentations and omissions. Each of the Shareholder Actions allege that Apollo aided and abetted the Board’s breaches of fiduciary duties. The Solak and Dixon Actions allege that CEC also aided and abetted such breaches, and the Solak and LMPERS Actions further allege that Parent and the Merger Sub aided and abetted such actions. The LMPERS Action further alleges that Apollo Management VIII, L.P. and AP VIII Queso Holdings, L.P. aided and abetted such actions. The Shareholder Actions seek, among other things, rescission of the transactions, damages, attorneys’ and experts’ fees and costs, and other unspecified relief. On January 24, 2014, the plaintiff in the Coyne Action filed an amended complaint (the “Coyne Amended Complaint”), and on January 30, 2014, the plaintiff in the Solak Action filed an amended complaint (the “Solak Amended Complaint”) (together, the “Amended Complaints”). The Amended Complaints incorporated all of the allegations in the original complaints, added allegations that the Board-approved Statement omitted certain material information, in further violation of the Board’s fiduciary duties, and requested an order directing the Board to disclose such allegedly-omitted material information. The Solak Amended Complaint also added allegations that the Board breached its fiduciary duties in allowing an allegedly conflicted financial advisor and management to lead the sales process. On March 7, 2014, the Coyne, Solak, Dixon and LMPERS Actions were consolidated into one action. On July 21, 2015 a consolidated class action petition was filed as the operative consolidated complaint by Twin City Pipe Trades Pension Trust that continued to assert claims against CEC and its former directors; added The Goldman Sachs Group (“Goldman Sachs”) as a defendant; and removed all Apollo entities as defendants (“Consolidated Class Action Petition”). The Consolidated Class Action Petition alleges that the Company’s directors breached their fiduciary duties to the Company’s stockholders in connection with their consideration and approval of the Merger Agreement by, among other things, conducting a deficient sales process, agreeing to an inadequate tender price, agreeing to certain provisions in the Merger Agreement, and filing materially deficient disclosures regarding the transaction. The Consolidated Class Action Petition also alleges that two members of the Company’s board who also served as the senior managers of the Company had material conflicts of interest and that Goldman Sachs aided and abetted the board’s breaches as a result of various conflicts of interest facing the bank. The Consolidated Class Action Petition seeks, among other things, to recover damages, attorneys’ fees and costs. On October 22, 2015, the Company and its former directors filed a Motion to Dismiss and are currently awaiting the Court’s ruling. The Court has not yet set this case for trial. The Company believes the Consolidated Class Action Petition is without merit and intends to defend it vigorously. While no assurance can be given as to the ultimate outcome of the consolidated matter, we currently believe that the final resolution of the action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. On June 10, 2014, Magnetar Global Event Driven Fund Ltd., Spectrum Opportunities Master Fund, Ltd., Magnetar Capital Master Fund, Ltd., and Blackwell Partners LLC, as the purported beneficial owners of shares held as of record by the nominal petitioner Cede & Co., (the “Appraisal Petitioners”), filed an action for statutory appraisal under Kansas state law against the Company in the U.S. District Court for the District of Kansas, captioned Magnetar Global Event Driven Master Fund Ltd, et al. v. CEC Entertainment, Inc., 2:14-cv-02279-RDR-KGS. The Appraisal Petitioners sought appraisal of 750,000 shares of common stock. The Company answered the complaint and filed a verified list of stockholders, as required under Kansas law. The parties completed discovery in the case. On December 11, 2015, the court scheduled the trial in the case for February 16, 2016. On January 20, 2016, the court rescheduled the trial to February 22, 2016. On January 26, 2016, the parties settled the litigation on terms that included the plaintiffs’ dismissal of all claims asserted in the action, as well as certain related but unasserted claims, and grant of complete releases, in exchange for the Company’s cash settlement. The settlement payment was accrued in Fiscal 2015 and is included in “Transaction, severance and related litigation costs” in our Consolidated Statements of Earnings. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 03, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: Our income tax expense (benefit) consists of the following for the periods presented: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 (in thousands) Current tax expense (benefit): Federal 10,726 26,702 2,505 26,950 State 1,825 4,984 390 4,191 Foreign 1,256 (255 ) (92 ) 78 13,807 31,431 2,803 31,219 Deferred tax expense (benefit): Federal (14,022 ) (52,251 ) (2,282 ) (2,099 ) State (2,203 ) (9,909 ) 302 (732 ) Foreign (523 ) (394 ) 195 (194 ) (16,748 ) (62,554 ) (1,785 ) (3,025 ) Income tax expense (benefit) $ (2,941 ) $ (31,123 ) $ 1,018 $ 28,194 A reconciliation of the federal statutory income tax rate to our effective tax rate is as follows: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 Federal statutory rate (35.0 )% (35.0 )% 35.0 % 35.0 % State income taxes, net of federal benefit 0.2 % (3.8 )% 20.5 % 3.0 % Federal income tax credits, net (7.6 )% (0.4 )% (2.0 )% (1.2 )% Merger and litigation related costs 25.0 % 4.8 % 3.1 % — % State tax credit, valuation adjustment (1.3 )% 0.4 % 5.6 % — % Other (0.3 )% 0.6 % (3.1 )% 0.3 % Effective tax rate (19.0 )% (33.4 )% 59.1 % 37.1 % Successor January 3, 2016 December 28, 2014 (in thousands) Deferred tax assets: Accrued compensation $ 3,059 $ 2,548 Unearned revenue 1,493 2,105 Deferred rent 5,520 2,497 Stock-based compensation 501 270 Accrued insurance and employee benefit plans 5,162 8,462 Unrecognized tax benefits (1) 1,378 1,471 NOL and Other Carryforwards 5,660 8,483 Loan Costs 1,461 1,758 Other 514 527 Gross deferred tax assets 24,748 28,121 Deferred tax liabilities: Depreciation and amortization (40,976 ) (59,871 ) Prepaid assets (895 ) (1,238 ) Intangibles (181,546 ) (183,102 ) Favorable/Unfavorable Leases (1 ) (795 ) Other (3,064 ) (2,087 ) Gross deferred tax liabilities (226,482 ) (247,093 ) Net deferred tax liability $ (201,734 ) $ (218,972 ) _________________ (1) Amount represents the value of future tax benefits that would result if the liabilities for uncertain state tax positions and accrued interest related to uncertain tax positions are settled. As of January 3, 2016 , we have $12.8 million of federal net operating loss carryforwards (which expire at the end of tax years 2029 and 2030), $5.0 million of state net operating loss carryforwards (expiring at the end of tax years 2019 through 2035), and $0.3 million of Alternative Minimum Tax credit carryforwards (with an indefinite carryforward period). The federal net operating loss and Alternative Minimum Tax credit carryforward relate to Peter Piper Pizza, which are limited by Section 382 of the Internal Revenue Code. However, we do not believe the Section 382 limitation will prevent us from fully utilizing the carryforwards. As of January 3, 2016 , we also have state income tax credit carryforwards $0.8 million net of their related valuation allowance and federal tax effect (which expire at the end of 2022) and $0.5 million of Canadian net operating loss carryforwards (expiring at the end of tax years 2034 and 2035). We file numerous federal, state, and local income tax returns in the U.S. and some foreign jurisdictions. As a matter of ordinary course, we are subject to regular examination by various tax authorities. Certain of our federal and state income tax returns are currently under examination and are in various stages of the audit/appeals process. In general, the U.S. federal statute of limitations has expired for our federal income tax returns filed for tax years ended before 2012 with the exception of adjustments included in certain amended returns filed in 2011, 2012 and 2013 for tax years 2006 through 2009 and Peter Piper Pizza federal income tax returns with net operating losses which have been carried forward (whereas, adjustments can be made to these returns until the respective statute of limitations expire for the particular tax years the net operating losses are utilized). In general, our state income tax statutes of limitations have expired for tax years ended before 2011 with similar exceptions as noted above regarding our federal tax returns (amended state tax returns filed in 2011 through 2015 for tax years 2006 through 2009 and Peter Piper Pizza state income tax returns generating net operating loss carryforwards). In general, the statute of limitations for our Canada income tax returns has expired for tax years ended before 2011. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal Year 2015 2014 2013 (in thousands) Balance at beginning of period $ 1,882 $ 2,598 $ 2,923 Additions for tax positions taken in the current year 214 168 223 Increases for tax positions taken in prior years 1,581 613 463 Decreases for tax positions taken in prior years (184 ) (421 ) (422 ) Settlement with tax authorities 79 (114 ) (283 ) Expiration of statute of limitations (284 ) (962 ) (306 ) Balance at end of period $ 3,288 $ 1,882 $ 2,598 Our liability for uncertain tax positions (excluding interest and penalties) was $3.3 million and $1.9 million as of January 3, 2016 and December 28, 2014 , respectively, and if recognized would decrease our provision for income taxes by $1.2 million . Within the next twelve months, we could settle or otherwise conclude certain ongoing income tax audits. As such, it is reasonably possible that the liability for uncertain tax positions could decrease by as much as $1.0 million as a result of settlements with certain taxing authorities and expiring statutes of limitations within the next twelve months. The total accrued interest and penalties related to unrecognized tax benefits as of January 3, 2016 and December 28, 2014 , was $1.7 million and $1.5 million , respectively. On the Consolidated Balance Sheets, we include current accrued interest related to unrecognized tax benefits in “Accrued interest,” current accrued penalties in “Accrued expenses” and non-current accrued interest and penalties in “Other noncurrent liabilities.” |
Stock-Based Compensation Arrang
Stock-Based Compensation Arrangements | 12 Months Ended |
Dec. 28, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Arrangements | Stock-Based Compensation Arrangements: Predecessor Restricted Stock Plans Prior to the Merger, our stock-based compensation plans permitted us to grant awards of restricted stock to our employees and non-employee directors. Certain of these awards were subject to performance-based criteria. Our stock-based compensation plans had provisions allowing for the automatic vesting of awards granted under those plans following a change of control, as defined in the applicable plan. The fair value of all stock-based awards, less estimated forfeitures, if any, and portions capitalized as described below, was recognized as stock-based compensation expense in “General and administrative expenses” in the Consolidated Statements of Earnings over the period that services were required to be provided in exchange for the award. In connection with the Merger, all unvested restricted stock awards to our employees and non-employee directors became fully vested, and at the effective time of the Merger, each such share of restricted stock was canceled and converted into the right to receive an amount equal to the offer price of $54.00 per share, plus an amount in cash equal to all accrued but unpaid dividends relating to such shares, without interest and less any withholding required by applicable tax laws. We recorded $11.1 million in stock-based compensation expense related to the acceleration of restricted stock awards in “Transaction, severance and related litigation costs” in the Consolidated Statements of Earnings during the 47 day period ended February 14, 2014 Stock Options Plan The 2014 Equity Incentive Plan provides Parent authority to grant equity incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonus awards or performance compensation awards to certain directors, officers or employees of the Company. During 2015 and the 317 day period ended December 28, 2014 , Parent granted options to purchase 519,412 shares and 2,324,870 shares, respectively, of its common stock to certain directors, officers and employees of the Company. The options are subject to certain service and performance based vesting criteria, and were split evenly between Tranches A, B and C, which have different vesting requirements. The options in Tranche A are service based, and vest and become exercisable in equal installments on each of the first five anniversaries of the respective grant dates. The Black-Scholes model was used to estimate the fair value of Tranche A stock options. Tranche B and Tranche C options are performance based and vest and become exercisable when certain market conditions are met. The Monte Carlo simulation model was used to estimate the fair value of Tranche B and Tranche C stock options. Unvested Tranche A options are also subject to accelerated vesting and exercisability on the first anniversary of a change in control of Queso Holdings Inc. or within 12 months following such a change in control. Tranche B and C options may also vest and become exercisable if applicable hurdles are achieved in connection with an initial public offering. Compensation costs related to options in the Parent were recorded by the Company. The weighted-average fair value of the options granted in 2015 and for the 317 day period ended December 28, 2014 was estimated at $2.83 , $1.44 and $0.84 per option and $3.06 , $1.58 and $1.01 per option, respectively, for Tranches A, B and C, respectively, on the date of grant based on the following assumptions: Successor 2015 2014 Dividend yield — % — % Volatility 30 % 30 % Risk-free interest rate for Tranche A 1.30 % 1.58 % Risk-free interest rate for Tranches B and C 1.30 % 1.32 % Expected life - years 3.7 4.0 A summary of the option activity under the equity incentive plan as of January 3, 2016 and the activity for 2015 is presented below: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 28, 2014 $ 2,287,463 $8.12 Options Granted 519,412 $10.57 Options Forfeited (413,791 ) $8.51 Outstanding stock options, January 3, 2016 $ 2,393,084 $8.59 8.1 9,388 Stock options expected to vest, January 3, 2016 $ 2,153,777 $8.59 8.1 8,449 Exercisable stock options, January 3, 2016 $ 160,088 $8.24 8.1 683 _________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of January 3, 2016 , we had $2.9 million of total unrecognized share based compensation expense related to unvested options, net of expected forfeitures, which is expected to be amortized over the remaining weighted average period of 3.4 years. In February 2016, the Parent granted additional options to purchase 101,110 shares of its common stock to certain officers and employees of the Company. A summary of stock based compensation costs recognized and capitalized is presented below: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year January 3, December 28, February 14, December 29, (in thousands) Stock-based compensation costs $ 855 $ 713 $ 1,117 $ 8,660 Portion capitalized as property and equipment (1) (17 ) (10 ) — (179 ) Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger — — 11,108 — Stock-based compensation expense recognized $ 838 $ 703 $ 12,225 $ 8,481 Tax benefit recognized from stock-based compensation awards (2) $ 18 $ 4,874 $ — $ 3,377 __________________ (1) We capitalize the portion of stock-based compensation costs related to our design, construction, facilities and legal departments that are directly attributable to our store development projects, such as the design and construction of a new store and the remodeling and expansion of our existing stores. Capitalized stock-based compensation costs attributable to our store development projects are included in “Property and equipment, net” in the Consolidated Balance Sheets. (2) We recorded the tax benefit related to the accelerated vesting of restricted stock awards in the 317 day period ended December 28, 2014 , the period the related expense is deductible for income tax purposes. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 28, 2014 | |
Equity [Abstract] | |
Stockholders’ Equity: | Stockholders’ Equity: We have one class of common capital stock, as disclosed on our Consolidated Balance Sheets. All outstanding common stock is owned by Queso Holdings, Inc. As of January 3, 2016 and December 28, 2014 , we have 200 shares issued and outstanding. See further discussion in Note 2. “Acquisition of CEC Entertainment, Inc.” Cash Dividends In accordance with our credit facilities, our ability to declare dividends is restricted. See further discussion of the Merger in Note 2. “Acquisition of CEC Entertainment, Inc.” We declared and paid a cash dividend to Parent during 2015 of $70 million . On October 29, 2013, our Board had approved a 13% increase in the Company’s quarterly cash dividend. We declared dividends to common stockholders during 2013 of $17.4 million . |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Jan. 03, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited): The following table summarizes our unaudited quarterly condensed consolidated results of operations in 2015 and 2014 : Quarters in Fiscal Year 2015 (1) Successor March 29, June 28, Sept. 27, Jan. 3, (in thousands) Food and beverage sales $ 116,537 $ 94,145 $ 98,243 $ 99,170 Entertainment and merchandise sales 144,744 113,861 118,753 119,657 Company store sales 261,281 208,006 216,996 218,827 Franchise fees and royalties 4,227 4,073 4,941 4,238 Total revenues $ 265,508 $ 212,079 $ 221,937 $ 223,065 Operating income (loss) $ 44,687 $ (188 ) $ 12,499 $ (1,867 ) Income (loss) before income taxes $ 27,188 $ (17,512 ) $ (4,710 ) $ (20,417 ) Net income (loss) $ 14,742 $ (9,892 ) $ (3,202 ) $ (14,158 ) Quarters in Fiscal Year 2014 Predecessor Successor (2) For the 47 Day Period Ended For the 44 Day Period Ended February 14, 2014 March 30, June 29, Sept. 28, Dec. 28, (in thousands) Food and beverage sales $ 50,897 $ 62,277 $ 79,649 $ 82,271 $ 83,499 Entertainment and merchandise sales 62,659 78,613 105,651 115,885 104,253 Company store sales 113,556 140,890 185,300 198,156 187,752 Franchise fees and royalties 687 686 1,274 1,533 2,990 Total revenues $ 114,243 $ 141,576 $ 186,574 $ 199,689 $ 190,742 Operating income (loss) $ 2,873 $ (3,367 ) $ (4,905 ) $ (4,241 ) $ (19,746 ) Income (loss) before income taxes $ 1,722 $ (15,410 ) $ (20,144 ) $ (20,215 ) $ (37,442 ) Net income (loss) $ 704 $ (13,872 ) $ (12,784 ) $ (13,279 ) $ (22,153 ) ______________________ (1) Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. (2) The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. Quarterly operating results are not necessarily representative of operations for a full year. |
Consolidating Guarantor Financi
Consolidating Guarantor Financial Information | 12 Months Ended |
Dec. 28, 2014 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Guarantor Financial Information | Consolidating Guarantor Financial Information: The senior notes issued by CEC Entertainment, Inc. (the “Issuer”) in conjunction with the Merger are our unsecured obligations and are fully and unconditionally, jointly and severally guaranteed by all of our 100% wholly-owned U.S. subsidiaries (the “Guarantors”). Our wholly-owned foreign subsidiaries and our less-than-wholly-owned U.S. subsidiaries are not a party to the guarantees (the “Non-Guarantors”). The following schedules present the condensed consolidating financial statements of the Issuer, Guarantors and Non-Guarantors, as well as consolidated results, for the periods presented: CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of January 3, 2016 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 42,235 $ 1,797 $ 6,622 $ — $ 50,654 Accounts receivable 21,595 3,944 9,468 (9,071 ) 25,936 Inventories 19,959 3,021 295 — 23,275 Other current assets 13,562 3,561 1,100 — 18,223 Total current assets 97,351 12,323 17,485 (9,071 ) 118,088 Property and equipment, net 585,915 34,539 8,593 — 629,047 Goodwill 432,462 51,414 — — 483,876 Intangible assets, net 21,855 466,240 — — 488,095 Intercompany 129,151 30,716 — (159,867 ) — Investment in subsidiaries 422,407 — — (422,407 ) — Other noncurrent assets 4,318 8,940 671 — 13,929 Total assets $ 1,693,459 $ 604,172 $ 26,749 $ (591,345 ) $ 1,733,035 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ 50 $ — $ — $ 7,650 Capital lease obligations, current portion 418 — 3 — 421 Accounts payable and accrued expenses 71,320 27,774 3,270 — 102,364 Other current liabilities 3,350 328 — — 3,678 Total current liabilities 82,688 28,152 3,273 — 114,113 Capital lease obligations, less current portion 14,980 — 64 — 15,044 Bank indebtedness and other long-term debt, less current portion 971,320 13 — — 971,333 Deferred tax liability 184,083 17,867 (216 ) — 201,734 Intercompany 20,580 121,850 26,508 (168,938 ) — Other noncurrent liabilities 211,262 10,784 219 — 222,265 Total liabilities 1,484,913 178,666 29,848 (168,938 ) 1,524,489 Stockholders' equity: Common stock — — — — — Capital in excess of par value 356,460 466,114 3,241 (469,355 ) 356,460 Retained earnings (deficit) (144,598 ) (40,608 ) (3,024 ) 43,632 (144,598 ) Accumulated other comprehensive income (loss) (3,316 ) — (3,316 ) 3,316 (3,316 ) Total stockholders' equity 208,546 425,506 (3,099 ) (422,407 ) 208,546 Total liabilities and stockholders' equity $ 1,693,459 $ 604,172 $ 26,749 $ (591,345 ) $ 1,733,035 CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of December 28, 2014 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 97,020 $ 6,427 $ 7,547 $ — $ 110,994 Accounts receivable 13,209 5,487 3,797 (3,658 ) 18,835 Inventories 15,008 3,596 375 — 18,979 Other current assets 15,642 3,212 2,040 — 20,894 Total current assets 140,879 18,722 13,759 (3,658 ) 169,702 Property and equipment, net 638,239 33,064 10,669 — 681,972 Goodwill 432,462 50,982 — — 483,444 Intangible assets, net 24,649 466,751 — — 491,400 Intercompany 129,429 25,090 32,655 (187,174 ) — Investment in subsidiaries 428,836 — — (428,836 ) — Other noncurrent assets 3,683 5,875 37 — 9,595 Total assets $ 1,798,177 $ 600,484 $ 57,120 $ (619,668 ) $ 1,836,113 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 9,500 $ 45 $ — $ — $ 9,545 Capital lease obligations, current portion 405 — 3 — 408 Accounts payable and accrued expenses 82,995 21,989 (248 ) (484 ) 104,252 Other current liabilities 2,990 — — — 2,990 Total current liabilities 95,890 22,034 (245 ) (484 ) 117,195 Capital lease obligations, less current portion 15,395 — 81 — 15,476 Bank indebtedness and other long-term debt, less current portion 974,287 67 — — 974,354 Deferred tax liability 203,814 14,378 780 — 218,972 Intercompany 6,309 126,497 57,542 (190,348 ) — Other noncurrent liabilities 209,896 7,472 162 — 217,530 Total liabilities 1,505,591 170,448 58,320 (190,832 ) 1,543,527 Stockholders' equity: Common stock — — — — — Capital in excess of par value 355,587 465,451 3,089 (468,540 ) 355,587 Retained earnings (deficit) (62,088 ) (35,415 ) (3,376 ) 38,791 (62,088 ) Accumulated other comprehensive income (loss) (913 ) — (913 ) 913 (913 ) Total stockholders' equity 292,586 430,036 (1,200 ) (428,836 ) 292,586 Total liabilities and stockholders' equity $ 1,798,177 $ 600,484 $ 57,120 $ (619,668 ) $ 1,836,113 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) Fiscal Year 2015 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 353,200 $ 48,747 $ 6,148 $ — $ 408,095 Entertainment and merchandise sales 469,741 16,864 10,410 — 497,015 Total company store sales 822,941 65,611 16,558 — 905,110 Franchise fees and royalties 2,280 15,199 — — 17,479 International Association assessments and other fees 995 24,591 43,829 (69,415 ) — Total revenues 826,216 105,401 60,387 (69,415 ) 922,589 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 89,772 12,527 2,135 — 104,434 Cost of entertainment and merchandise 29,147 1,729 643 — 31,519 Total cost of food, beverage, entertainment and merchandise 118,919 14,256 2,778 — 135,953 Labor expenses 230,113 14,968 5,503 — 250,584 Depreciation and amortization 109,307 3,856 2,073 — 115,236 Rent expense 88,773 5,363 2,533 — 96,669 Other store operating expenses 155,366 9,017 4,308 (25,613 ) 143,078 Total company store operating costs 702,478 47,460 17,195 (25,613 ) 741,520 Advertising expense 46,136 4,014 40,798 (43,802 ) 47,146 General and administrative expenses 20,939 44,446 618 — 66,003 Transaction, severance and Merger related litigation costs 6 11,908 — — 11,914 Asset Impairment 766 20 89 — 875 Total operating costs and expenses 770,325 107,848 58,700 (69,415 ) 867,458 Operating income (loss) 55,891 (2,447 ) 1,687 — 55,131 Equity in earnings (loss) in affiliates (4,654 ) — — 4,654 — Interest expense 65,775 4,288 519 — 70,582 Income (loss) before income taxes (14,538 ) (6,735 ) 1,168 4,654 (15,451 ) Income tax expense (benefit) (2,028 ) (1,575 ) 662 — (2,941 ) Net income (loss) $ (12,510 ) $ (5,160 ) $ 506 $ 4,654 $ (12,510 ) Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (2,403 ) — (2,403 ) 2,403 (2,403 ) Comprehensive income (loss) $ (14,913 ) $ (5,160 ) $ (1,897 ) $ 7,057 $ (14,913 ) CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the 317 Day Period Ended December 28, 2014 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 293,407 $ 8,259 $ 6,030 $ — $ 307,696 Entertainment and merchandise sales 391,818 2,490 10,094 — 404,402 Total Company store sales 685,225 10,749 16,124 — 712,098 Franchise fees and royalties 1,813 4,670 — — 6,483 International Association assessments and other fees 1,006 1,233 37,388 (39,627 ) — Total revenues 688,044 16,652 53,512 (39,627 ) 718,581 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 75,772 2,324 1,900 — 79,996 Cost of entertainment and merchandise 23,832 244 660 (128 ) 24,608 Total cost of food, beverage, entertainment and merchandise 99,604 2,568 2,560 (128 ) 104,604 Labor expenses 192,651 2,922 5,282 — 200,855 Depreciation and amortization 111,816 1,197 2,938 — 115,951 Rent expense 73,337 938 2,423 — 76,698 Other store operating expenses 112,669 2,445 3,410 1,372 119,896 Total Company store operating costs 590,077 10,070 16,613 1,244 618,004 Advertising expense 38,511 638 31,712 (37,159 ) 33,702 General and administrative expenses 18,414 32,389 1,091 (3,712 ) 48,182 Transaction, severance and Merger related litigation costs 40,998 9,547 — — 50,545 Asset Impairment 40 3 364 — 407 Total operating costs and expenses 688,040 52,647 49,780 (39,627 ) 750,840 Operating income (loss) 4 (35,995 ) 3,732 — (32,259 ) Equity in earnings (loss) in affiliates (36,988 ) — — 36,988 — Interest expense 59,644 770 538 — 60,952 Income (loss) before income taxes (96,628 ) (36,765 ) 3,194 36,988 (93,211 ) Income tax expense (benefit) (34,540 ) 2,441 976 — (31,123 ) Net income (loss) $ (62,088 ) $ (39,206 ) $ 2,218 $ 36,988 $ (62,088 ) Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (913 ) — (913 ) 913 (913 ) Comprehensive income (loss) $ (63,001 ) $ (39,206 ) $ 1,305 $ 37,901 $ (63,001 ) CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the 47 Day Period Ended February 14, 2014 (in thousands) Predecessor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 49,803 $ 32 $ 1,062 $ — $ 50,897 Entertainment and merchandise sales 61,082 — 1,577 — 62,659 Total company store sales 110,885 32 2,639 — 113,556 Franchise fees and royalties 353 334 — — 687 International Association assessments and other fees — 4,558 6,095 (10,653 ) — Total revenues 111,238 4,924 8,734 (10,653 ) 114,243 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 11,924 25 336 — 12,285 Cost of entertainment and merchandise 3,618 — 131 (20 ) 3,729 Total cost of food, beverage, entertainment and merchandise 15,542 25 467 (20 ) 16,014 Labor expenses 31,107 — 891 — 31,998 Depreciation and amortization 9,430 — 303 — 9,733 Rent expense 11,962 — 403 — 12,365 Other store operating expenses 20,193 (44 ) (82 ) (4,307 ) 15,760 Total company store operating costs 88,234 (19 ) 1,982 (4,327 ) 85,870 Advertising expense 6,144 17 5,853 (6,111 ) 5,903 General and administrative expenses 4,124 3,863 191 (215 ) 7,963 Transaction, severance and Merger related costs 1,800 9,834 — — 11,634 Total operating costs and expenses 100,302 13,695 8,026 (10,653 ) 111,370 Operating income (loss) 10,936 (8,771 ) 708 — 2,873 Equity in earnings (loss) in affiliates (4,523 ) — — 4,523 — Interest expense (income) 1,822 (771 ) 100 — 1,151 Income (loss) before income taxes 4,591 (8,000 ) 608 4,523 1,722 Income tax expense (benefit) 3,887 (3,040 ) 171 — 1,018 Net income (loss) $ 704 $ (4,960 ) $ 437 $ 4,523 $ 704 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (541 ) — (541 ) 541 (541 ) Comprehensive income (loss) $ 163 $ (4,960 ) $ (104 ) $ 5,064 $ 163 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) Fiscal Year 2013 (in thousands) Predecessor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 358,931 $ 683 $ 9,016 $ (46 ) $ 368,584 Entertainment and merchandise sales 434,429 — 13,726 — 448,155 Total company store sales 793,360 683 22,742 (46 ) 816,739 Franchise fees and royalties 2,363 2,619 — — 4,982 International Association assessments and other fees — 63,400 43,463 (106,863 ) — Total revenues 795,723 66,702 66,205 (106,909 ) 821,721 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 87,543 33 2,787 — 90,363 Cost of entertainment and merchandise 28,952 (32 ) 915 (60 ) 29,775 Total cost of food, beverage, entertainment and merchandise 116,495 1 3,702 (60 ) 120,138 Labor expenses 222,085 — 7,087 — 229,172 Depreciation and amortization 76,026 — 2,141 — 78,167 Rent expense 75,681 — 2,782 — 78,463 Other store operating expenses 189,087 (460 ) 4,782 (62,374 ) 131,035 Total company store operating costs 679,374 (459 ) 20,494 (62,434 ) 636,975 Advertising expense 44,244 — 40,411 (43,438 ) 41,217 General and administrative expenses 17,817 38,617 1,294 (1,037 ) 56,691 Transaction, severance and related litigation costs 316 — — — 316 Asset impairment 2,241 — 810 — 3,051 Total operating costs and expenses 743,992 38,158 63,009 (106,909 ) 738,250 Operating income (loss) 51,731 28,544 3,196 — 83,471 Equity in earnings (loss) in affiliates 23,240 — — (23,240 ) — Interest expense (income) 12,620 (6,002 ) 835 — 7,453 Income (loss) before income taxes 62,351 34,546 2,361 (23,240 ) 76,018 Income tax expense (benefit) 14,527 12,877 790 — 28,194 Net income (loss) $ 47,824 $ 21,669 $ 1,571 $ (23,240 ) $ 47,824 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments $ (1,116 ) $ — $ (1,116 ) $ 1,116 $ (1,116 ) Comprehensive income (loss) $ 46,708 $ 21,669 $ 455 $ (22,124 ) $ 46,708 CEC Entertainment, Inc. Consolidating Statement of Cash Flows Fiscal Year 2015 (in thousands) Successor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 95,659 $ (492 ) $ 5,446 $ — $ 100,613 Cash flows from investing activities: Acquisition of Peter Piper Pizza (663 ) — — — (663 ) Intercompany note 2,393 2,925 — (5,318 ) — Purchases of property and equipment (65,070 ) (6,028 ) (1,936 ) — (73,034 ) Development of internal use software (2,018 ) (2,784 ) — — (4,802 ) Proceeds from sale of property and equipment 308 — — — 308 Cash flows provided by (used in) investing activities (65,050 ) (5,887 ) (1,936 ) (5,318 ) (78,191 ) Cash flows from financing activities: Repayments on senior term loan (9,500 ) — — — (9,500 ) Repayments on note payable — (49 ) — — (49 ) Intercompany note (3,847 ) 1,798 (3,269 ) 5,318 — Proceeds from financing sale-leaseback transaction — — — — — Payment of debt financing costs — — — — — Payments on capital lease obligations (402 ) — (3 ) — (405 ) Payments on sale leaseback transactions (1,663 ) — — — — (1,663 ) Dividends paid (70,000 ) — — — (70,000 ) Excess tax benefit realized from stock-based compensation 18 — — — 18 Equity contribution — — — — — Cash flows provided by (used in) financing activities (85,394 ) 1,749 (3,272 ) 5,318 (81,599 ) Effect of foreign exchange rate changes on cash — — (1,163 ) — (1,163 ) Change in cash and cash equivalents (54,785 ) (4,630 ) (925 ) — (60,340 ) Cash and cash equivalents at beginning of period 97,020 6,427 7,547 — 110,994 Cash and cash equivalents at end of period $ 42,235 $ 1,797 $ 6,622 $ — $ 50,654 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the 317 Day Period Ended December 28, 2014 (in thousands) Successor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 70,034 $ (24,166 ) $ 2,223 $ — $ 48,091 Cash flows from investing activities: Acquisition of Predecessor (946,898 ) — — — (946,898 ) Acquisition of Franchise — (1,529 ) — — (1,529 ) Acquisition of Peter Piper Pizza (118,409 ) 5,267 — — (113,142 ) Intercompany note — 375,539 — (375,539 ) — Purchases of property and equipment (55,299 ) (4,136 ) (1,593 ) — (61,028 ) Development of internal use software — (2,130 ) — — (2,130 ) Proceeds from sale of property and equipment 23 419 — — 442 Cash flows provided by (used in) investing activities (1,120,583 ) — 373,430 — (1,593 ) — (375,539 ) — (1,124,285 ) Cash flows from financing activities: Proceeds from secured credit facilities, net of original issue discount 756,200 — — — 756,200 Proceeds from senior notes 255,000 — — — 255,000 Repayment of Predecessor Facility — (348,000 ) — — (348,000 ) Repayments on senior term loan (3,800 ) (7 ) — — (3,807 ) Intercompany note (375,539 ) 5,050 (5,050 ) 375,539 — Proceeds from financing sale-leaseback transaction 183,685 — — — 183,685 Payment of debt financing costs (27,575 ) — — — (27,575 ) Payments on capital lease obligations (297 ) — — — (297 ) Payments on sale leaseback transactions (742 ) — — — (742 ) Dividends paid (890 ) — — — (890 ) Excess tax benefit realized from stock-based compensation 4,874 — — — 4,874 Equity contribution 350,000 — — — 350,000 Cash flows provided by (used in) financing activities 1,140,916 (342,957 ) (5,050 ) 375,539 1,168,448 Effect of foreign exchange rate changes on cash — — (444 ) — (444 ) Change in cash and cash equivalents 90,367 6,307 (4,864 ) — 91,810 Cash and cash equivalents at beginning of period 6,653 120 12,411 — 19,184 Cash and cash equivalents at end of period $ 97,020 $ 6,427 $ 7,547 $ — $ 110,994 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the 47 Day Period Ended February 14, 2014 (in thousands) Predecessor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ (12,224 ) $ 29,906 $ 4,632 $ — $ 22,314 Cash flows from investing activities: Intercompany note — (17,601 ) — 17,601 — Purchases of property and equipment (8,538 ) (1,082 ) (90 ) — (9,710 ) Proceeds from sale of property and equipment (2 ) 53 — — 51 Cash flows provided by (used in) investing activities (8,540 ) — (18,630 ) — (90 ) — 17,601 — (9,659 ) Cash flows from financing activities: Net proceeds from (repayments on) revolving credit facility — (13,500 ) — — (13,500 ) Intercompany note 17,571 430 (400 ) (17,601 ) — Payments on capital lease obligations (153 ) — (11 ) — (164 ) Dividends paid (38 ) — — — (38 ) Restricted stock returned for payment of taxes (142 ) — — — (142 ) Cash flows provided by (used in) financing activities 17,238 — (13,070 ) — (411 ) — (17,601 ) — (13,844 ) Effect of foreign exchange rate changes on cash — — (313 ) — (313 ) Change in cash and cash equivalents (3,526 ) — (1,794 ) — 3,818 — — — (1,502 ) Cash and cash equivalents at beginning of period 10,177 1,914 8,595 — 20,686 Cash and cash equivalents at end of period $ 6,651 $ 120 $ 12,413 $ — $ 19,184 CEC Entertainment, Inc. Consolidating Statement of Cash Flows Fiscal Year 2013 (in thousands) Predecessor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 179,913 $ (43,734 ) $ 2,485 $ — $ 138,664 Cash flows from investing activities: Intercompany Note — 87,775 — (87,775 ) — Purchases of property and equipment (71,947 ) (1,265 ) (873 ) — (74,085 ) Proceeds from sale of property and equipment 1,890 640 — — 2,530 Other investing activities 613 — — — 613 Cash flows provided by (used in) investing activities (69,444 ) 87,150 (873 ) (87,775 ) (70,942 ) Cash flows from financing activities: Net proceeds from (repayments on) revolving credit facility — (28,000 ) — — (28,000 ) Intercompany Note (73,650 ) (13,750 ) (375 ) 87,775 — Payments on capital lease obligations (885 ) — (68 ) — (953 ) Dividends paid (17,097 ) — — — (17,097 ) Excess tax benefit realized from stock-based compensation 343 — — — 343 Restricted stock returned for payment of taxes (2,212 ) — — — (2,212 ) Purchases of treasury stock (18,112 ) — — — (18,112 ) Cash flows provided by (used in) financing activities (111,613 ) (41,750 ) (443 ) 87,775 (66,031 ) Effect of foreign exchange rate changes on cash — — (641 ) — (641 ) Change in cash and cash equivalents (1,144 ) 1,666 528 — 1,050 Cash and cash equivalents at beginning of period 11,321 248 8,067 — 19,636 Cash and cash equivalents at end of period $ 10,177 $ 1,914 $ 8,595 $ — $ 20,686 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 28, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events: [To be updated for any reportable subsequent events after year end] |
Description of Business and S28
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 03, 2016 | |
Accounting Policies [Abstract] | |
Merger and Related Transactions | Merger and Related Transactions: On January 15, 2014, CEC Entertainment, Inc. entered into an agreement and plan of merger (the “Merger Agreement”) with Queso Holdings Inc., a Delaware corporation (“Parent”), and Q Merger Sub Inc., a Kansas corporation (“Merger Sub”). Parent and Merger Sub were controlled by Apollo Global Management, LLC (“Apollo”) and its subsidiaries. Pursuant to the Merger Agreement, on January 16, 2014, Merger Sub commenced a tender offer to purchase all of the issued and outstanding shares of our common stock (the “Tender Offer”). Following the successful completion of the Tender Offer, on February 14, 2014, Merger Sub merged with and into CEC Entertainment, Inc., with CEC Entertainment, Inc. surviving the merger (the “Merger”) and becoming a wholly owned subsidiary of Parent. We refer to the Merger and the Tender Offer together as the “Acquisition.” As a result of the Merger, the shares of CEC Entertainment, Inc. common stock ceased to be traded on the New York Stock Exchange after close of market on February 14, 2014. The Merger was accounted for as a business combination using the acquisition method of accounting and the Successor financial statements reflect a new basis of accounting that is based on the fair value of assets acquired and liabilities assumed as of the effective time of the Merger. A valuation of the assets and liabilities acquired was prepared by a third party and is based on actual tangible and identifiable intangible assets and liabilities that existed as of the effective time of the Merger. See further discussion of the acquisition in Note 2. “Acquisition of CEC Entertainment, Inc.” The Acquisition has been accounted for as a business combination using the acquisition method of accounting, whereby the purchase price was allocated to tangible and intangible assets acquired and liabilities assumed, based on their estimated fair market values on the Merger date. Fair value measurements have been applied based on assumptions that market participants would use in the pricing of the asset or liability. |
Basis of Presentation | Basis of Presentation: The Parent’s cost of acquiring CEC Entertainment has been pushed down to establish a new accounting basis for the Company. Accordingly, the accompanying Consolidated Financial Statements are presented for two periods, Predecessor and Successor, which relate to the accounting periods preceding and succeeding the completion of the Merger. The Predecessor and Successor periods have been separated by a vertical line on the face of the Consolidated Financial Statements to highlight the fact that the financial information for such periods has been prepared under two different historical cost bases of accounting. For the purpose of presentation and disclosure, all references to the “Predecessor” relate to CEC Entertainment Inc. and its subsidiaries for periods prior to the Merger. All references to the “Successor” relate to CEC Entertainment Inc. and its subsidiaries, after giving effect to the Merger, for periods subsequent to the Merger. References to “CEC Entertainment,” the “Company,” “we,” “us” and “our” relate to the Predecessor for periods prior to the Merger and to the Successor for periods subsequent to the Merger. All intercompany accounts and transactions have been eliminated in consolidation. We reclassified $1.8 million of Merger related litigation costs in our Consolidated Statements of Earnings for the 317 day period ended December 28, 2014 from “General and administrative expenses” to “Transaction, severance and litigation related costs” to conform to the current period’s presentation. Our Consolidated Financial Statements include variable interest entities (“VIE”) of which we are the primary beneficiary. Judgments are made in assessing whether we are the primary beneficiary, including determination of the activities that most significantly impact the VIE’s economic performance. We eliminate the intercompany portion of transactions with VIE’s from our financial results. In August 2014, the Company assigned a portion of its rights in the purchase and sale agreement executed by us in relation to the sale leaseback transaction, as further discussed in Note 13. “Sale Leaseback Transaction,” to a newly formed special purpose entity, a VIE, created by a Qualified Intermediary to facilitate a like-kind exchange pursuant to Internal Revenue Code Section 1031. The assignment resulted in $12.1 million of the sales proceeds from the transaction being received by the VIE. We included the VIE in our Consolidated Financial Statements for the 317 day period ended December 28, 2014 . In February 2015, we acquired the VIE, along with its capital improvements and remaining cash balance. The assets, liabilities and operating results of the acquired VIE are not material to our Consolidated Financial Statements. The Company also has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a VIE. The Association primarily administers the collection and disbursement of funds (the “Association Funds”) used for advertising, entertainment and media programs that benefit both us and our Chuck E. Cheese’s franchisees. We and our franchisees are required to contribute a percentage of gross sales to these funds and could be required to make additional contributions to fund any deficits that may be incurred by the Association. We include the Association in our Consolidated Financial Statements, as we concluded that we are the primary beneficiary of its variable interests because we (a) have the power to direct the majority of its significant operating activities; (b) provide it unsecured lines of credit; and (c) own the majority of the stores that benefit from the Association’s advertising, entertainment and media expenditures. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. |
Fiscal Year | Fiscal Year: We operate on a 52 or 53 week fiscal year that ends on the Sunday nearest to December 31. Each quarterly period has 13 weeks, except for a 53 week year when the fourth quarter has 14 weeks. Our fiscal year 2015 consisted of 53 weeks, whereas our combined Successor and Predecessor 2014 periods and fiscal year 2013 each consisted of 52 weeks. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions: The preparation of these Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of our Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Subsequent Events | Subsequent Events: We recognize the effects of events or transactions that occur after the balance sheet date but before financial statements are issued (“subsequent events”) if there is evidence that conditions related to the subsequent event existed at the date of the balance sheet, including the impact of such events on management’s estimates and assumptions used in preparing our Consolidated Financial Statements. Other significant subsequent events that are not recognized in our Consolidated Financial Statements, if any, are disclosed in the Notes to Consolidated Financial Statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents are comprised of demand deposits with banks and short-term cash investments with remaining maturities of three months or less from the purchase date. |
Concentration of Credit Risk | Concentrations of Credit Risk: We have exposure to credit risk to the extent that our cash and cash equivalents exceed amounts covered by the United States and Canada deposit insurance limits, as we currently maintain a significant amount of our cash and cash equivalents balances with two major financial institutions. The individual balances, at times, may exceed the insured limits. We have not experienced any losses in such accounts. In management’s opinion, the capitalization and operating history of the financial institutions are such that the likelihood of a material loss is considered remote. |
Inventories | Inventories: Inventories of food, beverages, merchandise, paper products and other supplies needed for our food service and entertainment operations are stated at the lower of cost on a first-in, first-out basis or market. |
Property and Equipment | Property and Equipment: Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are charged to operations using the straight-line method over the assets’ estimated useful lives, which are as follows: Buildings 40 years Game and ride equipment 4 to 12 years Non-technical play equipment 15 to 20 years Furniture, fixtures and other equipment 4 to 20 years Leasehold improvements are amortized using the straight-line method over the lesser of the lease term or the estimated useful lives of the related assets. We use a consistent lease period (generally, the initial non-cancelable lease term plus renewal option periods provided for in the lease that can be reasonably assured of being exercised) when estimating the depreciable lives of leasehold improvements, in determining classification of our leases as either operating or capital and in recognizing straight-line rent expense. Interest costs incurred during the construction period are capitalized and depreciated based on the estimated useful life of the underlying asset. We review our property and equipment for indicators of impairment on an ongoing basis at the lowest level of cash flows available, which is on a store-by-store basis, to assess if the carrying amount may not be recoverable. Potential indicators of impairment may include a significant change in the business climate in a particular market area (for example, due to economic downturn or natural disaster), historical negative cash flows or plans to dispose of or sell the property and equipment before the end of its previously estimated useful life. If an event or change in circumstances occurs, we estimate the future cash flows expected to result from the use of the property and equipment and its eventual disposition. If the sum of the expected future cash flows, undiscounted and without interest, is less than the asset carrying amount (an indication that the carrying amount may not be recoverable), we may be required to recognize an impairment loss. We estimate the fair value of a store’s property and equipment by discounting the expected future cash flows of the store over its remaining lease term using a weighted average cost of capital commensurate with the risk. Any impairment loss recognized equals the amount by which the asset carrying amount exceeds its estimated fair value. In the event an asset is impaired, its carrying value is adjusted to the estimated fair value, and any subsequent increases in fair value are not recorded. Additionally, if it is determined that the estimated remaining useful life of the asset should be decreased, any periodic depreciation and amortization expense is adjusted based on the new carrying value of the asset unless the asset is written down to salvage value, at which time depreciation or amortization ceases. |
Capitalized Store Development Costs | Capitalized Store Development Costs: We capitalize our internal department costs that are directly attributable to store development projects, such as the design and construction of a new store and the remodeling and expansion of our existing stores. Capitalized internal department costs include the compensation, benefits and various office costs related to our design, construction, facilities and legal departments. We also capitalize interest costs in conjunction with the construction of new stores. Store development costs are initially accumulated in our construction in progress account until a project is completed. At the time of completion, the costs accumulated to date are then reclassified to property and equipment and depreciated according to our depreciation policies. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets: The excess of the purchase price over fair value of net identifiable assets and liabilities of an acquired business (“goodwill”), trademarks, trade names and other indefinite-lived intangible assets are not amortized, but rather tested for impairment, at least annually. We assess the recoverability of the carrying amount of our goodwill and other indefinite-lived intangible assets either qualitatively or quantitatively annually at the beginning of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. When assessing the recoverability of goodwill and other indefinite-lived intangible assets, we may first assess qualitative factors. If an initial qualitative assessment indicates that it is more likely than not the carrying amount exceeds fair value, a quantitative analysis may be required. We may also elect to skip the qualitative assessment and proceed directly to the quantitative analysis. Recoverability of the carrying value of goodwill is measured at the reporting unit level. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by management. The Company has determined that the operations of Chuck E. Cheese’s and Peter Piper Pizza represent two separate reporting units for purposes of measuring the recoverability of the carrying value of goodwill. In performing a quantitative analysis, we measure the recoverability of goodwill using: (i) a discounted cash flow model incorporating discount rates commensurate with the risks involved, which is classified as a Level 3 fair value measurement, and (ii) a market approach based upon public trading and recent transaction valuation multiples for similar companies. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, tax rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. If the calculated fair value is less than the current carrying amount, impairment of the reporting unit may exist. When the recoverability test indicates potential impairment, we will calculate an implied fair value of goodwill for the reporting unit. The implied fair value of goodwill is determined in a manner similar to how goodwill is calculated in a business combination. If the implied fair value of goodwill exceeds the carrying amount of goodwill assigned to the reporting unit, there is no impairment. If the carrying amount of goodwill assigned to a reporting unit exceeds the implied fair value of the goodwill, an impairment loss is recorded to write down the carrying amount. In performing a quantitative analysis, recoverability is measured by a comparison of the carrying amount of the indefinite-lived intangible asset over its fair value. Any excess of the carrying amount of the indefinite-lived intangible asset over its fair value is recognized as an impairment loss. We test indefinite-lived intangible assets utilizing the relief from royalty method to determine the estimated fair value for each indefinite-lived intangible asset, which is classified as a Level 3 fair value measurement. The relief from royalty method estimates our theoretical royalty savings from ownership of the intangible asset. Key assumptions used in this model include discount rates, royalty rates, growth rates, tax rates, sales projections and terminal value rates. Discount rates, royalty rates, growth rates and sales projections are the assumptions most sensitive and susceptible to change as they require significant management judgment. Discount rates used are similar to the rates estimated by the weighted average cost of capital considering any differences in company-specific risk factors. Intangible assets with finite lives are amortized over their estimated useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Estimated weighted average useful lives are 25 years for franchise agreements and 10 years for favorable lease agreements. An impairment loss would be indicated when estimated undiscounted future cash flows from the use of the asset are less than its carrying amount. An impairment loss would be measured as the difference between the fair value (based on discounted future cash flows) and the carrying amount of the asset. |
Fair Value Disclosures | Fair Value Disclosures: Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows: Level 1 – inputs are quoted prices available for identical assets or liabilities in active markets. Level 2 – inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets; or other inputs that are observable or can be corroborated by observable market data. Level 3 – inputs are unobservable and reflect our own assumptions. We may also adjust the carrying amount of certain nonfinancial assets to fair value on a non-recurring basis when they are impaired. The fair values of our long-lived assets held and used are determined using Level 3 inputs based on the estimated discounted future cash flows of the respective store over its expected remaining useful life or lease term. Due to uncertainties in the estimates and assumptions used, actual results could differ from the estimated fair values. See Note 6. “Property and Equipment” for our impairment of long-lived assets disclosures and Note 11. “Fair Value of Financial Instruments” for our fair value disclosures. |
Self Insurance Accruals | Self-Insurance Accruals: We are self-insured up to certain limits for certain losses related to workers’ compensation, general liability, property and our Company sponsored employee health insurance programs. We estimate the accrued liabilities for all risk retained by the Company at the end of each reporting period. This estimate is primarily based on historical claims experience and loss reserves, with the assistance of an independent third-party actuary. To limit our exposure to losses, we purchase stop-loss or high-deductible insurance coverage through third-party insurers for certain losses related to workers’ compensation, property and employee health insurance programs. Our deductibles generally range from $0.2 million to $0.5 million per occurrence. For claims that exceed the deductible amount, we record a gross liability and a corresponding receivable representing expected recoveries pursuant to the stop-loss coverage, since we are not legally relieved of our obligation to the claimant. |
Contingent Loss Accruals | Contingent Loss Accruals: When a contingency involving uncertainty as to a possible loss occurs, an estimate of the loss may be accrued as a charge to income and a reserve established on the Consolidated Balance Sheets. We perform regular assessments of our contingent losses and develop estimates of the degree of probability for and range of possible settlement. We accrue liabilities for losses we deem probable and for which we can reasonably estimate an amount of settlement. We do not record liabilities for losses we believe are only reasonably possible to result in an adverse outcome, but provide disclosure of the reasonably possible range of loss to the extent it is estimable. Reserve balances may be increased or decreased in the future to reflect further developments. However, there can be no assurance that there will not be a loss different from the amounts accrued. Any such loss, if realized, could have a material effect on our consolidated results of operations in the period during which the underlying matters are resolved. |
Foreign Currency Translations | Foreign Currency Translation: Our Consolidated Financial Statements are presented in United States (“U.S.”) dollars. The assets and liabilities of our Canadian subsidiary are translated to U.S. dollars at year-end exchange rates, while revenues and expenses are translated at average exchange rates during the year. Adjustments that result from translating amounts are reported as a component of “Accumulated other comprehensive income” on our Consolidated Statements of Changes in Stockholders’ Equity and in our Consolidated Statements of Comprehensive Income. The effect of foreign currency exchange rate changes on cash is reported in our Consolidated Statements of Cash Flows as a separate component of the change in cash and cash equivalents during the period. |
Stock-based Compensation | Stock-Based Compensation: We expense the fair value of stock-based compensation awards granted to our employees and directors in our Consolidated Financial Statements on a straight-line basis over the period that services are required to be provided in exchange for the award (“requisite service period”), which typically is the period over which the award vests. Stock-based compensation is recognized only for awards that vest, and our periodic accrual of compensation cost is based on the estimated number of awards expected to vest. We measure the fair value of compensation cost related to stock options based on third party valuations. Stock-based compensation expense is recorded in “General and administrative expenses” in the Consolidated Statements of Earnings, which is the same financial statement caption where the associated salary expense of employees with stock-based compensation awards is recorded. The gross benefits of tax deductions in excess of the compensation cost recognized from the vesting of stock options are tax effected and classified as cash inflows from financing activities in our Consolidated Statements of Cash Flows. |
Revenue Recognition – Company Store Activities | Revenue Recognition – Company Store Activities: Food, beverage and merchandise revenues are recognized when sold. Game revenues are recognized as game-play tokens and game play credits on game cards are purchased by guests, and we accrue unearned revenue as a liability for the estimated amount of unused tickets, tokens and game play credits that may be redeemed or used in the future. We allocate the revenue recognized from the sale of value-priced combination packages, which generally are comprised of food, beverage and game tokens (and in some instances, merchandise), between “Food and beverage sales” and “Entertainment and merchandise sales” based upon the price charged for each component when it is sold separately, or in limited circumstances our best estimate of selling price if a component is not sold on a stand-alone basis, which we believe approximates each component’s fair value. Sales taxes collected from guests are excluded from revenues. The obligation is included in accrued liabilities until the taxes are remitted to the appropriate taxing authorities. We sell gift cards to our customers in our stores and through certain third-party distributors, which do not expire and do not incur a service fee on unused balances. Gift card sales are recorded as deferred revenue when sold and are recognized as revenue when: (a) the gift card is redeemed by the guest or (b) the likelihood of the gift card being redeemed by the guest is remote (“gift card breakage”) and we determine that we do not have a legal obligation to remit the value of the unredeemed gift card under applicable state unclaimed property escheat statutes. Gift card breakage is determined based upon historical redemption patterns of our gift cards. Breakage income from gift cards of $2.3 million , $0.2 million , less than $0.1 million , and $0.4 million for Fiscal 2015 , the 317 day period ended December 28, 2014 , the 47 day period ended February 14, 2014 and Fiscal 2013 , respectively, is included in “Food and beverage sales” in our Consolidated Statements of Earnings. |
Revenue Recognition – Franchise Fees and Royalties | Revenue Recognition – Franchise Fees and Royalties: Revenues from franchise activities include area development and initial franchise fees received from franchisees to establish new stores, and once a store is opened, a franchisee is charged monthly royalties based on a percentage of franchised stores’ sales. These fees are collectively referred to as “Franchise fees and royalties” in our Consolidated Statements of Earnings. Area development and initial franchise fees are recorded as unearned franchise revenue when received and recognized as revenue when we have fulfilled all significant obligations to the franchisee, which is generally when the franchised stores associated with the fees open. Continuing royalties and other miscellaneous sales and fees are recognized in the period earned. |
Cost of Food, Beverage, Entertainment and Merchandise | Cost of Food, Beverage, Entertainment and Merchandise: Cost of food and beverage includes all direct costs of food and beverage sold to our guests and related paper and birthday supplies used in our food service operations, less “vendor rebates” described below. Cost of entertainment and merchandise includes the direct cost of prizes provided and merchandise sold to our customers, as well as the cost of tickets dispensed to customers and redeemed for prize items. These amounts exclude any allocation of other operating costs including labor and related costs for store personnel and depreciation and amortization expense, which are disclosed seperately. |
Vendor Rebates | Vendor Rebates: We receive rebate payments primarily from certain third-party vendors. Pursuant to the terms of a volume purchasing and promotional agreement entered into with the vendors, rebates are primarily provided based on the quantity of the vendors’ products we purchase over the term of the agreement. We record these allowances in the period they are earned as a reduction in the cost of the vendors’ products, and when the related inventory is sold, the allowances are recognized in “Cost of food and beverage” in our Consolidated Statements of Earnings. |
Rent Expense | Rent Expense: We recognize rent expense on a straight-line basis over the lease term, including the construction period and lease renewal option periods provided for in the lease that can be reasonably assured at the inception of the lease. The lease term commences on the date when we take possession and have the right to control use of the leased premises. The difference between actual rent payments and rent expense in any period is recorded as “Deferred rent liability” on our Consolidated Balance Sheets. Construction allowances received from the landlord as a lease incentive intended to reimburse us for the cost of leasehold improvements (“Landlord contributions”) are accrued as deferred landlord contributions. Landlord contributions are amortized on a straight-line basis over the lease term as a reduction to rent expense. |
Advertising Costs | Advertising Costs: Production costs for commercials and coupons are expensed in the period in which the commercials are initially aired and the coupons are distributed. All other advertising costs are expensed as incurred. We and our franchisees are required to contribute a percentage of gross sales to administer all the national advertising programs that benefit both us and our franchisees. Because the contributed funds are required to be segregated and used for specified purposes, we do not reflect franchisee contributions as revenue, but rather record franchisee contributions as an offset to reported advertising expenses. Our advertising contributions for Chuck E. Cheese’s franchise stores are paid to the Association and are eliminated in consolidation. Advertising contributions from our franchisees were $2.1 million in Fiscal 2015 , $2.0 million for the 317 day period ended December 28, 2014, $0.4 million for the 47 day period ended February 14, 2014, $2.5 million in Fiscal 2013 . |
Income Taxes | Income Taxes: We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. A valuation allowance is applied against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Deferred income taxes are not provided on undistributed income from our Canadian subsidiary, as these earnings are considered to be permanently invested. We maintain tax reserves for federal, state and foreign income taxes when we believe a position may not be fully sustained upon review by taxing authorities. Although we believe that our tax positions are fully supported by the applicable tax laws and regulations, there are matters for which the ultimate outcome is uncertain. We recognize the benefit from an uncertain tax position in our Consolidated Financial Statements when the position is more-likely-than-not (a greater than 50 percent chance of being sustained). The amount recognized is measured using a probability weighted approach and is the largest amount of benefit that is greater than 50 percent likelihood of being realized upon settlement or ultimate resolution with the taxing authority. We routinely assess the adequacy of the estimated liability for unrecognized tax benefits, which may be affected by changing interpretations of laws, rulings by tax authorities and administrative policies, certain changes and/or developments with respect to audits and expirations of the statute of limitations. In our Consolidated Statements of Earnings, we include interest expense related to unrecognized tax benefits in “Interest expense” and include penalties in “General and administrative expenses.” On our Consolidated Balance Sheets, we include current interest related to unrecognized tax benefits in “Accrued interest,” current penalties in “Accrued expenses” and noncurrent accrued interest and penalties in “Other noncurrent liabilities.” |
Recently Issued Accounting Guidance | Recently Issued Accounting Guidance: Accounting Guidance Adopted: In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . This amendment requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this amendment. This amendment is effective for fiscal years beginning after December 15, 2015, including interim periods therein. The amendment should be applied on a retrospective basis, wherein the balance sheet of each individual period should be adjusted to reflect the period-specific effects of applying the new guidance. Early adoption is permitted for financial statements that have not been previously issued. We early adopted this amendment for the January 3, 2016 financial statements. As of December 28, 2014 , we reclassified $24.1 million of net deferred financing costs from a long-term asset to a reduction in the carrying amount of our debt. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. This amendment requires that deferred tax assets (DTAs) and deferred tax liabilities (DTLs) be presented as noncurrent in a classified balance sheet. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Earlier adoption is permitted for financial statements that have not been previously issued. We early adopted this amendment for the January 3, 2016 financial statements. As of December 28, 2014 , we reclassified a $3.9 million current deferred tax asset to noncurrent “Deferred tax liability” in our Consolidated Balance Sheets. Accounting Guidance Not Yet Adopted: In January 2015, the FASB issued ASU 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20). This amendment eliminates the income statement concept of extraordinary items and the requirements for entities to consider whether an underlying event or transaction is extraordinary. This amendment is effective for fiscal years beginning after December 15, 2015, including interim periods therein. Early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. We do not expect the adoption of this amendment to have a significant impact on our Consolidated Financial Statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This amendment requires entities to measure most inventory at the “lower of cost and net realizable value,” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market (market in this context is defined as one of three different measures, one of which is net realizable value). The amendment does not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. This amendment is effective for fiscal years beginning after December 15, 2016, including interim periods therein. Early adoption is permitted. We do not expect the adoption of this amendment to have a significant impact on our Consolidated Financial Statements. In August 2015, the FASB issued ASU 2015-14, Revenue From Contracts With Customers (Topic 606): Deferral of the Effective Date . This amendment defers the effective date of the Board’s revenue standard, ASU 2014-09, which replaces current U.S. GAAP guidance revenue recognition guidance and establishes a new control-based revenue recognition model, changes the basis for deciding when revenue is recognized over time or at a point in time, provides new and more detailed guidance on specific topics, and expands and improves disclosures about revenues. The amendment defers the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017 and for interim periods therein. Early application is permitted, but only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods therein. We are currently assessing the impact of adopting this new guidance on our Consolidated Financial Statements. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . This amendment requires that an acquirer must recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The effect on earnings of changes in depreciation or amortization, or other income effects (if any) as a result of the change to the provisional amounts, calculated as if the accounting had been completed as of the acquisition date, must be recorded in the reporting period in which the adjustment amounts are determined rather than retrospectively. This amendment is effective for fiscal years beginning after December 15, 2015, including interim periods therein. Early adoption is permitted for financial statements that have not been previously issued. We do not expect the adoption of this amendment to have a significant impact on our Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This new standard introduces a new lease model that requires the recognition of lease assets and lease liabilities on the balance sheet and the disclosure of key information about leasing arrangements. While this new standard retains most of the principles of the existing lessor model under U.S. GAAP, it aligns many of those principles with ASC 606: Revenue from Contracts with Customers. The new guidance will be effective for public business entities for annual periods beginning after December 15, 2018 (i.e., calendar periods beginning on January 1, 2019), and interim periods therein. For all other entities, the ASU will be effective for annual periods beginning after December 15, 2019 (i.e., calendar periods beginning on January 1, 2020), and interim periods thereafter. Early adoption will be permitted for all entities. We are currently assessing the impact of adopting this new guidance on our Consolidated Financial Statements. |
Sale Leaseback Transaction | For accounting purposes, these sale-leaseback transactions are accounted for under the financing method, rather than as completed sales. Under the financing method, we (i) include the sales proceeds received in other long-term liabilities until our continuing involvement with the properties is terminated, (ii) report the associated property as owned assets, (iii) continue to depreciate the assets over their remaining useful lives, and (iv) record the rental payments as interest expense and a reduction of the sale leaseback obligation. When and if our continuing involvement with a property terminates and the sale of that property is recognized for accounting purposes, we expect to record a gain equal to the excess of the proceeds received over the remaining net book value of the property. |
Description of Business and S29
Description of Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Accounting Policies [Abstract] | |
Schedule Of Property Plant And Equipment Estimated Useful Lives | Depreciation and amortization are charged to operations using the straight-line method over the assets’ estimated useful lives, which are as follows: Buildings 40 years Game and ride equipment 4 to 12 years Non-technical play equipment 15 to 20 years Furniture, fixtures and other equipment 4 to 20 years |
Acquisition of CEC Entertainm30
Acquisition of CEC Entertainment, Inc. (Tables) - CEC Entertainment, Inc. [Member] | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Business Acquisition [Line Items] | ||
Schedule of Fair Values Assigned to Net Assets Acquired | The following table summarizes the fair values assigned to the net assets acquired as of the February 14, 2014 acquisition date (in thousands): Cash consideration paid to shareholders $ 946,898 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents 19,184 Accounts receivable 22,185 Inventories 21,696 Other current assets 16,463 Property, plant and equipment 718,066 Buildings under capital lease 15,530 Favorable lease agreements 14,000 Chuck E. Cheese's tradename 400,000 Franchise agreements 14,000 Other non-current assets 9,872 Indebtedness (348,000 ) Capital Leases (15,530 ) Unfavorable lease interests (10,160 ) Deferred taxes (268,946 ) Other current and non-current liabilities (93,520 ) Net assets acquired 514,840 Excess purchase price allocated to goodwill (1) $ 432,058 __________________ (1) See Note 7 “Goodwill and Intangible Assets, Net” for a table representing the changes in the carrying value of goodwill. | |
Schedule of Unaudited Pro Forma Financial Information | his unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the Merger had actually occurred on those dates, nor of the results that may be obtained in the future. Twelve Months Ended December 28, December 29, (in thousands) Total revenues $ 832,824 $ 821,721 Net loss $ (1,359 ) $ (6,038 ) |
Acquisition of Peter Piper Pi31
Acquisition of Peter Piper Pizza (Tables) - Peter Piper Pizza [Member] | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Business Acquisition [Line Items] | ||
Schedule of Fair Values Assigned to Net Assets Acquired | Note 3. Acquisition of Peter Piper Pizza: In October 2014, the Company acquired Peter Piper Pizza (“PPP”), a leading pizza and entertainment restaurant chain operating in the southwestern United States and Mexico, for aggregate consideration paid of $113.1 million , net of cash acquired (the “PPP Acquisition”). During Fiscal 2015 , the Company made certain adjustments to the initial PPP purchase price allocation related to the final settlement of net working capital, the valuation of favorable and unfavorable lease interests and PPP’s tradename, and the valuation of net operating losses acquired and other tax positions that resulted in a net increase to goodwill of $0.4 million . The following table summarizes the final allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed at the date of the acquisition, as well as adjustments made during the measurement period (in thousands): PPP Preliminary Purchase Price Allocation Measurement Period Adjustments PPP Final Purchase Price Allocation Cash consideration paid $ 118,409 $ 663 $ 119,072 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents 5,267 — 5,267 Accounts receivable 511 — 511 Inventories 820 — 820 Other current assets 598 — 598 Property, plant and equipment 14,383 — 14,383 Favorable lease interests 2,000 (1,120 ) 880 Peter Piper Pizza's tradename 24,800 1,900 26,700 Franchise agreements 39,300 — 39,300 Other non-current assets 154 — 154 Indebtedness (120 ) — (120 ) Unfavorable lease interests (3,290 ) (580 ) (3,870 ) Deferred taxes (12,935 ) 31 (12,904 ) Other current and non-current liabilities (4,061 ) — (4,061 ) Net assets acquired 67,427 231 67,658 Excess purchase price allocated to goodwill $ 50,982 $ 432 $ 51,414 | |
Schedule of Unaudited Pro Forma Financial Information | The unaudited pro forma financial information presented below does not reflect any synergies or operating cost reductions that may be achieved. Twelve Months Ended December 28, December 29, (in thousands) Total revenues 887,018 885,476 Net income (loss) 5,758 (1,328 ) |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable consisted of the following at the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Trade receivables $ 11,106 $ 5,471 Vendor rebates 7,820 7,340 Income taxes receivable 2,896 2,218 Other accounts receivable 4,114 3,806 Total Accounts receivable $ 25,936 $ 18,835 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following at the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Food and beverage $ 4,524 $ 4,877 Entertainment and merchandise 18,751 14,102 Inventories $ 23,275 $ 18,979 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Successor January 3, December 28, (in thousands) Land $ 50,135 $ 50,135 Buildings 52,637 50,132 Leasehold improvements 417,174 397,338 Game and ride equipment 186,602 168,709 Furniture, fixtures and other equipment 116,418 108,510 Buildings leased under capital leases 16,109 16,183 839,075 791,007 Less accumulated depreciation and amortization (224,124 ) (114,396 ) Net property and equipment in service 614,951 676,611 Construction in progress 14,096 5,361 Property and equipment, net $ 629,047 $ 681,972 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets, Net (Tables) | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of Goodwill Activity | The following table presents changes in the carrying value of goodwill for the periods ended January 3, 2016 and December 28, 2014 : Successor January 3, 2016 December 28, 2014 (in thousands) Balance at beginning of period $ 483,444 $ — Goodwill assigned in connection with Merger (1) — 432,058 Goodwill assigned in acquisition of Peter Piper Pizza (2) (3) 432 50,982 Other additions (4) — 404 Balance at end of period $ 483,876 $ 483,444 __________________ (1) See Note 2 “Acquisition of CEC Entertainment, Inc.” for a discussion of goodwill recorded in connection with Merger. (2) See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of goodwill recorded in connection with the PPP Acquisition. (3) During Fiscal 2015 , we recorded certain adjustments to the initial PPP purchase price allocation related to the final settlement of net working capital, the valuation of favorable and unfavorable lease interests, the valuation of PPP’s tradename and the valuation of net operating losses acquired and other tax positions that resulted in a net increase to goodwill of $0.4 million . See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of the measurement period adjustments. (4) Other additions for the 317 day period ended December 28, 2014 represents goodwill related to a franchise the Company acquired in the second quarter of 2014. | |
Schedule of Indefinite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at January 3, 2016 and December 28, 2014 : Successor January 3, 2016 December 28, 2014 Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ — $ 400,000 $ 400,000 $ — $ 400,000 Peter Piper Pizza tradename (2) Indefinite 26,700 — 26,700 24,800 — 24,800 Favorable lease agreements (1) (2) 10 14,880 (3,686 ) 11,194 16,000 (1,679 ) 14,321 Franchise agreements 25 53,300 (3,099 ) 50,201 53,300 (1,021 ) 52,279 $ 494,880 $ (6,785 ) $ 488,095 $ 494,100 $ (2,700 ) $ 491,400 __________________ (1) In connection with the Merger and the PPP Acquisition, we also recorded unfavorable lease liabilities of $10.2 million and $3.9 million , respectively, which are included in “Other current liabilities” and “Other noncurrent liabilities” in our Consolidated Balance Sheets. Such amounts are being amortized over a weighted average life of 10 years , and are included in “Rent expense” in our Consolidated Statements of Earnings for the Successor periods. (2) During Fiscal 2015 we recorded adjustments related to the valuation of the favorable lease agreements intangible asset and PPP’s tradename of $(1.1) million and $1.9 million , respectively, recorded in connection with the PPP Acquisition. See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of these adjustments. | |
Schedule of Finite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at January 3, 2016 and December 28, 2014 : Successor January 3, 2016 December 28, 2014 Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ — $ 400,000 $ 400,000 $ — $ 400,000 Peter Piper Pizza tradename (2) Indefinite 26,700 — 26,700 24,800 — 24,800 Favorable lease agreements (1) (2) 10 14,880 (3,686 ) 11,194 16,000 (1,679 ) 14,321 Franchise agreements 25 53,300 (3,099 ) 50,201 53,300 (1,021 ) 52,279 $ 494,880 $ (6,785 ) $ 488,095 $ 494,100 $ (2,700 ) $ 491,400 __________________ (1) In connection with the Merger and the PPP Acquisition, we also recorded unfavorable lease liabilities of $10.2 million and $3.9 million , respectively, which are included in “Other current liabilities” and “Other noncurrent liabilities” in our Consolidated Balance Sheets. Such amounts are being amortized over a weighted average life of 10 years , and are included in “Rent expense” in our Consolidated Statements of Earnings for the Successor periods. (2) During Fiscal 2015 we recorded adjustments related to the valuation of the favorable lease agreements intangible asset and PPP’s tradename of $(1.1) million and $1.9 million , respectively, recorded in connection with the PPP Acquisition. See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of these adjustments. | |
Schedule of Estimated Future Amortization Expense | Our estimated future amortization expense related to the favorable lease agreements and franchise agreements is set forth as follows (in thousands): Favorable Lease Agreements Franchise Agreements Fiscal 2016 $ 1,938 $ 2,049 Fiscal 2017 1,659 2,049 Fiscal 2018 1,246 2,049 Fiscal 2019 1,102 2,049 Fiscal 2020 1,050 2,088 Thereafter 4,199 39,917 $11,194 $50,201 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following as of the dates presented: Successor January 3, 2016 December 28, 2014 (in thousands) Current: Salaries and wages $ 13,947 $ 13,236 Insurance 5,195 6,514 Taxes, other than income taxes 12,975 10,434 Other accrued operating expenses 6,167 5,377 Accrued expenses $ 38,284 $ 35,561 Noncurrent: Insurance $ 9,737 $ 12,146 |
Indebtedness and Interest Exp37
Indebtedness and Interest Expense (Tables) | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Debt Instrument [Line Items] | ||
Schedule of Debt | Our long-term debt consisted of the following for the periods presented: Successor January 3, December 28, (in thousands) Term loan facility $ 746,700 $ 756,200 Senior notes 255,000 255,000 Note payable 63 113 Total debt outstanding 1,001,763 1,011,313 Less: Unamortized original issue discount (2,776 ) (3,327 ) Deferred financing costs, net (20,004 ) (24,087 ) Current portion (7,650 ) (9,545 ) Bank indebtedness and other long-term debt, less current portion $ 971,333 $ 974,354 We were in compliance with the debt covenants in effect as of January 3, 2016 for both the Secured Credit Facilities and the senior notes. For further discussion regarding the debt covenants, see Secured Credit Facilities and Senior Unsecured Debt sections below. | |
Schedule of Future Debt Payment Obligations | The following table sets forth our future debt payment obligations as of January 3, 2016 (in thousands): One year or less $ 7,650 Two years 7,613 Three years 5,700 Four years 7,600 Five years 9,500 Thereafter 963,700 1,001,763 Less: debt financing costs, net (20,004 ) Less: unamortized discount (2,776 ) $ 978,983 | |
Schedule of Interest Expense | Interest expense consisted of the following for the periods presented: Successor Predecessor Fiscal Year Ended For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year Ended January 3, December 28, 2014 February 14, December 29, (in thousands) Term loan facility (1) $ 31,760 $ 29,962 $ — $ — Senior notes 21,023 17,697 — — Bridge loan facility (2) — 4,943 — — Predecessor Facility — — 745 6,034 Capital lease obligations 1,791 1,541 275 1,610 Sale leaseback obligations 11,096 3,721 — — Amortization of debt issuance costs 4,083 3,488 58 459 Other 829 (400 ) 73 (650 ) Total interest expense $ 70,582 $ 60,952 $ 1,151 $ 7,453 __________________ (1) Includes amortization of original issue discount. (2) The 317 day period ended December 28, 2014 includes debt issuance costs of $4.7 million related to the issuance of the Bridge Loan and $0.2 million interest. | |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt [Text Block] | Senior Unsecured Debt Also in connection with the Merger on February 14, 2014, we borrowed $248.5 million under a bridge loan facility (the “bridge loan facility”) and used the proceeds to fund a portion of the Acquisition. We incurred $4.7 million of financing costs and $0.2 million of interest related to the bridge loan facility, which are included in “Interest expense” in our Consolidated Statements of Earnings for the 317 day period ended December 28, 2014 . On February 19, 2014, we issued $255.0 million aggregate principal amount of 8.000% Senior Notes due 2022 (the “senior notes”) in a private offering. The senior notes bear interest at a rate of 8.000% per year and mature on February 15, 2022. On or after February 15, 2017, we may redeem some or all of the senior notes at certain redemption prices set forth in the indenture governing the senior notes (the “indenture”). Prior to February 15, 2017, we may redeem (i) up to 40.0% of the original aggregate principal amount of the senior notes with the net cash proceeds of one or more equity offerings at a price equal to 108.0% of the principal amount thereof, plus accrued and unpaid interest, or (ii) some or all of the notes at a price equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest, plus the applicable “make-whole” premium set forth in the indenture. On December 2, 2014 we completed an exchange offer whereby the original senior notes were exchanged for new notes (the “exchange notes”) which are identical to the initial senior notes except that the issuance of the exchange notes is registered under the Securities Act, the exchange notes do not bear legends restricting their transfer and they are not entitled to registration rights under our registration rights agreement. We refer to the senior notes and the exchange notes collectively as the “senior notes.” We paid $6.4 million in debt issuance costs related to the senior notes issued in February 2014, which we capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The deferred financing costs are being amortized over the life of the senior notes to “Interest expense” on our Consolidated Statements of Earnings. The weighted average effective interest rate incurred on borrowings under our senior notes was 8.3% for both the 2015 fiscal year and the 317 day period ended December 28, 2014 , which included amortization of debt issuance costs and other fees related to our senior notes. Our obligations under the senior notes are fully and unconditionally guaranteed, jointly and severally, by our present and future direct and indirect wholly-owned material domestic subsidiaries that guarantee our Secured Credit Facilities. The indenture contains restrictive covenants that limit our ability to, among other things: (i) incur additional debt or issue certain preferred shares; (ii) create liens on certain assets; (iii) make certain loans or investments (including acquisitions); (iv) pay dividends on or make distributions in respect of our capital stock or make other restricted payments; (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; (vi) sell assets; (vii) enter into certain transactions with our affiliates; and (viii) restrict dividends from our subsidiaries. |
Fair Value of Financial Instr38
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value by Balance Sheet Grouping | The following table presents information on our financial instruments as of the dates presented: Successor January 3, 2016 December 28, 2014 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt, less current portion $ 991,337 $ 962,600 $ 998,441 $ 974,084 |
Other Non-current Liabilities (
Other Non-current Liabilities (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other noncurrent liabilities consisted of the following as of the dates presented: Successor January 3, December 28, (in thousands) Sale leaseback obligations, less current portion (1) $ 179,258 $ 181,282 Deferred rent liability 14,325 7,847 Deferred landlord contributions 4,988 981 Long-term portion of unfavorable leases 9,536 10,942 Other 4,421 4,332 Total other noncurrent liabilities $ 212,528 $ 205,384 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Leases We lease certain stores under operating and capital leases that expire at various dates through 2035 with renewal options that expire at various dates through 2054 . The leases generally require us to pay a minimum rent, property taxes, insurance, other maintenance costs and, in some instances, additional rent equal to the amount by which a percentage of the store’s revenues exceed certain thresholds as stipulated in the respective lease agreement. The leases generally have initial terms of 10 to 20 years with various renewal options. The annual future lease commitments under capital lease obligations and non-cancelable operating leases, including reasonably assured option periods but excluding contingent rent, as of January 3, 2016 , are as follows: Capital Operating Fiscal Years (in thousands) 2016 $ 2,169 $ 89,594 2017 2,207 87,738 2018 2,278 85,520 2019 2,274 83,183 2020 2,305 81,899 Thereafter 20,719 588,424 Future minimum lease payments 31,952 1,016,358 Less amounts representing interest (16,487 ) Present value of future minimum lease payments 15,465 Less current portion (421 ) Capital lease obligations, net of current portion $ 15,044 |
Schedule of Future Minimum Lease Payments for Capital Leases | The annual future lease commitments under capital lease obligations and non-cancelable operating leases, including reasonably assured option periods but excluding contingent rent, as of January 3, 2016 , are as follows: Capital Operating Fiscal Years (in thousands) 2016 $ 2,169 $ 89,594 2017 2,207 87,738 2018 2,278 85,520 2019 2,274 83,183 2020 2,305 81,899 Thereafter 20,719 588,424 Future minimum lease payments 31,952 1,016,358 Less amounts representing interest (16,487 ) Present value of future minimum lease payments 15,465 Less current portion (421 ) Capital lease obligations, net of current portion $ 15,044 |
Schedule of Rent Expense | Rent expense, including contingent rent based on a percentage of stores’ sales, when applicable, was comprised of the following: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 (in thousands) Minimum rentals $ 98,023 $ 77,498 $ 12,480 $ 79,315 Contingent rentals 338 117 36 103 $ 98,361 $ 77,615 $ 12,516 $ 79,418 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Our income tax expense (benefit) consists of the following for the periods presented: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 (in thousands) Current tax expense (benefit): Federal 10,726 26,702 2,505 26,950 State 1,825 4,984 390 4,191 Foreign 1,256 (255 ) (92 ) 78 13,807 31,431 2,803 31,219 Deferred tax expense (benefit): Federal (14,022 ) (52,251 ) (2,282 ) (2,099 ) State (2,203 ) (9,909 ) 302 (732 ) Foreign (523 ) (394 ) 195 (194 ) (16,748 ) (62,554 ) (1,785 ) (3,025 ) Income tax expense (benefit) $ (2,941 ) $ (31,123 ) $ 1,018 $ 28,194 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the federal statutory income tax rate to our effective tax rate is as follows: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year 2015 December 28, 2014 February 14, 2014 2013 Federal statutory rate (35.0 )% (35.0 )% 35.0 % 35.0 % State income taxes, net of federal benefit 0.2 % (3.8 )% 20.5 % 3.0 % Federal income tax credits, net (7.6 )% (0.4 )% (2.0 )% (1.2 )% Merger and litigation related costs 25.0 % 4.8 % 3.1 % — % State tax credit, valuation adjustment (1.3 )% 0.4 % 5.6 % — % Other (0.3 )% 0.6 % (3.1 )% 0.3 % Effective tax rate (19.0 )% (33.4 )% 59.1 % 37.1 % |
Schedule of Deferred Tax Assets and Liabilities | Successor January 3, 2016 December 28, 2014 (in thousands) Deferred tax assets: Accrued compensation $ 3,059 $ 2,548 Unearned revenue 1,493 2,105 Deferred rent 5,520 2,497 Stock-based compensation 501 270 Accrued insurance and employee benefit plans 5,162 8,462 Unrecognized tax benefits (1) 1,378 1,471 NOL and Other Carryforwards 5,660 8,483 Loan Costs 1,461 1,758 Other 514 527 Gross deferred tax assets 24,748 28,121 Deferred tax liabilities: Depreciation and amortization (40,976 ) (59,871 ) Prepaid assets (895 ) (1,238 ) Intangibles (181,546 ) (183,102 ) Favorable/Unfavorable Leases (1 ) (795 ) Other (3,064 ) (2,087 ) Gross deferred tax liabilities (226,482 ) (247,093 ) Net deferred tax liability $ (201,734 ) $ (218,972 ) _________________ (1) Amount represents the value of future tax benefits that would result if the liabilities for uncertain state tax positions and accrued interest related to uncertain tax positions are settled. As of January 3, 2016 , we have $12.8 million of federal net operating loss carryforwards (which expire at the end of tax years 2029 and 2030), $5.0 million of state net operating loss carryforwards (expiring at the end of tax years 2019 through 2035), and $0.3 million of Alternative Minimum Tax credit carryforwards (with an indefinite carryforward period). The federal net operating loss and Alternative Minimum Tax credit carryforward relate to Peter Piper Pizza, which are limited by Section 382 of the Internal Revenue Code. However, we do not believe the Section 382 limitation will prevent us from fully utilizing the carryforwards. As of January 3, 2016 , we also have state income tax credit carryforwards $0.8 million net of their related valuation allowance and federal tax effect (which expire at the end of 2022) and $0.5 million of Canadian net operating loss carryforwards (expiring at the end of tax years 2034 and 2035). We file numerous federal, state, and local income tax returns in the U.S. and some foreign jurisdictions. As a matter of ordinary course, we are subject to regular examination by various tax authorities. Certain of our federal and state income tax returns are currently under examination and are in various stages of the audit/appeals process. In general, the U.S. federal statute of limitations has expired for our federal income tax returns filed for tax years ended before 2012 with the exception of adjustments included in certain amended returns filed in 2011, 2012 and 2013 for tax years 2006 through 2009 and Peter Piper Pizza federal income tax returns with net operating losses which have been carried forward (whereas, adjustments can be made to these returns until the respective statute of limitations expire for the particular tax years the net operating losses are utilized). In general, our state income tax statutes of limitations have expired for tax years ended before 2011 with similar exceptions as noted above regarding our federal tax returns (amended state tax returns filed in 2011 through 2015 for tax years 2006 through 2009 and Peter Piper Pizza state income tax returns generating net operating loss carryforwards). In general, the statute of limitations for our Canada income tax returns has expired for tax years ended before 2011. |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal Year 2015 2014 2013 (in thousands) Balance at beginning of period $ 1,882 $ 2,598 $ 2,923 Additions for tax positions taken in the current year 214 168 223 Increases for tax positions taken in prior years 1,581 613 463 Decreases for tax positions taken in prior years (184 ) (421 ) (422 ) Settlement with tax authorities 79 (114 ) (283 ) Expiration of statute of limitations (284 ) (962 ) (306 ) Balance at end of period $ 3,288 $ 1,882 $ 2,598 |
Stock-Based Compensation Arra42
Stock-Based Compensation Arrangements (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | Predecessor Restricted Stock Plans Prior to the Merger, our stock-based compensation plans permitted us to grant awards of restricted stock to our employees and non-employee directors. Certain of these awards were subject to performance-based criteria. Our stock-based compensation plans had provisions allowing for the automatic vesting of awards granted under those plans following a change of control, as defined in the applicable plan. The fair value of all stock-based awards, less estimated forfeitures, if any, and portions capitalized as described below, was recognized as stock-based compensation expense in “General and administrative expenses” in the Consolidated Statements of Earnings over the period that services were required to be provided in exchange for the award. In connection with the Merger, all unvested restricted stock awards to our employees and non-employee directors became fully vested, and at the effective time of the Merger, each such share of restricted stock was canceled and converted into the right to receive an amount equal to the offer price of $54.00 per share, plus an amount in cash equal to all accrued but unpaid dividends relating to such shares, without interest and less any withholding required by applicable tax laws. We recorded $11.1 million in stock-based compensation expense related to the acceleration of restricted stock awards in “Transaction, severance and related litigation costs” in the Consolidated Statements of Earnings during the 47 day period ended February 14, 2014 Stock Options Plan The 2014 Equity Incentive Plan provides Parent authority to grant equity incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonus awards or performance compensation awards to certain directors, officers or employees of the Company. During 2015 and the 317 day period ended December 28, 2014 , Parent granted options to purchase 519,412 shares and 2,324,870 shares, respectively, of its common stock to certain directors, officers and employees of the Company. The options are subject to certain service and performance based vesting criteria, and were split evenly between Tranches A, B and C, which have different vesting requirements. The options in Tranche A are service based, and vest and become exercisable in equal installments on each of the first five anniversaries of the respective grant dates. The Black-Scholes model was used to estimate the fair value of Tranche A stock options. Tranche B and Tranche C options are performance based and vest and become exercisable when certain market conditions are met. The Monte Carlo simulation model was used to estimate the fair value of Tranche B and Tranche C stock options. Unvested Tranche A options are also subject to accelerated vesting and exercisability on the first anniversary of a change in control of Queso Holdings Inc. or within 12 months following such a change in control. Tranche B and C options may also vest and become exercisable if applicable hurdles are achieved in connection with an initial public offering. Compensation costs related to options in the Parent were recorded by the Company. The weighted-average fair value of the options granted in 2015 and for the 317 day period ended December 28, 2014 was estimated at $2.83 , $1.44 and $0.84 per option and $3.06 , $1.58 and $1.01 per option, respectively, for Tranches A, B and C, respectively, on the date of grant based on the following assumptions: Successor 2015 2014 Dividend yield — % — % Volatility 30 % 30 % Risk-free interest rate for Tranche A 1.30 % 1.58 % Risk-free interest rate for Tranches B and C 1.30 % 1.32 % Expected life - years 3.7 4.0 A summary of the option activity under the equity incentive plan as of January 3, 2016 and the activity for 2015 is presented below: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 28, 2014 $ 2,287,463 $8.12 Options Granted 519,412 $10.57 Options Forfeited (413,791 ) $8.51 Outstanding stock options, January 3, 2016 $ 2,393,084 $8.59 8.1 9,388 Stock options expected to vest, January 3, 2016 $ 2,153,777 $8.59 8.1 8,449 Exercisable stock options, January 3, 2016 $ 160,088 $8.24 8.1 683 _________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of January 3, 2016 , we had $2.9 million of total unrecognized share based compensation expense related to unvested options, net of expected forfeitures, which is expected to be amortized over the remaining weighted average period of 3.4 years. In February 2016, the Parent granted additional options to purchase 101,110 shares of its common stock to certain officers and employees of the Company. |
Schedule of Stock-Based Compensation Expense and Associated Tax Benefits Recognized | _________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of January 3, 2016 , we had $2.9 million of total unrecognized share based compensation expense related to unvested options, net of expected forfeitures, which is expected to be amortized over the remaining weighted average period of 3.4 years. In February 2016, the Parent granted additional options to purchase 101,110 shares of its common stock to certain officers and employees of the Company. A summary of stock based compensation costs recognized and capitalized is presented below: Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year January 3, December 28, February 14, December 29, (in thousands) Stock-based compensation costs $ 855 $ 713 $ 1,117 $ 8,660 Portion capitalized as property and equipment (1) (17 ) (10 ) — (179 ) Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger — — 11,108 — Stock-based compensation expense recognized $ 838 $ 703 $ 12,225 $ 8,481 Tax benefit recognized from stock-based compensation awards (2) $ 18 $ 4,874 $ — $ 3,377 __________________ (1) We capitalize the portion of stock-based compensation costs related to our design, construction, facilities and legal departments that are directly attributable to our store development projects, such as the design and construction of a new store and the remodeling and expansion of our existing stores. Capitalized stock-based compensation costs attributable to our store development projects are included in “Property and equipment, net” in the Consolidated Balance Sheets. (2) We recorded the tax benefit related to the accelerated vesting of restricted stock awards in the 317 day period ended December 28, 2014 , the period the related expense is deductible for income tax purposes. |
Quarterly Results of Operatio43
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Jan. 03, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Results of Operations (Unaudited) | The following table summarizes our unaudited quarterly condensed consolidated results of operations in 2015 and 2014 : Quarters in Fiscal Year 2015 (1) Successor March 29, June 28, Sept. 27, Jan. 3, (in thousands) Food and beverage sales $ 116,537 $ 94,145 $ 98,243 $ 99,170 Entertainment and merchandise sales 144,744 113,861 118,753 119,657 Company store sales 261,281 208,006 216,996 218,827 Franchise fees and royalties 4,227 4,073 4,941 4,238 Total revenues $ 265,508 $ 212,079 $ 221,937 $ 223,065 Operating income (loss) $ 44,687 $ (188 ) $ 12,499 $ (1,867 ) Income (loss) before income taxes $ 27,188 $ (17,512 ) $ (4,710 ) $ (20,417 ) Net income (loss) $ 14,742 $ (9,892 ) $ (3,202 ) $ (14,158 ) Quarters in Fiscal Year 2014 Predecessor Successor (2) For the 47 Day Period Ended For the 44 Day Period Ended February 14, 2014 March 30, June 29, Sept. 28, Dec. 28, (in thousands) Food and beverage sales $ 50,897 $ 62,277 $ 79,649 $ 82,271 $ 83,499 Entertainment and merchandise sales 62,659 78,613 105,651 115,885 104,253 Company store sales 113,556 140,890 185,300 198,156 187,752 Franchise fees and royalties 687 686 1,274 1,533 2,990 Total revenues $ 114,243 $ 141,576 $ 186,574 $ 199,689 $ 190,742 Operating income (loss) $ 2,873 $ (3,367 ) $ (4,905 ) $ (4,241 ) $ (19,746 ) Income (loss) before income taxes $ 1,722 $ (15,410 ) $ (20,144 ) $ (20,215 ) $ (37,442 ) Net income (loss) $ 704 $ (13,872 ) $ (12,784 ) $ (13,279 ) $ (22,153 ) ______________________ (1) Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. (2) The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. Quarterly operating results are not necessarily representative of operations for a full year. |
Consolidating Guarantor Finan44
Consolidating Guarantor Financial Information (Tables) | 12 Months Ended |
Dec. 28, 2014 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of January 3, 2016 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 42,235 $ 1,797 $ 6,622 $ — $ 50,654 Accounts receivable 21,595 3,944 9,468 (9,071 ) 25,936 Inventories 19,959 3,021 295 — 23,275 Other current assets 13,562 3,561 1,100 — 18,223 Total current assets 97,351 12,323 17,485 (9,071 ) 118,088 Property and equipment, net 585,915 34,539 8,593 — 629,047 Goodwill 432,462 51,414 — — 483,876 Intangible assets, net 21,855 466,240 — — 488,095 Intercompany 129,151 30,716 — (159,867 ) — Investment in subsidiaries 422,407 — — (422,407 ) — Other noncurrent assets 4,318 8,940 671 — 13,929 Total assets $ 1,693,459 $ 604,172 $ 26,749 $ (591,345 ) $ 1,733,035 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ 50 $ — $ — $ 7,650 Capital lease obligations, current portion 418 — 3 — 421 Accounts payable and accrued expenses 71,320 27,774 3,270 — 102,364 Other current liabilities 3,350 328 — — 3,678 Total current liabilities 82,688 28,152 3,273 — 114,113 Capital lease obligations, less current portion 14,980 — 64 — 15,044 Bank indebtedness and other long-term debt, less current portion 971,320 13 — — 971,333 Deferred tax liability 184,083 17,867 (216 ) — 201,734 Intercompany 20,580 121,850 26,508 (168,938 ) — Other noncurrent liabilities 211,262 10,784 219 — 222,265 Total liabilities 1,484,913 178,666 29,848 (168,938 ) 1,524,489 Stockholders' equity: Common stock — — — — — Capital in excess of par value 356,460 466,114 3,241 (469,355 ) 356,460 Retained earnings (deficit) (144,598 ) (40,608 ) (3,024 ) 43,632 (144,598 ) Accumulated other comprehensive income (loss) (3,316 ) — (3,316 ) 3,316 (3,316 ) Total stockholders' equity 208,546 425,506 (3,099 ) (422,407 ) 208,546 Total liabilities and stockholders' equity $ 1,693,459 $ 604,172 $ 26,749 $ (591,345 ) $ 1,733,035 CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of December 28, 2014 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 97,020 $ 6,427 $ 7,547 $ — $ 110,994 Accounts receivable 13,209 5,487 3,797 (3,658 ) 18,835 Inventories 15,008 3,596 375 — 18,979 Other current assets 15,642 3,212 2,040 — 20,894 Total current assets 140,879 18,722 13,759 (3,658 ) 169,702 Property and equipment, net 638,239 33,064 10,669 — 681,972 Goodwill 432,462 50,982 — — 483,444 Intangible assets, net 24,649 466,751 — — 491,400 Intercompany 129,429 25,090 32,655 (187,174 ) — Investment in subsidiaries 428,836 — — (428,836 ) — Other noncurrent assets 3,683 5,875 37 — 9,595 Total assets $ 1,798,177 $ 600,484 $ 57,120 $ (619,668 ) $ 1,836,113 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 9,500 $ 45 $ — $ — $ 9,545 Capital lease obligations, current portion 405 — 3 — 408 Accounts payable and accrued expenses 82,995 21,989 (248 ) (484 ) 104,252 Other current liabilities 2,990 — — — 2,990 Total current liabilities 95,890 22,034 (245 ) (484 ) 117,195 Capital lease obligations, less current portion 15,395 — 81 — 15,476 Bank indebtedness and other long-term debt, less current portion 974,287 67 — — 974,354 Deferred tax liability 203,814 14,378 780 — 218,972 Intercompany 6,309 126,497 57,542 (190,348 ) — Other noncurrent liabilities 209,896 7,472 162 — 217,530 Total liabilities 1,505,591 170,448 58,320 (190,832 ) 1,543,527 Stockholders' equity: Common stock — — — — — Capital in excess of par value 355,587 465,451 3,089 (468,540 ) 355,587 Retained earnings (deficit) (62,088 ) (35,415 ) (3,376 ) 38,791 (62,088 ) Accumulated other comprehensive income (loss) (913 ) — (913 ) 913 (913 ) Total stockholders' equity 292,586 430,036 (1,200 ) (428,836 ) 292,586 Total liabilities and stockholders' equity $ 1,798,177 $ 600,484 $ 57,120 $ (619,668 ) $ 1,836,113 |
Condensed Consolidating Income Statement | CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) Fiscal Year 2015 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 353,200 $ 48,747 $ 6,148 $ — $ 408,095 Entertainment and merchandise sales 469,741 16,864 10,410 — 497,015 Total company store sales 822,941 65,611 16,558 — 905,110 Franchise fees and royalties 2,280 15,199 — — 17,479 International Association assessments and other fees 995 24,591 43,829 (69,415 ) — Total revenues 826,216 105,401 60,387 (69,415 ) 922,589 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 89,772 12,527 2,135 — 104,434 Cost of entertainment and merchandise 29,147 1,729 643 — 31,519 Total cost of food, beverage, entertainment and merchandise 118,919 14,256 2,778 — 135,953 Labor expenses 230,113 14,968 5,503 — 250,584 Depreciation and amortization 109,307 3,856 2,073 — 115,236 Rent expense 88,773 5,363 2,533 — 96,669 Other store operating expenses 155,366 9,017 4,308 (25,613 ) 143,078 Total company store operating costs 702,478 47,460 17,195 (25,613 ) 741,520 Advertising expense 46,136 4,014 40,798 (43,802 ) 47,146 General and administrative expenses 20,939 44,446 618 — 66,003 Transaction, severance and Merger related litigation costs 6 11,908 — — 11,914 Asset Impairment 766 20 89 — 875 Total operating costs and expenses 770,325 107,848 58,700 (69,415 ) 867,458 Operating income (loss) 55,891 (2,447 ) 1,687 — 55,131 Equity in earnings (loss) in affiliates (4,654 ) — — 4,654 — Interest expense 65,775 4,288 519 — 70,582 Income (loss) before income taxes (14,538 ) (6,735 ) 1,168 4,654 (15,451 ) Income tax expense (benefit) (2,028 ) (1,575 ) 662 — (2,941 ) Net income (loss) $ (12,510 ) $ (5,160 ) $ 506 $ 4,654 $ (12,510 ) Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (2,403 ) — (2,403 ) 2,403 (2,403 ) Comprehensive income (loss) $ (14,913 ) $ (5,160 ) $ (1,897 ) $ 7,057 $ (14,913 ) CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the 317 Day Period Ended December 28, 2014 (in thousands) Successor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 293,407 $ 8,259 $ 6,030 $ — $ 307,696 Entertainment and merchandise sales 391,818 2,490 10,094 — 404,402 Total Company store sales 685,225 10,749 16,124 — 712,098 Franchise fees and royalties 1,813 4,670 — — 6,483 International Association assessments and other fees 1,006 1,233 37,388 (39,627 ) — Total revenues 688,044 16,652 53,512 (39,627 ) 718,581 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 75,772 2,324 1,900 — 79,996 Cost of entertainment and merchandise 23,832 244 660 (128 ) 24,608 Total cost of food, beverage, entertainment and merchandise 99,604 2,568 2,560 (128 ) 104,604 Labor expenses 192,651 2,922 5,282 — 200,855 Depreciation and amortization 111,816 1,197 2,938 — 115,951 Rent expense 73,337 938 2,423 — 76,698 Other store operating expenses 112,669 2,445 3,410 1,372 119,896 Total Company store operating costs 590,077 10,070 16,613 1,244 618,004 Advertising expense 38,511 638 31,712 (37,159 ) 33,702 General and administrative expenses 18,414 32,389 1,091 (3,712 ) 48,182 Transaction, severance and Merger related litigation costs 40,998 9,547 — — 50,545 Asset Impairment 40 3 364 — 407 Total operating costs and expenses 688,040 52,647 49,780 (39,627 ) 750,840 Operating income (loss) 4 (35,995 ) 3,732 — (32,259 ) Equity in earnings (loss) in affiliates (36,988 ) — — 36,988 — Interest expense 59,644 770 538 — 60,952 Income (loss) before income taxes (96,628 ) (36,765 ) 3,194 36,988 (93,211 ) Income tax expense (benefit) (34,540 ) 2,441 976 — (31,123 ) Net income (loss) $ (62,088 ) $ (39,206 ) $ 2,218 $ 36,988 $ (62,088 ) Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (913 ) — (913 ) 913 (913 ) Comprehensive income (loss) $ (63,001 ) $ (39,206 ) $ 1,305 $ 37,901 $ (63,001 ) CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the 47 Day Period Ended February 14, 2014 (in thousands) Predecessor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 49,803 $ 32 $ 1,062 $ — $ 50,897 Entertainment and merchandise sales 61,082 — 1,577 — 62,659 Total company store sales 110,885 32 2,639 — 113,556 Franchise fees and royalties 353 334 — — 687 International Association assessments and other fees — 4,558 6,095 (10,653 ) — Total revenues 111,238 4,924 8,734 (10,653 ) 114,243 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 11,924 25 336 — 12,285 Cost of entertainment and merchandise 3,618 — 131 (20 ) 3,729 Total cost of food, beverage, entertainment and merchandise 15,542 25 467 (20 ) 16,014 Labor expenses 31,107 — 891 — 31,998 Depreciation and amortization 9,430 — 303 — 9,733 Rent expense 11,962 — 403 — 12,365 Other store operating expenses 20,193 (44 ) (82 ) (4,307 ) 15,760 Total company store operating costs 88,234 (19 ) 1,982 (4,327 ) 85,870 Advertising expense 6,144 17 5,853 (6,111 ) 5,903 General and administrative expenses 4,124 3,863 191 (215 ) 7,963 Transaction, severance and Merger related costs 1,800 9,834 — — 11,634 Total operating costs and expenses 100,302 13,695 8,026 (10,653 ) 111,370 Operating income (loss) 10,936 (8,771 ) 708 — 2,873 Equity in earnings (loss) in affiliates (4,523 ) — — 4,523 — Interest expense (income) 1,822 (771 ) 100 — 1,151 Income (loss) before income taxes 4,591 (8,000 ) 608 4,523 1,722 Income tax expense (benefit) 3,887 (3,040 ) 171 — 1,018 Net income (loss) $ 704 $ (4,960 ) $ 437 $ 4,523 $ 704 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (541 ) — (541 ) 541 (541 ) Comprehensive income (loss) $ 163 $ (4,960 ) $ (104 ) $ 5,064 $ 163 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) Fiscal Year 2013 (in thousands) Predecessor Issuer Guarantor Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 358,931 $ 683 $ 9,016 $ (46 ) $ 368,584 Entertainment and merchandise sales 434,429 — 13,726 — 448,155 Total company store sales 793,360 683 22,742 (46 ) 816,739 Franchise fees and royalties 2,363 2,619 — — 4,982 International Association assessments and other fees — 63,400 43,463 (106,863 ) — Total revenues 795,723 66,702 66,205 (106,909 ) 821,721 Operating Costs and Expenses: Company store operating costs: Cost of food and beverage 87,543 33 2,787 — 90,363 Cost of entertainment and merchandise 28,952 (32 ) 915 (60 ) 29,775 Total cost of food, beverage, entertainment and merchandise 116,495 1 3,702 (60 ) 120,138 Labor expenses 222,085 — 7,087 — 229,172 Depreciation and amortization 76,026 — 2,141 — 78,167 Rent expense 75,681 — 2,782 — 78,463 Other store operating expenses 189,087 (460 ) 4,782 (62,374 ) 131,035 Total company store operating costs 679,374 (459 ) 20,494 (62,434 ) 636,975 Advertising expense 44,244 — 40,411 (43,438 ) 41,217 General and administrative expenses 17,817 38,617 1,294 (1,037 ) 56,691 Transaction, severance and related litigation costs 316 — — — 316 Asset impairment 2,241 — 810 — 3,051 Total operating costs and expenses 743,992 38,158 63,009 (106,909 ) 738,250 Operating income (loss) 51,731 28,544 3,196 — 83,471 Equity in earnings (loss) in affiliates 23,240 — — (23,240 ) — Interest expense (income) 12,620 (6,002 ) 835 — 7,453 Income (loss) before income taxes 62,351 34,546 2,361 (23,240 ) 76,018 Income tax expense (benefit) 14,527 12,877 790 — 28,194 Net income (loss) $ 47,824 $ 21,669 $ 1,571 $ (23,240 ) $ 47,824 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments $ (1,116 ) $ — $ (1,116 ) $ 1,116 $ (1,116 ) Comprehensive income (loss) $ 46,708 $ 21,669 $ 455 $ (22,124 ) $ 46,708 |
Condensed Consolidating Cash Flow Statement | CEC Entertainment, Inc. Consolidating Statement of Cash Flows Fiscal Year 2015 (in thousands) Successor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 95,659 $ (492 ) $ 5,446 $ — $ 100,613 Cash flows from investing activities: Acquisition of Peter Piper Pizza (663 ) — — — (663 ) Intercompany note 2,393 2,925 — (5,318 ) — Purchases of property and equipment (65,070 ) (6,028 ) (1,936 ) — (73,034 ) Development of internal use software (2,018 ) (2,784 ) — — (4,802 ) Proceeds from sale of property and equipment 308 — — — 308 Cash flows provided by (used in) investing activities (65,050 ) (5,887 ) (1,936 ) (5,318 ) (78,191 ) Cash flows from financing activities: Repayments on senior term loan (9,500 ) — — — (9,500 ) Repayments on note payable — (49 ) — — (49 ) Intercompany note (3,847 ) 1,798 (3,269 ) 5,318 — Proceeds from financing sale-leaseback transaction — — — — — Payment of debt financing costs — — — — — Payments on capital lease obligations (402 ) — (3 ) — (405 ) Payments on sale leaseback transactions (1,663 ) — — — — (1,663 ) Dividends paid (70,000 ) — — — (70,000 ) Excess tax benefit realized from stock-based compensation 18 — — — 18 Equity contribution — — — — — Cash flows provided by (used in) financing activities (85,394 ) 1,749 (3,272 ) 5,318 (81,599 ) Effect of foreign exchange rate changes on cash — — (1,163 ) — (1,163 ) Change in cash and cash equivalents (54,785 ) (4,630 ) (925 ) — (60,340 ) Cash and cash equivalents at beginning of period 97,020 6,427 7,547 — 110,994 Cash and cash equivalents at end of period $ 42,235 $ 1,797 $ 6,622 $ — $ 50,654 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the 317 Day Period Ended December 28, 2014 (in thousands) Successor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 70,034 $ (24,166 ) $ 2,223 $ — $ 48,091 Cash flows from investing activities: Acquisition of Predecessor (946,898 ) — — — (946,898 ) Acquisition of Franchise — (1,529 ) — — (1,529 ) Acquisition of Peter Piper Pizza (118,409 ) 5,267 — — (113,142 ) Intercompany note — 375,539 — (375,539 ) — Purchases of property and equipment (55,299 ) (4,136 ) (1,593 ) — (61,028 ) Development of internal use software — (2,130 ) — — (2,130 ) Proceeds from sale of property and equipment 23 419 — — 442 Cash flows provided by (used in) investing activities (1,120,583 ) — 373,430 — (1,593 ) — (375,539 ) — (1,124,285 ) Cash flows from financing activities: Proceeds from secured credit facilities, net of original issue discount 756,200 — — — 756,200 Proceeds from senior notes 255,000 — — — 255,000 Repayment of Predecessor Facility — (348,000 ) — — (348,000 ) Repayments on senior term loan (3,800 ) (7 ) — — (3,807 ) Intercompany note (375,539 ) 5,050 (5,050 ) 375,539 — Proceeds from financing sale-leaseback transaction 183,685 — — — 183,685 Payment of debt financing costs (27,575 ) — — — (27,575 ) Payments on capital lease obligations (297 ) — — — (297 ) Payments on sale leaseback transactions (742 ) — — — (742 ) Dividends paid (890 ) — — — (890 ) Excess tax benefit realized from stock-based compensation 4,874 — — — 4,874 Equity contribution 350,000 — — — 350,000 Cash flows provided by (used in) financing activities 1,140,916 (342,957 ) (5,050 ) 375,539 1,168,448 Effect of foreign exchange rate changes on cash — — (444 ) — (444 ) Change in cash and cash equivalents 90,367 6,307 (4,864 ) — 91,810 Cash and cash equivalents at beginning of period 6,653 120 12,411 — 19,184 Cash and cash equivalents at end of period $ 97,020 $ 6,427 $ 7,547 $ — $ 110,994 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the 47 Day Period Ended February 14, 2014 (in thousands) Predecessor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ (12,224 ) $ 29,906 $ 4,632 $ — $ 22,314 Cash flows from investing activities: Intercompany note — (17,601 ) — 17,601 — Purchases of property and equipment (8,538 ) (1,082 ) (90 ) — (9,710 ) Proceeds from sale of property and equipment (2 ) 53 — — 51 Cash flows provided by (used in) investing activities (8,540 ) — (18,630 ) — (90 ) — 17,601 — (9,659 ) Cash flows from financing activities: Net proceeds from (repayments on) revolving credit facility — (13,500 ) — — (13,500 ) Intercompany note 17,571 430 (400 ) (17,601 ) — Payments on capital lease obligations (153 ) — (11 ) — (164 ) Dividends paid (38 ) — — — (38 ) Restricted stock returned for payment of taxes (142 ) — — — (142 ) Cash flows provided by (used in) financing activities 17,238 — (13,070 ) — (411 ) — (17,601 ) — (13,844 ) Effect of foreign exchange rate changes on cash — — (313 ) — (313 ) Change in cash and cash equivalents (3,526 ) — (1,794 ) — 3,818 — — — (1,502 ) Cash and cash equivalents at beginning of period 10,177 1,914 8,595 — 20,686 Cash and cash equivalents at end of period $ 6,651 $ 120 $ 12,413 $ — $ 19,184 CEC Entertainment, Inc. Consolidating Statement of Cash Flows Fiscal Year 2013 (in thousands) Predecessor Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 179,913 $ (43,734 ) $ 2,485 $ — $ 138,664 Cash flows from investing activities: Intercompany Note — 87,775 — (87,775 ) — Purchases of property and equipment (71,947 ) (1,265 ) (873 ) — (74,085 ) Proceeds from sale of property and equipment 1,890 640 — — 2,530 Other investing activities 613 — — — 613 Cash flows provided by (used in) investing activities (69,444 ) 87,150 (873 ) (87,775 ) (70,942 ) Cash flows from financing activities: Net proceeds from (repayments on) revolving credit facility — (28,000 ) — — (28,000 ) Intercompany Note (73,650 ) (13,750 ) (375 ) 87,775 — Payments on capital lease obligations (885 ) — (68 ) — (953 ) Dividends paid (17,097 ) — — — (17,097 ) Excess tax benefit realized from stock-based compensation 343 — — — 343 Restricted stock returned for payment of taxes (2,212 ) — — — (2,212 ) Purchases of treasury stock (18,112 ) — — — (18,112 ) Cash flows provided by (used in) financing activities (111,613 ) (41,750 ) (443 ) 87,775 (66,031 ) Effect of foreign exchange rate changes on cash — — (641 ) — (641 ) Change in cash and cash equivalents (1,144 ) 1,666 528 — 1,050 Cash and cash equivalents at beginning of period 11,321 248 8,067 — 19,636 Cash and cash equivalents at end of period $ 10,177 $ 1,914 $ 8,595 $ — $ 20,686 |
Description of Business and S45
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Aug. 31, 2014USD ($) | Mar. 30, 2014USD ($) | Feb. 14, 2014USD ($) | Jan. 03, 2016USD ($)StoreCountryState | Sep. 27, 2015USD ($) | Jun. 28, 2015USD ($) | Mar. 29, 2015USD ($) | Dec. 28, 2014USD ($) | Sep. 28, 2014USD ($) | Jun. 29, 2014USD ($) | Dec. 28, 2014USD ($) | Jan. 03, 2016USD ($)StoreCountryState | Dec. 29, 2013USD ($) | ||
Related Party Transaction [Line Items] | ||||||||||||||
Number of states in which Entity operates | State | 47 | 47 | ||||||||||||
Number of foreign countries in which Entity operates | Country | 12 | 12 | ||||||||||||
Number of stores operated by Entity | Store | 732 | 732 | ||||||||||||
Variable Interest Entity, Primary Beneficiary [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Gross proceeds | $ 12,100,000 | |||||||||||||
Company Operated [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of states in which Entity operates | State | 44 | 44 | ||||||||||||
Number of stores operated by Entity | Store | 556 | 556 | ||||||||||||
Franchise Operated [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of states in which Entity operates | State | 16 | 16 | ||||||||||||
Number of foreign countries in which Entity operates | Country | 11 | 11 | ||||||||||||
Number of stores operated by Entity | Store | 176 | 176 | ||||||||||||
Predecessor [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Revenue Recognition, Gift Cards, Breakage | $ 100,000 | $ 400,000 | ||||||||||||
Franchise fees and royalties | 687,000 | 4,982,000 | ||||||||||||
FranchiseRoyaltiesandContinuingSalesandFees | $ 600,000 | $ 4,300,000 | ||||||||||||
Successor [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Revenue Recognition, Gift Cards, Breakage | $ 200,000 | $ 2,300,000 | ||||||||||||
Franchise fees and royalties | $ 686,000 | $ 4,238,000 | [1] | $ 4,941,000 | $ 4,073,000 | $ 4,227,000 | $ 2,990,000 | $ 1,533,000 | $ 1,274,000 | 6,483,000 | 17,479,000 | |||
FranchiseRoyaltiesandContinuingSalesandFees | $ 5,800,000 | $ 16,900,000 | ||||||||||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. |
Description of Business and S46
Description of Business and Summary of Significant Accounting Policies - Property Plant and Equipment (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |
Property, Plant and Equipment [Line Items] | |||||
InternalCapitalizedCosts | $ 2,900 | ||||
Asset Impairment | 400 | $ 900 | $ 3,100 | ||
Buildings [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 40 years | ||||
Game and ride equipment [Member] | Minimum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 4 years | ||||
Game and ride equipment [Member] | Maximum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 12 years | ||||
Non-technical play equipment [Member] | Minimum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 15 years | ||||
Non-technical play equipment [Member] | Maximum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 20 years | ||||
Furniture, fixtures and other equipment [Member] | Minimum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 4 years | ||||
Furniture, fixtures and other equipment [Member] | Maximum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 20 years | ||||
Successor [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
InternalCapitalizedCosts | 3,900 | ||||
Asset Impairment | $ 407 | $ 875 | |||
Predecessor [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
InternalCapitalizedCosts | $ 400 | 3,500 | |||
Asset Impairment | $ 0 | $ 3,051 |
Description of Business and S47
Description of Business and Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets (Details) | 12 Months Ended | |
Jan. 03, 2016 | Dec. 28, 2014 | |
Franchise Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated weighted average useful lives | 25 years | |
Favorable Lease Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated weighted average useful lives | 10 years | 10 years |
Acquisition of CEC Entertainm48
Acquisition of CEC Entertainment, Inc. - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 14, 2014 | Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Jan. 15, 2014 |
Business Acquisition [Line Items] | |||||
Goodwill expected to be tax deductible | $ 0.3 | ||||
Acquisition related costs | $ 33.6 | ||||
CEC Entertainment, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of outstanding shares tendered | 68.00% | 68.00% | |||
Percentage of voting interests acquired | 90.00% | 90.00% | |||
Acquisition price | $ 1,400 | ||||
Payoff of acquiree's debt | 348 | ||||
Transaction and debt issuance costs | 65.7 | ||||
Equity issued | 350 | ||||
Goodwill expected to be tax deductible | $ 2.4 | ||||
Acquisition related costs | $ 0.5 | ||||
CEC Entertainment, Inc. [Member] | Bridge Loan [Member] | |||||
Business Acquisition [Line Items] | |||||
Debt incurred | 248.5 | ||||
CEC Entertainment, Inc. [Member] | Senior Notes [Member] | |||||
Business Acquisition [Line Items] | |||||
Debt incurred | 255 | ||||
CEC Entertainment, Inc. [Member] | Term Loan Facility [Member] | |||||
Business Acquisition [Line Items] | |||||
Debt incurred | 760 | ||||
CEC Entertainment, Inc. [Member] | Revolving Credit Facility [Member] | |||||
Business Acquisition [Line Items] | |||||
Maximum borrowing capacity of revolving credit facility | $ 150 | $ 150 | |||
Successor [Member] | |||||
Business Acquisition [Line Items] | |||||
Mergerrelatedlitigationcostsreclassifiedinpriorperiod | $ 1.8 | ||||
Successor [Member] | CEC Entertainment, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition price (in dollars per share) | $ 54 |
Acquisition of CEC Entertainm49
Acquisition of CEC Entertainment, Inc. - Value of Net Assets Acquired (Details) - USD ($) $ in Thousands | Feb. 14, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | |
Business Acquisition [Line Items] | ||||
Unfavorable lease interests | $ (10,200) | $ (3,900) | ||
CEC Entertainment, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash consideration paid to shareholders | $ 946,898 | |||
Cash and cash equivalents | 19,184 | |||
Accounts receivable | 22,185 | |||
Inventories | 21,696 | |||
Other current assets | 16,463 | |||
Property, plant and equipment | 718,066 | |||
Buildings under capital lease | 15,530 | |||
Favorable lease agreements | 14,000 | |||
Chuck E. Cheese's tradename | 400,000 | |||
Franchise agreements | 14,000 | |||
Other non-current assets | 9,872 | |||
Indebtedness | (348,000) | |||
Capital Leases | (15,530) | |||
Unfavorable lease interests | (10,160) | |||
Deferred taxes | (268,946) | |||
Other current and non-current liabilities | (93,520) | |||
Net assets acquired | 514,840 | |||
Excess purchase price allocated to goodwill | [1] | $ 432,058 | ||
[1] | See Note 7 “Goodwill and Intangible Assets, Net” for a table representing the changes in the carrying value of goodwill. |
Acquisition of CEC Entertainm50
Acquisition of CEC Entertainment, Inc. - Pro Forma Financial Information (Details) - CEC Entertainment, Inc. [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 28, 2014 | Dec. 29, 2013 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 832,824 | $ 821,721 |
Net loss | $ (1,359) | $ (6,038) |
Acquisition of Peter Piper Pi51
Acquisition of Peter Piper Pizza - Narrative (Details) - USD ($) $ in Thousands | Oct. 15, 2014 | Dec. 28, 2014 | Dec. 28, 2014 | Dec. 29, 2013 | Jan. 03, 2016 | Sep. 27, 2015 | Oct. 16, 2014 |
Business Acquisition [Line Items] | |||||||
Goodwill expected to be tax deductible | $ 300 | ||||||
Acquisition related costs | $ 33,600 | ||||||
Peter Piper Pizza [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition price | $ 113,100 | ||||||
Cash and cash equivalents | $ 5,267 | $ 5,267 | |||||
Total revenues | $ 887,018 | $ 885,476 |
Acquisition of Peter Piper Pi52
Acquisition of Peter Piper Pizza - Value of Net Assets Acquired (Details) - USD ($) $ in Thousands | Oct. 16, 2014 | Sep. 27, 2015 | Dec. 28, 2014 | Sep. 27, 2015 | Jan. 03, 2016 |
Business Acquisition [Line Items] | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | $ 0 | ||||
Goodwill expected to be tax deductible | 300 | ||||
Peter Piper Pizza [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 118,409 | $ 119,072 | |||
Cash and cash equivalents | 5,267 | $ 5,267 | 5,267 | ||
Accounts receivable | 511 | 511 | 511 | ||
Inventories | 820 | 820 | 820 | ||
Other current assets | 598 | 598 | 598 | ||
Property, plant and equipment | 14,383 | 14,383 | 14,383 | ||
Favorable lease agreements | 2,000 | 880 | 880 | ||
Peter Piper Pizza's tradename | 24,800 | 26,700 | 26,700 | ||
Franchise agreements | 39,300 | 39,300 | 39,300 | ||
Other non-current assets | 154 | 154 | 154 | ||
Indebtedness | (120) | (120) | (120) | ||
Unfavorable lease interests | (3,290) | (3,870) | (3,870) | ||
Deferred taxes | (12,935) | (12,904) | (12,904) | ||
Other current and non-current liabilities | (4,061) | (4,061) | (4,061) | ||
Net assets acquired | 67,427 | 67,658 | 67,658 | ||
Excess purchase price allocated to goodwill | $ 50,982 | 51,414 | $ 51,414 | ||
Successor [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 113,142 | 663 | |||
Successor [Member] | Peter Piper Pizza [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash consideration paid | $ 663 | ||||
Peter Piper Pizza [Member] | Successor [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-Lived Intangible Assets, Purchase Accounting Adjustments | (1,120) | ||||
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | 1,900 | ||||
below market lease purchase accounting adjustment | (580) | ||||
Deferred Tax Liability, Increase (Decrease) Due to Tax Effect of Purchase Accounting Adjustments | 31 | ||||
Goodwill, Translation and Purchase Accounting Adjustments | 231 | ||||
Peter Piper Pizza [Member] | Successor [Member] | Additional PPP Goodwill recognized in Q1 2015 [Member] | |||||
Business Acquisition [Line Items] | |||||
Goodwill, Translation and Purchase Accounting Adjustments | $ 432 |
Acquisition of Peter Piper Pi53
Acquisition of Peter Piper Pizza - Pro Forma Financial Results (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |
Business Acquisition [Line Items] | |||
Net Income (loss) | $ (12,510) | ||
Peter Piper Pizza [Member] | |||
Business Acquisition [Line Items] | |||
Total revenues | $ 887,018 | $ 885,476 | |
Net Income (loss) | $ 5,758 | $ (1,328) |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables | $ 11,106 | $ 5,471 |
Vendor rebates | 7,820 | 7,340 |
Income taxes receivable | 2,896 | 2,218 |
Other accounts receivable | 4,114 | 3,806 |
Total Accounts Receivable | $ 25,936 | $ 18,835 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Inventory Disclosure [Abstract] | ||
Food and beverage | $ 4,524 | $ 4,877 |
Entertainment and merchandise | 18,751 | 14,102 |
Total Inventory | $ 23,275 | $ 18,979 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - Successor [Member] - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Property, Plant and Equipment [Line Items] | ||
Land | $ 50,135 | $ 50,135 |
Buildings | 52,637 | 50,132 |
Leasehold improvements | 417,174 | 397,338 |
Game and ride equipment | 186,602 | 168,709 |
Furniture, fixtures and other equipment | 116,418 | 108,510 |
Buildings leased under capital leases | 16,109 | 16,183 |
Property and equipment, gross | 839,075 | 791,007 |
Less accumulated depreciation and amortization | (224,124) | (114,396) |
Net property and equipment in service | 614,951 | 676,611 |
Construction in progress | 14,096 | 5,361 |
Property and equipment, net | $ 629,047 | $ 681,972 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | |
Property, Plant and Equipment [Line Items] | ||||
Accumulated depreciation of capital leases | $ 1,000 | $ 2,000 | ||
Asset Impairment | 400 | 900 | $ 3,100 | |
General and Administrative Expense [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 200 | 2,700 | $ 4,100 | 800 |
Predecessor [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | 9,883 | 79,028 | ||
Asset Impairment | $ 0 | $ 3,051 | ||
Property and equipment, net | $ 681,972 |
Goodwill and Intangible Asset58
Goodwill and Intangible Assets, Net - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||
Dec. 28, 2014 | Jan. 03, 2016 | |||
Goodwill [Roll Forward] | ||||
Goodwill, Other Changes | $ 404 | [1] | $ 0 | |
Predecessor [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 483,444 | |||
Goodwill | 483,444 | |||
Successor [Member] | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 483,444 | |||
Goodwill | 483,444 | 483,876 | ||
CEC Entertainment, Inc. [Member] | ||||
Goodwill [Roll Forward] | ||||
Additions | [2] | 432,058 | ||
Goodwill, Period Increase (Decrease) | 0 | |||
Peter Piper Pizza [Member] | ||||
Goodwill [Roll Forward] | ||||
Additions | [3] | $ 50,982 | ||
Goodwill, Period Increase (Decrease) | [4] | 432 | ||
Peter Piper Pizza [Member] | Successor [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, Translation and Purchase Accounting Adjustments | 231 | |||
Peter Piper Pizza [Member] | Additional PPP Goodwill recognized in Q1 2015 [Member] | Successor [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, Translation and Purchase Accounting Adjustments | $ 432 | |||
[1] | Other additions for the 317 day period ended December 28, 2014 represents goodwill related to a franchise the Company acquired in the second quarter of 2014. | |||
[2] | ee Note 2 “Acquisition of CEC Entertainment, Inc.” for a discussion of goodwill recorded in connection with Merger. | |||
[3] | See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of goodwill recorded in connection with the PPP Acquisition. | |||
[4] | During Fiscal 2015, we recorded certain adjustments to the initial PPP purchase price allocation related to the final settlement of net working capital, the valuation of favorable and unfavorable lease interests, the valuation of PPP’s tradename and the valuation of net operating losses acquired and other tax positions that resulted in a net increase to goodwill of $0.4 million. See Note 3 “Acquisition of Peter Piper Pizza” for a discussion of the measurement period adjustments. |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($) | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |
Favorable Lease Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 0 | $ 2,000,000 | $ 1,700,000 | $ 0 | |
Franchise Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 0 | $ 1,000,000 | 2,000,000 | 0 | |
Trade Names [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 0 | $ 0 | |||
Successor [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 1,000,000 | 2,100,000 | |||
Successor [Member] | Favorable Lease Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 16,000,000 | 14,880,000 | 16,000,000 | ||
Successor [Member] | Franchise Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | $ 53,300,000 | $ 53,300,000 | $ 53,300,000 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets, Net - Schedule of Indefinite and Definite-lived Intangible Assets (Details) - USD ($) | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | Sep. 27, 2015 | Oct. 16, 2014 | |
Peter Piper Pizza [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Unfavorable lease liability | $ 3,870,000 | $ 3,290,000 | |||||
Favorable Lease Agreements [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Amortization of Intangible Assets | $ 0 | $ 2,000,000 | $ 1,700,000 | $ 0 | |||
Estimated weighted average useful lives | 10 years | 10 years | |||||
Finite-lived intangible assets - Net Carrying Amount | $ 11,194,000 | ||||||
Franchise Agreements [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Amortization of Intangible Assets | $ 0 | $ 1,000,000 | $ 2,000,000 | $ 0 | |||
Estimated weighted average useful lives | 25 years | ||||||
Finite-lived intangible assets - Net Carrying Amount | $ 50,201,000 | ||||||
Successor [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Amortization of Intangible Assets | 1,000,000 | 2,100,000 | |||||
Intangible assets - Gross Carrying Amount | 494,100,000 | 494,880,000 | $ 494,100,000 | ||||
Intangible assets - Accumulated Amortization | (2,700,000) | (6,785,000) | (2,700,000) | ||||
Intangible assets - Net Carrying Amount | 491,400,000 | $ 488,095,000 | 491,400,000 | ||||
Unfavorable lease amortization period | 10 years | ||||||
Successor [Member] | Favorable Lease Agreements [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Assets, Gross | 16,000,000 | $ 14,880,000 | 16,000,000 | ||||
Intangible assets - Accumulated Amortization | (1,679,000) | (3,686,000) | (1,679,000) | ||||
Finite-lived intangible assets - Net Carrying Amount | 14,321,000 | 11,194,000 | 14,321,000 | ||||
Successor [Member] | Franchise Agreements [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Finite-Lived Intangible Assets, Gross | 53,300,000 | 53,300,000 | 53,300,000 | ||||
Intangible assets - Accumulated Amortization | (1,021,000) | (3,099,000) | (1,021,000) | ||||
Finite-lived intangible assets - Net Carrying Amount | 52,279,000 | 52,279,000 | |||||
Intangible assets - Net Carrying Amount | 50,201,000 | ||||||
Successor [Member] | Trade Names [Member] | Chuck E. Cheese [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Indefinite-lived intangible assets | 400,000,000 | 400,000,000 | 400,000,000 | ||||
Accumulated Amortization, Deferred Finance Costs | 0 | 0 | 0 | ||||
Successor [Member] | Trade Names [Member] | Peter Piper Pizza [Member] | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Indefinite-lived intangible assets | 24,800,000 | 26,700,000 | 24,800,000 | ||||
Accumulated Amortization, Deferred Finance Costs | $ 0 | $ 0 | $ 0 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets, Net - Schedule of Estimated Future Amortization Expense (Details) - USD ($) | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |
Trade Names [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 0 | $ 0 | |||
Favorable Lease Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 0 | $ 2,000,000 | $ 1,700,000 | 0 | |
Fiscal 2,015 | 1,938,000 | ||||
Fiscal 2,016 | 1,659,000 | ||||
Fiscal 2,017 | 1,246,000 | ||||
Fiscal 2,018 | 1,102,000 | ||||
Fiscal 2,019 | 1,050,000 | ||||
Thereafter | 4,199,000 | ||||
Finite-lived intangible assets - Net Carrying Amount | 11,194,000 | ||||
Franchise Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 0 | $ 1,000,000 | 2,000,000 | $ 0 | |
Fiscal 2,015 | 2,049,000 | ||||
Fiscal 2,016 | 2,049,000 | ||||
Fiscal 2,017 | 2,049,000 | ||||
Fiscal 2,018 | 2,049,000 | ||||
Fiscal 2,019 | 2,088,000 | ||||
Thereafter | 39,917,000 | ||||
Finite-lived intangible assets - Net Carrying Amount | $ 50,201,000 |
Accounts Payable (Details)
Accounts Payable (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Payables and Accruals [Abstract] | ||
Accounts Payable, Trade | $ 35,228 | $ 16,389 |
Bank Overdrafts | 8,862 | 27,244 |
Accounts Payable, Current | $ 44,090 | $ 43,633 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Payables and Accruals [Abstract] | ||
Salaries and wages | $ 13,947 | $ 13,236 |
Insurance | 5,195 | 6,514 |
Taxes, other than income taxes | 12,975 | 10,434 |
Other accrued operating expenses | 6,167 | 5,377 |
Total Accrued Expenses | 38,284 | 35,561 |
Accrued insurance | $ 9,737 | $ 12,146 |
Indebtedness and Interest Exp64
Indebtedness and Interest Expense - Schedule of Debt (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | ||
Successor [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 1,011,313 | $ 1,001,763 | |||
Unamortized original issue discount | (3,327) | (2,776) | |||
Deferred Finance Costs, Net | (24,087) | (20,004) | |||
Current portion | (9,545) | (7,650) | |||
Bank indebtedness and other long-term debt, less current portion | 974,354 | 971,333 | |||
Term Loan Facility [Member] | Successor [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 756,200 | 746,700 | |||
Bridge Loan [Member] | Predecessor [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | [1] | $ 0 | $ 0 | ||
Bridge Loan [Member] | Successor [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | [1] | 4,943 | 0 | ||
Senior Notes [Member] | Predecessor [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | $ 0 | $ 0 | |||
Senior Notes [Member] | Successor [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | 17,697 | 21,023 | |||
Long-term debt, gross | 255,000 | 255,000 | |||
Notes payable [Member] | Successor [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 113 | $ 63 | |||
Swingline Loan Facility, the Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Senior Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.50% | ||||
Line of Credit Facility, Commitment Fee Percentage Step Down | 0.00% | ||||
[1] | ncludes debt issuance costs of $4.7 million related to the issuance of the Bridge Loan and $0.2 million interest. |
Indebtedness and Interest Exp65
Indebtedness and Interest Expense - Narrative (Details) | Feb. 14, 2014USD ($) | Sep. 28, 2014 | Dec. 28, 2014USD ($) | Jan. 03, 2016USD ($) | Feb. 19, 2014USD ($) |
Predecessor Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate during period | 4.80% | ||||
The Senior Secured Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility additional borrowing capacity requestable | $ 200,000,000 | ||||
Additional margin on variable rate | 3.00% | ||||
Fronting fee percentage | 0.125% | ||||
Required periodic payment, Percentage of debt principal | 0.25% | ||||
Prepayment premium (fee) | 1.00% | ||||
Percentage of capital stock first-tier of foreign subsidiaries securing obligations | 65.00% | ||||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 1.00% | ||||
Additional margin on variable rate | 3.25% | ||||
The Senior Secured Credit Facilities [Member] | Federal Funds Effective Swap Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 0.50% | ||||
The Senior Secured Credit Facilities [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 1.00% | ||||
The Senior Secured Credit Facilities [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Additional margin on variable rate | 2.25% | ||||
The Senior Secured Credit Facilities [Member] | Scenario One [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum leverage ratio required for payment of dividends and stock repurchases | 4.25 | ||||
The Senior Secured Credit Facilities [Member] | Scenario Two [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum leverage ratio required for payment of dividends and stock repurchases | 5.25 | ||||
Secured Credit Facilities, Bridge Loan Facility and Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate during period | 6.20% | 5.50% | |||
Secured Credit Facilities And Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate during period | 5.70% | ||||
Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument face amount | $ 760,000,000 | ||||
Proceeds from issuance of debt net of issuance costs | 756,200,000 | ||||
Debt issuance discount | 3,800,000 | ||||
Debt issuance costs paid | 17,800,000 | ||||
Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Prime Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 3.25% | ||||
Senior Debt Obligations [Member] | Revolving Credit Facility [Member] | Senior Secured Revolving Credit Facility, Maturing 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument face amount | 150,000,000 | ||||
Senior Debt Obligations [Member] | Letter of Credit [Member] | Letter of Credit Sub-Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 10,900,000 | ||||
Senior Loans [Member] | Revolving Credit Facility [Member] | Swingline Loan Facility, the Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument face amount | 30,000,000 | ||||
Credit facility outstanding | $ 0 | ||||
Maximum leverage ratio required for payment of dividends and stock repurchases | 6.25 | ||||
Debt issuance costs paid | 3,400,000 | ||||
Commitment fee percentage | 0.50% | ||||
Covenant threshold related to percentage of credit facility drawn | 30.00% | ||||
The Senior Secured Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective interest rate during period | 4.60% | ||||
Bridge Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs paid | $ 4,900,000 | ||||
Bridge Loan [Member] | Bridge Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Issuance of Debt | $ 248,500,000 | ||||
Debt issuance cost | 4,700,000 | ||||
Interest expense | 200,000 | ||||
Unsecured Debt [Member] | Senior Notes due 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs paid | $ 6,400,000 | ||||
Senior Notes [Member] | Senior Notes due 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument face amount | $ 255,000,000 | ||||
Debt instrument interest rate (Percentage) | 8.00% | 8.00% | |||
Redemption price as a percentage of principal | 40.00% | ||||
Senior Notes [Member] | Senior Notes due 2022 [Member] | Debt Redemption, Option One [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption price percentage | 108.00% | ||||
Senior Notes [Member] | Senior Notes due 2022 [Member] | Debt Redemption Option Two [Member] | |||||
Debt Instrument [Line Items] | |||||
Redemption price percentage | 100.00% | ||||
Minimum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Additional margin on variable rate | 3.00% | ||||
Minimum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 0.16625% | ||||
Minimum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 0.06% | ||||
Maximum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Additional margin on variable rate | 2.75% | ||||
Maximum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 0.4295% | ||||
Maximum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Variable interest rate | 0.37% |
Indebtedness and Interest Exp66
Indebtedness and Interest Expense - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | 7 Months Ended | 10 Months Ended | 12 Months Ended |
Sep. 28, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | |
Successor [Member] | |||
Debt Instrument [Line Items] | |||
One year or less | $ 7,650 | ||
Two years | 7,613 | ||
Three years | 5,700 | ||
Four years | 7,600 | ||
Five years | 9,500 | ||
Thereafter | 963,700 | ||
Long-term debt, gross | $ 1,011,313 | 1,001,763 | |
Amortization of debt issuance costs | (20,004) | ||
Less: unamortized discount | $ (3,327) | (2,776) | |
Long-term debt | $ 978,983 | ||
SecuredCreditFacilitiesAndSeniorNotes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 5.70% | ||
Secured Credit Facilities, Bridge Loan Facility and Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 6.20% | 5.50% |
Indebtedness and Interest Exp67
Indebtedness and Interest Expense - Interest Expense (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | |||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | Feb. 19, 2014 | ||
Successor [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amortization of debt issuance costs | $ 3,488 | $ 4,083 | ||||
Interest expense | 60,952 | 70,582 | ||||
Successor [Member] | Term Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense | [1] | 29,962 | 31,760 | |||
Other | (400) | 829 | ||||
Successor [Member] | Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | 17,697 | 21,023 | ||||
Successor [Member] | Predecessor Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | 0 | 0 | ||||
Successor [Member] | Bridge Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | [2] | 4,943 | 0 | |||
Successor [Member] | Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Capital Leases, Income Statement, Interest Expense | 1,541 | 1,791 | ||||
Successor [Member] | Sale Leaseback Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
InteretExpenseSaleLeaseback | $ 3,721 | $ 11,096 | ||||
Predecessor [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amortization of debt issuance costs | $ 58 | $ 459 | ||||
Interest expense | 1,151 | 7,453 | ||||
Predecessor [Member] | Term Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense | [1] | 0 | 0 | |||
Other | 73 | (650) | ||||
Predecessor [Member] | Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | 0 | 0 | ||||
Predecessor [Member] | Predecessor Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | 745 | 6,034 | ||||
Predecessor [Member] | Bridge Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense, excluding amortization | [2] | 0 | 0 | |||
Predecessor [Member] | Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Capital Leases, Income Statement, Interest Expense | 275 | 1,610 | ||||
Predecessor [Member] | Sale Leaseback Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
InteretExpenseSaleLeaseback | $ 0 | $ 0 | ||||
Senior Notes due 2022 [Member] | Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt, Weighted Average Interest Rate | 8.30% | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | ||||
The Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional margin on variable rate | 3.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | The Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional margin on variable rate | 3.25% | |||||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | The Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional margin on variable rate | 3.00% | |||||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | The Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional margin on variable rate | 2.75% | |||||
[1] | Includes amortization of original issue discount. | |||||
[2] | ncludes debt issuance costs of $4.7 million related to the issuance of the Bridge Loan and $0.2 million interest. |
Fair Value of Financial Instr68
Fair Value of Financial Instruments (Details) - Successor [Member] - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Bank indebtedness and other long-term debt, less current portion | $ 971,333 | $ 974,354 | |
Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Bank indebtedness and other long-term debt, less current portion | [1] | 991,337 | 998,441 |
Estimate of Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Bank indebtedness and other long-term debt, less current portion | [1] | $ 962,600 | $ 974,084 |
[1] | (1) Excluding net deferred financing costs. |
Other Non-current Liabilities69
Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 | |
Other Noncurrent Liabilities [Line Items] | |||
Sale Leaseback Obligations, current portion | $ 2,000 | ||
Successor [Member] | |||
Other Noncurrent Liabilities [Line Items] | |||
Sale leaseback obligations, less current portion | [1] | 179,258 | $ 181,282 |
Deferred rent liability | 14,325 | 7,847 | |
Deferred landlord contributions | 4,988 | 981 | |
Long-term portion of unfavorable leases | 9,536 | 10,942 | |
Other | 4,421 | 4,332 | |
Other noncurrent liabilities | 212,528 | $ 205,384 | |
Minimum [Member] | |||
Other Noncurrent Liabilities [Line Items] | |||
general insurance deductible | 200 | ||
Maximum [Member] | |||
Other Noncurrent Liabilities [Line Items] | |||
general insurance deductible | $ 500 | ||
[1] | See Note 13 “Sale Leaseback Transaction” for further discussion on our sale leaseback obligations. |
Sale Leaseback Transaction (Det
Sale Leaseback Transaction (Details) $ in Millions | Aug. 25, 2014USD ($)propertyextension | Jan. 03, 2016USD ($) | Dec. 28, 2014USD ($) |
Leases [Abstract] | |||
Number of properties sold | property | 49 | ||
Number of properties leased | property | 49 | ||
Initial lease term | 20 years | ||
Number of extension options | extension | 4 | ||
Duration of extension option | 5 years | ||
Sale leaseback obligations, current portion | $ 2 | ||
Net proceeds | $ 143.2 | ||
Proceeds from sale leaseback transaction | $ 183.7 | ||
Net book value | $ 82 | $ 84.3 |
Sale Leaseback Transaction - Fu
Sale Leaseback Transaction - Future Payments (Details) $ in Thousands | Jan. 03, 2016USD ($) |
Minimum Lease Payments, Sale Leaseback Transactions, Fiscal Year Maturity [Abstract] | |
2,015 | $ 13,014 |
2,016 | 13,274 |
2,017 | 13,540 |
2,018 | 13,810 |
2,019 | 14,087 |
Thereafter | $ 223,243 |
Commitments and Contingencies -
Commitments and Contingencies - Leases (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | Dec. 30, 2012 | |
Capital Leases, Future Minimum Payments Due | |||||
2,015 | $ 2,169 | ||||
2,016 | 2,207 | ||||
2,017 | 2,278 | ||||
2,018 | 2,274 | ||||
2,019 | 2,305 | ||||
Thereafter | 20,719 | ||||
Future minimum lease payments | 31,952 | ||||
Less amounts representing interest (interest rates range from 2.99% to 69.18%) | (16,487) | ||||
Present value of future minimum lease payments | 15,465 | ||||
Less current portion | (421) | ||||
Capital lease obligations, net of current portion | 15,044 | ||||
Operating Leases, Future Minimum Payments Due | |||||
2,015 | 89,594 | ||||
2,016 | 87,738 | ||||
2,017 | 85,520 | ||||
2,018 | 83,183 | ||||
2,019 | 81,899 | ||||
Thereafter | 588,424 | ||||
Future minimum lease payments | 1,016,358 | ||||
General and Administrative Expense [Member] | |||||
Rent Expense | |||||
Total Rent Expense | $ 100 | $ 900 | $ 1,600 | $ 1,000 | $ 1,000 |
Minimum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Lease Expiration Date | Dec. 31, 2035 | ||||
Lease terms | 10 years | ||||
Capital Leases, Future Minimum Payments Due | |||||
Capital lease interest rate (percent) | 2.99% | ||||
Maximum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Lease Expiration Date | Dec. 31, 2054 | ||||
Lease terms | 20 years | ||||
Capital Leases, Future Minimum Payments Due | |||||
Capital lease interest rate (percent) | 99.09% | ||||
Successor [Member] | |||||
Rent Expense | |||||
Minimum rentals | $ 77,498 | $ 98,023 | |||
Contingent rentals | 117 | 338 | |||
Total Rent Expense | 77,615 | 98,361 | |||
Capital Leases, Future Minimum Payments Due | |||||
Less current portion | (408) | (421) | |||
Capital lease obligations, net of current portion | $ 15,476 | $ 15,044 | |||
Predecessor [Member] | |||||
Rent Expense | |||||
Minimum rentals | 12,480 | 79,315 | |||
Contingent rentals | 36 | 103 | |||
Total Rent Expense | $ 12,516 | $ 79,418 |
Commitments and Contingencies73
Commitments and Contingencies - Unconditional Purchase Obligations (Details) $ in Millions | Jan. 03, 2016USD ($) |
Long-term Purchase Commitment [Line Items] | |
Commitments and Contingencies | $ 5 |
Commitments and Contingencies74
Commitments and Contingencies - Legal Proceedings (Details) | Jun. 10, 2014shares | Jan. 16, 2014 | Mar. 07, 2014 |
Merger Agreement [Member] | |||
Loss Contingencies [Line Items] | |||
New claims filed | 2 | ||
Claims dismissed | 1 | ||
Common Stock [Member] | Appraisal Petitioners v CEC Entertainment [Member] | |||
Loss Contingencies [Line Items] | |||
Damages sought (shares) | 750,000 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | |
Successor [Member] | ||||
Current tax expense (benefit): | ||||
Federal | $ 26,702 | $ 10,726 | ||
State | 4,984 | 1,825 | ||
Foreign | (255) | 1,256 | ||
Total current tax expense | 31,431 | 13,807 | ||
Deferred tax expense (benefit): | ||||
Federal | (52,251) | (14,022) | ||
State | (9,909) | (2,203) | ||
Foreign | (394) | (523) | ||
Total deferred tax expense (benefit) | (62,554) | (16,748) | ||
Income tax expense (benefit) | $ (31,123) | $ (2,941) | ||
Predecessor [Member] | ||||
Current tax expense (benefit): | ||||
Federal | $ 2,505 | $ 26,950 | ||
State | 390 | 4,191 | ||
Foreign | (92) | 78 | ||
Total current tax expense | 2,803 | 31,219 | ||
Deferred tax expense (benefit): | ||||
Federal | (2,282) | (2,099) | ||
State | 302 | (732) | ||
Foreign | 195 | (194) | ||
Total deferred tax expense (benefit) | (1,785) | (3,025) | ||
Income tax expense (benefit) | $ 1,018 | $ 28,194 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Reconciliation (Details) | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | |
Successor [Member] | ||||
Income Taxes [Line Items] | ||||
Federal statutory rate | (35.00%) | (35.00%) | ||
State income taxes, net of federal benefit | (3.80%) | 0.20% | ||
Federal income tax credits, net | (0.40%) | (7.60%) | ||
Merger and litigation related costs | 4.80% | 25.00% | ||
State tax credit, valuation adjustment | 0.40% | (1.30%) | ||
Other | 0.60% | (0.30%) | ||
Effective income tax rate | (33.40%) | (19.00%) | ||
Predecessor [Member] | ||||
Income Taxes [Line Items] | ||||
Federal statutory rate | 35.00% | 35.00% | ||
State income taxes, net of federal benefit | 20.50% | 3.00% | ||
Federal income tax credits, net | (2.00%) | (1.20%) | ||
Merger and litigation related costs | 3.10% | 0.00% | ||
State tax credit, valuation adjustment | 5.60% | 0.00% | ||
Other | (3.10%) | 0.30% | ||
Effective income tax rate | 59.10% | 37.10% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | Dec. 30, 2012 | |
Tax Credit Carryforward [Line Items] | |||||
Alternative minimum tax credit carryforward | $ 300 | ||||
Net deferred tax liability | $ 218,972 | 201,734 | |||
Unrecognized tax benefits | 1,882 | 3,288 | $ 2,598 | $ 2,923 | |
Unrecognized tax benefits that would decrease effective tax rate and provision for income taxes, if recognized | 1,200 | ||||
Expected decrease in unrecognized tax benefits within next twelve months | 1,000 | ||||
Total amount of interest and penalties accrued related to unrecognized tax benefits | $ 1,500 | $ 1,700 | |||
Successor [Member] | |||||
Tax Credit Carryforward [Line Items] | |||||
Effective income tax rate | (33.40%) | (19.00%) | |||
Deferred income taxes | $ 62,554 | $ 16,748 | |||
Predecessor [Member] | |||||
Tax Credit Carryforward [Line Items] | |||||
Effective income tax rate | 59.10% | 37.10% | |||
Deferred income taxes | $ 1,785 | $ 3,025 | |||
Federal [Member] | |||||
Tax Credit Carryforward [Line Items] | |||||
Net operating loss carryforwards | 12,800 | ||||
State [Member] | |||||
Tax Credit Carryforward [Line Items] | |||||
Net operating loss carryforwards | 5,000 | ||||
Tax credit carryforward | $ 800 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 |
Deferred Tax Assets | ||
Accrued compensation | $ 3,059 | $ 2,548 |
Unearned revenue | 1,493 | 2,105 |
Deferred rent | 5,520 | 2,497 |
Stock-based compensation | 501 | 270 |
Accrued insurance and employee benefit plans | 5,162 | 8,462 |
Unrecognized tax benefits | 1,378 | 1,471 |
NOL and Other Carryforwards | 5,660 | 8,483 |
Loan Costs | 1,461 | 1,758 |
Other | 514 | 527 |
Gross deferred tax assets | 24,748 | 28,121 |
Deferred Tax Liabilities | ||
Depreciation and amortization | (40,976) | (59,871) |
Prepaid assets | (895) | (1,238) |
Intangibles | (181,546) | (183,102) |
Favorable/Unfavorable Leases | (1) | (795) |
Other | (3,064) | (2,087) |
Gross deferred tax liabilities | (226,482) | (247,093) |
Net deferred tax liability | (201,734) | (218,972) |
Net deferred tax liability | (201,734) | $ (218,972) |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax Credit Carryforward, Amount | 800 | |
Foreign Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Tax Credit Carryforward, Amount | $ 500 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of period | $ 1,882 | $ 2,598 | $ 2,923 |
Additions for tax positions taken in the current year | 214 | 168 | 223 |
Increases for tax positions taken in prior years | 1,581 | 613 | 463 |
Decreases for tax positions taken in prior years | (184) | (421) | (422) |
Settlement with tax authorities | 79 | (114) | (283) |
Expiration of statute of limitations | (284) | (962) | (306) |
Balance at end of period | $ 3,288 | $ 1,882 | $ 2,598 |
Stock-Based Compensation Arra80
Stock-Based Compensation Arrangements - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Feb. 23, 2016 | Aug. 21, 2014 | Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | Jan. 15, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 0.00% | 0.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years | 3 years 8 months | ||||||
Predecessor [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger | $ 11,108 | $ 0 | ||||||
Successor [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger | $ 0 | $ 0 | ||||||
Tranche B [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.58 | $ 1.44 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.32% | 0.00% | ||||||
Tranche C [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.01 | $ 0.84 | ||||||
Employee Stock Option [Member] | Successor [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted (in shares) | 101,110 | 519,412 | 2,324,870 | |||||
Unrecognized share-based compensation | $ 2,900 | |||||||
Unrecognized share-based compensation period of recognition (in years) | 3 years 5 months | |||||||
Employee Stock Option [Member] | Successor [Member] | Tranche A [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 5 years | |||||||
ShareBasedCompensationArrangmentbyShareBasedPaymentAward,Options,PeriodtoExercisefollowingChangeinControl | 12 months | |||||||
Tranche A [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 3.06 | $ 2.83 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.00% | 1.30% | ||||||
CEC Entertainment, Inc. [Member] | Successor [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Business Acquisition, Share Price | $ 54 |
Stock-Based Compensation Arra81
Stock-Based Compensation Arrangements - Summary of Stock-Based Compensation Expense and Associated Tax Benefit Recognized (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||||
Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 | Dec. 29, 2013 | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 8.12 | $ 8.59 | $ 8.12 | ||||
Successor [Member] | |||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||
Stock-based compensation costs | $ 855 | $ 713 | |||||
Portion capitalized as property and equipment | [1] | (17) | (10) | ||||
Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger | 0 | 0 | |||||
Stock-based compensation expense recognized | $ 703 | 838 | 703 | ||||
Tax benefit recognized from stock-based compensation awards | $ 18 | $ 4,874 | [2] | ||||
Predecessor [Member] | |||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||
Stock-based compensation costs | $ 1,117 | $ 8,660 | |||||
Portion capitalized as property and equipment | [1] | 0 | (179) | ||||
Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger | 11,108 | 0 | |||||
Stock-based compensation expense recognized | 12,225 | 8,481 | |||||
Tax benefit recognized from stock-based compensation awards | $ 0 | $ 3,377 | |||||
[1] | Successor Predecessor Fiscal Year For the 317 Day Period Ended For the 47 Day Period Ended Fiscal Year January 3, 2016 December 28, 2014 February 14, 2014 December 29, 2013 (in thousands)Stock-based compensation costs $855 $713 $1,117 $8,660Portion capitalized as property and equipment (1) (17) (10) — (179)Stock-based compensation costs related to the accelerated vesting of restricted stock awards in connection with the Merger — — 11,108 —Stock-based compensation expense recognized $838 $703 $12,225 $8,481Tax benefit recognized from stock-based compensation awards (2) $18 $4,874 $— $3,377 __________________(1)We capitalize the portion of stock-based compensation costs related to our design, construction, facilities and legal departments that are directly attributable to our store development projects, such as the design and construction of a new store and the remodeling and expansion of our existing stores. Capitalized stock-based compensation costs attributable to our store development projects are included in “Property and equipment, net” in the Consolidated Balance Sheets. | ||||||
[2] | (2)We recorded the tax benefit related to the accelerated vesting of restricted stock awards in the 317 day period ended December 28, 2014, the period the related expense is deductible for income tax purposes. |
Stock-Based Compensation Arra82
Stock-Based Compensation Arrangements - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 23, 2016 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 28, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 9,388 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 8.12 | $ 8.59 | $ 8.12 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,287,463 | 2,393,084 | 2,287,463 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 683 | |||
ShareBasedCompensationArrangementbyShareBasedPaymentAwarad,Options,Outstanding,WeightedAverageRemainingContractualLife | 8 years 1 month | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 8,449 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Share-BasedCompensationArrangementbyShareBasedPaymentAward,Options,GrantedinPeriod,WeightedAverageExercisePrice | $ 10.57 | |||
Forfeited (in shares) | (413,791) | |||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,NonvestedForfeited,WeightedAverageExercisePrice | $ 8.51 | |||
Stock options expected to vest, December 28, 2014 (in shares) | 2,153,777 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 8.59 | |||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,ExpectedtoVest,WeightedAverageRemainingContractualTerm | 8 years 1 month | |||
Exercisable stock options, December 28, 2014 (in shares) | 160,088 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 8.24 | |||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,Exercisable,WeightedAverageRemainingContractualLife | 8 years 1 month | |||
Successor [Member] | Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted (in shares) | 101,110 | 519,412 | 2,324,870 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 03, 2016 | Dec. 29, 2013 | Oct. 29, 2013 | |
Equity, Class of Treasury Stock [Line Items] | |||
Common stock issued (shares) | 200 | ||
Dividends payable | $ 70 | $ 17.4 | |
Preferred Class B [Member] | |||
Equity, Class of Treasury Stock [Line Items] | |||
Preferred stock outstanding (shares) | 0 | ||
Cash Dividends [Member] | |||
Equity, Class of Treasury Stock [Line Items] | |||
Increase in dividends payable (Percent) | 13.00% |
Stockholders' Equity Dividends
Stockholders' Equity Dividends Paid (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 03, 2016 | Dec. 29, 2013 | |
Equity [Abstract] | ||
Dividends, Common Stock, Cash | $ 70 | $ 17.4 |
Quarterly Results of Operatio85
Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||||||
Mar. 30, 2014 | Feb. 14, 2014 | Jan. 03, 2016 | [1] | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | |||||
Quarterly Results of Operations [Line Items] | |||||||||||||||||
Net income (loss) | $ (12,510) | ||||||||||||||||
Asset Impairment | $ 400 | 900 | $ 3,100 | ||||||||||||||
Successor [Member] | |||||||||||||||||
Quarterly Results of Operations [Line Items] | |||||||||||||||||
Food and beverage sales | $ 62,277 | $ 99,170 | $ 98,243 | $ 94,145 | $ 116,537 | $ 83,499 | $ 82,271 | $ 79,649 | 307,696 | 408,095 | |||||||
Entertainment and merchandise sales | 78,613 | 119,657 | 118,753 | 113,861 | 144,744 | 104,253 | 115,885 | 105,651 | 404,402 | 497,015 | |||||||
Total Company store sales | 140,890 | 218,827 | 216,996 | 208,006 | 261,281 | 187,752 | 198,156 | 185,300 | 712,098 | 905,110 | |||||||
Franchise fees and royalties | 686 | 4,238 | 4,941 | 4,073 | 4,227 | 2,990 | 1,533 | 1,274 | 6,483 | 17,479 | |||||||
Total revenues | 141,576 | [2] | 223,065 | 221,937 | 212,079 | 265,508 | 190,742 | [1] | 199,689 | [1] | 186,574 | [2] | 718,581 | 922,589 | |||
Operating Income (Loss) | (3,367) | [2] | (1,867) | 12,499 | (188) | 44,687 | (19,746) | [1] | (4,241) | [1] | (4,905) | [2] | (32,259) | 55,131 | |||
Income (loss) before income taxes | (15,410) | [2] | (20,417) | (4,710) | (17,512) | 27,188 | (37,442) | [1] | (20,215) | [1] | (20,144) | [2] | (93,211) | (15,451) | |||
Net income (loss) | $ (13,872) | [2] | $ (14,158) | $ (3,202) | $ (9,892) | $ 14,742 | $ (22,153) | $ (13,279) | [1] | $ (12,784) | [2] | (62,088) | (12,510) | ||||
Asset Impairment | $ 407 | $ 875 | |||||||||||||||
Predecessor [Member] | |||||||||||||||||
Quarterly Results of Operations [Line Items] | |||||||||||||||||
Food and beverage sales | $ 50,897 | 368,584 | |||||||||||||||
Entertainment and merchandise sales | 62,659 | 448,155 | |||||||||||||||
Total Company store sales | 113,556 | 816,739 | |||||||||||||||
Franchise fees and royalties | 687 | 4,982 | |||||||||||||||
Total revenues | 114,243 | 821,721 | |||||||||||||||
Operating Income (Loss) | 2,873 | 83,471 | |||||||||||||||
Income (loss) before income taxes | 1,722 | 76,018 | |||||||||||||||
Net income (loss) | 704 | 47,824 | |||||||||||||||
Asset Impairment | $ 0 | $ 3,051 | |||||||||||||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. | ||||||||||||||||
[2] | The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. |
Consolidating Guarantor Finan86
Consolidating Guarantor Financial Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Jan. 03, 2016 | Dec. 28, 2014 | Feb. 15, 2014 | Feb. 14, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Current assets: | ||||||
Accounts receivable | $ 25,936 | $ 18,835 | ||||
Inventories | 23,275 | 18,979 | ||||
Current liabilities: | ||||||
Capital lease obligations, current portion | 421 | |||||
Capital lease obligations, less current portion | 15,044 | |||||
Successor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 50,654 | 110,994 | $ 19,184 | |||
Accounts receivable | 25,936 | 18,835 | ||||
Inventories | 23,275 | 18,979 | ||||
Other current assets | 18,223 | |||||
Total current assets | 118,088 | 169,702 | ||||
Property and equipment, net | 629,047 | 681,972 | ||||
Goodwill | 483,876 | 483,444 | $ 0 | |||
Intangible assets, net | 488,095 | 491,400 | ||||
Intercompany | 0 | |||||
Investment in subsidiaries | 0 | |||||
Other noncurrent assets | 13,929 | |||||
Total assets | 1,733,035 | 1,836,113 | ||||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 7,650 | 9,545 | ||||
Capital lease obligations, current portion | 421 | 408 | ||||
Accounts payable and accrued expenses | 102,364 | 104,252 | ||||
Other current liabilities | 3,678 | 2,990 | ||||
Total current liabilities | 114,113 | 117,195 | ||||
Capital lease obligations, less current portion | 15,044 | 15,476 | ||||
Bank indebtedness and other long-term debt, less current portion | 971,333 | 974,354 | ||||
Deferred tax liability | 201,734 | 218,972 | ||||
Intercompany | 0 | 0 | ||||
Other noncurrent liabilities | 222,265 | 217,530 | ||||
Total liabilities | 1,524,489 | 1,543,527 | ||||
Stockholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Capital in excess of par value | 356,460 | 355,587 | ||||
Retained earnings (deficit) | (144,598) | (62,088) | ||||
Accumulated other comprehensive income (loss) | (3,316) | (913) | ||||
Total stockholders’ equity | 208,546 | 292,586 | ||||
Total liabilities and stockholders’ equity | 1,733,035 | 1,836,113 | ||||
Successor [Member] | Issuer [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 42,235 | 97,020 | ||||
Accounts receivable | 21,595 | 13,209 | ||||
Inventories | 19,959 | 15,008 | ||||
Other current assets | 13,562 | 15,642 | ||||
Total current assets | 97,351 | 140,879 | ||||
Property and equipment, net | 585,915 | 638,239 | ||||
Goodwill | 432,462 | 432,462 | ||||
Intangible assets, net | 21,855 | 24,649 | ||||
Intercompany | 129,151 | 129,429 | ||||
Investment in subsidiaries | 422,407 | 428,836 | ||||
Other noncurrent assets | 4,318 | 3,683 | ||||
Total assets | 1,693,459 | 1,798,177 | ||||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 7,600 | 9,500 | ||||
Capital lease obligations, current portion | 418 | 405 | ||||
Accounts payable and accrued expenses | 71,320 | 82,995 | ||||
Other current liabilities | 3,350 | 2,990 | ||||
Total current liabilities | 82,688 | 95,890 | ||||
Capital lease obligations, less current portion | 14,980 | 15,395 | ||||
Bank indebtedness and other long-term debt, less current portion | 971,320 | 974,287 | ||||
Deferred tax liability | 184,083 | 203,814 | ||||
Intercompany | 20,580 | 6,309 | ||||
Other noncurrent liabilities | 211,262 | 209,896 | ||||
Total liabilities | 1,484,913 | 1,505,591 | ||||
Stockholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Capital in excess of par value | 356,460 | 355,587 | ||||
Retained earnings (deficit) | (144,598) | (62,088) | ||||
Accumulated other comprehensive income (loss) | (3,316) | (913) | ||||
Total stockholders’ equity | 208,546 | 292,586 | ||||
Total liabilities and stockholders’ equity | 1,693,459 | 1,798,177 | ||||
Successor [Member] | Guarantor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,797 | 6,427 | ||||
Accounts receivable | 3,944 | 5,487 | ||||
Inventories | 3,021 | 3,596 | ||||
Other current assets | 3,561 | 3,212 | ||||
Total current assets | 12,323 | 18,722 | ||||
Property and equipment, net | 34,539 | 33,064 | ||||
Goodwill | 51,414 | 50,982 | ||||
Intangible assets, net | 466,240 | 466,751 | ||||
Intercompany | 30,716 | 25,090 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Other noncurrent assets | 8,940 | 5,875 | ||||
Total assets | 604,172 | 600,484 | ||||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 50 | 45 | ||||
Capital lease obligations, current portion | 0 | 0 | ||||
Accounts payable and accrued expenses | 27,774 | 21,989 | ||||
Other current liabilities | 328 | 0 | ||||
Total current liabilities | 28,152 | 22,034 | ||||
Capital lease obligations, less current portion | 0 | 0 | ||||
Bank indebtedness and other long-term debt, less current portion | 13 | 67 | ||||
Deferred tax liability | 17,867 | 14,378 | ||||
Intercompany | 121,850 | 126,497 | ||||
Other noncurrent liabilities | 10,784 | 7,472 | ||||
Total liabilities | 178,666 | 170,448 | ||||
Stockholders’ equity: | ||||||
Common stock | 0 | 0 | ||||
Capital in excess of par value | 466,114 | 465,451 | ||||
Retained earnings (deficit) | (40,608) | (35,415) | ||||
Accumulated other comprehensive income (loss) | 0 | 0 | ||||
Total stockholders’ equity | 425,506 | 430,036 | ||||
Total liabilities and stockholders’ equity | 604,172 | 600,484 | ||||
Successor [Member] | Non-Guarantors [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 6,622 | 7,547 | ||||
Accounts receivable | 9,468 | |||||
Inventories | 295 | |||||
Other current assets | 1,100 | |||||
Total current assets | 17,485 | |||||
Property and equipment, net | 8,593 | |||||
Goodwill | 0 | |||||
Intangible assets, net | 0 | 0 | ||||
Intercompany | 0 | |||||
Investment in subsidiaries | 0 | |||||
Other noncurrent assets | 671 | |||||
Total assets | 26,749 | |||||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | ||||
Capital lease obligations, current portion | 3 | |||||
Accounts payable and accrued expenses | 3,270 | |||||
Other current liabilities | 0 | |||||
Total current liabilities | 3,273 | |||||
Capital lease obligations, less current portion | 64 | |||||
Bank indebtedness and other long-term debt, less current portion | 0 | |||||
Deferred tax liability | (216) | |||||
Intercompany | 26,508 | |||||
Other noncurrent liabilities | 219 | |||||
Total liabilities | 29,848 | |||||
Stockholders’ equity: | ||||||
Common stock | 0 | |||||
Capital in excess of par value | 3,241 | |||||
Retained earnings (deficit) | (3,024) | |||||
Accumulated other comprehensive income (loss) | (3,316) | |||||
Total stockholders’ equity | (3,099) | |||||
Total liabilities and stockholders’ equity | 26,749 | |||||
Successor [Member] | Reportable Legal Entities [Member] | Issuer [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 42,235 | 97,020 | ||||
Successor [Member] | Reportable Legal Entities [Member] | Guarantor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 1,797 | 6,427 | ||||
Successor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 6,622 | 7,547 | ||||
Successor [Member] | Eliminations [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | ||||
Accounts receivable | (9,071) | |||||
Inventories | 0 | |||||
Other current assets | 0 | |||||
Total current assets | (9,071) | |||||
Property and equipment, net | 0 | |||||
Goodwill | 0 | |||||
Intangible assets, net | 0 | 0 | ||||
Intercompany | (159,867) | |||||
Investment in subsidiaries | (422,407) | |||||
Other noncurrent assets | 0 | |||||
Total assets | (591,345) | |||||
Current liabilities: | ||||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | ||||
Capital lease obligations, current portion | 0 | |||||
Accounts payable and accrued expenses | 0 | |||||
Other current liabilities | 0 | |||||
Total current liabilities | 0 | |||||
Capital lease obligations, less current portion | 0 | |||||
Bank indebtedness and other long-term debt, less current portion | 0 | |||||
Deferred tax liability | 0 | |||||
Intercompany | (168,938) | |||||
Other noncurrent liabilities | 0 | |||||
Total liabilities | (168,938) | |||||
Stockholders’ equity: | ||||||
Common stock | 0 | |||||
Capital in excess of par value | (469,355) | |||||
Retained earnings (deficit) | 43,632 | |||||
Accumulated other comprehensive income (loss) | 3,316 | |||||
Total stockholders’ equity | (422,407) | |||||
Total liabilities and stockholders’ equity | $ (591,345) | |||||
Predecessor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 110,994 | 19,184 | $ 20,686 | $ 19,636 | ||
Accounts receivable | 18,835 | |||||
Inventories | 18,979 | |||||
Other current assets | 20,894 | |||||
Total current assets | 169,702 | |||||
Property and equipment, net | 681,972 | |||||
Goodwill | 483,444 | |||||
Intangible assets, net | 491,400 | |||||
Intercompany | 0 | |||||
Investment in subsidiaries | 0 | |||||
Other noncurrent assets | 9,595 | |||||
Total assets | 1,836,113 | |||||
Predecessor [Member] | Issuer [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 10,177 | 11,321 | ||||
Predecessor [Member] | Guarantor [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 120 | 1,914 | 248 | |||
Predecessor [Member] | Non-Guarantors [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | $ 12,413 | |||||
Predecessor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 7,547 | 8,595 | 8,067 | |||
Accounts receivable | 3,797 | |||||
Inventories | 375 | |||||
Other current assets | 2,040 | |||||
Total current assets | 13,759 | |||||
Property and equipment, net | 10,669 | |||||
Goodwill | 0 | |||||
Intercompany | 32,655 | |||||
Investment in subsidiaries | 0 | |||||
Other noncurrent assets | 37 | |||||
Total assets | 57,120 | |||||
Current liabilities: | ||||||
Capital lease obligations, current portion | 3 | |||||
Accounts payable and accrued expenses | (248) | |||||
Other current liabilities | 0 | |||||
Total current liabilities | (245) | |||||
Capital lease obligations, less current portion | 81 | |||||
Bank indebtedness and other long-term debt, less current portion | 0 | |||||
Deferred tax liability | 780 | |||||
Intercompany | 57,542 | |||||
Other noncurrent liabilities | 162 | |||||
Total liabilities | 58,320 | |||||
Stockholders’ equity: | ||||||
Common stock | 0 | |||||
Capital in excess of par value | 3,089 | |||||
Retained earnings (deficit) | (3,376) | |||||
Accumulated other comprehensive income (loss) | (913) | |||||
Total stockholders’ equity | (1,200) | |||||
Total liabilities and stockholders’ equity | 57,120 | |||||
Predecessor [Member] | Eliminations [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | $ 0 | $ 0 | |||
Accounts receivable | (3,658) | |||||
Inventories | 0 | |||||
Other current assets | 0 | |||||
Total current assets | (3,658) | |||||
Property and equipment, net | 0 | |||||
Goodwill | 0 | |||||
Intercompany | (187,174) | |||||
Investment in subsidiaries | (428,836) | |||||
Other noncurrent assets | 0 | |||||
Total assets | (619,668) | |||||
Current liabilities: | ||||||
Capital lease obligations, current portion | 0 | |||||
Accounts payable and accrued expenses | (484) | |||||
Other current liabilities | 0 | |||||
Total current liabilities | (484) | |||||
Capital lease obligations, less current portion | 0 | |||||
Bank indebtedness and other long-term debt, less current portion | 0 | |||||
Deferred tax liability | 0 | |||||
Intercompany | (190,348) | |||||
Other noncurrent liabilities | 0 | |||||
Total liabilities | (190,832) | |||||
Stockholders’ equity: | ||||||
Common stock | 0 | |||||
Capital in excess of par value | (468,540) | |||||
Retained earnings (deficit) | 38,791 | |||||
Accumulated other comprehensive income (loss) | 913 | |||||
Total stockholders’ equity | (428,836) | |||||
Total liabilities and stockholders’ equity | $ (619,668) |
Consolidating Guarantor Finan87
Consolidating Guarantor Financial Information - Consolidating Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||||||
Mar. 30, 2014 | Feb. 14, 2014 | Jan. 03, 2016 | [1] | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 | Dec. 30, 2012 | |||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | $ 400 | $ 2,000 | $ 2,100 | $ 2,500 | ||||||||||||||
Asset Impairment | 400 | 900 | 3,100 | |||||||||||||||
Net income (loss) | (12,510) | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (2,403) | |||||||||||||||||
Predecessor [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 0 | |||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 50,897 | 368,584 | ||||||||||||||||
Entertainment and merchandise sales | 62,659 | 448,155 | ||||||||||||||||
Total Company store sales | 113,556 | 816,739 | ||||||||||||||||
Franchise fees and royalties | 687 | 4,982 | ||||||||||||||||
International Association assessments and other fees | 0 | 0 | ||||||||||||||||
Total revenues | 114,243 | 821,721 | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 12,285 | 90,363 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 3,729 | 29,775 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 16,014 | 120,138 | ||||||||||||||||
Labor expenses | 31,998 | 229,172 | ||||||||||||||||
Depreciation and amortization | 9,733 | 78,167 | ||||||||||||||||
Rent expense | 12,365 | 78,463 | ||||||||||||||||
Other store operating expenses | 15,760 | 131,035 | ||||||||||||||||
Total Company store operating costs | 85,870 | 636,975 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 5,903 | 41,217 | ||||||||||||||||
General and administrative expenses | 7,963 | 56,691 | ||||||||||||||||
Transaction and severance costs | 11,634 | 316 | ||||||||||||||||
Asset Impairment | 0 | 3,051 | ||||||||||||||||
Total operating costs and expenses | 111,370 | 738,250 | ||||||||||||||||
Operating Income (Loss) | 2,873 | 83,471 | ||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | 0 | ||||||||||||||||
Interest expense | 1,151 | 7,453 | ||||||||||||||||
Income (loss) before income taxes | 1,722 | 76,018 | ||||||||||||||||
Income tax expense (benefit) | 1,018 | 28,194 | ||||||||||||||||
Net income (loss) | 704 | 47,824 | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (541) | (1,116) | ||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (541) | (1,116) | ||||||||||||||||
Comprehensive income (loss) | 163 | 46,708 | ||||||||||||||||
Predecessor [Member] | Reportable Legal Entities [Member] | Guarantor [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 32 | 683 | ||||||||||||||||
Entertainment and merchandise sales | 0 | 0 | ||||||||||||||||
Total Company store sales | 32 | 683 | ||||||||||||||||
Franchise fees and royalties | 334 | 2,619 | ||||||||||||||||
International Association assessments and other fees | 4,558 | 63,400 | ||||||||||||||||
Total revenues | 4,924 | 66,702 | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 25 | 33 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 0 | (32) | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 25 | 1 | ||||||||||||||||
Labor expenses | 0 | 0 | ||||||||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||||||||
Rent expense | 0 | 0 | ||||||||||||||||
Other store operating expenses | (44) | (460) | ||||||||||||||||
Total Company store operating costs | (19) | (459) | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 17 | $ 0 | ||||||||||||||||
General and administrative expenses | 3,863 | 38,617 | ||||||||||||||||
Transaction and severance costs | 9,834 | 0 | ||||||||||||||||
Asset Impairment | 0 | |||||||||||||||||
Total operating costs and expenses | 13,695 | 38,158 | ||||||||||||||||
Operating Income (Loss) | (8,771) | 28,544 | ||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | 0 | ||||||||||||||||
Interest expense | (771) | (6,002) | ||||||||||||||||
Income (loss) before income taxes | (8,000) | 34,546 | ||||||||||||||||
Income tax expense (benefit) | (3,040) | 12,877 | ||||||||||||||||
Net income (loss) | (4,960) | 21,669 | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | 0 | |||||||||||||||||
Total components of other comprehensive income (loss), net of tax | 0 | |||||||||||||||||
Comprehensive income (loss) | (4,960) | 21,669 | ||||||||||||||||
Predecessor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 1,062 | 9,016 | ||||||||||||||||
Entertainment and merchandise sales | 1,577 | 13,726 | ||||||||||||||||
Total Company store sales | 2,639 | 22,742 | ||||||||||||||||
Franchise fees and royalties | 0 | 0 | ||||||||||||||||
International Association assessments and other fees | 6,095 | 43,463 | ||||||||||||||||
Total revenues | 8,734 | 66,205 | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 336 | 2,787 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 131 | 915 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 467 | 3,702 | ||||||||||||||||
Labor expenses | 891 | 7,087 | ||||||||||||||||
Depreciation and amortization | 303 | 2,141 | ||||||||||||||||
Rent expense | 403 | 2,782 | ||||||||||||||||
Other store operating expenses | (82) | 4,782 | ||||||||||||||||
Total Company store operating costs | 1,982 | 20,494 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 5,853 | 40,411 | ||||||||||||||||
General and administrative expenses | 191 | 1,294 | ||||||||||||||||
Transaction and severance costs | 0 | 0 | ||||||||||||||||
Asset Impairment | 810 | |||||||||||||||||
Total operating costs and expenses | 8,026 | 63,009 | ||||||||||||||||
Operating Income (Loss) | 708 | 3,196 | ||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | 0 | ||||||||||||||||
Interest expense | 100 | 835 | ||||||||||||||||
Income (loss) before income taxes | 608 | 2,361 | ||||||||||||||||
Income tax expense (benefit) | 171 | 790 | ||||||||||||||||
Net income (loss) | 437 | 1,571 | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (541) | |||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (1,116) | |||||||||||||||||
Comprehensive income (loss) | (104) | 455 | ||||||||||||||||
Predecessor [Member] | Reportable Legal Entities [Member] | Parent Company [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 49,803 | 358,931 | ||||||||||||||||
Entertainment and merchandise sales | 61,082 | 434,429 | ||||||||||||||||
Total Company store sales | 110,885 | 793,360 | ||||||||||||||||
Franchise fees and royalties | 353 | 2,363 | ||||||||||||||||
International Association assessments and other fees | 0 | 0 | ||||||||||||||||
Total revenues | 111,238 | 795,723 | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 11,924 | 87,543 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 3,618 | 28,952 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 15,542 | 116,495 | ||||||||||||||||
Labor expenses | 31,107 | 222,085 | ||||||||||||||||
Depreciation and amortization | 9,430 | 76,026 | ||||||||||||||||
Rent expense | 11,962 | 75,681 | ||||||||||||||||
Other store operating expenses | 20,193 | 189,087 | ||||||||||||||||
Total Company store operating costs | 88,234 | 679,374 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 6,144 | 44,244 | ||||||||||||||||
General and administrative expenses | 4,124 | 17,817 | ||||||||||||||||
Transaction and severance costs | 1,800 | 316 | ||||||||||||||||
Asset Impairment | 2,241 | |||||||||||||||||
Total operating costs and expenses | 100,302 | 743,992 | ||||||||||||||||
Operating Income (Loss) | 10,936 | 51,731 | ||||||||||||||||
Equity in earnings (loss) in affiliates | (4,523) | 23,240 | ||||||||||||||||
Interest expense | 1,822 | 12,620 | ||||||||||||||||
Income (loss) before income taxes | 4,591 | 62,351 | ||||||||||||||||
Income tax expense (benefit) | 3,887 | 14,527 | ||||||||||||||||
Net income (loss) | 704 | 47,824 | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (541) | |||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (1,116) | |||||||||||||||||
Comprehensive income (loss) | 163 | 46,708 | ||||||||||||||||
Predecessor [Member] | Eliminations [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 0 | (46) | ||||||||||||||||
Entertainment and merchandise sales | 0 | 0 | ||||||||||||||||
Total Company store sales | 0 | (46) | ||||||||||||||||
Franchise fees and royalties | 0 | 0 | ||||||||||||||||
International Association assessments and other fees | (10,653) | (106,863) | ||||||||||||||||
Total revenues | (10,653) | (106,909) | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 0 | 0 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | (20) | (60) | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | (20) | (60) | ||||||||||||||||
Labor expenses | 0 | 0 | ||||||||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||||||||
Rent expense | 0 | 0 | ||||||||||||||||
Other store operating expenses | (4,307) | (62,374) | ||||||||||||||||
Total Company store operating costs | (4,327) | (62,434) | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | (6,111) | (43,438) | ||||||||||||||||
General and administrative expenses | (215) | (1,037) | ||||||||||||||||
Transaction and severance costs | 0 | 0 | ||||||||||||||||
Asset Impairment | 0 | |||||||||||||||||
Total operating costs and expenses | (10,653) | (106,909) | ||||||||||||||||
Operating Income (Loss) | 0 | 0 | ||||||||||||||||
Equity in earnings (loss) in affiliates | 4,523 | (23,240) | ||||||||||||||||
Interest expense | 0 | 0 | ||||||||||||||||
Income (loss) before income taxes | 4,523 | (23,240) | ||||||||||||||||
Income tax expense (benefit) | 0 | 0 | ||||||||||||||||
Net income (loss) | 4,523 | (23,240) | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | 541 | |||||||||||||||||
Total components of other comprehensive income (loss), net of tax | 1,116 | |||||||||||||||||
Comprehensive income (loss) | $ 5,064 | $ (22,124) | ||||||||||||||||
Successor [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 113,142 | 663 | ||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | $ 62,277 | $ 99,170 | $ 98,243 | $ 94,145 | $ 116,537 | $ 83,499 | $ 82,271 | $ 79,649 | 307,696 | 408,095 | ||||||||
Entertainment and merchandise sales | 78,613 | 119,657 | 118,753 | 113,861 | 144,744 | 104,253 | 115,885 | 105,651 | 404,402 | 497,015 | ||||||||
Total Company store sales | 140,890 | 218,827 | 216,996 | 208,006 | 261,281 | 187,752 | 198,156 | 185,300 | 712,098 | 905,110 | ||||||||
Franchise fees and royalties | 686 | 4,238 | 4,941 | 4,073 | 4,227 | 2,990 | 1,533 | 1,274 | 6,483 | 17,479 | ||||||||
International Association assessments and other fees | 0 | 0 | ||||||||||||||||
Total revenues | 141,576 | [2] | 223,065 | 221,937 | 212,079 | 265,508 | 190,742 | [1] | 199,689 | [1] | 186,574 | [2] | 718,581 | 922,589 | ||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 79,996 | 104,434 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 24,608 | 31,519 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 104,604 | 135,953 | ||||||||||||||||
Labor expenses | 200,855 | 250,584 | ||||||||||||||||
Depreciation and amortization | 115,951 | 115,236 | ||||||||||||||||
Rent expense | 76,698 | 96,669 | ||||||||||||||||
Other store operating expenses | 119,896 | 143,078 | ||||||||||||||||
Total Company store operating costs | 618,004 | 741,520 | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 33,702 | 47,146 | ||||||||||||||||
General and administrative expenses | 48,182 | 66,003 | ||||||||||||||||
Transaction and severance costs | 50,545 | 11,914 | ||||||||||||||||
Asset Impairment | 407 | 875 | ||||||||||||||||
Total operating costs and expenses | 750,840 | 867,458 | ||||||||||||||||
Operating Income (Loss) | (3,367) | [2] | (1,867) | 12,499 | (188) | 44,687 | (19,746) | [1] | (4,241) | [1] | (4,905) | [2] | (32,259) | 55,131 | ||||
Equity in earnings (loss) in affiliates | 0 | 0 | ||||||||||||||||
Interest expense | 60,952 | 70,582 | ||||||||||||||||
Income (loss) before income taxes | (93,211) | (15,451) | ||||||||||||||||
Income tax expense (benefit) | (31,123) | (2,941) | ||||||||||||||||
Net income (loss) | $ (13,872) | [2] | $ (14,158) | $ (3,202) | $ (9,892) | $ 14,742 | $ (22,153) | $ (13,279) | [1] | $ (12,784) | [2] | (62,088) | (12,510) | |||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (913) | (2,403) | ||||||||||||||||
Total components of other comprehensive income (loss), net of tax | (913) | |||||||||||||||||
Comprehensive income (loss) | (63,001) | (14,913) | ||||||||||||||||
Successor [Member] | Guarantor [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 0 | |||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 48,747 | |||||||||||||||||
Entertainment and merchandise sales | 16,864 | |||||||||||||||||
Total Company store sales | 65,611 | |||||||||||||||||
Franchise fees and royalties | 15,199 | |||||||||||||||||
International Association assessments and other fees | 24,591 | |||||||||||||||||
Total revenues | 105,401 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 12,527 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 1,729 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 14,256 | |||||||||||||||||
Labor expenses | 14,968 | |||||||||||||||||
Depreciation and amortization | 3,856 | |||||||||||||||||
Rent expense | 5,363 | |||||||||||||||||
Other store operating expenses | 9,017 | |||||||||||||||||
Total Company store operating costs | 47,460 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 4,014 | |||||||||||||||||
General and administrative expenses | 44,446 | |||||||||||||||||
Transaction and severance costs | 11,908 | |||||||||||||||||
Asset Impairment | 20 | |||||||||||||||||
Total operating costs and expenses | 107,848 | |||||||||||||||||
Operating Income (Loss) | (2,447) | |||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | |||||||||||||||||
Interest expense | 4,288 | |||||||||||||||||
Income (loss) before income taxes | (6,735) | |||||||||||||||||
Income tax expense (benefit) | (1,575) | |||||||||||||||||
Net income (loss) | (5,160) | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | 0 | |||||||||||||||||
Comprehensive income (loss) | (5,160) | |||||||||||||||||
Successor [Member] | Non-Guarantors [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 6,148 | |||||||||||||||||
Entertainment and merchandise sales | 10,410 | |||||||||||||||||
Total Company store sales | 16,558 | |||||||||||||||||
Franchise fees and royalties | 0 | |||||||||||||||||
International Association assessments and other fees | 43,829 | |||||||||||||||||
Total revenues | 60,387 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 2,135 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 643 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 2,778 | |||||||||||||||||
Labor expenses | 5,503 | |||||||||||||||||
Depreciation and amortization | 2,073 | |||||||||||||||||
Rent expense | 2,533 | |||||||||||||||||
Other store operating expenses | 4,308 | |||||||||||||||||
Total Company store operating costs | 17,195 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 40,798 | |||||||||||||||||
General and administrative expenses | 618 | |||||||||||||||||
Transaction and severance costs | 0 | |||||||||||||||||
Asset Impairment | 89 | |||||||||||||||||
Total operating costs and expenses | 58,700 | |||||||||||||||||
Operating Income (Loss) | 1,687 | |||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | |||||||||||||||||
Interest expense | 519 | |||||||||||||||||
Income (loss) before income taxes | 1,168 | |||||||||||||||||
Income tax expense (benefit) | 662 | |||||||||||||||||
Net income (loss) | 506 | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (2,403) | |||||||||||||||||
Comprehensive income (loss) | (1,897) | |||||||||||||||||
Successor [Member] | Parent Company [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 663 | |||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 353,200 | |||||||||||||||||
Entertainment and merchandise sales | 469,741 | |||||||||||||||||
Total Company store sales | 822,941 | |||||||||||||||||
Franchise fees and royalties | 2,280 | |||||||||||||||||
International Association assessments and other fees | 995 | |||||||||||||||||
Total revenues | 826,216 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 89,772 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 29,147 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 118,919 | |||||||||||||||||
Labor expenses | 230,113 | |||||||||||||||||
Depreciation and amortization | 109,307 | |||||||||||||||||
Rent expense | 88,773 | |||||||||||||||||
Other store operating expenses | 155,366 | |||||||||||||||||
Total Company store operating costs | 702,478 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 46,136 | |||||||||||||||||
General and administrative expenses | 20,939 | |||||||||||||||||
Transaction and severance costs | 6 | |||||||||||||||||
Asset Impairment | 766 | |||||||||||||||||
Total operating costs and expenses | 770,325 | |||||||||||||||||
Operating Income (Loss) | 55,891 | |||||||||||||||||
Equity in earnings (loss) in affiliates | (4,654) | |||||||||||||||||
Interest expense | 65,775 | |||||||||||||||||
Income (loss) before income taxes | (14,538) | |||||||||||||||||
Income tax expense (benefit) | (2,028) | |||||||||||||||||
Net income (loss) | (12,510) | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (2,403) | |||||||||||||||||
Comprehensive income (loss) | (14,913) | |||||||||||||||||
Successor [Member] | Reportable Legal Entities [Member] | Guarantor [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 8,259 | |||||||||||||||||
Entertainment and merchandise sales | 2,490 | |||||||||||||||||
Total Company store sales | 10,749 | |||||||||||||||||
Franchise fees and royalties | 4,670 | |||||||||||||||||
International Association assessments and other fees | 1,233 | |||||||||||||||||
Total revenues | 16,652 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 2,324 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 244 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 2,568 | |||||||||||||||||
Labor expenses | 2,922 | |||||||||||||||||
Depreciation and amortization | 1,197 | |||||||||||||||||
Rent expense | 938 | |||||||||||||||||
Other store operating expenses | 2,445 | |||||||||||||||||
Total Company store operating costs | 10,070 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 638 | |||||||||||||||||
General and administrative expenses | 32,389 | |||||||||||||||||
Transaction and severance costs | 9,547 | |||||||||||||||||
Asset Impairment | 3 | |||||||||||||||||
Total operating costs and expenses | 52,647 | |||||||||||||||||
Operating Income (Loss) | (35,995) | |||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | |||||||||||||||||
Interest expense | 770 | |||||||||||||||||
Income (loss) before income taxes | (36,765) | |||||||||||||||||
Income tax expense (benefit) | 2,441 | |||||||||||||||||
Net income (loss) | (39,206) | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | 0 | |||||||||||||||||
Comprehensive income (loss) | (39,206) | |||||||||||||||||
Successor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 0 | |||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 6,030 | |||||||||||||||||
Entertainment and merchandise sales | 10,094 | |||||||||||||||||
Total Company store sales | 16,124 | |||||||||||||||||
Franchise fees and royalties | 0 | |||||||||||||||||
International Association assessments and other fees | 37,388 | |||||||||||||||||
Total revenues | 53,512 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 1,900 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 660 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 2,560 | |||||||||||||||||
Labor expenses | 5,282 | |||||||||||||||||
Depreciation and amortization | 2,938 | |||||||||||||||||
Rent expense | 2,423 | |||||||||||||||||
Other store operating expenses | 3,410 | |||||||||||||||||
Total Company store operating costs | 16,613 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 31,712 | |||||||||||||||||
General and administrative expenses | 1,091 | |||||||||||||||||
Transaction and severance costs | 0 | |||||||||||||||||
Asset Impairment | 364 | |||||||||||||||||
Total operating costs and expenses | 49,780 | |||||||||||||||||
Operating Income (Loss) | 3,732 | |||||||||||||||||
Equity in earnings (loss) in affiliates | 0 | |||||||||||||||||
Interest expense | 538 | |||||||||||||||||
Income (loss) before income taxes | 3,194 | |||||||||||||||||
Income tax expense (benefit) | 976 | |||||||||||||||||
Net income (loss) | 2,218 | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (913) | |||||||||||||||||
Comprehensive income (loss) | 1,305 | |||||||||||||||||
Successor [Member] | Reportable Legal Entities [Member] | Parent Company [Member] | ||||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 293,407 | |||||||||||||||||
Entertainment and merchandise sales | 391,818 | |||||||||||||||||
Total Company store sales | 685,225 | |||||||||||||||||
Franchise fees and royalties | 1,813 | |||||||||||||||||
International Association assessments and other fees | 1,006 | |||||||||||||||||
Total revenues | 688,044 | |||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 75,772 | |||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 23,832 | |||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | 99,604 | |||||||||||||||||
Labor expenses | 192,651 | |||||||||||||||||
Depreciation and amortization | 111,816 | |||||||||||||||||
Rent expense | 73,337 | |||||||||||||||||
Other store operating expenses | 112,669 | |||||||||||||||||
Total Company store operating costs | 590,077 | |||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | 38,511 | |||||||||||||||||
General and administrative expenses | 18,414 | |||||||||||||||||
Transaction and severance costs | 40,998 | |||||||||||||||||
Asset Impairment | 40 | |||||||||||||||||
Total operating costs and expenses | 688,040 | |||||||||||||||||
Operating Income (Loss) | 4 | |||||||||||||||||
Equity in earnings (loss) in affiliates | (36,988) | |||||||||||||||||
Interest expense | 59,644 | |||||||||||||||||
Income (loss) before income taxes | (96,628) | |||||||||||||||||
Income tax expense (benefit) | (34,540) | |||||||||||||||||
Net income (loss) | (62,088) | |||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | (913) | |||||||||||||||||
Comprehensive income (loss) | (63,001) | |||||||||||||||||
Successor [Member] | Eliminations [Member] | ||||||||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||||||||
Payments to Acquire Businesses, Gross | 0 | |||||||||||||||||
REVENUES: | ||||||||||||||||||
Food and beverage sales | 0 | 0 | ||||||||||||||||
Entertainment and merchandise sales | 0 | 0 | ||||||||||||||||
Total Company store sales | 0 | 0 | ||||||||||||||||
Franchise fees and royalties | 0 | 0 | ||||||||||||||||
International Association assessments and other fees | (39,627) | (69,415) | ||||||||||||||||
Total revenues | (39,627) | (69,415) | ||||||||||||||||
Company store operating costs: | ||||||||||||||||||
Cost of food and beverage (exclusive of items shown separately below) | 0 | 0 | ||||||||||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | (128) | 0 | ||||||||||||||||
Total cost of food, beverage, entertainment and merchandise | (128) | 0 | ||||||||||||||||
Labor expenses | 0 | 0 | ||||||||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||||||||
Rent expense | 0 | 0 | ||||||||||||||||
Other store operating expenses | 1,372 | (25,613) | ||||||||||||||||
Total Company store operating costs | 1,244 | (25,613) | ||||||||||||||||
Other costs and expenses: | ||||||||||||||||||
Advertising expense | (37,159) | (43,802) | ||||||||||||||||
General and administrative expenses | (3,712) | 0 | ||||||||||||||||
Transaction and severance costs | 0 | 0 | ||||||||||||||||
Asset Impairment | 0 | 0 | ||||||||||||||||
Total operating costs and expenses | (39,627) | (69,415) | ||||||||||||||||
Operating Income (Loss) | 0 | 0 | ||||||||||||||||
Equity in earnings (loss) in affiliates | 36,988 | 4,654 | ||||||||||||||||
Interest expense | 0 | 0 | ||||||||||||||||
Income (loss) before income taxes | 36,988 | 4,654 | ||||||||||||||||
Income tax expense (benefit) | 0 | 0 | ||||||||||||||||
Net income (loss) | 36,988 | 4,654 | ||||||||||||||||
Components of other comprehensive income (loss), net of tax: | ||||||||||||||||||
Foreign currency translation adjustments | 913 | 2,403 | ||||||||||||||||
Comprehensive income (loss) | $ 37,901 | $ 7,057 | ||||||||||||||||
[1] | Our 2015 fiscal year consisted of 53 weeks. Each quarterly period has 13 weeks, except for the fourth quarterly period ended January 3, 2016 which has 14 weeks. | |||||||||||||||||
[2] | The quarterly condensed consolidated results of operations for the quarter ended December 28, 2014 include the results of Peter Piper Pizza for the 73 day period from October 17, 2014 through December 28, 2014. |
Consolidating Guarantor Finan88
Consolidating Guarantor Financial Information - Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | Aug. 25, 2014 | Feb. 14, 2014 | Dec. 28, 2014 | Jan. 03, 2016 | Dec. 29, 2013 |
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) investing activities: | |||||
Proceeds from sale of property and equipment | |||||
Cash flows from financing activities: | |||||
Repayments on senior term loan | |||||
Intercompany Note | |||||
Proceeds from sale leaseback transaction | $ 183,700 | ||||
Payment of debt financing costs | |||||
Payments on capital lease obligations | |||||
Dividends paid | |||||
Excess tax benefit realized from stock-based compensation | |||||
Equity contribution | |||||
Effect of foreign exchange rate changes on cash | |||||
Predecessor [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | $ 22,314 | $ 138,664 | |||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | 0 | 0 | |||
Payments to Acquire Businesses, Gross | 0 | ||||
Payments to acquire franchisee | 0 | 0 | |||
Intercompany note | 0 | 0 | |||
Development of internal use software | 0 | 0 | |||
Proceeds from sale of property and equipment | 51 | 2,530 | |||
Payments for (Proceeds from) Other Investing Activities | 0 | 613 | |||
Net cash used in investing activities | (9,659) | (70,942) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 0 | ||||
Proceeds from senior notes | 0 | ||||
Repayment of Predecessor Facility | 0 | ||||
Repayments on senior term loan | 0 | ||||
Repayments of Notes Payable | 0 | ||||
Intercompany Note | 0 | 0 | |||
Net repayments on revolving credit facility | (13,500) | (28,000) | |||
Proceeds from sale leaseback transaction | 0 | 0 | |||
Payment of debt financing costs | 0 | 0 | |||
Payments on capital lease obligations | (164) | (953) | |||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||
Dividends paid | (38) | (17,097) | |||
Excess tax benefit realized from stock-based compensation | 0 | 343 | |||
Restricted stock returned for payment of taxes | (142) | (2,212) | |||
Equity contribution | 0 | 0 | |||
Purchases of treasury stock | 0 | (18,112) | |||
Net cash provided by (used in) financing activities | (13,844) | (66,031) | |||
Repayments of Notes Payable | 0 | ||||
Effect of foreign exchange rate changes on cash | (313) | (641) | |||
Change in cash and cash equivalents | (1,502) | 1,050 | |||
Cash and cash equivalents at beginning of period | 20,686 | $ 19,184 | $ 110,994 | 19,636 | |
Cash and cash equivalents at end of period | 19,184 | 110,994 | 20,686 | ||
Payments to Acquire Property, Plant, and Equipment | (9,710) | (74,085) | |||
Cash Equivalents, at Carrying Value | 19,184 | 20,686 | |||
Predecessor [Member] | Parent Company [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | (12,224) | 179,913 | |||
Cash flows provided by (used in) investing activities: | |||||
Intercompany note | 0 | 0 | |||
Proceeds from sale of property and equipment | (2) | 1,890 | |||
Payments for (Proceeds from) Other Investing Activities | 613 | ||||
Net cash used in investing activities | (8,540) | (69,444) | |||
Cash flows from financing activities: | |||||
Intercompany Note | 17,571 | (73,650) | |||
Net repayments on revolving credit facility | 0 | 0 | |||
Payments on capital lease obligations | (153) | (885) | |||
Dividends paid | (38) | (17,097) | |||
Excess tax benefit realized from stock-based compensation | 343 | ||||
Restricted stock returned for payment of taxes | (142) | (2,212) | |||
Purchases of treasury stock | (18,112) | ||||
Net cash provided by (used in) financing activities | 17,238 | (111,613) | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash and cash equivalents | (3,526) | (1,144) | |||
Cash and cash equivalents at beginning of period | 10,177 | 11,321 | |||
Cash and cash equivalents at end of period | 10,177 | ||||
Payments to Acquire Property, Plant, and Equipment | (8,538) | (71,947) | |||
Predecessor [Member] | Guarantor [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 29,906 | (43,734) | |||
Cash flows provided by (used in) investing activities: | |||||
Intercompany note | (17,601) | 87,775 | |||
Proceeds from sale of property and equipment | 53 | 640 | |||
Payments for (Proceeds from) Other Investing Activities | 0 | ||||
Net cash used in investing activities | (18,630) | 87,150 | |||
Cash flows from financing activities: | |||||
Intercompany Note | 430 | (13,750) | |||
Net repayments on revolving credit facility | (13,500) | (28,000) | |||
Payments on capital lease obligations | 0 | 0 | |||
Dividends paid | 0 | 0 | |||
Excess tax benefit realized from stock-based compensation | 0 | ||||
Restricted stock returned for payment of taxes | 0 | 0 | |||
Purchases of treasury stock | 0 | ||||
Net cash provided by (used in) financing activities | (13,070) | (41,750) | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash and cash equivalents | (1,794) | 1,666 | |||
Cash and cash equivalents at beginning of period | 1,914 | 120 | 248 | ||
Cash and cash equivalents at end of period | 120 | 1,914 | |||
Payments to Acquire Property, Plant, and Equipment | (1,082) | (1,265) | |||
Cash Equivalents, at Carrying Value | 120 | 1,914 | |||
Predecessor [Member] | Non-Guarantors [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 4,632 | 2,485 | |||
Cash flows provided by (used in) investing activities: | |||||
Intercompany note | 0 | 0 | |||
Proceeds from sale of property and equipment | 0 | 0 | |||
Payments for (Proceeds from) Other Investing Activities | 0 | ||||
Net cash used in investing activities | (90) | (873) | |||
Cash flows from financing activities: | |||||
Intercompany Note | (400) | (375) | |||
Net repayments on revolving credit facility | 0 | 0 | |||
Payments on capital lease obligations | (11) | (68) | |||
Dividends paid | 0 | 0 | |||
Restricted stock returned for payment of taxes | 0 | 0 | |||
Purchases of treasury stock | 0 | ||||
Net cash provided by (used in) financing activities | (411) | (443) | |||
Effect of foreign exchange rate changes on cash | (313) | (641) | |||
Change in cash and cash equivalents | 3,818 | 528 | |||
Cash and cash equivalents at beginning of period | 12,413 | ||||
Cash and cash equivalents at end of period | 12,413 | ||||
Payments to Acquire Property, Plant, and Equipment | (90) | (873) | |||
Cash Equivalents, at Carrying Value | 12,411 | 8,595 | |||
Predecessor [Member] | Subsidiary Issuer [Member] | |||||
Cash flows from financing activities: | |||||
Cash and cash equivalents at beginning of period | 6,651 | ||||
Cash and cash equivalents at end of period | 6,651 | ||||
Cash Equivalents, at Carrying Value | 10,177 | ||||
Predecessor [Member] | Eliminations [Member] | |||||
Cash flows from financing activities: | |||||
Cash Equivalents, at Carrying Value | 0 | 0 | |||
Predecessor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | |||||
Cash flows from financing activities: | |||||
Cash and cash equivalents at beginning of period | 8,595 | 7,547 | 8,067 | ||
Cash and cash equivalents at end of period | 7,547 | 8,595 | |||
Predecessor [Member] | Eliminations [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 0 | ||||
Cash flows provided by (used in) investing activities: | |||||
Intercompany note | 17,601 | (87,775) | |||
Proceeds from sale of property and equipment | 0 | 0 | |||
Payments for (Proceeds from) Other Investing Activities | 0 | ||||
Net cash used in investing activities | 17,601 | (87,775) | |||
Cash flows from financing activities: | |||||
Intercompany Note | (17,601) | 87,775 | |||
Net repayments on revolving credit facility | 0 | 0 | |||
Payments on capital lease obligations | 0 | 0 | |||
Dividends paid | 0 | 0 | |||
Excess tax benefit realized from stock-based compensation | 0 | ||||
Restricted stock returned for payment of taxes | 0 | 0 | |||
Purchases of treasury stock | 0 | ||||
Net cash provided by (used in) financing activities | (17,601) | 87,775 | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash and cash equivalents | 0 | 0 | |||
Cash and cash equivalents at beginning of period | 0 | 0 | 0 | ||
Cash and cash equivalents at end of period | 0 | 0 | |||
Payments to Acquire Property, Plant, and Equipment | 0 | 0 | |||
Successor [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 48,091 | 100,613 | |||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | (946,898) | 0 | |||
Payments to Acquire Businesses, Gross | 113,142 | 663 | |||
Payments to acquire franchisee | 0 | 1,529 | 0 | ||
Acquisition of Franchise | (113,142) | ||||
Intercompany note | 0 | 0 | |||
Development of internal use software | 0 | (2,130) | (4,802) | ||
Proceeds from sale of property and equipment | 0 | 442 | 308 | ||
Payments for (Proceeds from) Other Investing Activities | 0 | 0 | 0 | ||
Net cash used in investing activities | (1,124,285) | (78,191) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 756,200 | 0 | |||
Proceeds from senior notes | 255,000 | 0 | |||
Repayment of Predecessor Facility | (348,000) | 0 | |||
Repayments on senior term loan | (3,807) | (9,500) | |||
Repayments of Notes Payable | 0 | (49) | |||
Intercompany Note | 0 | 0 | |||
Net repayments on revolving credit facility | 0 | 0 | |||
Proceeds from sale leaseback transaction | 183,685 | 0 | |||
Payment of debt financing costs | (27,575) | 0 | |||
Payments on capital lease obligations | (297) | (405) | |||
Sale Leaseback Transaction, Payments, Financing Activities | (742) | (1,663) | |||
Dividends paid | (890) | (70,000) | |||
Excess tax benefit realized from stock-based compensation | 4,874 | 18 | |||
Restricted stock returned for payment of taxes | 0 | 0 | |||
Equity contribution | 350,000 | 0 | |||
Purchases of treasury stock | 0 | 0 | |||
Net cash provided by (used in) financing activities | 1,168,448 | (81,599) | |||
Repayments of Notes Payable | 0 | 49 | |||
Effect of foreign exchange rate changes on cash | (444) | (1,163) | |||
Change in cash and cash equivalents | 91,810 | (60,340) | |||
Cash and cash equivalents at beginning of period | 19,184 | 110,994 | |||
Cash and cash equivalents at end of period | 19,184 | 110,994 | 50,654 | ||
Payments to Acquire Property, Plant, and Equipment | 0 | (61,028) | (73,034) | ||
Cash Equivalents, at Carrying Value | 110,994 | ||||
Successor [Member] | Parent Company [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 70,034 | 95,659 | |||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | (946,898) | ||||
Payments to Acquire Businesses, Gross | 663 | ||||
Payments to acquire franchisee | 0 | ||||
Acquisition of Franchise | (118,409) | ||||
Intercompany note | 0 | 2,393 | |||
Development of internal use software | 0 | (2,018) | |||
Proceeds from sale of property and equipment | 23 | 308 | |||
Net cash used in investing activities | (1,120,583) | (65,050) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 756,200 | ||||
Proceeds from senior notes | 255,000 | ||||
Repayment of Predecessor Facility | 0 | ||||
Repayments on senior term loan | (3,800) | (9,500) | |||
Intercompany Note | (375,539) | (3,847) | |||
Proceeds from sale leaseback transaction | 183,685 | 0 | |||
Payment of debt financing costs | (27,575) | 0 | |||
Payments on capital lease obligations | (297) | (402) | |||
Sale Leaseback Transaction, Payments, Financing Activities | (742) | (1,663) | |||
Dividends paid | (890) | (70,000) | |||
Excess tax benefit realized from stock-based compensation | 4,874 | 18 | |||
Equity contribution | 350,000 | 0 | |||
Net cash provided by (used in) financing activities | 1,140,916 | (85,394) | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash and cash equivalents | 90,367 | (54,785) | |||
Cash and cash equivalents at beginning of period | 97,020 | ||||
Cash and cash equivalents at end of period | 97,020 | 42,235 | |||
Payments to Acquire Property, Plant, and Equipment | (55,299) | (65,070) | |||
Cash Equivalents, at Carrying Value | $ 6,653 | ||||
Successor [Member] | Guarantor [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | (24,166) | (492) | |||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | 0 | ||||
Payments to Acquire Businesses, Gross | 0 | ||||
Payments to acquire franchisee | 1,529 | ||||
Acquisition of Franchise | 5,267 | ||||
Intercompany note | 375,539 | 2,925 | |||
Development of internal use software | (2,130) | (2,784) | |||
Proceeds from sale of property and equipment | 419 | 0 | |||
Net cash used in investing activities | 373,430 | (5,887) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 0 | ||||
Proceeds from senior notes | 0 | ||||
Repayment of Predecessor Facility | (348,000) | ||||
Repayments on senior term loan | (7) | ||||
Repayments of Notes Payable | (49) | ||||
Intercompany Note | 5,050 | 1,798 | |||
Proceeds from sale leaseback transaction | 0 | ||||
Payment of debt financing costs | 0 | ||||
Payments on capital lease obligations | 0 | ||||
Dividends paid | 0 | ||||
Excess tax benefit realized from stock-based compensation | 0 | ||||
Equity contribution | 0 | ||||
Net cash provided by (used in) financing activities | (342,957) | 1,749 | |||
Repayments of Notes Payable | 49 | ||||
Effect of foreign exchange rate changes on cash | 0 | ||||
Change in cash and cash equivalents | 6,307 | (4,630) | |||
Cash and cash equivalents at beginning of period | 6,427 | ||||
Cash and cash equivalents at end of period | 6,427 | 1,797 | |||
Payments to Acquire Property, Plant, and Equipment | (4,136) | (6,028) | |||
Successor [Member] | Non-Guarantors [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 2,223 | 5,446 | |||
Cash flows provided by (used in) investing activities: | |||||
Payments to acquire franchisee | 0 | ||||
Acquisition of Franchise | 0 | ||||
Intercompany note | 0 | 0 | |||
Development of internal use software | 0 | ||||
Proceeds from sale of property and equipment | 0 | ||||
Net cash used in investing activities | (1,593) | (1,936) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 0 | ||||
Proceeds from senior notes | 0 | ||||
Repayment of Predecessor Facility | 0 | ||||
Repayments on senior term loan | 0 | 0 | |||
Repayments of Notes Payable | 0 | ||||
Intercompany Note | (5,050) | (3,269) | |||
Proceeds from sale leaseback transaction | 0 | 0 | |||
Payment of debt financing costs | 0 | 0 | |||
Payments on capital lease obligations | 0 | (3) | |||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | ||||
Dividends paid | 0 | 0 | |||
Excess tax benefit realized from stock-based compensation | 0 | 0 | 0 | ||
Equity contribution | 0 | 0 | |||
Net cash provided by (used in) financing activities | (5,050) | (3,272) | |||
Repayments of Notes Payable | 0 | ||||
Effect of foreign exchange rate changes on cash | (444) | (1,163) | |||
Change in cash and cash equivalents | (4,864) | (925) | |||
Cash and cash equivalents at beginning of period | 7,547 | ||||
Cash and cash equivalents at end of period | 7,547 | 6,622 | |||
Payments to Acquire Property, Plant, and Equipment | (1,593) | (1,936) | |||
Successor [Member] | Subsidiary Issuer [Member] | |||||
Cash flows from financing activities: | |||||
Repayments of Notes Payable | 0 | ||||
Repayments of Notes Payable | 0 | ||||
Successor [Member] | Eliminations [Member] | |||||
Cash flows from financing activities: | |||||
Payment of debt financing costs | 0 | ||||
Cash Equivalents, at Carrying Value | 0 | ||||
Successor [Member] | Reportable Legal Entities [Member] | Parent Company [Member] | |||||
Cash flows from financing activities: | |||||
Cash and cash equivalents at beginning of period | 97,020 | ||||
Cash and cash equivalents at end of period | 97,020 | 42,235 | |||
Successor [Member] | Reportable Legal Entities [Member] | Guarantor [Member] | |||||
Cash flows from financing activities: | |||||
Repayments on senior term loan | 0 | ||||
Proceeds from sale leaseback transaction | 0 | ||||
Payment of debt financing costs | 0 | ||||
Payments on capital lease obligations | 0 | ||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||
Dividends paid | 0 | ||||
Excess tax benefit realized from stock-based compensation | 0 | ||||
Equity contribution | 0 | ||||
Effect of foreign exchange rate changes on cash | 0 | ||||
Cash and cash equivalents at beginning of period | 6,427 | ||||
Cash and cash equivalents at end of period | 6,427 | 1,797 | |||
Successor [Member] | Reportable Legal Entities [Member] | Non-Guarantors [Member] | |||||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | 0 | ||||
Payments to Acquire Businesses, Gross | 0 | ||||
Development of internal use software | 0 | ||||
Proceeds from sale of property and equipment | 0 | ||||
Cash flows from financing activities: | |||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | ||||
Cash and cash equivalents at beginning of period | 7,547 | ||||
Cash and cash equivalents at end of period | 7,547 | 6,622 | |||
Successor [Member] | Eliminations [Member] | |||||
Cash flows provided by (used in) operating activities: | |||||
Cash flows provided by (used in) operating activities: | 0 | 0 | $ 0 | ||
Cash flows provided by (used in) investing activities: | |||||
Acquisition of Predecessor | 0 | ||||
Payments to Acquire Businesses, Gross | 0 | ||||
Payments to acquire franchisee | 0 | ||||
Acquisition of Franchise | 0 | ||||
Intercompany note | (375,539) | (5,318) | |||
Development of internal use software | 0 | 0 | |||
Proceeds from sale of property and equipment | 0 | 0 | |||
Net cash used in investing activities | (375,539) | (5,318) | |||
Cash flows from financing activities: | |||||
Proceeds from secured credit facilities, net of original issue discount | 0 | ||||
Proceeds from senior notes | 0 | ||||
Repayment of Predecessor Facility | 0 | ||||
Repayments on senior term loan | 0 | 0 | |||
Repayments of Notes Payable | 0 | ||||
Intercompany Note | 375,539 | 5,318 | |||
Proceeds from sale leaseback transaction | 0 | 0 | |||
Payment of debt financing costs | 0 | ||||
Payments on capital lease obligations | 0 | 0 | |||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||
Dividends paid | 0 | 0 | |||
Excess tax benefit realized from stock-based compensation | 0 | 0 | |||
Equity contribution | 0 | 0 | |||
Net cash provided by (used in) financing activities | 375,539 | 5,318 | |||
Repayments of Notes Payable | 0 | ||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash and cash equivalents | 0 | 0 | |||
Cash and cash equivalents at beginning of period | 0 | ||||
Cash and cash equivalents at end of period | 0 | 0 | |||
Payments to Acquire Property, Plant, and Equipment | $ 0 | $ 0 |