Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jul. 01, 2018shares | |
Document Information [Abstract] | |
Document Type | 10-Q |
Entity Central Index Key | 813,920 |
Document Fiscal Period Focus | Q2 |
Amendment Flag | false |
Document Period End Date | Jul. 1, 2018 |
Document Fiscal Year Focus | 2,018 |
Trading Symbol | CEC |
Entity Registrant Name | CEC ENTERTAINMENT INC |
Current Fiscal Year End Date | --12-30 |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 200 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jul. 01, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash and cash equivalents | $ 88,887,000 | $ 67,200,000 | |
Restricted cash | 207,000 | 112,000 | |
Accounts receivable | 18,154,000 | 20,061,000 | |
Income taxes receivable | 6,073,000 | 10,960,000 | |
Inventories | 20,671,000 | 22,000,000 | |
Prepaid expenses | 28,745,000 | 20,398,000 | |
Total current assets | 162,737,000 | 140,731,000 | |
Property and equipment, net | 553,780,000 | 570,021,000 | |
Goodwill | 484,438,000 | 484,438,000 | |
Intangible assets, net | 478,682,000 | 480,377,000 | |
Other noncurrent assets | 18,062,000 | 19,477,000 | |
Total assets | 1,697,699,000 | 1,695,044,000 | |
Current liabilities: | |||
Bank indebtedness and other long-term debt, current portion | [1] | 7,600,000 | 7,600,000 |
Capital lease obligations, current portion | 634,000 | 596,000 | |
Accounts payable | 34,050,000 | 31,374,000 | |
Accrued expenses | 37,644,000 | 36,616,000 | |
Unearned revenues | 19,959,000 | 21,050,000 | |
Accrued interest | 8,296,000 | 8,277,000 | |
Other current liabilities | 5,000,000 | 4,776,000 | |
Total current liabilities | 113,183,000 | 110,289,000 | |
Capital lease obligations, less current portion | 12,674,000 | 13,010,000 | |
Bank indebtedness and other long-term debt, less current portion | 963,243,000 | 965,213,000 | |
Deferred tax liability | 110,672,000 | 114,186,000 | |
Accrued insurance | 8,876,000 | 8,311,000 | |
Other noncurrent liabilities | 223,114,000 | 221,887,000 | |
Total liabilities | 1,431,762,000 | 1,432,896,000 | |
Stockholder’s equity: | |||
Common stock | 0 | 0 | |
Capital in excess of par value | 359,466,000 | 359,233,000 | |
Accumulated deficit | (91,943,000) | (95,199,000) | |
Accumulated other comprehensive loss | (1,586,000) | (1,886,000) | |
Total stockholder’s equity | 265,937,000 | 262,148,000 | |
Total liabilities and stockholder’s equity | 1,697,699,000 | 1,695,044,000 | |
Common Stock [Member] | |||
Stockholder’s equity: | |||
Common stock | 0 | 0 | |
Additional Paid-in Capital [Member] | |||
Stockholder’s equity: | |||
Capital in excess of par value | 359,466,000 | 359,233,000 | |
Retained Earnings [Member] | |||
Stockholder’s equity: | |||
Accumulated deficit | (91,943,000) | (95,199,000) | |
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Stockholder’s equity: | |||
Accumulated other comprehensive loss | $ (1,586,000) | $ (1,886,000) | |
[1] | Excluding net deferred financing costs |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
REVENUES: | ||||
Total revenues | $ 217,358,000 | $ 211,784,000 | $ 472,262,000 | $ 476,743,000 |
Company store operating costs: | ||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 6,854,000 | 17,802,000 | 15,341,000 | |
Total cost of food, beverage, entertainment and merchandise | 31,315,000 | 29,677,000 | 68,056,000 | 66,381,000 |
Labor expenses | 62,618,000 | 60,351,000 | 129,966,000 | 126,738,000 |
Rent expense | 24,714,000 | 23,906,000 | 48,764,000 | 47,225,000 |
Other store operating expenses | 37,069,000 | 35,967,000 | 75,132,000 | 72,716,000 |
Total company store operating costs | 155,716,000 | 149,901,000 | 321,918,000 | 313,060,000 |
Other costs and expenses: | ||||
Advertising expense | 12,977,000 | 12,237,000 | 26,952,000 | 25,619,000 |
General and administrative expenses | 13,416,000 | 13,719,000 | 26,325,000 | 29,090,000 |
Depreciation and amortization | 25,493,000 | 27,623,000 | 52,065,000 | 55,928,000 |
Transaction and severance costs | 191,000 | 490,000 | 725,000 | 570,000 |
Asset impairments | 1,591,000 | 0 | 1,591,000 | 0 |
Total operating costs and expenses | 209,384,000 | 203,970,000 | 429,576,000 | 424,267,000 |
Operating income (loss) | 7,974,000 | 7,814,000 | 42,686,000 | 52,476,000 |
Interest Income (Expense), Net | 19,113,000 | 17,061,000 | 37,671,000 | 34,123,000 |
Income (loss) before income taxes | (11,139,000) | (9,247,000) | 5,015,000 | 18,353,000 |
Income tax expense (benefit) | (2,174,000) | (3,317,000) | 1,759,000 | 7,061,000 |
Net income (loss) | (8,965,000) | (5,930,000) | 3,256,000 | 11,292,000 |
Weighted average common shares outstanding: | ||||
Comprehensive income (loss) | (8,820,000) | (5,510,000) | 3,556,000 | 11,831,000 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 145,000 | 420,000 | 300,000 | 539,000 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 300,000 | |||
Retained Earnings [Member] | ||||
Other costs and expenses: | ||||
Net income (loss) | 3,256,000 | |||
Food and Beverage [Member] | ||||
REVENUES: | ||||
Total revenues | 96,258,000 | 97,411,000 | 214,635,000 | 221,830,000 |
Company store operating costs: | ||||
Total cost of food, beverage, entertainment and merchandise | 22,894,000 | 22,823,000 | 50,254,000 | 51,040,000 |
Franchise [Member] | ||||
REVENUES: | ||||
Total revenues | 5,196,000 | 4,649,000 | 10,606,000 | 9,272,000 |
Entertainment [Member] | ||||
REVENUES: | ||||
Total revenues | 115,904,000 | 109,724,000 | 247,021,000 | 245,641,000 |
Company store operating costs: | ||||
Total cost of food, beverage, entertainment and merchandise | $ 8,421,000 | $ 6,854,000 | $ 17,802,000 | $ 15,341,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Net income (loss) | $ (8,965) | $ (5,930) | $ 3,256 | $ 11,292 |
Components of other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | 145 | 420 | 300 | 539 |
Total components of other comprehensive income (loss), net of tax | 300 | |||
Comprehensive income (loss) | $ (8,820) | $ (5,510) | 3,556 | $ 11,831 |
Retained Earnings [Member] | ||||
Net income (loss) | $ 3,256 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jul. 01, 2018 | Jul. 02, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 3,256,000 | $ 11,292,000 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 52,065,000 | 55,928,000 |
Deferred income taxes | (3,626,000) | (3,589,000) |
Stock-based compensation expense | 227,000 | 336,000 |
Amortization of lease related liabilities | (508,000) | (237,000) |
Amortization of original issue discount and deferred debt financing costs | 2,226,000 | 2,273,000 |
Loss on asset disposals, net | 2,038,000 | 3,716,000 |
Asset Impairment Charges | 1,591,000 | 0 |
Noncash Rent Expense | 2,931,000 | 2,101,000 |
Other adjustments | 348,000 | 9,000 |
Changes in operating assets and liabilities: | ||
Increase (Decrease) in Receivables | 2,380,000 | 2,770,000 |
Inventories | 1,314,000 | (7,453,000) |
Prepaid expenses | (7,430,000) | (2,587,000) |
Accounts payable | 1,439,000 | 8,031,000 |
Accrued expenses | 1,134,000 | (3,090,000) |
Other liabilities | (1,089,000) | 2,905,000 |
Income taxes (receivable) payable | 14,000 | 54,000 |
Increase (Decrease) in Income Taxes Payable | 4,964,000 | 2,933,000 |
Increase (Decrease) in Deferred Landlord Contributions | 1,751,000 | 1,210,000 |
Net Cash Provided by (Used in) Operating Activities | 65,025,000 | 76,602,000 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (36,808,000) | (47,045,000) |
Payments to Develop Software | (1,022,000) | (2,075,000) |
Proceeds from Sale of Property, Plant, and Equipment | 412,000 | 237,000 |
Net cash used in investing activities | (37,418,000) | (48,883,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of Notes Payable | 0 | (13,000) |
Repayments on senior term loan | (3,800,000) | (3,800,000) |
Repayments on note payable | (13,000) | |
Sale Leaseback Transaction, Gross Proceeds, Financing Activities | 0 | 4,073,000 |
Payments of Financing Costs | 395,000 | 0 |
Payments on capital lease obligations | (295,000) | (218,000) |
Sale Leaseback Transaction, Payments, Financing Activities | (1,384,000) | (1,161,000) |
Excess tax benefit realized from stock-based compensation | 1,447,000 | |
Adjustments to Additional Paid in Capital, Other | 0 | 1,447,000 |
Net cash used in financing activities | (5,874,000) | 328,000 |
Effect of foreign exchange rate changes on cash | 49,000 | 239,000 |
Change in cash, cash equivalents and restricted cash | 21,782,000 | 28,286,000 |
Cash, cash equivalents and restricted cash at beginning of period | 67,312,000 | 61,291,000 |
Cash, cash equivalents and restricted cash at end of period | 89,094,000 | 89,577,000 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid | 35,906,000 | 31,861,000 |
Income taxes paid, net | 421,000 | 7,716,000 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrued construction costs | $ 1,352,000 | $ 2,214,000 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 01, 2018 | |
Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies: | Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. Our venues provide our guests with a variety of family entertainment and dining alternatives. All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“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 venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $1.3 million and $1.2 million for the six months ended July 1, 2018 and July 2, 2017 , respectively. Our contributions to the Association Funds are eliminated in consolidation. On January 1, 2018 we adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) . As a result of the adoption of ASU 2016-15, Statement of Cash Flows (Topic 230) and ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, on January 1, 2018, certain reclassifications have been made in our Consolidated Statements of Cash Flows to conform with the current period presentation. For further details regarding the impact of these new accounting standards on our Consolidated financial statements “Recently Issued Accounting Guidance - Accounting Guidance Adopted - below. We reclassified $1.8 million and $3.7 million , respectively, of depreciation and amortization for the three and six months ended July 2, 2017 which was previously included in “General and administrative expenses” and we reclassified “Depreciation and amortization” of $25.8 million and $52.2 million , respectively, for the three months and six months ended July 2, 2017 from “Company venue operating costs” to a single classification as “Depreciation and amortization” now shown in “Other costs and expenses” in our Consolidated Statements of Earnings, to conform to the current period’s presentation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. 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 unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Interim Financial Statements The accompanying Consolidated Financial Statements as of and for the three and six months ended July 1, 2018 and July 2, 2017 are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and, consequently, do not include all of the information and footnote disclosures required by GAAP. In the opinion of management, the Consolidated Financial Statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of its consolidated results of operations, financial position and cash flows as of the dates and for the periods presented in accordance with GAAP and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). All intercompany accounts have been eliminated in consolidation. Consolidated results of operations for interim periods are not necessarily indicative of results for the full year. The unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 , filed with the SEC on March 28, 2018 . |
Revenue Revenue
Revenue Revenue | 6 Months Ended |
Jul. 01, 2018 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Revenue | Revenue: Food, beverage and merchandise revenues from company-operated venues are recognized when sold. A portion of our entertainment revenue includes customer purchases of game play credits on Play Pass game cards. We recognize a liability for the estimated amount of unused game play credits which we believe our customers will utilize in the future, based on credits remaining on Play Pass cards and utilization patterns. We sell gift cards to our customers in our venues 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. On January 1, 2018 we adopted the revenue guidance set forth in ASU 2016-10. Under the new guidance, there is a five-step model to apply to revenue recognition. The five-steps consist of: (i) the determination of whether a contract, an agreement between two or more parties that creates legally enforceable rights and obligations, exists; (ii) the identification of the performance obligations in the contract; (iii) the determination of the transaction price; (iv) the allocation of the transaction price to the performance obligations in the contract; and (v) recognition of revenue when (or as) the performance obligation is satisfied. ASU 2016-10 requires us to recognize initial and renewal franchise and development fees on a straight-line basis over the life of the related franchise agreement or the renewal period. Historically, we recognized revenue from initial franchise and development fees upon the opening of a franchised restaurant when we completed all of our material obligations and initial services. Additionally, our national advertising fund receipts from Association members are now accounted for on a gross basis as “Franchise fees and royalties,” when historically they were netted against “Advertising expense.” Revenue related to advertising contributions from our franchisees was $0.6 million and $1.3 million in the three and six months ended July 1, 2018 , respectively, and is recorded in “Franchise fees and royalties” in our Consolidated Statement of Earnings. Liabilities relating to unused game credits, Play Pass game cards, gift card liabilities and deferred franchise and development fees are included in “Unearned revenues” on our Consolidated Balance Sheets. The following table presents changes in the Company’s Unearned revenue balances during the six months ended July 1, 2018 : Balance at Balance at January 1, 2018 Revenue Deferred Revenue Recognized July 1, 2018 (in thousands) PlayPass related deferred revenue $ 12,035 $ 36,136 $ (38,183 ) $ 9,988 Gift card related deferred revenue 3,868 2,883 (3,476 ) 3,275 Unearned franchise and development fees 4,274 1,045 (31 ) 5,288 Other unearned revenues 873 13,547 (13,012 ) 1,408 Total unearned revenue $ 21,050 $ 53,611 $ (54,702 ) $ 19,959 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jul. 01, 2018 | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment | 3. Property and Equipment Asset Impairments During the three and six months ended July 1, 2018 we recognized an impairment charge of $1.6 million , primarily related to one venue. This impairment charge was the result of a decline in the venue’s financial performance, primarily related to various economic factors in the market in which the venue is located. As of July 1, 2018 , the aggregate carrying value of the property and equipment at impaired venues, after the impairment charge, was $0.4 million for venues impaired in 2018 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jul. 01, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Intangible Assets, Net: The following table presents our indefinite and definite-lived intangible assets at July 1, 2018 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Favorable lease agreements (1) 10 14,880 (7,976 ) 6,904 Franchise agreements 25 53,300 (8,222 ) 45,078 $ 494,880 $ (16,198 ) $ 478,682 __________________ (1) In connection with the Merger, as defined in Note 12 “Consolidating Guarantor Financial Information”, and the acquisition of Peter Piper Pizza in October 2014, 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. Amortization expense related to favorable lease agreements was $0.3 million and $ 0.4 million for the three months ended July 1, 2018 and July 2, 2017 , respectively, and $ 0.7 million and $ 0.9 million for the six months ended July 1, 2018 and July 2, 2017 , respectively, and is included in “Rent expense” in our Consolidated Statements of Earnings. Amortization expense related to franchise agreements was $0.5 million for both the three months ended July 1, 2018 and July 2, 2017 , respectively, and $ 1.0 million for both the six months ended July 1, 2018 and July 2, 2017 , respectively, and is included in “Depreciation and amortization” in our Consolidated Statements of Earnings. |
Accounts Payable (Notes)
Accounts Payable (Notes) | 6 Months Ended |
Jul. 01, 2018 | |
Notes Payable, Other Payables [Member] | |
Accounts Payable [Line Items] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Accounts payable consisted of the following as of the dates presented: July 1, 2018 December 31, 2017 (in thousands) Trade and other amounts payable $ 23,881 $ 20,492 Book overdraft 10,169 10,882 Accounts payable $ 34,050 $ 31,374 The book overdraft balance represents checks issued but not yet presented to banks. |
Indebtedness and Interest Expen
Indebtedness and Interest Expense | 6 Months Ended |
Jul. 01, 2018 | |
Debt Disclosure [Abstract] | |
Indebtedness and Interest Expense | Indebtedness and Interest Expense: Our long-term debt consisted of the following as of the dates presented: July 1, December 31, (in thousands) Term loan facility $ 727,700 $ 731,500 Senior notes 255,000 255,000 Total debt outstanding 982,700 986,500 Less: Unamortized original issue discount (1,424 ) (1,694 ) Deferred financing costs, net (10,433 ) (11,993 ) Current portion (7,600 ) (7,600 ) Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion $ 963,243 $ 965,213 Secured Credit Facilities Our secured credit facilities include (i) a $760.0 million term loan facility with a maturity date of February 14, 2021 (the “term loan facility”) and (ii) a $150.0 million senior secured revolving credit facility with an original 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” and together with the term loan facility, the “secured credit facilities”). The term loan facility requires scheduled quarterly payments equal to 0.25% of the original principal amount from July 2014 to December 2020 , with the remaining balance paid at maturity, February 14, 2021 . We had no borrowings outstanding and $9.0 million and $9.9 million , respectively of issued but undrawn letters of credit under the revolving credit facility as of July 1, 2018 and December 31, 2017 , respectively. On May 8, 2018 we entered into an incremental assumption agreement with certain of our revolving credit facility lenders to extend the maturity on $95.0 million of the revolving credit facility through November 16, 2020 . In connection with the extension of the maturity date, we agreed to the following covenants for the benefit of the revolving credit facility lenders: (a) with respect to each fiscal year (commencing with the fiscal year ending December 30, 2018), to the extent we have excess cash flow (as defined in the secured credit facilities), we will make one or more optional prepayments of term loans, to the extent required, such that the amount of such optional prepayments, together with the mandatory excess cash flow prepayment of term loans required under the secured credit facilities in respect of such fiscal year, shall equal at least 75% of the Company’s excess cash flow for such fiscal year (subject to step-downs based on our net first lien senior secured leverage ratio, and subject to a certain excess cash flow threshold amount) and (b) we shall not incur additional first lien debt in connection with certain acquisitions, mergers or consolidations unless our net first lien senior secured leverage ratio is not greater than 3.65 to 1.00 on a pro forma basis. The maturity date of the amount of the revolving credit facility that was not extended remains February 14, 2019 . The term loan was issued net of $3.8 million of original issue discount. We also paid $17.8 million and $3.8 million in debt financing costs related to the term loan facility and revolving credit facility inclusive of costs incurred in connection with the May 8, 2018 incremental assumption agreement, respectively. All debt financing costs were 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 related to the term loan facility are amortized over the life of the term loan facility, and the deferred financing costs related to the revolving credit facility are being amortized through November 16, 2020 , 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 base applicable margin 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 LIBOR borrowings under the term loan facility is subject to one step-down from 3.25% to 3.00% based on our net first lien senior secured leverage ratio and the applicable margin for LIBOR borrowings under the revolving credit facility is subject to two step-downs from 3.25% to 3.00% and 2.75% based on our net first lien senior secured leverage ratio. Effective March 4, 2016, the applicable margin for both our term loan facility and revolving credit facility stepped down to 3.0%. Effective November 16, 2017 , the applicable margin for LIBOR borrowings under both the term loan facility and the revolving credit facility returned to their previous level of 3.25% . In addition to paying interest on outstanding principal under the secured credit facilities, we are required to pay a commitment fee to the lenders under the revolving credit facility with respect to the unutilized commitments thereunder. The base applicable commitment fee rate under the revolving credit facility was 0.50% per annum and is subject to one step-down from 0.50% to 0.375% based on our net 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 such letter of credit. During the six months ended July 1, 2018 , the federal funds rate ranged from 1.34% to 1.92% , the prime rate ranged from 4.50% to 5.00% and the one-month LIBOR ranged from 1.55% to 2.10% . The weighted average effective interest rate incurred on our borrowings under our secured credit facilities was 5.6% and 4.6% for the six months ended July 1, 2018 and July 2, 2017 , respectively, which includes amortization of deferred financing 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. Obligations under the secured credit facilities are unconditionally guaranteed by Queso Holdings Inc. (“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% of the capital stock of the first-tier foreign subsidiaries that are not subsidiary guarantors, in each case subject to exceptions. Such security interests consist of first priority liens with respect to the collateral. The secured credit facilities also contain customary affirmative and negative covenants, and events of default, which limit our ability to, among other things: incur additional debt or issue certain preferred shares; create liens on certain assets; make certain loans or investments (including acquisitions); pay dividends on or make distributions with respect to our capital stock or make other restricted payments; consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; sell assets; enter into certain transactions with our affiliates; enter into sale-leaseback transactions; change our lines of business; restrict dividends from our subsidiaries or restrict liens; change our fiscal year; and modify the terms of certain debt or organizational agreements.. 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 the last twelve months’ EBITDA, as defined in the senior credit facilities). The covenant will be tested quarterly if the revolving credit facility is more than 30% 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% drawn thereunder. Senior Unsecured Debt Our senior unsecured debt consists of $255.0 million aggregate principal amount borrowings of 8.0% Senior Notes due 2022 (the “senior notes”). The senior notes bear interest at a rate of 8.0% per year and mature on February 15, 2022. 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”). We paid $6.4 million in debt issuance costs related to the senior notes, 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 and are included in “Interest expense” in our Consolidated Statements of Earnings. 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. The weighted average effective interest rate incurred on borrowings under our senior notes was 8.2% for the both six months ended July 1, 2018 and July 2, 2017 , which included amortization of deferred financing costs and other fees related to our senior notes. Interest Expense Interest expense consisted of the following for the periods presented: Three Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 9,681 $ 7,619 Senior notes 5,083 5,083 Capital lease obligations 431 414 Sale leaseback obligations 2,623 2,663 Amortization of deferred financing costs 954 1,001 Other 341 281 Total interest expense $ 19,113 $ 17,061 Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 18,800 $ 15,226 Senior notes 10,165 10,165 Capital lease obligations 859 831 Sale leaseback obligations 5,252 5,302 Amortization of deferred financing costs 1,955 2,003 Other 640 596 Total interest expense $ 37,671 $ 34,123 __________________ (1) Includes amortization of original issue discount. The weighted average effective interest rate incurred on our borrowings under our secured credit facilities and senior notes (including amortized debt issuance costs, amortization of original issue discount, commitment and other fees related to the secured credit facilities and senior notes) was 6.3% for the six months ended July 1, 2018 and 5.5% for the six months ended July 2, 2017 , respectively. We were in compliance with the debt covenants in effect as of July 1, 2018 for both the secured credit facilities and the senior notes. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jul. 01, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: Fair value measurements of financial instruments 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 periods presented: July 1, 2018 December 31, 2017 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt: Current portion $ 7,600 $ 7,068 $ 7,600 $ 7,220 Long-term portion (2) 973,676 896,189 977,206 937,662 Bank indebtedness and other long-term debt: $ 981,276 $ 903,257 $ 984,806 $ 944,882 _________________ (1) Excluding net deferred financing costs. (2) Net of original issue discount. Our financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, our secured credit facilities and our senior notes. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximates fair value because of their short maturities. The estimated fair value of our secured credit facilities, term loan facility and senior notes was determined by using the respective average of the ask and bid price of our outstanding borrowings under our term loan facility and the senior notes as of the nearest open market date preceding the reporting period end. The average of the ask and bid price 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 the six months ended July 1, 2018 and July 2, 2017 , there were no significant transfers among Level 1, 2 or 3 fair value determinations. |
Other Non-current Liabilities
Other Non-current Liabilities | 6 Months Ended |
Jul. 01, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other noncurrent liabilities consisted of the following as of the dates presented: July 1, 2018 December 31, 2017 (in thousands) Sale leaseback obligations, less current portion $ 176,324 $ 177,933 Deferred rent liability 29,775 27,951 Deferred landlord contributions 7,571 6,282 Long-term portion of unfavorable leases 4,577 5,453 Other 4,867 4,268 Total other noncurrent liabilities $ 223,114 $ 221,887 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 01, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 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. All necessary loss accruals based on the probability and estimate of loss have been recorded. Employment-Related Litigation: On October 10, 2014, former General Manager Richard Sinohui filed a purported class action lawsuit against CEC Entertainment in the Superior Court of California, Riverside County (the “Sinohui Litigation”), claiming to represent other similarly-situated current and former General Managers of CEC Entertainment in California during the period October 10, 2010 to the present. The lawsuit sought an unspecified amount in damages and to certify a class based on allegations that CEC Entertainment wrongfully classified current and former California General Managers as exempt from overtime protections; that such General Managers worked more than 40 hours a week without overtime premium pay, paid rest periods, and paid meal periods; and that CEC Entertainment failed to provide accurate itemized wage statements or to pay timely wages upon separation from employment, 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 also alleged that CEC Entertainment failed to reimburse General Managers for certain business expenses, including for personal cell phone usage and mileage, in violation of the California Labor Code; he also asserted a claim for civil penalties under the California Private Attorneys General Act (“PAGA”). On December 5, 2014, CEC Entertainment removed the Sinohui Litigation to the U.S. District Court for the Central District of California, Southern Division. On March 16, 2016, the Court issued an order denying in part and granting in part Plaintiff’s Motion for Class Certification. Specifically, the Court denied Plaintiff’s motion to the extent that he sought to certify a class on Plaintiff’s misclassification and wage statement claims, but certified a class with respect to Plaintiff’s claims that CEC Entertainment had wrongfully failed to reimburse him for cell phone expenses and/or mileage. On June 14, 2016, the Court dismissed Sinohui’s PAGA claim. After participating in mediation on April 19, 2017, the parties agreed to settle all of Sinohui’s individual and class claims. Pursuant to the basic terms of their settlement, Sinohui will grant a complete release to CEC Entertainment on behalf of himself and the class of all claims that he asserted or could have asserted against the Company, based on the facts that gave rise to the certified reimbursement claim in the Sinohui Litigation, in exchange for the Company’s settlement payment. On December 13, 2017, the Court entered its order granting preliminary approval of the parties’ settlement and setting a final fairness hearing for June 15, 2018. Pursuant to the order, Plaintiff filed his motion for final approval of the parties’ settlement on April 27, 2018; the Court then set the motion for hearing on June 15, 2018. By order dated June 6, 2018, the Court continued the hearing on the motion for final approval to September 21, 2018. The settlement of this lawsuit should not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. On January 30, 2017, former Technical Manager Kevin French filed a purported class action lawsuit against the Company in the U. S. District Court for the Northern District of California (“the French Federal Court Lawsuit”), alleging that CEC Entertainment failed to pay overtime wages, failed to issue accurate itemized wage statements, failed to pay wages due upon separation of employment, and failed to reimburse for certain business expenses, including for mileage and personal cell phone usage, in violation of the California Labor Code and federal law, and seeking to certify separate classes on his federal and state claims. On October 30, 2017, the parties conducted a mediation. At the conclusion of the mediation, the parties agreed to settle all of French’s class and individual claims. Pursuant to the parties’ agreement, on November 14, 2017, the Federal Court Lawsuit was dismissed, and on November 15, 2017, Plaintiff filed a new lawsuit in Superior Court of San Bernadino County, California (the “French State Court Lawsuit”). The French State Court Lawsuit carried forward only the California state law claims alleging a failure to reimburse for business expenses, and sought to certify a class of CEC California Senior Assistant Managers, Assistant Managers, Technical Managers and Assistant Technical Managers who were authorized to drive on behalf of CEC from January 30, 2013 through April 27, 2018. On December 20, 2017, further pursuant to the parties’ settlement, Plaintiff filed a Notice of Settlement. The Court entered an order preliminarily approving of the parties’ settlement on May 17, 2018; in that same order, the Court set the final approval hearing for October 15, 2018. The settlement of this action will 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 CEC Entertainment had entered into an agreement (“Merger Agreement”), pursuant to which an entity controlled by Apollo Global Management, LLC and its subsidiaries merged with and into CEC Entertainment, with CEC Entertainment surviving the merger (“the Merger”), four putative shareholder class actions were filed in the District Court of Shawnee County, Kansas, on behalf of purported stockholders of CEC Entertainment, against A.P. VIII Queso Holdings, L.P., CEC Entertainment, CEC Entertainment's directors, Apollo and Merger Sub (as defined in the Merger Agreement), in connection with the Merger Agreement and the transactions contemplated thereby. These actions were consolidated into one action (the “Consolidated Shareholder Litigation”) in March 2014, and on July 21, 2015, a consolidated class action petition was filed as the operative consolidated complaint, asserting claims against CEC’s former directors, adding The Goldman Sachs Group (“Goldman Sachs”) as a defendant, and removing all Apollo entities as defendants (the “Consolidated Class Action Petition”). The Consolidated Class Action Petition alleges that CEC Entertainment’s directors breached their fiduciary duties to CEC Entertainment’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 CEC Entertainment’s board who also served as the senior managers of CEC Entertainment 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. The Company assumed the defense of the Consolidated Shareholder Litigation on behalf of CEC’s named former directors and Goldman Sachs pursuant to existing indemnity agreements. On March 23, 2016, the Court conducted a hearing on the defendants’ Motion to Dismiss the Consolidated Class Action Petition and on March 1, 2017, the Special Master appointed by the Court issued a report recommending to the Court that the Consolidated Class Action Petition be dismissed in its entirety. On March 17, 2017, Plaintiffs filed objections to the Special Master’s report and recommendation with the Kansas court and separately filed a motion with the Special Master to amend the complaint as to Goldman Sachs, but not objecting to the dismissal of CEC or its former directors. On November 20, 2017, the Special Master filed a Supplemental Report recommending to the Court that Plaintiffs’ motion for leave to amend be denied; if the District Court accepts the Special Master’s supplemental recommendations, the case will be dismissed in its entirety. Both remaining parties (Plaintiffs and Goldman Sachs) filed objections to the Supplemental Report on December 22, 2017, and the parties filed responses to these objections on February 16, 2018. The District Court has not yet set this case for trial. 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. Peter Piper, Inc. Litigation: On September 8, 2016, Diane Jacobson filed a purported class action lawsuit against Peter Piper, Inc. (“Peter Piper”) in the U.S. District Court for the District of Arizona, Tucson Division (the “Jacobson Litigation”). The plaintiff claims to represent other similarly-situated consumers who, within the two years prior to the filing of the Jacobson Litigation, received a printed receipt on which Peter Piper allegedly printed more than the last five digits of the consumer’s credit/debit card number, in violation of the Fair and Accurate Credit Transactions Act. On November 11, 2016, Peter Piper filed a motion to dismiss the Jacobson Litigation. After the plaintiff filed her opposition to the Motion to Dismiss and Peter Piper filed its reply in support thereof, the motion was submitted to the Court for ruling on December 22, 2016. On February 2, 2017, the Court stayed the Jacobson Litigation pending the decision of the U.S. Ninth Circuit Court of Appeals in Noble v. Nevada Check Cab Corp. , a case that presented an issue for decision that is relevant to Peter Piper’s motion to dismiss. On March 9, 2018, the Ninth Circuit issued its decision in the Noble case, setting precedent that favors Peter Piper’s position in the Jacobson Litigation. Based on the appellate court’s decision in that case, on March 15, 2018 Peter Piper filed a motion to lift the stay and requesting that the trial court grant its motion to dismiss. On June 28, 2018, the magistrate judge issued a report recommending that the District Court grant Peter Piper’s motion to dismiss and dismiss the plaintiff’s claims without prejudice to their refiling. On August 3, 2018, the District Court accepted the magistrate judge’s recommendation and entered an order dismissing the lawsuit without prejudice to its refiling. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 01, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes: | Income Taxes: Our income tax expense consists of the following for the periods presented: Three Months Ended July 1, 2018 July 2, 2017 (in thousands) Federal and state income taxes $ (2,251 ) $ (3,420 ) Foreign income taxes (1) 77 103 Income tax benefit $ (2,174 ) $ (3,317 ) Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Federal and state income taxes $ 1,284 $ 6,678 Foreign income taxes (1) 475 383 Income tax expense $ 1,759 $ 7,061 _________________ (1) Including foreign taxes withheld. Our effective income tax rates for the three and six months ended July 1, 2018 were 19.5% and 35.1% , respectively, as compared to 35.9% and 38.5% , respectively, for the three and six months ended July 2, 2017 . Our effective income tax rate for the three and six months ended July 1, 2018 was impacted by the reduction in the U.S. federal statutory corporate income tax rate from 35% to 21% resulting from the Tax Cuts and Jobs Act (TCJA) signed into law on December 22, 2017 . Our effective income tax rate for the three and six months ended July 1, 2018 differs from the statutory tax rate primarily due to state income taxes, the favorable impact of employment-related federal income tax credits, a one-time adjustment to deferred taxes (the tax effect of the cumulative foreign currency translation adjustment existing as of January 1, 2018 ) resulting from the change in our intent to no longer indefinitely reinvest monies previously loaned to our Canadian subsidiary partially offset by the negative impact of nondeductible litigation costs related to the Merger, non-deductible penalties, and state tax legislation enacted during the second quarter of 2018 that increased the amount of income subject to state taxation and changed state income tax rates. Our effective income tax rates for the three and six months ended July 2, 2017 differed from the statutory rate primarily due to state income taxes and the favorable impact of employment-related federal income tax credits. The TCJA’s reduction in the U.S. corporate tax rate from 35% to 21% (effective for Fiscal 2018 ) and increased allowance for bonus depreciation will have a favorable impact on our future net income and cash flows. While we were able to make provisional estimates for the impact of the TJCA, the actual results may differ from these estimates, due to, among other things, changes in our interpretations and assumptions relating to the changes made by the TCJA and additional guidance that is anticipated to be issued by the U.S. Treasury and Internal Revenue Service regarding (i) the newly enacted increase in bonus depreciation for qualifying assets acquired and placed in service after September 27, 2017 , (ii) the expansion of the limitation under Section 162(m) relating to the deductibility of executive compensation in excess of $1.0 million , and (iii) the one-time transition tax, net of foreign tax credits and operating losses, on earnings of foreign subsidiaries that were previously deferred from U.S. tax. For the periods presented herein, we have used the year-to-date effective tax rate (the “discrete method”), as prescribed by ASC 740-270, Accounting for Income Taxes-Interim Reporting when a reliable estimate of the estimated annual rate cannot be made. We believe at this time, the use of the discrete method is more appropriate than the annual effective tax rate method due to significant variations in the customary relationship between income tax expense and projected annual pre-tax income or loss which occurs when annual projected pre-tax income or loss nears a relatively small amount in comparison to the differences between income and deductions determined for financial statement purposes versus income tax purposes. Using the discrete method, we have determined our current and deferred income tax expense as if the interim period were an annual period. Our liability for uncertain tax positions (excluding interest and penalties) was $3.9 million as of July 1, 2018 and December 31, 2017 and if recognized would decrease our provision for income taxes by $2.7 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 $1.1 million as a result of settlements with certain taxing authorities and expiring statutes of limitations within the next twelve months. Total accrued interest and penalties related to unrecognized tax benefits as of July 1, 2018 and December 31, 2017 was $1.1 million and $1.0 million , respectively. On the Consolidated Balance Sheets, we include current interest related to unrecognized tax benefits in “Accrued interest,” current penalties in “Accrued expenses” and noncurrent accrued interest and penalties in “Other noncurrent liabilities.” |
Stock-Based Compensation Arrang
Stock-Based Compensation Arrangements | 6 Months Ended |
Jul. 01, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | A summary of the options outstanding under the equity incentive plan as of July 1, 2018 and the activity for the six months ended July 1, 2018 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 31, 2017 2,349,288 $9.00 Options Granted 112,769 $13.73 Options Exercised (7,745 ) $9.96 Options Forfeited (191,632 ) $9.58 Outstanding stock options, July 1, 2018 2,262,680 $9.17 6.2 $ 132 Stock options expected to vest, July 1, 2018 1,573,236 $9.40 6.3 $ — Exercisable stock options, July 1, 2018 514,639 $8.41 5.8 $ 423 __________________ (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 July 1, 2018 , we had $1.1 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 2.8 years. |
Stock-Based Compensation Arrangements | Six Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 233 $ 343 Portion capitalized as property and equipment (1) (6 ) (7 ) Stock-based compensation expense recognized $ 227 $ 336 The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 166 $ 189 Portion capitalized as property and equipment (1) (3 ) (3 ) Stock-based compensation expense recognized $ 163 $ 186 Six Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 233 $ 343 Portion capitalized as property and equipment (1) (6 ) (7 ) Stock-based compensation expense recognized $ 227 $ 336 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jul. 01, 2018 | |
Equity [Abstract] | |
Stockholders’ Equity: | Stockholder’s Equity: The following table summarizes the changes in stockholder’s equity during the six months ended July 1, 2018 : Common Stock Capital In Accumulated Deficit Accumulated Shares Amount Total (in thousands, except share information) Balance at December 31, 2017 200 $ — $ 359,233 $ (95,199 ) $ (1,886 ) $ 262,148 Net income — — 3,256 3,256 Other comprehensive income — — 300 300 Stock-based compensation costs — — 233 233 Balance July 1, 2018 200 $ — $ 359,466 $ (91,943 ) $ (1,586 ) $ 265,937 |
Condensed Consolidating Schedul
Condensed Consolidating Schedules | 6 Months Ended |
Jul. 01, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Financial Statements | Consolidating Guarantor Financial Information: On February 14, 2014, CEC Entertainment, Inc. (the “Issuer”) merged with and into an entity controlled by Apollo Global Management, LLC and its subsidiaries, which we refer to as the “Merger.” The senior notes issued by 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. Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended July 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 184,259 $ 27,396 $ 2,980 $ — $ 214,635 Entertainment and merchandise sales 215,770 25,874 5,377 — 247,021 Total company venue sales 400,029 53,270 8,357 — 461,656 Franchise fees and royalties 1,000 8,359 1,247 — 10,606 International Association assessments and other fees 574 18,751 19,090 (38,415 ) — Total revenues 401,603 80,380 28,694 (38,415 ) 472,262 Operating Costs and Expenses: Company venue operating costs: Cost of food and beverage 41,733 7,497 1,024 — 50,254 Cost of entertainment and merchandise 16,665 848 289 — 17,802 Total cost of food, beverage, entertainment and merchandise 58,398 8,345 1,313 — 68,056 Labor expenses 117,290 10,088 2,588 — 129,966 Rent expense 43,697 4,008 1,059 — 48,764 Other venue operating expenses 85,295 7,382 1,806 (19,351 ) 75,132 Total company venue operating costs 304,680 29,823 6,766 (19,351 ) 321,918 Advertising expense 19,758 3,361 22,897 (19,064 ) 26,952 General and administrative expenses 8,521 16,837 967 — 26,325 Depreciation and amortization 45,645 5,445 975 — 52,065 Transaction, severance and related litigation costs 459 266 — — 725 Asset Impairments 86 1,505 — — 1,591 Total operating costs and expenses 379,149 57,237 31,605 (38,415 ) 429,576 Operating income (loss) 22,454 23,143 (2,911 ) — 42,686 Equity in earnings (loss) in affiliates 14,423 — — (14,423 ) — Interest expense 35,627 1,755 289 — 37,671 Income (loss) before income taxes 1,250 21,388 (3,200 ) (14,423 ) 5,015 Income tax expense (2,006 ) 4,414 (649 ) — 1,759 Net income (loss) $ 3,256 $ 16,974 $ (2,551 ) $ (14,423 ) $ 3,256 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 300 — 300 (300 ) 300 Comprehensive income (loss) $ 3,556 $ 16,974 $ (2,251 ) $ (14,723 ) $ 3,556 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended July 2, 2017 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 190,998 $ 27,725 $ 3,107 $ — $ 221,830 Entertainment and merchandise sales 207,645 32,923 5,073 — 245,641 Total company venue sales 398,643 60,648 8,180 — 467,471 Franchise fees and royalties 904 8,368 — — 9,272 International Association assessments and other fees 689 21,088 18,607 (40,384 ) — Total revenues 400,236 90,104 26,787 (40,384 ) 476,743 Operating Costs and Expenses: Company venue operating costs: Cost of food and beverage 42,931 7,152 957 — 51,040 Cost of entertainment and merchandise 14,230 804 307 — 15,341 Total cost of food, beverage, entertainment and merchandise 57,161 7,956 1,264 — 66,381 Labor expenses 114,837 9,379 2,522 — 126,738 Rent expense 43,104 3,053 1,068 — 47,225 Other venue operating expenses 85,680 6,545 2,295 (21,804 ) 72,716 Total company venue operating costs 300,782 26,933 7,149 (21,804 ) 313,060 Advertising expense 19,252 3,259 21,688 (18,580 ) 25,619 General and administrative expenses 10,137 18,803 150 — 29,090 Depreciation and amortization 50,044 4,820 1,064 — 55,928 Transaction, severance and related litigation costs 570 — — — 570 Total operating costs and expenses 380,785 53,815 30,051 (40,384 ) 424,267 Operating income (loss) 19,451 36,289 (3,264 ) — 52,476 Equity in earnings (loss) in affiliates 38,647 — — (38,647 ) — Interest expense 31,828 1,992 303 — 34,123 Income (loss) before income taxes 26,270 34,297 (3,567 ) (38,647 ) 18,353 Income tax expense (benefit) 14,978 (6,803 ) (1,114 ) — 7,061 Net income (loss) $ 11,292 $ 41,100 $ (2,453 ) $ (38,647 ) $ 11,292 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 539 — 539 (539 ) 539 Comprehensive income (loss) $ 11,831 $ 41,100 $ (1,914 ) $ (39,186 ) $ 11,831 |
Related Party Transactions (Not
Related Party Transactions (Notes) | 6 Months Ended |
Jul. 01, 2018 | |
Related Party Transaction [Line Items] | |
Related Party Transactions Disclosure [Text Block] | 13. Related Party Transactions: We reimburse Apollo Management, L.P. for certain out-of-pocket expenses incurred in connection with travel and Board of Directors related expenses. These expenses totaled $0.1 million for the three months ended July 1, 2018 and $0.2 million for the three months ended July 2, 2017 and $ 0.1 million and $ 0.3 million for the six months ended July 1, 2018 and July 2, 2017 , respectively, and are included in “General and administrative expenses” in our Consolidated Statements of Earnings. We utilize an Apollo portfolio company to provide security services to certain of our venues. These expenses totaled approximately $0.2 million for both the three months ended July 1, 2018 and July 2, 2017 , respectively, and $0.5 million for both the six months ended July 1, 2018 and July 2, 2017 , respectively, in connection with services provided by this Apollo portfolio company. These expenses are included in “Other venue operating expenses” in our Consolidated Statements of Earnings. |
Description of Business and S20
Description of Business and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 01, 2018 | |
Accounting Policies [Abstract] | |
Business Description and Basis of Presentation [Text Block] | 1. Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. Our venues provide our guests with a variety of family entertainment and dining alternatives. All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. Our venues provide our guests with a variety of family entertainment and dining alternatives. All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“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 venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $1.3 million and $1.2 million for the six months ended July 1, 2018 and July 2, 2017 , respectively. Our contributions to the Association Funds are eliminated in consolidation. On January 1, 2018 we adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) . As a result of the adoption of ASU 2016-15, Statement of Cash Flows (Topic 230) and ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, on January 1, 2018, certain reclassifications have been made in our Consolidated Statements of Cash Flows to conform with the current period presentation. For further details regarding the impact of these new accounting standards on our Consolidated financial statements “Recently Issued Accounting Guidance - Accounting Guidance Adopted - below. We reclassified $1.8 million and $3.7 million , respectively, of depreciation and amortization for the three and six months ended July 2, 2017 which was previously included in “General and administrative expenses” and we reclassified “Depreciation and amortization” of $25.8 million and $52.2 million , respectively, for the three months and six months ended July 2, 2017 from “Company venue operating costs” to a single classification as “Depreciation and amortization” now shown in “Other costs and expenses” in our Consolidated Statements of Earnings, to conform to the current period’s presentation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. 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 unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Interim Financial Statements The accompanying Consolidated Financial Statements as of and for the three and six months ended July 1, 2018 and July 2, 2017 are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and, consequently, do not include all of the information and footnote disclosures required by GAAP. In the opinion of management, the Consolidated Financial Statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of its consolidated results of operations, financial position and cash flows as of the dates and for the periods presented in accordance with GAAP and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). All intercompany accounts have been eliminated in consolidation. Consolidated results of operations for interim periods are not necessarily indicative of results for the full year. The unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 , filed with the SEC on March 28, 2018 . |
Basis of Presentation | Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“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 venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $1.3 million and $1.2 million for the six months ended July 1, 2018 and July 2, 2017 , respectively. Our contributions to the Association Funds are eliminated in consolidation. On January 1, 2018 we adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC Topic 606) . As a result of the adoption of ASU 2016-15, Statement of Cash Flows (Topic 230) and ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, on January 1, 2018, certain reclassifications have been made in our Consolidated Statements of Cash Flows to conform with the current period presentation. For further details regarding the impact of these new accounting standards on our Consolidated financial statements “Recently Issued Accounting Guidance - Accounting Guidance Adopted - below. We reclassified $1.8 million and $3.7 million , respectively, of depreciation and amortization for the three and six months ended July 2, 2017 which was previously included in “General and administrative expenses” and we reclassified “Depreciation and amortization” of $25.8 million and $52.2 million , respectively, for the three months and six months ended July 2, 2017 from “Company venue operating costs” to a single classification as “Depreciation and amortization” now shown in “Other costs and expenses” in our Consolidated Statements of Earnings, to conform to the current period’s presentation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. 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 unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Recently Issued Accounting Guidance | Recently Issued Accounting Guidance Accounting Guidance Adopted: Effective January 1, 2018, we adopted the following Accounting Standards Updates: (i) ASU 2016-04, Liabilities—Extinguishments of Liabilities (Subtopic 405-20). This amendment provides a narrow scope exception to Liabilities—Extinguishment of Liabilities (Subtopic 405-20) that requires breakage for those liabilities to be accounted for in accordance with the breakage guidance in ASU 2014-09 Revenue From Contracts With Customers (Topic 606). Under the new guidance, if an entity expects to be entitled to a breakage amount for a liability resulting from the sale of a prepaid stored-value product, the entity shall derecognize the amount related to the expected breakage in proportion to the pattern of rights expected to be exercised by the product holder only to the extent that it is probable that a significant reversal of the recognized breakage amount will not subsequently occur. If an entity does not expect to be entitled to a breakage amount for a prepaid stored-value product, the entity shall derecognize the amount related to the breakage when the likelihood of the product holder exercising its remaining rights becomes remote. The adoption of this amendment did not have a significant impact on our Consolidated Financial Statements. (ii) ASU 2016-10 , Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing (“ASU 2016-10”). This amendment updates the revenue guidance on identifying performance obligations and accounting for licenses of intellectual property, changing the FASB's previous proposals on right-of-use licenses and contractual restrictions. We elected the modified retrospective method to apply this standard. Under the modified retrospective method, results for reporting periods beginning on or after January 1, 2018 are presented under the revenue guidance in this amendment, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting treatment. The cumulative impact of adopting this amendment was not material, and as such we did not record an adjustment to our opening accumulated deficit in our Consolidated Balance Sheet as of January 1, 2018 . For further details, see Note 2. “Revenue.” (iii) ASU 2016-15, Statement of Cash Flows (Topic 230) and ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash on a retrospective basis . Amounts generally described as restricted cash and restricted cash equivalents are now presented with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Accordingly, as a result of the adoption of these amendments, we reclassified $0.1 million of restricted cash into cash, cash equivalents and restricted cash as of July 2, 2017 for a total balance of $89.6 million , which resulted in a reduction in net cash provided by operating activities of $0.2 million in the Consolidated Statement of Cash Flows for the six months ended July 2, 2017 . The adoption of these amendments did not impact net cash used in investing or financing activities for the six months ended July 2, 2017 . The adoption of these amendments also requires us to reconcile our cash balance on our Consolidated Statements of Cash Flows to the cash balance on our Consolidated Balance Sheets, as well as make disclosures about the nature of restricted cash balances. A reconciliation of “Cash and cash equivalents” and “Restricted cash” as presented in our Consolidated Balance Sheets for the periods presented and “Cash, cash equivalents and restricted cash” as presented in our Consolidated Statements of Cash Flows for the six months ended July 1, 2018 and July 2, 2017 is as follows: July 1, 2018 December 31, 2017 July 2, 2017 January 1, 2017 (in thousands) Cash and cash equivalents $ 88,887 $ 67,200 $ 89,462 $ 61,023 Restricted cash 207 112 115 268 Cash, cash equivalents and restricted cash $ 89,094 $ 67,312 $ 89,577 $ 61,291 __________________ (1) Restricted cash represents cash balances held by the Association that are restricted for use in our advertising, entertainment and media programs (see Note 1 “Description of Business and Summary of Significant Accounting Policies” for further discussion of the Association Funds). (iv) ASU 2017-04, Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment on a prospective basis. This amendment eliminates Step 2 from the goodwill impairment test, which measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill, from the goodwill impairment test. Instead, under the amendments in this ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. However, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. We early adopted this amendment on January 1, 2018 . The adoption of this amendment did not have a significant impact on our Consolidated Financial Statements. Accounting Guidance Not Yet Adopted: 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 Accounting Standards Codification (“ASC”) 606: Revenue from Contracts with Customers . The new guidance will be effective for us beginning December 31, 2018. We are currently evaluating the impact of the adoption of this guidance on our Consolidated Financial Statements, but we expect this will have a material effect on our balance sheet since the Company has a significant amount of operating and capital lease arrangements. In February 2018, the FASB issued ASU 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This standard provides companies with an option to reclassify stranded tax effects resulting from enactment of the Tax Cuts and Jobs Act ("TCJA") from accumulated other comprehensive income to retained earnings. This ASU will be effective for us for annual and interim periods beginning on December 31, 2019. Early adoption of this standard is permitted and may be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the tax rate as a result of TCJA is recognized. We do not expect the adoption of this ASU to have a material impact on our results of operations, financial position and cash flows. |
Description of Business and S21
Description of Business and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Accounting Policies [Abstract] | |
Cash, cash equivalents and restricted cash | A reconciliation of “Cash and cash equivalents” and “Restricted cash” as presented in our Consolidated Balance Sheets for the periods presented and “Cash, cash equivalents and restricted cash” as presented in our Consolidated Statements of Cash Flows for the six months ended July 1, 2018 and July 2, 2017 is as follows: July 1, 2018 December 31, 2017 July 2, 2017 January 1, 2017 (in thousands) Cash and cash equivalents $ 88,887 $ 67,200 $ 89,462 $ 61,023 Restricted cash 207 112 115 268 Cash, cash equivalents and restricted cash $ 89,094 $ 67,312 $ 89,577 $ 61,291 __________________ (1) Restricted cash represents cash balances held by the Association that are restricted for use in our advertising, entertainment and media programs (see Note 1 “Description of Business and Summary of Significant Accounting Policies” for further discussion of the Association Funds). |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Revenue Recognition [Abstract] | |
Unearned revenue | Liabilities relating to unused game credits, Play Pass game cards, gift card liabilities and deferred franchise and development fees are included in “Unearned revenues” on our Consolidated Balance Sheets. The following table presents changes in the Company’s Unearned revenue balances during the six months ended July 1, 2018 : Balance at Balance at January 1, 2018 Revenue Deferred Revenue Recognized July 1, 2018 (in thousands) PlayPass related deferred revenue $ 12,035 $ 36,136 $ (38,183 ) $ 9,988 Gift card related deferred revenue 3,868 2,883 (3,476 ) 3,275 Unearned franchise and development fees 4,274 1,045 (31 ) 5,288 Other unearned revenues 873 13,547 (13,012 ) 1,408 Total unearned revenue $ 21,050 $ 53,611 $ (54,702 ) $ 19,959 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Indefinite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at July 1, 2018 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Favorable lease agreements (1) 10 14,880 (7,976 ) 6,904 Franchise agreements 25 53,300 (8,222 ) 45,078 $ 494,880 $ (16,198 ) $ 478,682 __________________ (1) In connection with the Merger, as defined in Note 12 “Consolidating Guarantor Financial Information”, and the acquisition of Peter Piper Pizza in October 2014, 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. |
Schedule of Finite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at July 1, 2018 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Favorable lease agreements (1) 10 14,880 (7,976 ) 6,904 Franchise agreements 25 53,300 (8,222 ) 45,078 $ 494,880 $ (16,198 ) $ 478,682 __________________ (1) In connection with the Merger, as defined in Note 12 “Consolidating Guarantor Financial Information”, and the acquisition of Peter Piper Pizza in October 2014, 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. |
Indebtedness and Interest Exp24
Indebtedness and Interest Expense Indebtedness and Interest Expense (Tables) | 3 Months Ended | 6 Months Ended |
Jul. 01, 2018 | Jul. 01, 2018 | |
Debt Disclosure [Abstract] | ||
Schedule of Debt | Our long-term debt consisted of the following as of the dates presented: July 1, December 31, (in thousands) Term loan facility $ 727,700 $ 731,500 Senior notes 255,000 255,000 Total debt outstanding 982,700 986,500 Less: Unamortized original issue discount (1,424 ) (1,694 ) Deferred financing costs, net (10,433 ) (11,993 ) Current portion (7,600 ) (7,600 ) Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion $ 963,243 $ 965,213 | |
Schedule of Interest Expense | Three Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 9,681 $ 7,619 Senior notes 5,083 5,083 Capital lease obligations 431 414 Sale leaseback obligations 2,623 2,663 Amortization of deferred financing costs 954 1,001 Other 341 281 Total interest expense $ 19,113 $ 17,061 Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 18,800 $ 15,226 Senior notes 10,165 10,165 Capital lease obligations 859 831 Sale leaseback obligations 5,252 5,302 Amortization of deferred financing costs 1,955 2,003 Other 640 596 Total interest expense $ 37,671 $ 34,123 | Interest expense consisted of the following for the periods presented: Three Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 9,681 $ 7,619 Senior notes 5,083 5,083 Capital lease obligations 431 414 Sale leaseback obligations 2,623 2,663 Amortization of deferred financing costs 954 1,001 Other 341 281 Total interest expense $ 19,113 $ 17,061 Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Term loan facility (1) $ 18,800 $ 15,226 Senior notes 10,165 10,165 Capital lease obligations 859 831 Sale leaseback obligations 5,252 5,302 Amortization of deferred financing costs 1,955 2,003 Other 640 596 Total interest expense $ 37,671 $ 34,123 |
Fair Value of Financial Instr25
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value by Balance Sheet Grouping | The following table presents information on our financial instruments as of the periods presented: July 1, 2018 December 31, 2017 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt: Current portion $ 7,600 $ 7,068 $ 7,600 $ 7,220 Long-term portion (2) 973,676 896,189 977,206 937,662 Bank indebtedness and other long-term debt: $ 981,276 $ 903,257 $ 984,806 $ 944,882 |
Other Non-current Liabilities (
Other Non-current Liabilities (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Other Noncurrent Liabilities [Line Items] | |
Other Liabilities Disclosure [Text Block] | Other noncurrent liabilities consisted of the following as of the dates presented: July 1, 2018 December 31, 2017 (in thousands) Sale leaseback obligations, less current portion $ 176,324 $ 177,933 Deferred rent liability 29,775 27,951 Deferred landlord contributions 7,571 6,282 Long-term portion of unfavorable leases 4,577 5,453 Other 4,867 4,268 Total other noncurrent liabilities $ 223,114 $ 221,887 |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 3 Months Ended | 6 Months Ended |
Jul. 01, 2018 | Jul. 01, 2018 | |
Income Tax Disclosure [Abstract] | ||
Schedule of Components of Income Tax Expense (Benefit) | Our income tax expense consists of the following for the periods presented: Three Months Ended July 1, 2018 July 2, 2017 (in thousands) Federal and state income taxes $ (2,251 ) $ (3,420 ) Foreign income taxes (1) 77 103 Income tax benefit $ (2,174 ) $ (3,317 ) Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Federal and state income taxes $ 1,284 $ 6,678 Foreign income taxes (1) 475 383 Income tax expense $ 1,759 $ 7,061 | Six Months Ended July 1, 2018 July 2, 2017 (in thousands) Federal and state income taxes $ 1,284 $ 6,678 Foreign income taxes (1) 475 383 Income tax expense $ 1,759 $ 7,061 _________________ (1) Including foreign taxes withheld. |
Stock-Based Compensation Arra28
Stock-Based Compensation Arrangements (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Six Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 233 $ 343 Portion capitalized as property and equipment (1) (6 ) (7 ) Stock-based compensation expense recognized $ 227 $ 336 The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 166 $ 189 Portion capitalized as property and equipment (1) (3 ) (3 ) Stock-based compensation expense recognized $ 163 $ 186 Six Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 233 $ 343 Portion capitalized as property and equipment (1) (6 ) (7 ) Stock-based compensation expense recognized $ 227 $ 336 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | A summary of the options outstanding under the equity incentive plan as of July 1, 2018 and the activity for the six months ended July 1, 2018 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 31, 2017 2,349,288 $9.00 Options Granted 112,769 $13.73 Options Exercised (7,745 ) $9.96 Options Forfeited (191,632 ) $9.58 Outstanding stock options, July 1, 2018 2,262,680 $9.17 6.2 $ 132 Stock options expected to vest, July 1, 2018 1,573,236 $9.40 6.3 $ — Exercisable stock options, July 1, 2018 514,639 $8.41 5.8 $ 423 __________________ (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 July 1, 2018 , we had $1.1 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 2.8 years. |
Schedule of Stock-Based Compensation Expense and Associated Tax Benefits Recognized | 10. Stock-Based Compensation Arrangements: The 2014 Equity Incentive Plan provides Parent authority to grant equity incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonus awards or performance compensation awards to certain directors, officers or employees of the Company. A summary of the options outstanding under the equity incentive plan as of July 1, 2018 and the activity for the six months ended July 1, 2018 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 31, 2017 2,349,288 $9.00 Options Granted 112,769 $13.73 Options Exercised (7,745 ) $9.96 Options Forfeited (191,632 ) $9.58 Outstanding stock options, July 1, 2018 2,262,680 $9.17 6.2 $ 132 Stock options expected to vest, July 1, 2018 1,573,236 $9.40 6.3 $ — Exercisable stock options, July 1, 2018 514,639 $8.41 5.8 $ 423 __________________ (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 July 1, 2018 , we had $1.1 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 2.8 years. The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 166 $ 189 Portion capitalized as property and equipment (1) (3 ) (3 ) Stock-based compensation expense recognized $ 163 $ 186 Six Months Ended July 1, July 2, (in thousands) Stock-based compensation costs $ 233 $ 343 Portion capitalized as property and equipment (1) (6 ) (7 ) Stock-based compensation expense recognized $ 227 $ 336 __________________ (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 venue development projects, such as the design and construction of a new venue and the remodeling and expansion of our existing venues. Capitalized stock-based compensation costs attributable to our venue development projects are included in “Property and equipment, net” in the Consolidated Balance Sheets. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Equity [Abstract] | |
Summary of Changes in Stockholders' Equity | The following table summarizes the changes in stockholder’s equity during the six months ended July 1, 2018 : Common Stock Capital In Accumulated Deficit Accumulated Shares Amount Total (in thousands, except share information) Balance at December 31, 2017 200 $ — $ 359,233 $ (95,199 ) $ (1,886 ) $ 262,148 Net income — — 3,256 3,256 Other comprehensive income — — 300 300 Stock-based compensation costs — — 233 233 Balance July 1, 2018 200 $ — $ 359,466 $ (91,943 ) $ (1,586 ) $ 265,937 |
Condensed Consolidating Sched30
Condensed Consolidating Schedules (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of July 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 86,234 $ 1,884 $ 769 $ — $ 88,887 Restricted cash — — 207 — 207 Accounts receivable 20,823 2,748 4,665 (4,009 ) 24,227 Inventories 16,361 4,041 269 — 20,671 Prepaid expenses 14,360 13,083 1,302 — 28,745 Total current assets 137,778 21,756 7,212 (4,009 ) 162,737 Property and equipment, net 474,661 72,528 6,591 — 553,780 Goodwill 433,024 51,414 — — 484,438 Intangible assets, net 15,692 462,990 — — 478,682 Intercompany 76,325 — — (76,325 ) — Investment in subsidiaries 477,703 — — (477,703 ) — Other noncurrent assets 7,870 10,111 81 — 18,062 Total assets $ 1,623,053 $ 618,799 $ 13,884 $ (558,037 ) $ 1,697,699 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ — $ — $ — $ 7,600 Capital lease obligations, current portion 624 — 10 — 634 Accounts payable and accrued expenses 55,843 39,717 4,389 — 99,949 Other current liabilities 4,490 510 — — 5,000 Total current liabilities 68,557 40,227 4,399 — 113,183 Capital lease obligations, less current portion 12,627 — 47 — 12,674 Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion 963,243 — — — 963,243 Deferred tax liability 96,539 16,056 (1,923 ) — 110,672 Intercompany — 53,341 26,993 (80,334 ) — Other noncurrent liabilities 216,150 15,379 461 — 231,990 Total liabilities 1,357,116 125,003 29,977 (80,334 ) 1,431,762 Stockholder's equity: Common stock — — — — — Capital in excess of par value 359,466 466,115 3,241 (469,356 ) 359,466 Retained earnings (deficit) (91,943 ) 27,681 (17,748 ) (9,933 ) (91,943 ) Accumulated other comprehensive income (loss) (1,586 ) — (1,586 ) 1,586 (1,586 ) Total stockholder's equity 265,937 493,796 (16,093 ) (477,703 ) 265,937 Total liabilities and stockholder's equity $ 1,623,053 $ 618,799 $ 13,884 $ (558,037 ) $ 1,697,699 CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of December 31, 2017 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 59,948 $ 410 $ 6,842 $ — $ 67,200 Restricted cash — — 112 — 112 Accounts receivable 27,098 3,283 2,563 (1,923 ) 31,021 Inventories 17,104 4,614 282 — 22,000 Prepaid expenses 13,766 5,549 1,083 — 20,398 Total current assets 117,916 13,856 10,882 (1,923 ) 140,731 Property and equipment, net 496,725 66,669 6,627 — 570,021 Goodwill 433,024 51,414 — — 484,438 Intangible assets, net 16,764 463,613 — — 480,377 Intercompany 90,937 10,770 — (101,707 ) — Investment in subsidiaries 462,873 — — (462,873 ) — Other noncurrent assets 7,913 11,359 205 — 19,477 Total assets $ 1,626,152 $ 617,681 $ 17,714 $ (566,503 ) $ 1,695,044 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ — $ — $ — $ 7,600 Capital lease obligations, current portion 586 — 10 — 596 Accounts payable and accrued expenses 58,014 35,134 4,169 — 97,317 Other current liabilities 4,265 511 — — 4,776 Total current liabilities 70,465 35,645 4,179 — 110,289 Capital lease obligations, less current portion 12,956 — 54 — 13,010 Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion 965,213 — — — 965,213 Deferred tax liability 99,083 16,697 (1,594 ) — 114,186 Intercompany — 75,052 28,578 (103,630 ) — Other noncurrent liabilities 216,287 13,465 446 — 230,198 Total liabilities 1,364,004 140,859 31,663 (103,630 ) 1,432,896 Stockholder's equity: Common stock — — — — — Capital in excess of par value 359,233 466,114 3,241 (469,355 ) 359,233 Retained earnings (deficit) (95,199 ) 10,708 (15,304 ) 4,596 (95,199 ) Accumulated other comprehensive income (loss) (1,886 ) — (1,886 ) 1,886 (1,886 ) Total stockholder's equity 262,148 476,822 (13,949 ) (462,873 ) 262,148 Total liabilities and stockholder's equity $ 1,626,152 $ 617,681 $ 17,714 $ (566,503 ) $ 1,695,044 |
Condensed Consolidating Income Statement | CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended July 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 184,259 $ 27,396 $ 2,980 $ — $ 214,635 Entertainment and merchandise sales 215,770 25,874 5,377 — 247,021 Total company venue sales 400,029 53,270 8,357 — 461,656 Franchise fees and royalties 1,000 8,359 1,247 — 10,606 International Association assessments and other fees 574 18,751 19,090 (38,415 ) — Total revenues 401,603 80,380 28,694 (38,415 ) 472,262 Operating Costs and Expenses: Company venue operating costs: Cost of food and beverage 41,733 7,497 1,024 — 50,254 Cost of entertainment and merchandise 16,665 848 289 — 17,802 Total cost of food, beverage, entertainment and merchandise 58,398 8,345 1,313 — 68,056 Labor expenses 117,290 10,088 2,588 — 129,966 Rent expense 43,697 4,008 1,059 — 48,764 Other venue operating expenses 85,295 7,382 1,806 (19,351 ) 75,132 Total company venue operating costs 304,680 29,823 6,766 (19,351 ) 321,918 Advertising expense 19,758 3,361 22,897 (19,064 ) 26,952 General and administrative expenses 8,521 16,837 967 — 26,325 Depreciation and amortization 45,645 5,445 975 — 52,065 Transaction, severance and related litigation costs 459 266 — — 725 Asset Impairments 86 1,505 — — 1,591 Total operating costs and expenses 379,149 57,237 31,605 (38,415 ) 429,576 Operating income (loss) 22,454 23,143 (2,911 ) — 42,686 Equity in earnings (loss) in affiliates 14,423 — — (14,423 ) — Interest expense 35,627 1,755 289 — 37,671 Income (loss) before income taxes 1,250 21,388 (3,200 ) (14,423 ) 5,015 Income tax expense (2,006 ) 4,414 (649 ) — 1,759 Net income (loss) $ 3,256 $ 16,974 $ (2,551 ) $ (14,423 ) $ 3,256 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 300 — 300 (300 ) 300 Comprehensive income (loss) $ 3,556 $ 16,974 $ (2,251 ) $ (14,723 ) $ 3,556 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended July 2, 2017 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 190,998 $ 27,725 $ 3,107 $ — $ 221,830 Entertainment and merchandise sales 207,645 32,923 5,073 — 245,641 Total company venue sales 398,643 60,648 8,180 — 467,471 Franchise fees and royalties 904 8,368 — — 9,272 International Association assessments and other fees 689 21,088 18,607 (40,384 ) — Total revenues 400,236 90,104 26,787 (40,384 ) 476,743 Operating Costs and Expenses: Company venue operating costs: Cost of food and beverage 42,931 7,152 957 — 51,040 Cost of entertainment and merchandise 14,230 804 307 — 15,341 Total cost of food, beverage, entertainment and merchandise 57,161 7,956 1,264 — 66,381 Labor expenses 114,837 9,379 2,522 — 126,738 Rent expense 43,104 3,053 1,068 — 47,225 Other venue operating expenses 85,680 6,545 2,295 (21,804 ) 72,716 Total company venue operating costs 300,782 26,933 7,149 (21,804 ) 313,060 Advertising expense 19,252 3,259 21,688 (18,580 ) 25,619 General and administrative expenses 10,137 18,803 150 — 29,090 Depreciation and amortization 50,044 4,820 1,064 — 55,928 Transaction, severance and related litigation costs 570 — — — 570 Total operating costs and expenses 380,785 53,815 30,051 (40,384 ) 424,267 Operating income (loss) 19,451 36,289 (3,264 ) — 52,476 Equity in earnings (loss) in affiliates 38,647 — — (38,647 ) — Interest expense 31,828 1,992 303 — 34,123 Income (loss) before income taxes 26,270 34,297 (3,567 ) (38,647 ) 18,353 Income tax expense (benefit) 14,978 (6,803 ) (1,114 ) — 7,061 Net income (loss) $ 11,292 $ 41,100 $ (2,453 ) $ (38,647 ) $ 11,292 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 539 — 539 (539 ) 539 Comprehensive income (loss) $ 11,831 $ 41,100 $ (1,914 ) $ (39,186 ) $ 11,831 |
Condensed Consolidating Cash Flow Statement | CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the Six Months Ended July 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by operating activities: $ 55,435 $ 14,473 $ (4,883 ) $ — $ 65,025 Cash flows from investing activities: Purchases of property and equipment (22,876 ) (12,792 ) (1,140 ) — (36,808 ) Development of internal use software (973 ) (49 ) — — (1,022 ) Proceeds from sale of property and equipment 570 (158 ) — — 412 Cash flows provided by (used in) investing activities (23,279 ) (12,999 ) (1,140 ) — (37,418 ) Cash flows from financing activities: Repayments on senior term loan (3,800 ) — — — (3,800 ) Payment of debt financing costs (395 ) — — — (395 ) Payments on capital lease obligations (291 ) — (4 ) — (295 ) Payments on sale leaseback transactions (1,384 ) — — — (1,384 ) Cash flows provided by (used in) financing activities (5,870 ) — (4 ) — (5,874 ) Effect of foreign exchange rate changes on cash — — 49 — 49 Change in cash, cash equivalents and restricted cash 26,286 1,474 (5,978 ) — 21,782 Cash, cash equivalents and restricted cash at beginning of period 59,948 410 6,954 — 67,312 Cash, cash equivalents and restricted cash at end of period $ 86,234 $ 1,884 $ 976 $ — $ 89,094 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the Six Months Ended July 2, 2017 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Cash flows provided by (used in) operating activities: $ 55,867 $ 20,594 $ 141 $ — $ 76,602 Cash flows from investing activities: Purchases of property and equipment (32,066 ) (14,330 ) (649 ) — (47,045 ) Development of internal use software — (2,075 ) — — (2,075 ) Proceeds from the sale of property and equipment 237 — — — 237 Cash flows provided by (used in) investing activities (31,829 ) — (16,405 ) — (649 ) — — — (48,883 ) Cash flows from financing activities: Repayments on senior term loan (3,800 ) — — — (3,800 ) Repayments on note payable — (13 ) — — (13 ) Proceeds from sale leaseback transaction 4,073 — — — 4,073 Payments on capital lease obligations (215 ) — (3 ) — (218 ) Payments on sale leaseback transactions (1,161 ) — — — (1,161 ) Return of capital 1,447 — — — 1,447 Cash flows provided by (used in) financing activities 344 — (13 ) — (3 ) — — — 328 Effect of foreign exchange rate changes on cash — — 239 — 239 Change in cash, cash equivalents and restricted cash 24,382 — 4,176 — (272 ) — — — 28,286 Cash, cash equivalents and restricted cash at beginning of period 53,088 1,158 7,045 — 61,291 Cash, cash equivalents and restricted cash at end of period $ 77,470 $ 5,334 $ 6,773 $ — $ 89,577 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jul. 01, 2018 | |
Related Party Transaction [Line Items] | |
Related Party Transactions Disclosure [Text Block] | 13. Related Party Transactions: We reimburse Apollo Management, L.P. for certain out-of-pocket expenses incurred in connection with travel and Board of Directors related expenses. These expenses totaled $0.1 million for the three months ended July 1, 2018 and $0.2 million for the three months ended July 2, 2017 and $ 0.1 million and $ 0.3 million for the six months ended July 1, 2018 and July 2, 2017 , respectively, and are included in “General and administrative expenses” in our Consolidated Statements of Earnings. We utilize an Apollo portfolio company to provide security services to certain of our venues. These expenses totaled approximately $0.2 million for both the three months ended July 1, 2018 and July 2, 2017 , respectively, and $0.5 million for both the six months ended July 1, 2018 and July 2, 2017 , respectively, in connection with services provided by this Apollo portfolio company. These expenses are included in “Other venue operating expenses” in our Consolidated Statements of Earnings. |
Description of Business and S32
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||||
Jul. 02, 2017USD ($) | Jul. 01, 2018USD ($)CountryState | Jul. 02, 2017USD ($) | Dec. 31, 2017USD ($) | Apr. 02, 2017USD ($) | Jan. 01, 2017USD ($) | |
Accounting Policies [Abstract] | ||||||
Number of States in which Entity Operates | State | 47 | |||||
Number of foreign countries in which Entity operates | Country | 14 | |||||
Related Party Transaction [Line Items] | ||||||
Restricted cash | $ 115,000 | $ 207,000 | $ 115,000 | $ 112,000 | $ 268,000 | |
Deferred financing costs, net | 10,433,000 | 11,993,000 | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | 89,577,000 | 89,094,000 | 89,577,000 | $ 67,312,000 | $ 89,577,000 | $ 61,291,000 |
Contributions from franchisees to advertising and media funds | $ 1,300,000 | 1,200,000 | ||||
Depreciation and Amortization [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Reclassification adjustment | 1,831,520 | 3,725,246 | ||||
Other Expense [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Reclassification adjustment | $ 25,800,000 | $ 52,200,000 |
Description of Business and S33
Description of Business and Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets (Details) | 3 Months Ended |
Apr. 01, 2018 | |
Franchise Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 25 years |
Favorable Lease Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 10 years |
Description of Business and S34
Description of Business and Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | Jul. 02, 2017 | Jan. 01, 2017 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 88,887 | $ 67,200 | $ 89,462 | $ 61,023 |
Restricted cash | 207 | 112 | 115 | 268 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 89,094 | $ 67,312 | $ 89,577 | $ 61,291 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jul. 01, 2018 | Apr. 01, 2018 | Jul. 01, 2018 | |
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, beginning balance | $ 21,050 | $ 21,050 | |
Revenue Deferred | 53,611 | ||
Revenue Recognized | (54,702) | ||
Deferred revenue, ending balance | $ 19,959 | 19,959 | |
PlayPass related deferred revenue | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, beginning balance | 12,035 | 12,035 | |
Revenue Deferred | 36,136 | ||
Revenue Recognized | (38,183) | ||
Deferred revenue, ending balance | 9,988 | 9,988 | |
Gift card related deferred revenue | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, beginning balance | 3,868 | 3,868 | |
Revenue Deferred | 2,883 | ||
Revenue Recognized | (3,476) | ||
Deferred revenue, ending balance | 3,275 | 3,275 | |
Unearned franchise and development fees | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, beginning balance | 4,274 | 4,274 | |
Revenue Deferred | 1,045 | ||
Revenue Recognized | (31) | ||
Deferred revenue, ending balance | 5,288 | 5,288 | |
Other unearned revenues | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, beginning balance | 873 | 873 | |
Revenue Deferred | 13,547 | ||
Revenue Recognized | $ (13,012) | ||
Deferred revenue, ending balance | 1,408 | 1,408 | |
Advertising | |||
Deferred Revenue Arrangement [Line Items] | |||
Revenue related to advertising contributions from our franchisees | $ 600 | $ 1,300 |
Acquisition of CEC Entertainmen
Acquisition of CEC Entertainment, Inc. - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Business Acquisition [Line Items] | ||||
Transaction and severance costs | $ 191 | $ 490 | $ 725 | $ 570 |
Acquisition of CEC Entertainm37
Acquisition of CEC Entertainment, Inc. - Pro Forma Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Business Acquisition [Line Items] | ||||
Total revenues | $ 217,358 | $ 211,784 | $ 472,262 | $ 476,743 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 553,780 | $ 570,021 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Oct. 02, 2016 | Sep. 27, 2015 | |
Property, Plant and Equipment [Line Items] | ||||||
Depreciation and amortization | $ 25,493,000 | $ 27,623,000 | $ 52,065,000 | $ 55,928,000 | ||
Asset Impairment Charges | 1,591,000 | $ 0 | 1,591,000 | $ 0 | $ 772,000 | $ 0 |
Impaired Assets to be Disposed of by Method Other than Sale, Carrying Value of Asset | $ 400,000 | $ 400,000 |
Goodwill and Intangible Asset40
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Apr. 02, 2017 | |
Goodwill [Roll Forward] | |||
Goodwill | $ 484,438 | ||
Above Market Leases [Member] | |||
Goodwill [Line Items] | |||
Amortization of Intangible Assets | $ 300 | $ 400 | $ 400 |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jul. 02, 2017 | Apr. 02, 2017 | Jul. 01, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Off-market Lease, Unfavorable | $ 4,577 | $ 4,577 | $ 5,453 | ||
Unfavorable lease amortization period | 10 years | ||||
Favorable Lease Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 300 | $ 400 | $ 400 | ||
Franchise Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 500 | ||||
CEC Entertainment, Inc. [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Off-market Lease, Unfavorable | 10,200 | $ 10,200 | |||
Peter Piper Pizza [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Off-market Lease, Unfavorable | $ 3,900 | $ 3,900 |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets - Schedule of Indefinite and Definite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 01, 2018 | Apr. 01, 2018 | Jul. 02, 2017 | Apr. 02, 2017 | Jul. 01, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Off-market Lease, Unfavorable | $ 4,577 | $ 4,577 | $ 5,453 | |||
Indefinite-lived intangible assets | 494,880 | 494,880 | ||||
Finite-lived intangible assets - accumulated amortization | (16,198) | (16,198) | ||||
Intangible assets, net | 478,682 | $ 478,682 | $ 480,377 | |||
Unfavorable lease, Acquired | 10 years | |||||
Favorable Lease Agreements [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization of Intangible Assets | 300 | $ 400 | $ 400 | |||
Finite-Lived Intangible Asset, Useful Life | 10 years | |||||
Finite-lived intangible assets - gross carrying amounts | 14,880 | $ 14,880 | ||||
Finite-lived intangible assets - accumulated amortization | (7,976) | (7,976) | ||||
Finite-lived intangible assets, net | 6,904 | 6,904 | ||||
Franchise Agreements [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization of Intangible Assets | $ 500 | |||||
Finite-Lived Intangible Asset, Useful Life | 25 years | |||||
Finite-lived intangible assets - gross carrying amounts | 53,300 | 53,300 | ||||
Finite-lived intangible assets - accumulated amortization | (8,222) | (8,222) | ||||
Finite-lived intangible assets, net | 45,078 | 45,078 | ||||
CEC Entertainment, Inc. [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Off-market Lease, Unfavorable | 10,200 | 10,200 | ||||
Peter Piper Pizza [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Off-market Lease, Unfavorable | 3,900 | 3,900 | ||||
Peter Piper Pizza [Member] | Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets | 26,700 | 26,700 | ||||
Peter Piper Pizza [Member] | Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets | 26,700 | 26,700 | ||||
Chuck E. Cheese [Member] | Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets | 400,000 | 400,000 | ||||
Chuck E. Cheese [Member] | Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets | $ 400,000 | $ 400,000 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense (Details) $ in Thousands | Jul. 01, 2018USD ($) |
Favorable Lease Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, net | $ 6,904 |
Franchise Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, net | $ 45,078 |
Accounts Payable (Details)
Accounts Payable (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Accounts Payable [Line Items] | ||
Accounts Payable, Trade, Current | $ 23,881 | $ 20,492 |
Bank Overdrafts | 10,169 | 10,882 |
Accounts Payable | $ 34,050 | $ 31,374 |
Indebtedness and Interest Exp45
Indebtedness and Interest Expense - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 982,700 | $ 982,700 | $ 986,500 | ||
Unamortized original issue discount | (1,424) | (1,424) | (1,694) | ||
Debt Issuance Costs, Noncurrent, Net | (10,433) | (10,433) | (11,993) | ||
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months | (7,600) | (7,600) | (7,600) | ||
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion | 963,243 | 963,243 | 965,213 | ||
Interest Expense, Other Long-term Debt | (341) | $ (281) | (640) | $ (596) | |
Interest Expense | 19,113 | 17,061 | 37,671 | 34,123 | |
Term Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | 9,681 | 7,619 | 18,800 | 15,226 | |
Long-term debt, gross | 727,700 | 727,700 | 731,500 | ||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 255,000 | 255,000 | $ 255,000 | ||
Interest Expense, Debt, Excluding Amortization | 5,083 | 5,083 | 10,165 | 10,165 | |
Capital Lease Obligations [Member] | |||||
Debt Instrument [Line Items] | |||||
Capital Leases, Income Statement, Interest Expense | 431 | 414 | 859 | 831 | |
InterestExpenseSaleLeaseback | 2,623 | 2,663 | 5,252 | 5,302 | |
Sale Leaseback Obligations [Member] | |||||
Debt Instrument [Line Items] | |||||
Amortization of debt issuance costs | $ 954 | $ 1,001 | $ 1,955 | $ 2,003 | |
Senior Notes due 2022 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% |
Indebtedness and Interest Exp46
Indebtedness and Interest Expense - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
Jul. 01, 2018 | Apr. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Oct. 02, 2016 | Dec. 31, 2017 | Oct. 01, 2017 | ||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Excluding Current Maturities | $ 963,243,000 | $ 963,243,000 | $ 965,213,000 | ||||||
Long-term Debt, Gross | 982,700,000 | 982,700,000 | 986,500,000 | ||||||
Debt Instrument, Unamortized Discount | 3,800,000 | $ 3,800,000 | |||||||
LineofCreditUnusedCapacityDocumentaryandProcessingFee | 0.00% | ||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | ||||||||
Term Loan Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate During Period | 4.60% | ||||||||
Letter of Credit [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Letters of Credit Outstanding, Amount | 9,900,000 | ||||||||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||
The Senior Secured Credit Facilities [Member] | Federal Funds Effective Swap Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||||
The Senior Secured Credit Facilities [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||
Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Payments of Debt Issuance Costs | $ 6,400,000 | ||||||||
SecuredCreditFacilitiesAndSeniorNotes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate During Period | 6.30% | 5.50% | |||||||
Term Loan Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | 727,700,000 | $ 727,700,000 | 731,500,000 | ||||||
Interest Expense, Debt | 9,681,000 | $ 7,619,000 | 18,800,000 | $ 15,226,000 | |||||
Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 760,000,000 | 760,000,000 | |||||||
Payments of Debt Issuance Costs | $ 17,800,000 | ||||||||
Federal Funds Rate Minimum | 1.34% | ||||||||
Federal Funds Rate Maximum | 1.92% | ||||||||
Libor Rate Minimum | 1.55% | ||||||||
Libor Rate Maximum | 2.10% | ||||||||
Senior Loans [Member] | The Senior Secured Credit Facilities [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
First-Tier Foreign Subsidiaries, Percentage of Capital Stock Securing Obligations | 65.00% | 65.00% | |||||||
The Senior Secured Credit Facilities [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate During Period | 5.60% | ||||||||
Unsecured Debt [Member] | Senior Notes due 2022 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Interest Rate During Period | 8.20% | 8.20% | |||||||
Revolving Credit Facility [Member] | Senior Debt Obligations [Member] | Senior Secured Revolving Credit Facility, Maturing 2019 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 150,000,000 | $ 150,000,000 | |||||||
Revolving Credit Facility [Member] | Senior Debt Obligations [Member] | Senior Secured Revolving Credit Facility, Maturing 2020 [Member] [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 95,000,000 | $ 95,000,000 | |||||||
Revolving Credit Facility [Member] | Senior Loans [Member] | Swingline Loan Facility, the Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Covenant threshold related to percentage of credit facility drawn | 30.00% | 30.00% | |||||||
Debt Instrument, Face Amount | $ 30,000,000 | $ 30,000,000 | |||||||
Leverage Ratio | 1 | 1 | |||||||
Payments of Debt Issuance Costs | $ 3,800,000 | ||||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.25 | 6.25 | |||||||
Letter of Credit [Member] | Senior Debt Obligations [Member] | Letter of Credit Sub-Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Letters of Credit Outstanding, Amount | $ 9,000,000 | $ 9,000,000 | 9,900,000 | ||||||
Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | ||||||||
Minimum [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.75% | 2.75% | |||||||
Minimum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | 3.00% | |||||||
Minimum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Prime Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | ||||||||
Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | ||||||||
Maximum [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | ||||||||
Maximum [Member] | Term Loan Facility [Member] | Base Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.25% | 2.25% | |||||||
Maximum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | 3.25% | 3.25% | ||||||
Maximum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Prime Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 5.00% | ||||||||
Carrying Amount [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Excluding Current Maturities | [1],[2] | $ 973,676,000 | $ 973,676,000 | $ 977,206,000 | |||||
[1] | Excluding net deferred financing costs | ||||||||
[2] | Net of original issue discount. |
Indebtedness and Interest Exp47
Indebtedness and Interest Expense - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | Oct. 01, 2017 |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ (982,700) | $ (986,500) | |
Unamortized original issue discount | (1,424) | (1,694) | |
Debt Issuance Costs, Noncurrent, Net | 10,433 | 11,993 | |
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion | $ 963,243 | $ 965,213 | |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% |
Indebtedness and Interest Exp48
Indebtedness and Interest Expense - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Oct. 01, 2017 | |
Debt Instrument [Line Items] | |||||
Interest Expense, Other Long-term Debt | $ 341 | $ 281 | $ 640 | $ 596 | |
Interest expense | 19,113 | 17,061 | 37,671 | 34,123 | |
Term Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | 9,681 | 7,619 | 18,800 | 15,226 | |
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | 5,083 | 5,083 | 10,165 | 10,165 | |
Capital Lease Obligations [Member] | |||||
Debt Instrument [Line Items] | |||||
InterestExpenseSaleLeaseback | 2,623 | 2,663 | 5,252 | 5,302 | |
Capital Leases, Income Statement, Interest Expense | 431 | 414 | 859 | 831 | |
Sale Leaseback Obligations [Member] | |||||
Debt Instrument [Line Items] | |||||
Amortization of debt issuance costs | $ 954 | $ 1,001 | $ 1,955 | $ 2,003 | |
Term Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate During Period | 4.60% | ||||
SecuredCreditFacilitiesAndSeniorNotes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate During Period | 6.30% | 5.50% | |||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | The Senior Secured Credit Facilities [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | 3.25% | 3.25% |
Fair Value of Financial Instr49
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Current | [1] | $ 7,600 | $ 7,600 |
Bank indebtedness and other long-term debt, less current portion | 963,243 | 965,213 | |
Long-term portion (2) | 903,257 | 944,882 | |
Debt Instrument, Unamortized Discount | [1] | 981,276 | 984,806 |
Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Bank indebtedness and other long-term debt, less current portion | [1],[2] | 973,676 | 977,206 |
Short-term Debt [Member] | Estimate of Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term portion (2) | 7,068 | 7,220 | |
Long-term Debt [Member] | Estimate of Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term portion (2) | [2] | $ 896,189 | $ 937,662 |
[1] | Excluding net deferred financing costs | ||
[2] | Net of original issue discount. |
Other Non-current Liabilities50
Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 |
Other Noncurrent Liabilities [Line Items] | ||
Sale leaseback obligations, less current portion | $ 176,324 | $ 177,933 |
Long-term portion of unfavorable leases | 29,775 | 27,951 |
Other | 4,867 | 4,268 |
Other noncurrent liabilities | 223,114 | 221,887 |
Deferred Landlord Contributions, Noncurrent | 7,571 | 6,282 |
Off-market Lease, Unfavorable | $ 4,577 | $ 5,453 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Merger Agreement [Member] - lawsuit | Jan. 16, 2014 | Jul. 21, 2015 |
Loss Contingencies [Line Items] | ||
New claims filed | 4 | |
Loss contingency, members of the Board also senior management | 2 |
Income Taxes Taxes by Jurisdict
Income Taxes Taxes by Jurisdiction (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Income Taxes [Line Items] | ||||
Federal and state income taxes | $ (2,251) | $ (3,420) | $ 1,284 | $ 6,678 |
Foreign income taxes | 77 | 103 | 475 | 383 |
Income tax expense (benefit) | $ (2,174) | $ (3,317) | $ 1,759 | $ 7,061 |
Effective income tax rate | 19.50% | 35.90% | 35.10% | 38.50% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Apr. 01, 2018 | Dec. 31, 2017 | Oct. 01, 2017 | |
Tax Credit Carryforward [Line Items] | |||||||
Federal and State Income Tax Expense (Benefit), Continuing Operations | $ (2,251) | $ (3,420) | $ 1,284 | $ 6,678 | |||
Effective income tax rate | 19.50% | 35.90% | 35.10% | 38.50% | |||
Deferred income taxes | $ (3,626) | $ (3,589) | |||||
Unrecognized tax benefits | $ 3,900 | $ 0 | |||||
Unrecognized tax benefits that would decrease effective tax rate and provision for income taxes, if recognized | 2,700 | ||||||
Expected decrease in unrecognized tax benefits within next twelve months | $ 1,100 | ||||||
Total amount of interest and penalties accrued related to unrecognized tax benefits | $ 1,100 | $ 0 | |||||
Foreign Income Tax Expense (Benefit), Continuing Operations | $ 77 | $ 103 | 475 | 383 | |||
Income tax expense (benefit) | $ (2,174) | $ (3,317) | $ 1,759 | $ 7,061 |
Stock-Based Compensation Arra54
Stock-Based Compensation Arrangements - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Apr. 01, 2018 | Apr. 02, 2017 | Jul. 01, 2018 | Dec. 31, 2017 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,262,680 | 2,349,288 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 9.17 | $ 9 | [1] | |||
ShareBasedCompensationArrangementbyShareBasedPaymentAwarad,Options,Outstanding,WeightedAverageRemainingContractualLife | 6 years 2 months 12 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 132 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 9 months 7 days | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 13.73 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (7,745) | |||||
Share-based Compensation Arrangement by Share-bassed Payment Award, Options, Exercised, Weighted Average Exercise Price | [1] | $ 9.96 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 9.40 | |||||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,ExpectedtoVest,WeightedAverageRemainingContractualTerm | 6 years 3 months 18 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (191,632) | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | [1] | $ 9.58 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 1,573,236 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options | 514,639 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 8.41 | |||||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,Exercisable,WeightedAverageRemainingContractualLife | 5 years 9 months 18 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 423 | |||||
Employee Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted (shares) | 112,769 | |||||
[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. |
Stock-Based Compensation Arra55
Stock-Based Compensation Arrangements Stock-Based Compensation Arrangements - Summary of Stock-Based Compensation Expense and Associated Tax Benefit Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Stock-based compensation costs | $ 166 | $ 189 | $ 233 | $ 343 | |
Portion capitalized as property and equipment | [1] | (3) | (3) | (6) | (7) |
Stock-based compensation expense recognized | 163 | $ 186 | 227 | $ 336 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 1,100 | $ 1,100 | |||
[1] | Six Months Ended July 1, 2018 July 2, 2017 (in thousands)Stock-based compensation costs$233 $343Portion capitalized as property and equipment (1)(6) (7)Stock-based compensation expense recognized$227 $336 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Changes In Stockholders' Equity (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common Stock, Value, Issued beginning balance | $ 0 | |||
Capital in excess of par value beginning balance | 359,233,000 | |||
Retained earnings beginning balance | (95,199,000) | |||
Accumulated other comprehensive income beginning balance | $ (1,586,000) | (1,586,000) | ||
Beginning Balance | 262,148,000 | |||
Net income (loss) | (8,965,000) | $ (5,930,000) | 3,256,000 | $ 11,292,000 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 145,000 | $ 420,000 | 300,000 | 539,000 |
Total components of other comprehensive income (loss), net of tax | 300,000 | |||
Stock-based compensation costs | 233,000 | |||
Adjustments to Additional Paid in Capital, Other | 0 | $ 1,447,000 | ||
Common Stock, Value, Issued ending balance | 0 | 0 | ||
Capital in excess of par value ending balance | 359,466,000 | 359,466,000 | ||
Retained earnings ending balance | (91,943,000) | (91,943,000) | ||
Accumulated other comprehensive income ending balance | (1,886,000) | |||
Ending Balance | $ 265,937,000 | $ 265,937,000 | ||
Common Stock [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning Balance (in shares) | 200 | |||
Common Stock, Value, Issued beginning balance | $ 0 | |||
Ending Balance (in shares) | 200 | 200 | ||
Common Stock, Value, Issued ending balance | $ 0 | $ 0 | ||
Additional Paid-in Capital [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Capital in excess of par value beginning balance | 359,233,000 | |||
Stock-based compensation costs | 233,000 | |||
Capital in excess of par value ending balance | 359,466,000 | 359,466,000 | ||
Retained Earnings [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Retained earnings beginning balance | (95,199,000) | |||
Net income (loss) | 3,256,000 | |||
Retained earnings ending balance | (91,943,000) | (91,943,000) | ||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Accumulated other comprehensive income beginning balance | $ (1,586,000) | (1,586,000) | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 300,000 | |||
Accumulated other comprehensive income ending balance | $ (1,886,000) |
Condensed Consolidating Sched57
Condensed Consolidating Schedules - Balance Sheet (Details) - USD ($) $ in Thousands | Jul. 01, 2018 | Dec. 31, 2017 | Jul. 02, 2017 | Jan. 01, 2017 | |
Current assets: | |||||
Cash and cash equivalents | $ 88,887 | $ 67,200 | $ 89,462 | $ 61,023 | |
Restricted Cash and Cash Equivalents | 207 | 112 | |||
Receivables and Income Tax Receivables, Net, Current | 24,227 | 31,021 | |||
Inventories | 20,671 | 22,000 | |||
Prepaid expenses | 28,745 | 20,398 | |||
Total current assets | 162,737 | 140,731 | |||
Property and equipment, net | 553,780 | 570,021 | |||
Goodwill | 484,438 | 484,438 | |||
Intangible assets, net | 478,682 | 480,377 | |||
Intercompany | 0 | 0 | |||
Investment in subsidiaries | 0 | 0 | |||
Other noncurrent assets | 18,062 | 19,477 | |||
Total assets | 1,697,699 | 1,695,044 | |||
Current liabilities: | |||||
Bank indebtedness and other long-term debt, current portion | [1] | 7,600 | 7,600 | ||
Capital lease obligations, current portion | 634 | 596 | |||
Accounts payable and accrued expenses | 99,949 | 97,317 | |||
Other current liabilities | 5,000 | 4,776 | |||
Total current liabilities | 113,183 | 110,289 | |||
Capital lease obligations, less current portion | 12,674 | 13,010 | |||
Bank indebtedness and other long-term debt, less current portion | 963,243 | 965,213 | |||
Lease-related Liabilities | 29,775 | 27,951 | |||
Deferred tax liability | 110,672 | 114,186 | |||
Intercompany | 0 | 0 | |||
Sale leaseback obligations, less current portion | 176,324 | 177,933 | |||
Other noncurrent liabilities | 231,990 | 230,198 | |||
Total liabilities | 1,431,762 | 1,432,896 | |||
Stockholder’s equity: | |||||
Common stock | 0 | 0 | |||
Capital in excess of par value | 359,466 | 359,233 | |||
Accumulated deficit | (91,943) | (95,199) | |||
Accumulated other comprehensive loss | (1,586) | (1,886) | |||
Total stockholder’s equity | 265,937 | 262,148 | |||
Total liabilities and stockholder’s equity | 1,697,699 | 1,695,044 | |||
Issuer | |||||
Current assets: | |||||
Restricted Cash and Cash Equivalents | 0 | 0 | |||
Guarantors | |||||
Current assets: | |||||
Cash and cash equivalents | 1,884 | 410 | |||
Restricted Cash and Cash Equivalents | 0 | 0 | |||
Receivables and Income Tax Receivables, Net, Current | 2,748 | 3,283 | |||
Inventories | 4,041 | 4,614 | |||
Prepaid expenses | 13,083 | 5,549 | |||
Total current assets | 21,756 | 13,856 | |||
Property and equipment, net | 72,528 | 66,669 | |||
Goodwill | 51,414 | 51,414 | |||
Intangible assets, net | 462,990 | 463,613 | |||
Intercompany | 0 | 10,770 | |||
Investment in subsidiaries | 0 | 0 | |||
Other noncurrent assets | 10,111 | 11,359 | |||
Total assets | 618,799 | 617,681 | |||
Current liabilities: | |||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | |||
Capital lease obligations, current portion | 0 | 0 | |||
Accounts payable and accrued expenses | 39,717 | 35,134 | |||
Other current liabilities | 510 | 511 | |||
Total current liabilities | 40,227 | 35,645 | |||
Capital lease obligations, less current portion | 0 | 0 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | |||
Deferred tax liability | 16,056 | 16,697 | |||
Intercompany | 53,341 | 75,052 | |||
Other noncurrent liabilities | 15,379 | 13,465 | |||
Total liabilities | 125,003 | 140,859 | |||
Stockholder’s equity: | |||||
Common stock | 0 | 0 | |||
Capital in excess of par value | 466,115 | 466,114 | |||
Accumulated deficit | 27,681 | 10,708 | |||
Accumulated other comprehensive loss | 0 | 0 | |||
Total stockholder’s equity | 493,796 | 476,822 | |||
Total liabilities and stockholder’s equity | 618,799 | 617,681 | |||
Non-Guarantors | |||||
Current assets: | |||||
Cash and cash equivalents | 769 | 6,842 | |||
Restricted Cash and Cash Equivalents | 207 | 112 | |||
Receivables and Income Tax Receivables, Net, Current | 4,665 | 2,563 | |||
Inventories | 269 | 282 | |||
Prepaid expenses | 1,302 | 1,083 | |||
Total current assets | 7,212 | 10,882 | |||
Property and equipment, net | 6,591 | 6,627 | |||
Goodwill | 0 | 0 | |||
Intangible assets, net | 0 | 0 | |||
Intercompany | 0 | 0 | |||
Investment in subsidiaries | 0 | 0 | |||
Other noncurrent assets | 81 | 205 | |||
Total assets | 13,884 | 17,714 | |||
Current liabilities: | |||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | |||
Capital lease obligations, current portion | 10 | 10 | |||
Accounts payable and accrued expenses | 4,389 | 4,169 | |||
Other current liabilities | 0 | 0 | |||
Total current liabilities | 4,399 | 4,179 | |||
Capital lease obligations, less current portion | 47 | 54 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | |||
Deferred tax liability | (1,923) | (1,594) | |||
Intercompany | 26,993 | 28,578 | |||
Other noncurrent liabilities | 461 | 446 | |||
Total liabilities | 29,977 | 31,663 | |||
Stockholder’s equity: | |||||
Common stock | 0 | 0 | |||
Capital in excess of par value | 3,241 | 3,241 | |||
Accumulated deficit | (17,748) | (15,304) | |||
Accumulated other comprehensive loss | (1,586) | (1,886) | |||
Total stockholder’s equity | (16,093) | (13,949) | |||
Total liabilities and stockholder’s equity | 13,884 | 17,714 | |||
Subsidiary Issuer [Member] | |||||
Current assets: | |||||
Cash and cash equivalents | 86,234 | 59,948 | |||
Receivables and Income Tax Receivables, Net, Current | 20,823 | 27,098 | |||
Inventories | 16,361 | 17,104 | |||
Prepaid expenses | 14,360 | 13,766 | |||
Total current assets | 137,778 | 117,916 | |||
Property and equipment, net | 474,661 | 496,725 | |||
Goodwill | 433,024 | 433,024 | |||
Intangible assets, net | 15,692 | 16,764 | |||
Intercompany | 76,325 | 90,937 | |||
Investment in subsidiaries | 477,703 | 462,873 | |||
Other noncurrent assets | 7,870 | 7,913 | |||
Total assets | 1,623,053 | 1,626,152 | |||
Current liabilities: | |||||
Bank indebtedness and other long-term debt, current portion | 7,600 | 7,600 | |||
Capital lease obligations, current portion | 624 | 586 | |||
Accounts payable and accrued expenses | 55,843 | 58,014 | |||
Other current liabilities | 4,490 | 4,265 | |||
Total current liabilities | 68,557 | 70,465 | |||
Capital lease obligations, less current portion | 12,627 | 12,956 | |||
Bank indebtedness and other long-term debt, less current portion | 963,243 | 965,213 | |||
Deferred tax liability | 96,539 | 99,083 | |||
Intercompany | 0 | 0 | |||
Other noncurrent liabilities | 216,150 | 216,287 | |||
Total liabilities | 1,357,116 | 1,364,004 | |||
Stockholder’s equity: | |||||
Common stock | 0 | 0 | |||
Capital in excess of par value | 359,466 | 359,233 | |||
Accumulated deficit | (91,943) | (95,199) | |||
Accumulated other comprehensive loss | (1,586) | (1,886) | |||
Total stockholder’s equity | 265,937 | 262,148 | |||
Total liabilities and stockholder’s equity | 1,623,053 | 1,626,152 | |||
Eliminations | |||||
Current assets: | |||||
Cash and cash equivalents | 0 | 0 | |||
Restricted Cash and Cash Equivalents | 0 | 0 | |||
Receivables and Income Tax Receivables, Net, Current | (4,009) | (1,923) | |||
Inventories | 0 | 0 | |||
Prepaid expenses | 0 | 0 | |||
Total current assets | (4,009) | (1,923) | |||
Property and equipment, net | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Intangible assets, net | 0 | 0 | |||
Intercompany | (76,325) | (101,707) | |||
Investment in subsidiaries | (477,703) | (462,873) | |||
Other noncurrent assets | 0 | 0 | |||
Total assets | (558,037) | (566,503) | |||
Current liabilities: | |||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | |||
Capital lease obligations, current portion | 0 | 0 | |||
Accounts payable and accrued expenses | 0 | 0 | |||
Other current liabilities | 0 | 0 | |||
Total current liabilities | 0 | 0 | |||
Capital lease obligations, less current portion | 0 | 0 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | |||
Deferred tax liability | 0 | 0 | |||
Intercompany | (80,334) | (103,630) | |||
Other noncurrent liabilities | 0 | 0 | |||
Total liabilities | (80,334) | (103,630) | |||
Stockholder’s equity: | |||||
Common stock | 0 | 0 | |||
Capital in excess of par value | (469,356) | (469,355) | |||
Accumulated deficit | (9,933) | 4,596 | |||
Accumulated other comprehensive loss | 1,586 | 1,886 | |||
Total stockholder’s equity | (477,703) | (462,873) | |||
Total liabilities and stockholder’s equity | $ (558,037) | $ (566,503) | |||
[1] | Excluding net deferred financing costs |
Condensed Consolidating Sched58
Condensed Consolidating Schedules - P&L (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Oct. 01, 2017 | Oct. 02, 2016 | Sep. 27, 2015 | Dec. 31, 2017 | Jan. 01, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | $ 0 | $ 0 | $ 0 | $ 0 | |||||
Intangible assets, net | 478,682,000 | 478,682,000 | $ 480,377,000 | ||||||
Proceeds from sale of property and equipment | (412,000) | (237,000) | |||||||
Repayments of Senior Debt | 3,800,000 | 3,800,000 | |||||||
Net Cash Provided by (Used in) Operating Activities | 65,025,000 | 76,602,000 | |||||||
Payments to Acquire Property, Plant, and Equipment | 36,808,000 | 47,045,000 | |||||||
Payments to Develop Software | (1,022,000) | (2,075,000) | |||||||
Net cash used in investing activities | (37,418,000) | (48,883,000) | |||||||
Repayments on note payable | (13,000) | ||||||||
Repayments of Long-term Capital Lease Obligations | (295,000) | (218,000) | |||||||
Excess tax benefit realized from stock-based compensation | 1,447,000 | ||||||||
Net Cash Provided by (Used in) Financing Activities | (5,874,000) | 328,000 | |||||||
Effect of foreign exchange rate changes on cash | 49,000 | 239,000 | |||||||
Change in cash, cash equivalents and restricted cash | 21,782,000 | 28,286,000 | |||||||
REVENUES: | |||||||||
Total revenues | 217,358,000 | 211,784,000 | 472,262,000 | 476,743,000 | |||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 6,854,000 | 17,802,000 | 15,341,000 | ||||||
Total cost of food, beverage, entertainment and merchandise | 31,315,000 | 29,677,000 | 68,056,000 | 66,381,000 | |||||
Labor expenses | 62,618,000 | 60,351,000 | 129,966,000 | 126,738,000 | |||||
Other store operating expenses | 37,069,000 | 35,967,000 | 75,132,000 | 72,716,000 | |||||
Total company store operating costs | 155,716,000 | 149,901,000 | 321,918,000 | 313,060,000 | |||||
Other costs and expenses: | |||||||||
Advertising expense | 12,977,000 | 12,237,000 | 26,952,000 | 25,619,000 | |||||
General and administrative expenses | 13,416,000 | 13,719,000 | 26,325,000 | 29,090,000 | |||||
Depreciation and amortization | 25,493,000 | 27,623,000 | 52,065,000 | 55,928,000 | |||||
Asset Impairment Charges | 1,591,000 | 0 | 1,591,000 | 0 | $ 772,000 | $ 0 | |||
Transaction and severance costs | 191,000 | 490,000 | 725,000 | 570,000 | |||||
Total operating costs and expenses | 209,384,000 | 203,970,000 | 429,576,000 | 424,267,000 | |||||
Rent expense | 24,714,000 | 23,906,000 | 48,764,000 | 47,225,000 | |||||
Operating income (loss) | 7,974,000 | 7,814,000 | 42,686,000 | 52,476,000 | |||||
Equity in earnings (loss) in affiliates | 0 | 0 | 0 | 0 | |||||
Interest expense | 19,113,000 | 17,061,000 | 37,671,000 | 34,123,000 | |||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (11,139,000) | (9,247,000) | 5,015,000 | 18,353,000 | |||||
Income tax expense (benefit) | (2,174,000) | (3,317,000) | 1,759,000 | 7,061,000 | |||||
Net income (loss) | (8,965,000) | (5,930,000) | 3,256,000 | 11,292,000 | |||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 145,000 | 420,000 | 300,000 | 539,000 | |||||
Total components of other comprehensive income (loss), net of tax | 300,000 | ||||||||
Comprehensive income (loss) | 8,820,000 | 5,510,000 | (3,556,000) | (11,831,000) | |||||
Cash and cash equivalents | 88,887,000 | 89,462,000 | 88,887,000 | 89,462,000 | 67,200,000 | $ 61,023,000 | |||
Retained Earnings [Member] | |||||||||
Other costs and expenses: | |||||||||
Net income (loss) | 3,256,000 | ||||||||
Issuer | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | 574,000 | 689,000 | |||||||
Proceeds from sale of property and equipment | (570,000) | (237,000) | |||||||
Repayments of Senior Debt | 3,800,000 | 3,800,000 | |||||||
Net Cash Provided by (Used in) Operating Activities | 55,435,000 | 55,867,000 | |||||||
Payments to Acquire Property, Plant, and Equipment | 22,876,000 | 32,066,000 | |||||||
Payments to Develop Software | (973,000) | 0 | |||||||
Net cash used in investing activities | (23,279,000) | (31,829,000) | |||||||
Repayments on note payable | 0 | ||||||||
Repayments of Long-term Capital Lease Obligations | (291,000) | (215,000) | |||||||
Excess tax benefit realized from stock-based compensation | 1,447,000 | ||||||||
Net Cash Provided by (Used in) Financing Activities | (5,870,000) | 344,000 | |||||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||||||
Change in cash, cash equivalents and restricted cash | 24,382,000 | ||||||||
REVENUES: | |||||||||
Total revenues | 401,603,000 | 400,236,000 | |||||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 16,665,000 | 14,230,000 | |||||||
Total cost of food, beverage, entertainment and merchandise | 58,398,000 | 57,161,000 | |||||||
Labor expenses | 117,290,000 | 114,837,000 | |||||||
Other store operating expenses | 85,295,000 | 85,680,000 | |||||||
Total company store operating costs | 304,680,000 | 300,782,000 | |||||||
Other costs and expenses: | |||||||||
Advertising expense | 19,758,000 | 19,252,000 | |||||||
General and administrative expenses | 8,521,000 | 10,137,000 | |||||||
Depreciation and amortization | 45,645,000 | 50,044,000 | |||||||
Asset Impairment Charges | 86,000 | ||||||||
Transaction and severance costs | 459,000 | 570,000 | |||||||
Total operating costs and expenses | 379,149,000 | 380,785,000 | |||||||
Rent expense | 43,697,000 | 43,104,000 | |||||||
Operating income (loss) | 22,454,000 | 19,451,000 | |||||||
Equity in earnings (loss) in affiliates | 14,423,000 | 38,647,000 | |||||||
Interest expense | 35,627,000 | 31,828,000 | |||||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 1,250,000 | 26,270,000 | |||||||
Income tax expense (benefit) | (2,006,000) | 14,978,000 | |||||||
Net income (loss) | 3,256,000 | 11,292,000 | |||||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 539,000 | ||||||||
Total components of other comprehensive income (loss), net of tax | 300,000 | ||||||||
Comprehensive income (loss) | (3,556,000) | (11,831,000) | |||||||
Guarantors | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | 9,713,000 | 10,544,000 | 18,751,000 | 21,088,000 | |||||
Intangible assets, net | 462,990,000 | 462,990,000 | 463,613,000 | ||||||
Proceeds from sale of property and equipment | 158,000 | 0 | |||||||
Repayments of Senior Debt | 0 | 0 | |||||||
Net Cash Provided by (Used in) Operating Activities | 14,473,000 | 20,594,000 | |||||||
Payments to Acquire Property, Plant, and Equipment | 12,792,000 | 14,330,000 | |||||||
Payments to Develop Software | (49,000) | (2,075,000) | |||||||
Net cash used in investing activities | (12,999,000) | (16,405,000) | |||||||
Repayments on note payable | (13,000) | ||||||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | |||||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||||
Net Cash Provided by (Used in) Financing Activities | 0 | (13,000) | |||||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||||||
Change in cash, cash equivalents and restricted cash | 4,176,000 | ||||||||
REVENUES: | |||||||||
Total revenues | 40,514,000 | 46,865,000 | 80,380,000 | 90,104,000 | |||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 389,000 | 848,000 | 804,000 | ||||||
Total cost of food, beverage, entertainment and merchandise | 4,010,000 | 3,853,000 | 8,345,000 | 7,956,000 | |||||
Labor expenses | 4,994,000 | 4,541,000 | 10,088,000 | 9,379,000 | |||||
Other store operating expenses | 3,793,000 | 3,259,000 | 7,382,000 | 6,545,000 | |||||
Total company store operating costs | 15,116,000 | 13,205,000 | 29,823,000 | 26,933,000 | |||||
Other costs and expenses: | |||||||||
Advertising expense | 1,420,000 | 1,413,000 | 3,361,000 | 3,259,000 | |||||
General and administrative expenses | 8,669,000 | 9,268,000 | 16,837,000 | 18,803,000 | |||||
Depreciation and amortization | 2,713,000 | 2,401,000 | 5,445,000 | 4,820,000 | |||||
Asset Impairment Charges | 1,505,000 | 1,505,000 | |||||||
Transaction and severance costs | 45,000 | 0 | 266,000 | 0 | |||||
Total operating costs and expenses | 29,468,000 | 26,287,000 | 57,237,000 | 53,815,000 | |||||
Rent expense | 2,319,000 | 1,552,000 | 4,008,000 | 3,053,000 | |||||
Operating income (loss) | 11,046,000 | 20,578,000 | 23,143,000 | 36,289,000 | |||||
Equity in earnings (loss) in affiliates | 0 | 0 | 0 | 0 | |||||
Interest expense | 911,000 | 975,000 | 1,755,000 | 1,992,000 | |||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 10,135,000 | 19,603,000 | 21,388,000 | 34,297,000 | |||||
Income tax expense (benefit) | 2,227,000 | (10,515,000) | 4,414,000 | (6,803,000) | |||||
Net income (loss) | 7,908,000 | 30,118,000 | 16,974,000 | 41,100,000 | |||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 0 | 0 | 0 | ||||||
Total components of other comprehensive income (loss), net of tax | 0 | ||||||||
Comprehensive income (loss) | (7,908,000) | (30,118,000) | (16,974,000) | (41,100,000) | |||||
Cash and cash equivalents | 1,884,000 | 1,884,000 | 410,000 | ||||||
Non-Guarantors | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | 8,529,000 | 8,098,000 | 19,090,000 | 18,607,000 | |||||
Intangible assets, net | 0 | 0 | 0 | ||||||
Proceeds from sale of property and equipment | 0 | 0 | |||||||
Repayments of Senior Debt | 0 | 0 | |||||||
Net Cash Provided by (Used in) Operating Activities | (4,883,000) | 141,000 | |||||||
Payments to Acquire Property, Plant, and Equipment | 1,140,000 | 649,000 | |||||||
Payments to Develop Software | 0 | 0 | |||||||
Net cash used in investing activities | (1,140,000) | (649,000) | |||||||
Repayments on note payable | 0 | ||||||||
Repayments of Long-term Capital Lease Obligations | (4,000) | (3,000) | |||||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||||
Net Cash Provided by (Used in) Financing Activities | (4,000) | (3,000) | |||||||
Effect of foreign exchange rate changes on cash | 49,000 | 239,000 | |||||||
Change in cash, cash equivalents and restricted cash | (272,000) | ||||||||
REVENUES: | |||||||||
Total revenues | 12,551,000 | 11,434,000 | 28,694,000 | 26,787,000 | |||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 136,000 | 289,000 | 307,000 | ||||||
Total cost of food, beverage, entertainment and merchandise | 558,000 | 559,000 | 1,313,000 | 1,264,000 | |||||
Labor expenses | 1,163,000 | 1,156,000 | 2,588,000 | 2,522,000 | |||||
Other store operating expenses | 837,000 | 990,000 | 1,806,000 | 2,295,000 | |||||
Total company store operating costs | 3,053,000 | 3,234,000 | 6,766,000 | 7,149,000 | |||||
Other costs and expenses: | |||||||||
Advertising expense | 11,312,000 | 10,580,000 | 22,897,000 | 21,688,000 | |||||
General and administrative expenses | 421,000 | 60,000 | 967,000 | 150,000 | |||||
Depreciation and amortization | 512,000 | 493,000 | 975,000 | 1,064,000 | |||||
Asset Impairment Charges | 0 | $ 0 | |||||||
Transaction and severance costs | 0 | 0 | 0 | 0 | |||||
Total operating costs and expenses | 15,298,000 | 14,367,000 | 31,605,000 | 30,051,000 | |||||
Rent expense | 495,000 | 529,000 | 1,059,000 | 1,068,000 | |||||
Operating income (loss) | (2,747,000) | (2,933,000) | (2,911,000) | (3,264,000) | |||||
Equity in earnings (loss) in affiliates | 0 | 0 | 0 | 0 | |||||
Interest expense | 103,000 | 165,000 | 289,000 | 303,000 | |||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (2,850,000) | (3,098,000) | (3,200,000) | (3,567,000) | |||||
Income tax expense (benefit) | (720,000) | (973,000) | (649,000) | (1,114,000) | |||||
Net income (loss) | (2,130,000) | (2,125,000) | (2,551,000) | (2,453,000) | |||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 145,000 | 420,000 | 539,000 | ||||||
Total components of other comprehensive income (loss), net of tax | 300,000 | ||||||||
Comprehensive income (loss) | 1,985,000 | 1,705,000 | 2,251,000 | 1,914,000 | |||||
Cash and cash equivalents | 769,000 | 769,000 | 6,842,000 | ||||||
Consolidation, Eliminations [Member] | |||||||||
Other costs and expenses: | |||||||||
Depreciation and amortization | 0 | 0 | |||||||
Subsidiary Issuer [Member] | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | 233,000 | 375,000 | |||||||
Intangible assets, net | 15,692,000 | 15,692,000 | 16,764,000 | ||||||
REVENUES: | |||||||||
Total revenues | 182,768,000 | 172,502,000 | |||||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 6,329,000 | ||||||||
Total cost of food, beverage, entertainment and merchandise | 26,747,000 | 25,265,000 | |||||||
Labor expenses | 56,461,000 | 54,654,000 | |||||||
Other store operating expenses | 42,386,000 | 42,664,000 | |||||||
Total company store operating costs | 147,494,000 | 144,408,000 | |||||||
Other costs and expenses: | |||||||||
Advertising expense | 8,773,000 | 8,315,000 | |||||||
General and administrative expenses | 4,326,000 | 4,391,000 | |||||||
Depreciation and amortization | 22,268,000 | 24,729,000 | |||||||
Asset Impairment Charges | 86,000 | ||||||||
Transaction and severance costs | 146,000 | 490,000 | |||||||
Total operating costs and expenses | 183,093,000 | 182,333,000 | |||||||
Rent expense | 21,900,000 | 21,825,000 | |||||||
Operating income (loss) | (325,000) | (9,831,000) | |||||||
Equity in earnings (loss) in affiliates | 5,778,000 | 27,993,000 | |||||||
Interest expense | 18,099,000 | 15,921,000 | |||||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (12,646,000) | 2,241,000 | |||||||
Income tax expense (benefit) | (3,681,000) | 8,171,000 | |||||||
Net income (loss) | (8,965,000) | (5,930,000) | |||||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 145,000 | 420,000 | |||||||
Comprehensive income (loss) | 8,820,000 | 5,510,000 | |||||||
Cash and cash equivalents | 86,234,000 | 86,234,000 | 59,948,000 | ||||||
Consolidation, Eliminations [Member] | |||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||
Revenue from Related Parties | (18,475,000) | (19,017,000) | (38,415,000) | (40,384,000) | |||||
Intangible assets, net | 0 | 0 | 0 | ||||||
Proceeds from sale of property and equipment | 0 | 0 | |||||||
Repayments of Senior Debt | 0 | 0 | |||||||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 | |||||||
Payments to Acquire Property, Plant, and Equipment | 0 | 0 | |||||||
Payments to Develop Software | 0 | 0 | |||||||
Net cash used in investing activities | 0 | 0 | |||||||
Repayments on note payable | 0 | ||||||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | |||||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||||
Net Cash Provided by (Used in) Financing Activities | 0 | 0 | |||||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||||||
Change in cash, cash equivalents and restricted cash | 0 | ||||||||
REVENUES: | |||||||||
Total revenues | (18,475,000) | (19,017,000) | (38,415,000) | (40,384,000) | |||||
Company store operating costs: | |||||||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 0 | 0 | 0 | ||||||
Total cost of food, beverage, entertainment and merchandise | 0 | 0 | 0 | 0 | |||||
Labor expenses | 0 | 0 | 0 | 0 | |||||
Other store operating expenses | (9,947,000) | (10,946,000) | (19,351,000) | (21,804,000) | |||||
Total company store operating costs | (9,947,000) | (10,946,000) | (19,351,000) | (21,804,000) | |||||
Other costs and expenses: | |||||||||
Advertising expense | (8,528,000) | (8,071,000) | (19,064,000) | (18,580,000) | |||||
General and administrative expenses | 0 | 0 | 0 | 0 | |||||
Depreciation and amortization | 0 | 0 | |||||||
Asset Impairment Charges | 0 | $ 0 | |||||||
Transaction and severance costs | 0 | 0 | 0 | 0 | |||||
Total operating costs and expenses | (18,475,000) | (19,017,000) | (38,415,000) | (40,384,000) | |||||
Rent expense | 0 | 0 | 0 | 0 | |||||
Operating income (loss) | 0 | 0 | 0 | 0 | |||||
Equity in earnings (loss) in affiliates | (5,778,000) | (27,993,000) | (14,423,000) | (38,647,000) | |||||
Interest expense | 0 | 0 | 0 | 0 | |||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (5,778,000) | (27,993,000) | (14,423,000) | (38,647,000) | |||||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | |||||
Net income (loss) | (5,778,000) | (27,993,000) | (14,423,000) | (38,647,000) | |||||
Components of other comprehensive income (loss), net of tax: | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (145,000) | (420,000) | (539,000) | ||||||
Total components of other comprehensive income (loss), net of tax | (300,000) | ||||||||
Comprehensive income (loss) | 5,923,000 | 28,413,000 | 14,723,000 | 39,186,000 | |||||
Cash and cash equivalents | 0 | 0 | $ 0 | ||||||
Food and Beverage [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 96,258,000 | 97,411,000 | 214,635,000 | 221,830,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 22,894,000 | 22,823,000 | 50,254,000 | 51,040,000 | |||||
Food and Beverage [Member] | Issuer | |||||||||
REVENUES: | |||||||||
Total revenues | 184,259,000 | 190,998,000 | |||||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 41,733,000 | 42,931,000 | |||||||
Food and Beverage [Member] | Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 13,438,000 | 13,324,000 | 27,396,000 | 27,725,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 3,607,000 | 3,464,000 | 7,497,000 | 7,152,000 | |||||
Food and Beverage [Member] | Non-Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 1,209,000 | 1,280,000 | 2,980,000 | 3,107,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 439,000 | 423,000 | 1,024,000 | 957,000 | |||||
Food and Beverage [Member] | Subsidiary Issuer [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 81,611,000 | 82,807,000 | |||||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 18,848,000 | 18,936,000 | |||||||
Food and Beverage [Member] | Consolidation, Eliminations [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 0 | 0 | 0 | 0 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 0 | 0 | 0 | 0 | |||||
Franchise [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 5,196,000 | 4,649,000 | 10,606,000 | 9,272,000 | |||||
Franchise [Member] | Issuer | |||||||||
REVENUES: | |||||||||
Total revenues | 1,000,000 | 904,000 | |||||||
Franchise [Member] | Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 4,216,000 | 4,186,000 | 8,359,000 | 8,368,000 | |||||
Franchise [Member] | Non-Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 551,000 | 0 | 1,247,000 | 0 | |||||
Franchise [Member] | Subsidiary Issuer [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 429,000 | 463,000 | |||||||
Franchise [Member] | Consolidation, Eliminations [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 0 | 0 | 0 | 0 | |||||
Entertainment [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 115,904,000 | 109,724,000 | 247,021,000 | 245,641,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 8,421,000 | 6,854,000 | 17,802,000 | 15,341,000 | |||||
Entertainment [Member] | Issuer | |||||||||
REVENUES: | |||||||||
Total revenues | 215,770,000 | ||||||||
Entertainment [Member] | Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 13,147,000 | 18,811,000 | 25,874,000 | 32,923,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 403,000 | ||||||||
Entertainment [Member] | Non-Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 2,262,000 | 2,056,000 | 5,377,000 | 5,073,000 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 119,000 | ||||||||
Entertainment [Member] | Subsidiary Issuer [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 100,495,000 | 88,857,000 | 207,645,000 | ||||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 7,899,000 | ||||||||
Entertainment [Member] | Consolidation, Eliminations [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 0 | 0 | 0 | 0 | |||||
Company store operating costs: | |||||||||
Total cost of food, beverage, entertainment and merchandise | 0 | ||||||||
Sales Revenue, Net [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 212,162,000 | 207,135,000 | 461,656,000 | 467,471,000 | |||||
Sales Revenue, Net [Member] | Issuer | |||||||||
REVENUES: | |||||||||
Total revenues | 400,029,000 | 398,643,000 | |||||||
Sales Revenue, Net [Member] | Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 26,585,000 | 32,135,000 | 53,270,000 | 60,648,000 | |||||
Sales Revenue, Net [Member] | Non-Guarantors | |||||||||
REVENUES: | |||||||||
Total revenues | 3,471,000 | 3,336,000 | 8,357,000 | 8,180,000 | |||||
Sales Revenue, Net [Member] | Subsidiary Issuer [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | 182,106,000 | 171,664,000 | |||||||
Sales Revenue, Net [Member] | Consolidation, Eliminations [Member] | |||||||||
REVENUES: | |||||||||
Total revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidating Sched59
Condensed Consolidating Schedules - Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jul. 01, 2018 | Jul. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | Dec. 31, 2017 | Apr. 02, 2017 | Jan. 01, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||||||
Cash, cash equivalents and restricted cash, at Carrying Value | $ 89,094 | $ 89,577 | $ 89,094 | $ 89,577 | $ 67,312 | $ 89,577 | $ 61,291 |
Capital lease obligations, less current portion | 12,674 | 12,674 | 13,010 | ||||
Capital lease obligations, current portion | 634 | 634 | 596 | ||||
Transaction and severance costs | 191 | 490 | 725 | 570 | |||
Cash flows provided by (used in) operating activities: | |||||||
Net Cash Provided by (Used in) Operating Activities | 65,025 | 76,602 | |||||
Cash flows provided by (used in) investing activities: | |||||||
Proceeds from sale of property and equipment | (36,808) | (47,045) | |||||
Proceeds from Sale of Property, Plant, and Equipment | 412 | 237 | |||||
Payments to Develop Software | (1,022) | (2,075) | |||||
Net cash used in investing activities | (37,418) | (48,883) | |||||
Repayments on senior term loan | (3,800) | (3,800) | |||||
Repayments of Notes Payable | 0 | (13) | |||||
Cash flows from financing activities: | |||||||
Repayments on note payable | (13) | ||||||
Proceeds from sale leaseback transaction | 0 | 4,073 | |||||
Payments of Financing Costs | (395) | 0 | |||||
Repayments of Long-term Capital Lease Obligations | (295) | (218) | |||||
Sale Leaseback Transaction, Payments, Financing Activities | (1,384) | (1,161) | |||||
Excess tax benefit realized from stock-based compensation | 1,447 | ||||||
Adjustments to Additional Paid in Capital, Other | 0 | 1,447 | |||||
Net cash used in financing activities | (5,874) | 328 | |||||
Effect of foreign exchange rate changes on cash | 49 | 239 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 21,782 | ||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 89,094 | 89,577 | 89,094 | 89,577 | 67,312 | 61,291 | |
Guarantors | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Cash, cash equivalents and restricted cash, at Carrying Value | 1,884 | 1,884 | 5,334 | 1,158 | |||
Capital lease obligations, less current portion | 0 | 0 | 0 | ||||
Capital lease obligations, current portion | 0 | 0 | 0 | ||||
Transaction and severance costs | 45 | 0 | 266 | 0 | |||
Cash flows provided by (used in) operating activities: | |||||||
Net Cash Provided by (Used in) Operating Activities | 14,473 | 20,594 | |||||
Cash flows provided by (used in) investing activities: | |||||||
Proceeds from sale of property and equipment | (12,792) | (14,330) | |||||
Proceeds from Sale of Property, Plant, and Equipment | (158) | 0 | |||||
Payments to Develop Software | (49) | (2,075) | |||||
Net cash used in investing activities | (12,999) | (16,405) | |||||
Repayments on senior term loan | 0 | 0 | |||||
Cash flows from financing activities: | |||||||
Repayments on note payable | (13) | ||||||
Proceeds from sale leaseback transaction | 0 | ||||||
Payments of Financing Costs | 0 | ||||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | |||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||
Net cash used in financing activities | 0 | (13) | |||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 1,474 | ||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 410 | ||||||
Non-Guarantors | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Cash, cash equivalents and restricted cash, at Carrying Value | 976 | 976 | 6,773 | 7,045 | |||
Capital lease obligations, less current portion | 47 | 47 | 54 | ||||
Capital lease obligations, current portion | 10 | 10 | 10 | ||||
Transaction and severance costs | 0 | 0 | 0 | 0 | |||
Cash flows provided by (used in) operating activities: | |||||||
Net Cash Provided by (Used in) Operating Activities | (4,883) | 141 | |||||
Cash flows provided by (used in) investing activities: | |||||||
Proceeds from sale of property and equipment | (1,140) | (649) | |||||
Proceeds from Sale of Property, Plant, and Equipment | 0 | 0 | |||||
Payments to Develop Software | 0 | 0 | |||||
Net cash used in investing activities | (1,140) | (649) | |||||
Repayments on senior term loan | 0 | 0 | |||||
Cash flows from financing activities: | |||||||
Repayments on note payable | 0 | ||||||
Proceeds from sale leaseback transaction | 0 | ||||||
Payments of Financing Costs | 0 | ||||||
Repayments of Long-term Capital Lease Obligations | (4) | (3) | |||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||
Net cash used in financing activities | (4) | (3) | |||||
Effect of foreign exchange rate changes on cash | 49 | 239 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (5,978) | ||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 6,954 | ||||||
Consolidation, Eliminations [Member] | |||||||
Cash flows from financing activities: | |||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 0 | ||||||
Subsidiary Issuer [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Capital lease obligations, less current portion | 12,627 | 12,627 | 12,956 | ||||
Capital lease obligations, current portion | 624 | 624 | 586 | ||||
Transaction and severance costs | 146 | 490 | |||||
Issuer | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Cash, cash equivalents and restricted cash, at Carrying Value | 86,234 | 86,234 | 77,470 | 53,088 | |||
Transaction and severance costs | 459 | 570 | |||||
Cash flows provided by (used in) operating activities: | |||||||
Net Cash Provided by (Used in) Operating Activities | 55,435 | 55,867 | |||||
Cash flows provided by (used in) investing activities: | |||||||
Proceeds from sale of property and equipment | (22,876) | (32,066) | |||||
Proceeds from Sale of Property, Plant, and Equipment | 570 | 237 | |||||
Payments to Develop Software | (973) | 0 | |||||
Net cash used in investing activities | (23,279) | (31,829) | |||||
Repayments on senior term loan | (3,800) | (3,800) | |||||
Cash flows from financing activities: | |||||||
Repayments on note payable | 0 | ||||||
Proceeds from sale leaseback transaction | 4,073 | ||||||
Payments of Financing Costs | (395) | ||||||
Repayments of Long-term Capital Lease Obligations | (291) | (215) | |||||
Sale Leaseback Transaction, Payments, Financing Activities | (1,384) | (1,161) | |||||
Excess tax benefit realized from stock-based compensation | 1,447 | ||||||
Net cash used in financing activities | (5,870) | 344 | |||||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 26,286 | ||||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 59,948 | ||||||
Consolidation, Eliminations [Member] | |||||||
Condensed Financial Statements, Captions [Line Items] | |||||||
Cash, cash equivalents and restricted cash, at Carrying Value | 0 | 0 | $ 0 | $ 0 | |||
Capital lease obligations, less current portion | 0 | 0 | 0 | ||||
Capital lease obligations, current portion | 0 | 0 | 0 | ||||
Transaction and severance costs | $ 0 | $ 0 | 0 | 0 | |||
Cash flows provided by (used in) operating activities: | |||||||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 | |||||
Cash flows provided by (used in) investing activities: | |||||||
Proceeds from sale of property and equipment | 0 | 0 | |||||
Proceeds from Sale of Property, Plant, and Equipment | 0 | 0 | |||||
Payments to Develop Software | 0 | 0 | |||||
Net cash used in investing activities | 0 | 0 | |||||
Repayments on senior term loan | 0 | 0 | |||||
Cash flows from financing activities: | |||||||
Repayments on note payable | 0 | ||||||
Proceeds from sale leaseback transaction | 0 | ||||||
Payments of Financing Costs | 0 | ||||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | |||||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | |||||
Excess tax benefit realized from stock-based compensation | 0 | ||||||
Net cash used in financing activities | 0 | 0 | |||||
Effect of foreign exchange rate changes on cash | $ 0 | $ 0 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jul. 01, 2018 | Apr. 01, 2018 | Jul. 02, 2017 | Apr. 02, 2017 | Jul. 01, 2018 | Jul. 02, 2017 | |
Issuer | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0.1 | $ 0 | $ 0.2 | $ 0.1 | $ 0.3 | |
Apollo [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0.2 | $ 0.2 | $ 0.5 |
Sale Leaseback (Details)
Sale Leaseback (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 01, 2018 | Jul. 02, 2017 | |
Sale Leaseback Transaction [Line Items] | ||
Sale Leaseback Transaction, Gross Proceeds, Financing Activities | $ 0 | $ 4,073 |