Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2015 | Feb. 16, 2016 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | GTIM | |
Entity Registrant Name | GOOD TIMES RESTAURANTS INC | |
Entity Central Index Key | 825,324 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 12,266,414 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 8,997 | $ 13,809 |
Receivables, net of allowance for doubtful accounts of $0 | 1,113 | 189 |
Prepaid expenses and other | 245 | 161 |
Inventories | 574 | 510 |
Notes receivable | 58 | 59 |
Total current assets | 10,987 | 14,728 |
PROPERTY, EQUIPMENT AND CAPITAL LEASES | ||
Land and building | 5,095 | 5,054 |
Leasehold improvements | 12,649 | 10,294 |
Fixtures and equipment | 13,833 | 12,096 |
Total property, equipment and capital leases | 31,577 | 27,444 |
Less accumulated depreciation and amortization | (13,693) | (13,222) |
Total net property, equipment and capital leases | 17,884 | 14,222 |
OTHER ASSETS: | ||
Notes receivable | 68 | 71 |
Trademarks | 3,900 | 3,900 |
Other intangibles, net | 110 | 117 |
Goodwill | 15,074 | 15,066 |
Deposits and other assets | 123 | 124 |
Total other assets | 19,275 | 19,278 |
TOTAL ASSETS | 48,146 | 48,228 |
CURRENT LIABILITIES: | ||
Current maturities of long-term debt and capital lease obligations | 2,613 | 2,617 |
Accounts payable | 2,405 | 2,733 |
Deferred income | 25 | 25 |
Other accrued liabilities | 2,228 | 1,883 |
Total current liabilities | 7,271 | 7,258 |
LONG-TERM LIABILITIES: | ||
Long-term debt due after one year | 1,050 | 11 |
Capital lease obligations due after one year | 8 | 1,093 |
Deferred and other liabilities | 2,563 | 1,609 |
Total long-term liabilities | 3,621 | 2,713 |
Good Times Restaurants, Inc. stockholders' equity: | ||
Preferred stock, $.01 par value; 5,000,000 shares authorized, no shares issued and outstanding as of December 31, 2015 and September 30, 2015 | 0 | 0 |
Common stock, $.001 par value; 50,000,000 shares authorized, 12,259,550 shares issued and outstanding as of December 31, 2015 and September 30, 2015 | 12 | 12 |
Capital contributed in excess of par value | 57,611 | 57,434 |
Accumulated deficit | (21,928) | (20,804) |
Total Good Times Restaurants, Inc. stockholders' equity | 35,695 | 36,642 |
Non-controlling interest in partnerships | 1,559 | 1,615 |
Total stockholders' equity | 37,254 | 38,257 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 48,146 | $ 48,228 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2015 | Sep. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 0 | $ 0 |
Preferred stock, par value | $ 0.01 | $ .01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 12,259,550 | 12,259,550 |
Common stock, shares outstanding | 12,259,550 | 12,259,550 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
NET REVENUES: | ||
Restaurant sales | $ 13,656 | $ 7,766 |
Franchise royalties | 182 | 89 |
Total net revenues | 13,838 | 7,855 |
RESTAURANT OPERATING COSTS: | ||
Food and packaging costs | 4,505 | 2,749 |
Payroll and other employee benefit costs | 4,772 | 2,532 |
Restaurant occupancy and other operating costs | 2,313 | 1,338 |
Preopening costs | 725 | 237 |
Depreciation and amortization | 459 | 206 |
Total restaurant operating costs | 12,774 | 7,062 |
General and administrative costs | 1,587 | 859 |
Advertising costs | 385 | 277 |
Franchise costs | 27 | 26 |
Gain on restaurant asset sale | (5) | (6) |
LOSS FROM OPERATIONS | (930) | (363) |
Other Income (Expenses): | ||
Interest income (expense), net | (30) | 3 |
Affiliate investment expense | 0 | 1 |
Other income (loss) | (1) | (2) |
Total other expenses, net | (31) | 2 |
NET LOSS | (961) | (361) |
Income attributable to non-controlling interests | (163) | (49) |
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ (1,124) | $ (410) |
BASIC AND DILUTED LOSS PER SHARE: | ||
Net loss attributable to Common Shareholders | $ (0.09) | $ (0.04) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ||
Basic | 12,259,550 | 9,179,007 |
Diluted |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (961,000) | $ (361,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 482,000 | 221,000 |
Accretion of deferred rent | 38,000 | 14,000 |
Amortization of lease incentive obligation | (23,000) | 0 |
Stock based compensation expense | 177,000 | 67,000 |
Affiliate investment income | 0 | (1,000) |
Recognition of deferred gain on sale of restaurant building | (6,000) | (6,000) |
Loss on sale of assets | 1,000 | 0 |
Change in: | ||
Receivables and other | 21,000 | 72,000 |
Inventories | (64,000) | (32,000) |
Deposits and other | (86,000) | (70,000) |
Change in: | ||
Accounts payable | (513,000) | (56,000) |
Accrued liabilities and deferred income | 338,000 | (61,000) |
Net cash used in operating activities | (596,000) | (213,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for the purchase of property and equipment | (3,955,000) | (1,752,000) |
Proceeds from sale of assets | 4,000 | 0 |
Payments received from franchisees and others | 4,000 | 2,000 |
Net cash used in investing activities | (3,947,000) | (1,750,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from warrant exercises, net | 0 | 3,233,000 |
Proceeds from stock option exercises | 0 | 7,000 |
Principal payments on notes payable and long-term debt | (50,000) | (17,000) |
Borrowings on notes payable and long-term debt | 0 | 401,000 |
Net distributions paid to non-controlling interests | (219,000) | (58,000) |
Net cash provided by (used in) financing activities | (269,000) | 3,566,000 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | (4,812,000) | 1,603,000 |
CASH AND CASH EQUIVALENTS, beginning of period | 13,809,000 | 9,894,000 |
CASH AND CASH EQUIVALENTS, end of period | 8,997,000 | 11,497,000 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 22,000 | 5,000 |
Non-cash purchase of property and equipment | $ 185,000 | $ 40,000 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Dec. 31, 2015 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 1. Basis of Presentation In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all of the normal recurring adjustments necessary to present fairly the financial position of the Company as of December 31, 2015 and the results of its operations and its cash flows for the three month period ended December 31, 2015. Operating results for the three month period ended December 31, 2015 are not necessarily indicative of the results that may be expected for the year ending September 30, 2016. The condensed consolidated balance sheet as of September 30, 2015 is derived from the audited financial statements, but does not include all disclosures required by generally accepted accounting principles. As a result, these condensed consolidated financial statements should be read in conjunction with the Company's Form 10-K for the fiscal year ended September 30, 2015. The accompanying unaudited condensed consolidated financial statements include the accounts of Good Times Restaurants Inc and its wholly-owned subsidiaries, Good Times Drive Thru, Inc. (“Drive Thru”), BD of Colorado, LLC (“BD of Colo”), Bad Daddy’s Franchise Development, LLC (“BDFD”) and Bad Daddy’s International, LLC (“BDI”), as of December 31, 2015. All significant intercompany balances and transactions have been eliminated in consolidation. Drive Thru is engaged in the business of developing, owning, operating and franchising hamburger-oriented drive-through restaurants under the name Good Times Burgers & Frozen Custard. Most of our Good Times restaurants are located in the front-range communities of Colorado but we also have franchised restaurants in Wyoming. BD of Colo, BDI and BDFD are engaged in the business of licensing, owning and operating full service hamburger-oriented restaurants under the name Bad Daddy’s Burger Bar. Reclassification – Certain prior year balances have been reclassified to conform to the current year’s presentation. Such reclassifications had no effect on the net income or loss. |
Business Combinations
Business Combinations | 3 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | Note 2. Business Combinations The Company believes the Bad Daddy Burger Bar brand has significant growth potential and can be expanded beyond its current regional footprint. In order to acquire control over the Bad Daddy’s Burger Bar brand to take advantage of this growth potential, on April 28, 2015, the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) to purchase from five sellers all of the membership interests in BDI, a North Carolina limited liability company. The Company closed on the purchase of BDI on May 7, 2015, and BDI became a wholly-owned subsidiary of the Company. BDI owns all of the member interests in four limited liability companies, each of which owns and operates a Bad Daddy’s Burger Bar restaurant in North Carolina. In addition, BDI owns a portion of the member interests in three other limited liability companies, each of which also owns a Bad Daddy’s Burger Bar restaurant in North Carolina. BDI also owns the intellectual property associated with the Bad Daddy’s Burger Bar concept and owns 52 percent of the member interests in BDFD, which has granted franchises for the ownership and operation of Bad Daddy’s Burger Bar restaurants in South Carolina and Tennessee. BDI has also granted a license for the operation of a Bad Daddy’s Burger Bar at the Charlotte airport. As a result of the purchase of BDI, the Company has acquired all of the foregoing interests and assets. Prior to the acquisition, the Company owned the remaining 48 percent of the member interests in BDFD and carried an Investment in Affiliates balance of $498,000. The aggregate price paid by the Company for the purchase of BDI was $21,402,000, comprised of $18,988,000 payable in cash and a one-year secured promissory note bearing interest at 3.25 percent in the amount of $2,414,000. Pursuant to a Pledge Agreement (the “Pledge Agreement”), the promissory note is secured by a pledge of the ownership of the two entities which own two of the acquired restaurants. Upon the reduction of the principal of the promissory note by at least 50% the sellers are to select one of the entities for release from the pledge. The Company acquired all of BDI’s ownership interests. The preliminary estimated fair values of the assets acquired and liabilities assumed for the acquisition approximated the following (in thousands): Allocated Fair Value Cash $ 1,376 Receivables 124 Prepaid expenses and other 49 Inventories 133 Deposits 52 Property and equipment 3,672 Trademarks 3,900 Franchise agreements 116 Non-compete agreements 15 Goodwill 14,978 Total assets purchased 24,415 Accounts payable and other accrued liabilities (758 ) Unfavorable lease liability (481 ) Non-controlling interests in partnerships (1,276 ) Total liabilities assumed (2,515 ) Investment in BDFD balance (498 ) Total purchase price $ 21,402 Cash $ 18,988 Notes payable 2,414 Total purchase price $ 21,402 The excess of the purchase price over the aggregate fair value of net assets acquired was allocated to goodwill. The portion of the purchase price attributable to goodwill represents benefits expected as a result of the acquisition, including sales and unit growth opportunities in addition to supply-chain synergies. Included in the consolidated statement of operations for the three month period ended December 31, 2015 are revenues of $4,463,000 and net income of $73,000 attributed to BDI and BDFD. Estimates of acquired goodwill and identifiable intangible assets related to the acquisition are as follows (in thousands): Estimated Fair Value Weighted Average Estimated Useful Life (yrs) Trademarks and trade names $ 3,900 Indefinite Franchise Agreements 116 3 – 9 Non-Compete Agreements 15 3 Goodwill, including assembled workforce 14,978 Indefinite The table below presents the proforma revenue and net income for the three month periods ended December 31, 2015 and 2014, assuming the acquisition had occurred on October 1, 2014. This proforma information does not purport to represent what the actual results of operations of the Company would have been had the acquisition occurred on this date nor does it purport to predict the results of operations for future periods (in thousands). Three Months Ended December 31, (1) 2015 2014 Revenues $ 13,838 $ 11,289 Net loss $ (961 ) $ (1,036 ) Net loss attributable to common shareholders $ (1,124 ) $ (1,112 ) Basic and diluted loss per share $ (.09 ) $ (.12 ) (1) Net loss during the three month period ended December 31, 2014 includes acquisition related costs of $648,000 |
Investment in Affiliate
Investment in Affiliate | 3 Months Ended |
Dec. 31, 2015 | |
Investment in Affiliate [Abstract] | |
Investment in Affiliate | Note 3. Investment in Affiliate On April 15, 2013, the Company executed a Subscription Agreement for the purchase of 4,800 Class A Units of BDFD, representing a 48% non-controlling voting membership interest in BDFD, for the aggregate subscription price of $750,000. The subscription price was payable in two equal installments. The first $375,000 installment was paid on the date of execution of the Subscription Agreement and the remaining $375,000 installment was paid in December 2013. As explained in Note 2 above, the Company acquired the remaining 52% interest in BDFD on May 7, 2015. Prior to the acquisition, the Company accounted for this investment using the equity method. For the three month period ending December 31, 2014 the Company recorded net income of $1,000 for its share of BDFD’s operating results. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | Note 4. Goodwill and Intangible Assets The following table presents goodwill and intangible assets as of December 31, 2015 and September 30, 2015 (in thousands): December 31, 2015 September 30, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets subject to amortization Franchise rights 116 (17 ) 99 116 (11 ) 105 Non-compete agreements 15 (4 ) 11 15 (3 ) 12 $ 131 $ (21 ) $ 110 $ 131 $ (14 ) $ 117 Indefinite-lived intangible assets: Trademarks $ 3,900 $ 0 $ 3,900 $ 3,900 $ 0 $ 3,900 Intangible assets, net $ 4,031 $ (21 ) $ 4,010 $ 4,031 $ (14 ) $ 4,017 Goodwill $ 15,074 $ 0 $ 15,074 $ 15,066 $ 0 $ 15,066 The Company had no goodwill impairment losses in the periods presented in the above table or any prior periods. There were no impairments to intangible assets during the three month period ended December 31, 2015. The aggregate amortization expense related to intangible assets subject to amortization was $7,000 for the three month period ended December 31, 2015. The estimated aggregate future amortization expense as of December 31, 2015 is as follows, (in thousands): Remainder of 2016 $ 21 2017 28 2018 19 2019 10 2020 10 Thereafter 22 $ 110 |
Common Stock
Common Stock | 3 Months Ended |
Dec. 31, 2015 | |
Common Stock [Abstract] | |
Common Stock | Note 5. Common Stock. On September 5, 2014, the registrant filed with the Securities and Exchange Commission a registration statement on Form S-1, which was subsequently amended by Amendment No. 1 to Form S-1, filed on September 23, 2014 and declared effective on September 24, 2014, and Post-Effective Amendment No. 1 to Form S-1, filed on January 29, 2015 and declared effective on February 4, 2015. The Form S-1 was filed to register the resale by the selling stockholders named in the prospectus included in the Form S-1 of up to 2,094,236 shares of the registrant’s common stock, par value $0.01 per share. The Post-Effective Amendment No. 2 on Form S-3 was filed by the Company to convert the Form S-1 into a registration statement on Form S-3. On January 26, 2015, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission ("SEC") which was declared effective by the SEC on March 25, 2015. The registration statement allows the Company to issue common stock from time to time up to an aggregate amount of $75 million, of which $22,688,052 has been issued. On January 29, 2015, the Company filed an Amendment No. 1 to the Initial Registration Statement on Form S-1 which registered for sale 2,094,236 shares of the Company’s common stock by certain selling Stockholders as further described in our Annual Report on Form 10-K/A for the fiscal year ended September 30, 2014. The Amendment No. 1 was filed to update the financial information and other disclosures, among other things, including the Company’s audited consolidated financial statements for the fiscal year ended September 30, 2014. On May 7, 2015, the Company completed a public offering of 2,783,810 shares of its common stock, which included the full exercise of the underwriters’ over-allotment option, at $8.15 per share for net proceeds, after deducting underwriting discounts and commissions and offering expenses, of approximately $20.6 million. Net proceeds were used for the acquisition of BDI and to fund the remodeling and reimaging of existing Good Times Burgers & Frozen Custard restaurants, for the development of new Bad Daddy’s Burger Bar restaurants, as working capital reserves and for future investment at the discretion of our Board of Directors. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Dec. 31, 2015 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 6. Stock-Based Compensation Stock-based compensation is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite service period (generally the vesting period of the grant). Our net loss for the three month periods ended December 31, 2015 and December 31, 2014 includes $177,000 and $67,000, respectively, of compensation costs related to our stock-based compensation arrangements. Stock Option awards The Company measures the compensation cost associated with stock option awards by estimating the fair value of the award as of the grant date using the Black-Scholes pricing model. The Company believes that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair values of the Company’s stock options and stock awards granted during the three months ended December 31, 2015. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by the employees who receive equity awards. During the three months ended December 31, 2015, the Company granted a total of 22,686 non-statutory stock options and a total of 54,110 incentive stock options, from available shares under its 2008 Plan, as amended, with exercise prices between of $5.29 and $6.23 and per-share weighted average fair values between $2.87 and $4.52. In addition to the exercise and grant date prices of the stock option awards, certain weighted average assumptions that were used to estimate the fair value of stock option grants are listed in the following table: Fiscal 2016 Incentive Stock Options Expected term (years) 6.5 to 7.5 Expected volatility 81.77% to 89.08% Risk-free interest rate 1.65% to 2.07% Expected dividends 0 We estimate expected volatility based on historical weekly price changes of our common stock for a period equal to the current expected term of the options. The risk-free interest rate is based on the United States treasury yields in effect at the time of grant corresponding with the expected term of the options. The expected option term is the number of years we estimate that options will be outstanding prior to exercise considering vesting schedules and our historical exercise patterns. The following table summarizes stock option activity for the three month period ended December 31, 2015 under all plans: Shares Weighted Average Exercise Price Weighted Avg. Remaining Contractual Life (Yrs.) Outstanding-beginning of year 540,444 $5.27 Options granted 76,796 $5.31 Options exercised 0 Forfeited (9,628 ) $7.79 Expired (13,917 ) $17.04 Outstanding December 31, 2015 593,695 $4.96 7.6 Exercisable December 31, 2015 134,670 $4.73 4.5 As of December 31, 2015, the aggregate intrinsic value of the outstanding and exercisable options was $758,000 and $276,000, respectively. Only options whose exercise price is below the current market price of the underlying stock are included in the intrinsic value calculation. As of December 31, 2015, the total remaining unrecognized compensation cost related to non-vested stock options was $954,000 and is expected to be recognized over a weighted average period of approximately 4.9 years. There were 3,891 stock options exercised during the three months ended December 31, 2014 with proceeds of $7,000, no stock options were exercised in the three month period ended December 31, 2015. Restricted Stock Grants During the three months ended December 31, 2015, the Company granted a total of 44,755 shares of restricted stock to certain employees and executive officers from available shares under its 2008 Plan, as amended. The shares were issued with grant date fair market values of $4.18 which is equal to the closing price of the stock on the date of the grants. The restricted stock grants vest over three years following the grant date. A summary of the status of non-vested restricted stock as of December 31, 2015 is presented below. Shares Grant Date Fair Value Per Share Non-vested shares at beg of year 148,426 $3.23 to $8.60 Granted 44,755 $4.18 Forfeited (8,721 ) Vested 0 Non-vested shares at Dec 31, 2015 184,460 As of December 31, 2015, there was $362,000 of total unrecognized compensation cost related to non-vested restricted stock. This cost is expected to be recognized over a weighted average period of approximately 2.9 years. |
Notes Payable
Notes Payable | 3 Months Ended |
Dec. 31, 2015 | |
Notes Payable [Abstract] | |
Notes Payable | Note 7. Notes Payable On July 30, 2014 Drive Thru entered into a Development Line Loan and Security Agreement with United Capital Business Lending (Lender), pursuant to which Lender agreed to loan Drive Thru up to $2,100,000 (the Loan) and entered into a Collateral Assignment of Franchise Agreements, Management Agreement and Partnership Interests with Lender. In addition, on July 30, 2014, the Company entered into a Guaranty Agreement (the Guaranty Agreement) with Lender, pursuant to which the Company guaranteed the repayment of the Loan. The Loan Agreement, Collateral Assignment, Notes (as defined below) and Guaranty Agreement are referred to herein as the Loan Documents. As of December 31, 2015, Drive Thru had borrowed approximately $1,314,000 under the Loan Agreement, of which $401,000 was borrowed during the three month period ended December 31, 2014 and $0 borrowed in the three month period ended December 31, 2015. As of December 31, 2015 the outstanding balance on the note was $1,186,000. As of July 1, 2015 Drive Thru could no longer request additional draw downs. In connection with each disbursement under the Loan Agreement, Drive Thru executed a Promissory Note (the Notes) in the full amount of each disbursement request. The Notes incur interest at a rate of 6.69% per annum, are repayable in monthly installments of principal and interest over 84 months, and contain other customary terms and conditions. The Notes are subject to certain prepayment fees ranging between 1% and 3% of the unpaid balance at such time if Drive Thru repays a Note in certain circumstances prior to the thirty seventh monthly installment under such Note. The Loan Agreement and Notes associated with the Development Line Loan contain customary representations, warranties and affirmative and negative covenants, including without limitation, annual covenants to maintain certain insurance coverage and to maintain a certain debt service coverage ratio, leverage ratio, and quick ratio. In May 2015, in connection with the BDI purchase, the Company entered into a one-year secured promissory note bearing interest at 3.25 percent in the amount of $2,414,000, as described in Note 2. |
Warrants
Warrants | 3 Months Ended |
Dec. 31, 2015 | |
Warrants [Abstract] | |
Warrants | Note 8. Warrants In connection with the public offering in August 2013 we issued 2,200,000 warrants to purchase 2,200,000 shares of our common stock (A Warrants) and an additional 2,200,000 warrants to purchase 1,100,000 shares of our common stock (B Warrants). Additionally we issued 330,000 A warrants to purchase 330,000 shares of common stock and 330,000 B warrants to purchase 165,000 of common stock to the underwriters in connection with the public offering. Each A Warrant was exercisable on or before August 16, 2018 for one share of common stock at an exercise price of $2.75 per share and two B Warrants were exercisable on or before May 16, 2014 for one share of common stock at an exercise price of $2.50 per share. Also, in connection with the public offering we issued 154,000 representative warrants to purchase 154,000 shares of common stock at an exercise price of $3.125 to the underwriters. The representative warrants were exercisable beginning May 16, 2014 and were to expire on August 16, 2016. In October, 2014 the Company mailed a notice of redemption to all holders of the Companys A Warrants. Each A Warrant was exercisable for one share of common stock at $2.75 per share until 5:00 p.m. Colorado Time on Friday, November 14, 2014. Holders of the A Warrants are no longer entitled to exercise their warrants for common stock and have no rights. No other warrants remain outstanding. |
Net Income (Loss) per Common Sh
Net Income (Loss) per Common Share | 3 Months Ended |
Dec. 31, 2015 | |
Net Income (Loss) per Common Share [Abstract] | |
Net Income (Loss) per Common Share | Note 9. Net Income (Loss) per Common Share Our basic earnings per share calculation is computed based on the weighted-average number of common shares outstanding. Our diluted earnings per share calculation is computed based on the weighted-average number of common shares outstanding adjusted by the number of additional shares that would have been outstanding had the potentially dilutive common shares been issued. Potentially dilutive securities for this calculation consist of in-the-money outstanding stock options, restricted stock grants and warrants (which were assumed to have been exercised at the average market price of the common shares during the reporting period). The treasury stock method is used to measure the dilutive impact of in-the-money stock options. Options for 157,981 and 229,816 shares of common stock, and warrants for 0 and 79,900 shares of common stock, were not included in computing diluted EPS for the three months ended December 31, 2015 and 2014, respectively, because their effects were anti-dilutive. |
Contingent Liabilities and Liqu
Contingent Liabilities and Liquidity | 3 Months Ended |
Dec. 31, 2015 | |
Contingent Liabilities and Liquidity [Abstract] | |
Contingent Liabilities and Liquidity | Note 10. Contingent Liabilities and Liquidity We remain contingently liable on various leases underlying restaurants that were previously sold to franchisees. We have never experienced any losses related to these contingent lease liabilities, however if a franchisee defaults on the payments under the leases, we would be liable for the lease payments as the assignor or sub-lessor of the lease. Currently we have not been notified nor are we aware of any leases in default by the franchisees, however there can be no assurance that there will not be in the future which could have a material effect on our future operating results. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11. Related Party Transactions In April 2013 the Company entered into a management services agreement with BDFD pursuant to which the Company provided general management services as well as accounting and administrative services. Income received from the agreement by the Company was fully recognized in income and then proportionately offset by the 48% equity investment in BDFD. Total amounts received from BDFD per the management services agreement were $0 and $6,000 for the three month periods ended December 31, 2015 and 2014, respectively. In conjunction with the purchase of BDI in May 2015 the Company now owns 100% of BDFD and has fully consolidated their accounts in the accompanying condensed consolidated financial statements. |
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets and Goodwill | 3 Months Ended |
Dec. 31, 2015 | |
Impairment of Long-Lived Assets and Goodwill [Abstract] | |
Impairment of Long-Lived Assets and Goodwill | Note 12. Impairment of Long-Lived Assets and Goodwill Long-Lived Assets. Given the results of our impairment analysis at December 31, 2015 there are no restaurants which are impaired. Trademarks. Goodwill. |
Income Taxes
Income Taxes | 3 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | Note 13. Income Taxes We account for income taxes using the liability method, whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. The deferred tax assets are reviewed periodically for recoverability and valuation allowances are adjusted as necessary. The Company has significant net operating loss carry-forwards from prior years and incurred additional net operating losses during the three month periods ended December 31, 2015 and 2014. These losses resulted in an increase in the related deferred tax assets; however, valuation allowances were provided which reduced these deferred tax assets to zero; therefore, no income tax provision or benefit was recognized for the three month periods ended December 31, 2015 and 2014 resulting in an effective income tax rate of 0% for both periods. The Company is subject to taxation in various jurisdictions. The Company continues to remain subject to examination by U.S. federal authorities for the years 2012 through 2015. The Company believes that its income tax filing positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material adverse effect on the Companys financial condition, results of operations, or cash flows. Therefore, no reserves for uncertain income tax positions have been recorded. The Companys practice is to recognize interest and/or penalties related to income tax matters in income tax expense. No accrual for interest and penalties was considered necessary as of December 31, 2015. |
Non-controlling Interests
Non-controlling Interests | 3 Months Ended |
Dec. 31, 2015 | |
Non-controlling Interests [Abstract] | |
Non-controlling Interests | Note 14. Non-controlling Interests Non-controlling interests are presented as a separate item in the equity section of the condensed consolidated balance sheet. The amount of consolidated net income or loss attributable to non-controlling interests is presented on the face of the condensed consolidated statement of operations. Changes in a parent’s ownership interest in a subsidiary that do not result in deconsolidation are equity transactions, while changes in ownership interest that do result in deconsolidation of a subsidiary require gain or loss recognition in net income based on the fair value on the deconsolidation date. The equity interests of the unrelated limited partners and members are shown on the accompanying consolidated balance sheet in the stockholders’ equity section as a non-controlling interest and is adjusted each period to reflect the limited partners’ and members’ share of the net income or loss as well as any cash distributions to the limited partners and members for the period. The limited partners’ and members’ share of the net income or loss in the partnership is shown as non-controlling interest income or expense in the accompanying consolidated statement of operations. All inter-company accounts and transactions are eliminated. The following table summarizes the activity in non-controlling interests during the three months ended December 31, 2015: Good Times Bad Daddy’s Total Balance at September 30, 2015 $ 320,000 $ 1,295,000 $ 1,615,000 Income 101,000 62,000 163,000 Distributions (109,000 ) (110,000 ) (219,000 ) Balance at December 31, 2015 $ 312,000 $ 1,247,000 $ 1,559,000 Prior to the acquisition of BDI our non-controlling interest consisted of one joint venture partnership involving Good Times restaurants, as part of the acquisition of BDI additional non-controlling interests were acquired in three joint venture entities, see Note 2 above. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Dec. 31, 2015 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | Note 15. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (FASB) issued guidance which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the related debt liability rather than an asset. The recognition and measurement guidance for debt issuance costs are not affected by this guidance. This new guidance is effective retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 16. Segment Reporting All of our Good Times Burgers and Frozen Custard restaurants (Good Times) compete in the quick-service drive-through dining industry while our Bad Daddy’s Burger Bar restaurants (Bad Daddy’s) compete in the full-service upscale casual dining industry. We believe that providing this additional financial information for each of our brands will provide a better understanding of our overall operating results. Income (loss) from operations represents revenues less restaurant operating costs and expenses, directly allocable general and administrative expenses, and other restaurant-level expenses directly associated with each brand including depreciation and amortization, pre-opening costs and losses or gains on disposal of property and equipment. Unallocated corporate capital expenditures are presented below as reconciling items to the amounts presented in the consolidated financial statements. The following tables present information about our reportable segments for the respective periods Three Months Ended December 31, 2015 2014 Revenues Good Times $ 7,037 $ 6,604 Bad Daddy’s 6,801 1,251 $ 13,838 $ 7,855 Loss from operations Good Times $ (67 ) $ (96 ) Bad Daddy’s (719 ) (267 ) Corporate (144 ) 0 $ (930 ) $ (363 ) Capital Expenditures Good Times $ 458 $ 1,040 Bad Daddy’s 3,484 692 Corporate 13 20 $ 3,955 $ 1,752 December 31, September 30, 2015 2015 Property & Equipment, net Good Times $ 5,564 $ 5,267 Bad Daddy’s 12,201 8,837 Corporate 119 118 $ 17,884 $ 14,222 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of Fair Value Estimate of Assets Acquired and Liabilities Assumed | Allocated Fair Value Cash $ 1,376 Receivables 124 Prepaid expenses and other 49 Inventories 133 Deposits 52 Property and equipment 3,672 Trademarks 3,900 Franchise agreements 116 Non-compete agreements 15 Goodwill 14,978 Total assets purchased 24,415 Accounts payable and other accrued liabilities (758 ) Unfavorable lease liability (481 ) Non-controlling interests in partnerships (1,276 ) Total liabilities assumed (2,515 ) Investment in BDFD balance (498 ) Total purchase price $ 21,402 Cash $ 18,988 Notes payable 2,414 Total purchase price $ 21,402 |
Schedule of Intangible Assets Acquired | Estimated Fair Value Weighted Average Estimated Useful Life (yrs) Trademarks and trade names $ 3,900 Indefinite Franchise Agreements 116 3 – 9 Non-Compete Agreements 15 3 Goodwill, including assembled workforce 14,978 Indefinite |
Pro-Forma Revenue and Net Income | Three Months Ended December 31, (1) 2015 2014 Revenues $ 13,838 $ 11,289 Net loss $ (961 ) $ (1,036 ) Net loss attributable to common shareholders $ (1,124 ) $ (1,112 ) Basic and diluted loss per share $ (.09 ) $ (.12 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Schedule of Goodwill and Intangible Assets | December 31, 2015 September 30, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets subject to amortization Franchise rights 116 (17 ) 99 116 (11 ) 105 Non-compete agreements 15 (4 ) 11 15 (3 ) 12 $ 131 $ (21 ) $ 110 $ 131 $ (14 ) $ 117 Indefinite-lived intangible assets: Trademarks $ 3,900 $ 0 $ 3,900 $ 3,900 $ 0 $ 3,900 Intangible assets, net $ 4,031 $ (21 ) $ 4,010 $ 4,031 $ (14 ) $ 4,017 Goodwill $ 15,074 $ 0 $ 15,074 $ 15,066 $ 0 $ 15,066 |
Schedule of Estimated Aggregate Future Amortization Expense For Finite-Lived Intangible Assets | Remainder of 2016 $ 21 2017 28 2018 19 2019 10 2020 10 Thereafter 22 $ 110 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Stock-Based Compensation [Abstract] | |
Weighted Average Assumptions Used to Estimate Fair Value of Stock Option Grants | Fiscal 2016 Incentive Stock Options Expected term (years) 6.5 to 7.5 Expected volatility 81.77% to 89.08% Risk-free interest rate 1.65% to 2.07% Expected dividends 0 |
Summary of Stock Option Activity under Share Based Compensation Plan | Shares Weighted Average Exercise Price Weighted Avg. Remaining Contractual Life (Yrs.) Outstanding-beginning of year 540,444 $5.27 Options granted 76,796 $5.31 Options exercised 0 Forfeited (9,628 ) $7.79 Expired (13,917 ) $17.04 Outstanding December 31, 2015 593,695 $4.96 7.6 Exercisable December 31, 2015 134,670 $4.73 4.5 |
Schedule of Non-vested Restricted Stock Activity | Shares Grant Date Fair Value Per Share Non-vested shares at beg of year 148,426 $3.23 to $8.60 Granted 44,755 $4.18 Forfeited (8,721 ) Vested 0 Non-vested shares at Dec 31, 2015 184,460 |
Non-controlling Interests (Tabl
Non-controlling Interests (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Non-controlling Interests [Abstract] | |
Schedule of Noncontrolling Interest | Good Times Bad Daddy’s Total Balance at September 30, 2015 $ 320,000 $ 1,295,000 $ 1,615,000 Income 101,000 62,000 163,000 Distributions (109,000 ) (110,000 ) (219,000 ) Balance at December 31, 2015 $ 312,000 $ 1,247,000 $ 1,559,000 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Reportable Segments | Three Months Ended December 31, 2015 2014 Revenues Good Times $ 7,037 $ 6,604 Bad Daddy’s 6,801 1,251 $ 13,838 $ 7,855 Loss from operations Good Times $ (67 ) $ (96 ) Bad Daddy’s (719 ) (267 ) Corporate (144 ) 0 $ (930 ) $ (363 ) Capital Expenditures Good Times $ 458 $ 1,040 Bad Daddy’s 3,484 692 Corporate 13 20 $ 3,955 $ 1,752 December 31, September 30, 2015 2015 Property & Equipment, net Good Times $ 5,564 $ 5,267 Bad Daddy’s 12,201 8,837 Corporate 119 118 $ 17,884 $ 14,222 |
Business Combinations (Narrativ
Business Combinations (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
May. 07, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Aggregate price paid | $ 21,402,000 | ||
Cash purchase price | 18,988,000 | ||
Amount of promissory note | $ 2,414,000 | ||
Revenue attributed to BDI from acquisition date included in statement of operations | $ 4,463,000 | ||
Net income attributed to BDI from acquisition date included in statement of operations | 73,000 | ||
Business Combination, Acquisition Related Costs | $ 0 | $ 64,800,000 | |
Bad Daddy's International, LLC [Member] | |||
Business Acquisition [Line Items] | |||
Remaining interest acquired | 52.00% | ||
Ownership interest in affiliate | 48.00% | ||
Aggregate price paid | $ 21,402,000 | ||
Cash purchase price | 18,988,000 | ||
Amount of promissory note | $ 2,414,000 | ||
Payment period | 1 year | ||
Interest rate | 3.25% | ||
Payment threshold for release of subsidiary | 50.00% | ||
Bad Daddy Franchise Development Llc [Member] | |||
Business Acquisition [Line Items] | |||
Remaining interest acquired | 52.00% |
Business Combinations (Prelimin
Business Combinations (Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | 1 Months Ended | ||
May. 07, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | |
Business Combinations [Abstract] | |||
Cash | $ 1,376 | ||
Receivables | 124 | ||
Prepaid expenses and others | 49 | ||
Inventories | 133 | ||
Deposits | 52 | ||
Property and equipment | 3,672 | ||
Trademarks | 3,900 | ||
Franchise agreements | 116 | ||
Non-compete agreements | 15 | ||
Goodwill | 14,978 | $ 15,074 | $ 15,066 |
Total assets purchased | 24,415 | ||
Accounts payable and other accrued liabilities | (758) | ||
Unfavorable lease liability | (481) | ||
Non-controlling interests in partnerships | (1,276) | ||
Total liabilities assumed | (2,515) | ||
Investment in BDFD balance | (498) | ||
Total purchase price | 21,402 | ||
Cash purchase price | 18,988 | ||
Amount of promissory note | 2,414 | ||
Total purchase price | $ 21,402 |
Business Combinations (Estimate
Business Combinations (Estimates of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
May. 07, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Goodwill, including assembled Workforce | $ 14,978 | $ 15,074 | $ 15,066 |
Trademarks and Trade Names [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Estimated Fair Value | 3,900 | ||
Franchise Rights [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated Fair Value | 116 | ||
Franchise Rights [Member] | Minimum [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Estimated Useful Life | 3 years | ||
Franchise Rights [Member] | Maximum [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Estimated Useful Life | 9 years | ||
Noncompete Agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated Fair Value | $ 15 | ||
Weighted Average Estimated Useful Life | 3 years |
Business Combinations (Schedule
Business Combinations (Schedule of Proforma Revenue and Net Income) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | [1] | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||
Revenues | $ 13,838 | $ 11,289 | |
Net loss | (961) | (1,036) | |
Net loss attributable to common shareholders | $ (1,124) | $ (1,112) | |
Basic and diluted loss per share | $ (0.09) | $ (0.12) | |
[1] | Net loss during the three month period ended December 31, 2014 includes acquisition related costs of $648,000 |
Investment in Affiliate (Detail
Investment in Affiliate (Details) | 1 Months Ended | 3 Months Ended | |||
Dec. 31, 2013USD ($) | Apr. 15, 2013USD ($)installmentsshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | May. 07, 2015 | |
Investments in and Advances to Affiliates [Line Items] | |||||
Affiliate investment expense | $ 0 | $ 1,000 | |||
Bad Daddy Franchise Development Llc [Member] | |||||
Investments in and Advances to Affiliates [Line Items] | |||||
Subscription agreement for the purchase of Class A Units | shares | 4,800 | ||||
Ownership interest | 48.00% | ||||
Aggregate subscription price | $ 750,000 | ||||
Number of installments | installments | 2 | ||||
Remaining interest acquired | 52.00% | ||||
Bad Daddy Franchise Development Llc [Member] | First Installment [Member] | |||||
Investments in and Advances to Affiliates [Line Items] | |||||
Subscription agreement payment | $ 375,000 | ||||
Bad Daddy Franchise Development Llc [Member] | Second Installment [Member] | |||||
Investments in and Advances to Affiliates [Line Items] | |||||
Subscription agreement payment | $ 375,000 | ||||
Bad Daddy's International, LLC [Member] | |||||
Investments in and Advances to Affiliates [Line Items] | |||||
Remaining interest acquired | 52.00% |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets [Abstract] | ||
Amortization of Intangible Assets | $ 7,000 | $ 0 |
Goodwill and Intangible Asset33
Goodwill and Intangible Assets (Schedule of Goodwill and Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | May. 07, 2015 |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 131 | $ 131 | |
Accumulated Amortization | (21) | (14) | |
Net Carrying Amount | 110 | 117 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | 3,900 | 3,900 | |
Intangible Assets, Net (Excluding Goodwill) | 4,031 | 4,031 | |
Goodwill, Gross | 15,074 | 15,066 | |
Goodwill, Impaired, Accumulated Impairment Loss | 0 | 0 | |
Goodwill | 15,074 | 15,066 | $ 14,978 |
Trademarks and Trade Names [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 3,900 | 3,900 | |
Franchise Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 116 | 116 | |
Accumulated Amortization | (17) | (11) | |
Net Carrying Amount | 99 | 105 | |
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 15 | 15 | |
Accumulated Amortization | (4) | (3) | |
Net Carrying Amount | $ 11 | $ 12 |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets (Estimated Aggregate Future Amortization Expense) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 |
Goodwill and Intangible Assets [Abstract] | ||
Remainder of 2016 | $ 21 | |
2,017 | 28 | |
2,018 | 19 | |
2,019 | 10 | |
2,020 | 10 | |
Thereafter | 22 | |
Net Carrying Amount | $ 110 | $ 117 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Millions | May. 07, 2015 | Feb. 04, 2015 | Jan. 29, 2015 | Dec. 31, 2015 | Sep. 30, 2015 |
Common Stock [Abstract] | |||||
Common Stock Par Or Stated Value Per Share | $ 0.001 | $ 0.001 | |||
Aggregate amount of stock value authorized by SEC to be issued | $ 75 | ||||
Aggregate amount of stock shares authorized by SEC to be issued | 2,094,236 | 2,094,236 | |||
Aggregate amount of stock value issued under S-3 | $ 22,688,052 | ||||
Number of shares issued | 2,783,810 | ||||
Price per share issued | $ 8.15 | ||||
Proceeds from shares issued | $ 20.6 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $ 177,000 | $ 67,000 | |
Proceeds from stock option exercises | $ 0 | $ 7,000 | |
Non Statutory Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted, shares | 22,686 | ||
Non Statutory Stock Options [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted, exercise price | $ 5.29 | ||
Stock options granted, per-share weighted average fair value | 2.87 | ||
Non Statutory Stock Options [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted, exercise price | 6.23 | ||
Stock options granted, per-share weighted average fair value | $ 4.52 | ||
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock granted, shares | 44,755 | ||
Restricted stock granted, weighted average grant date fair value per share | $ 4.18 | ||
Vesting period | 3 years | 3 years | |
Remaining total unrecognized compensation cost related to unvested stock-based arrangements | $ 362,000 | ||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, period for recognition | 2 years 10 months 24 days | ||
Incentive Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted, shares | 54,110 | ||
Stock options granted, exercise price | $ 0 | ||
Stock options granted, per-share weighted average fair value | $ 0 | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted, shares | 76,796 | ||
Stock options granted, exercise price | $ 5.31 | ||
Aggregate Intrinsic Value, Outstanding | $ 758,000 | ||
Aggregate Intrinsic Value, Exercisable | 276,000 | ||
Remaining total unrecognized compensation cost related to unvested stock-based arrangements | $ 954,000 | ||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, period for recognition | 4 years 10 months 24 days | ||
Stock options exercised, shares | 0 | 3,891 | |
Proceeds from stock option exercises | $ 45,000 | $ 7,000 |
Stock-Based Compensation (Weigh
Stock-Based Compensation (Weighted Average Assumptions Used to Estimate Fair Value of Stock Option Grants) (Details) - Fiscal 2016 Incentive Stock Options [Member] $ in Thousands | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility, minimum | 81.77% |
Expected volatility, maximum | 89.08% |
Risk free interest rate, minimum | 1.65% |
Risk free interest rate, maximum | 2.07% |
Expected dividends | $ 0 |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (years) | 6 years 6 months |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (years) | 7 years 7 months |
Stock-Based Compensation (Summa
Stock-Based Compensation (Summary of Stock Option Activity under Share Based Compensation Plan) (Details) - Employee Stock Option [Member] - $ / shares | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares | ||
Outstanding-beginning of year | 540,444 | |
Options granted | 76,796 | |
Options exercised | 0 | (3,891) |
Forfeited | (9,628) | |
Expired | (13,917) | |
Outstanding December 31, 2015 | 593,695 | |
Exercisable December 31, 2015 | 134,670 | |
Weighted Average Exercise Price | ||
Outstanding-beg of year | $ 5.27 | |
Options granted | $ 5.31 | |
Options exercised | ||
Forfeited | ||
Expired | $ 17.04 | |
Outstanding December 31, 2015 | 4.96 | |
Exercisable December 31, 2015 | $ 4.73 | |
Weighted Average Remaining Contractual Life (Yrs.) | ||
Outstanding December 31, 2015 | 7 years 7 months 6 days | |
Exercisable December 31, 2015 | 4 years 6 months |
Stock-Based Compensation (Sum39
Stock-Based Compensation (Summary of Non-vested Restricted Stock Activity) (Details) - Restricted Stock [Member] | 3 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Shares | |
Non-vested shares at beg of year | shares | 148,426 |
Granted | shares | 44,755 |
Forfeited | shares | (8,721) |
Vested | shares | 0 |
Non-vested shares at Dec 31, 2015 | shares | 184,460 |
Weighted Average Grant Date Fair Value Per Share | |
Non-vested shares at beg of year | $ 3.23 |
Granted | $ 4.18 |
Vested | |
Non-vested shares at Dec 31, 2015 | $ 3.23 |
Minimum [Member] | |
Weighted Average Grant Date Fair Value Per Share | |
Non-vested shares at beg of year | 3.23 |
Maximum [Member] | |
Weighted Average Grant Date Fair Value Per Share | |
Non-vested shares at beg of year | $ 8.6 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
May. 07, 2015 | Jul. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||
Borrowings on notes payable and long-term debt | $ 0 | $ 401,000 | ||
Amount of promissory note | $ 2,414,000 | |||
Promissory Note [Member] | Good Times Drive Thru Inc. [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 6.69% | |||
Frequency of payment | monthly | |||
Payment period | 84 months | |||
Promissory Note [Member] | Minimum [Member] | Good Times Drive Thru Inc. [Member] | ||||
Debt Instrument [Line Items] | ||||
Prepayment fees, percent | 1.00% | |||
Promissory Note [Member] | Maximum [Member] | Good Times Drive Thru Inc. [Member] | ||||
Debt Instrument [Line Items] | ||||
Prepayment fees, percent | 3.00% | |||
Development Line Loan And Security Agreement [Member] | Good Times Drive Thru Inc. [Member] | ||||
Debt Instrument [Line Items] | ||||
Loan Agreement, amount | $ 2,100,000 | $ 1,186,000 | ||
Loan Agreement, amount outstanding | 1,314,000 | |||
Borrowings on notes payable and long-term debt | $ 0 | $ 401,000 | ||
Bad Daddy's International, LLC [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 3.25% | |||
Payment period | 1 year | |||
Amount of promissory note | $ 2,414,000 |
Warrants (Narrative) (Details)
Warrants (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 29 Months Ended | ||
Aug. 21, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Nov. 14, 2014 | |
Class of Warrant or Right [Line Items] | |||||
Proceeds from warrant exercises, net | $ 0 | $ 3,233,000 | $ 9,782,000 | ||
Class A Warrant [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 2,200,000 | ||||
Number of common stock to be purchased by warrants | 2,200,000 | 1 | |||
Exercise date | Aug. 16, 2018 | ||||
Shares covered by each warrant | 1 | ||||
Exercise price | $ 2.75 | $ 2.75 | |||
Class B Warrant [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 2,200,000 | ||||
Number of common stock to be purchased by warrants | 1,100,000 | ||||
Exercise date | May 16, 2014 | ||||
Shares covered by each warrant | 2 | ||||
Exercise price | $ 2.50 | ||||
Underwriters [Member] | Class A Warrant [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 330,000 | ||||
Number of common stock to be purchased by warrants | 330,000 | ||||
Underwriters [Member] | Class B Warrant [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 330,000 | ||||
Number of common stock to be purchased by warrants | 165,000 | ||||
Underwriters [Member] | Representative Warrants [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 154,000 | ||||
Number of common stock to be purchased by warrants | 154,000 | ||||
Exercise price | $ 3.125 | ||||
Underwriters [Member] | Representative Warrants [Member] | Minimum [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Exercise date | May 16, 2014 | ||||
Underwriters [Member] | Representative Warrants [Member] | Maximum [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Exercise date | Aug. 16, 2018 |
Net Income (Loss) per Common 42
Net Income (Loss) per Common Share (Details) - shares | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Warrant [Member] | ||
Antidilutive securities excluded from diluted EPS computation | 0 | 79,900 |
Employee Stock Option [Member] | ||
Antidilutive securities excluded from diluted EPS computation | 157,981 | 229,816 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
May. 07, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | |
Related Party Transaction [Line Items] | ||||
Purchase price of acquired entity | $ 18,988,000 | |||
Bad Daddy Franchise Development Llc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Ownership interest in affiliate | 48.00% | |||
Management services | $ 0 | $ 6,000 | ||
Heathcote Capital Llc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Total amount paid to advisory service agreement | $ 0 | $ 10,000 |
Impairment of Long-Lived Asse44
Impairment of Long-Lived Assets and Goodwill (Details) | 3 Months Ended | ||
Dec. 31, 2015USD ($)restaurants | Sep. 30, 2015USD ($) | May. 07, 2015USD ($) | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Number of restaurants impaired | restaurants | 0 | ||
Goodwill | $ 15,074,000 | $ 15,066,000 | $ 14,978,000 |
Good Times Drive Thru Inc. [Member] | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Goodwill | 96,000 | ||
Bad Daddy's Franchise Development, LLC [Member] | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Goodwill | $ 14,978,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Examination [Line Items] | ||
Deferred tax assets | $ 0 | |
Income tax provision or benefit | $ 0 | $ 0 |
Effective income tax rate | 0.00% | 0.00% |
Reserves for uncertain tax positions | $ 0 | |
Accrual for interest and penalties | $ 0 | |
Minimum [Member] | ||
Income Tax Examination [Line Items] | ||
Years subject to income tax examination | 2,012 | |
Maximum [Member] | ||
Income Tax Examination [Line Items] | ||
Years subject to income tax examination | 2,015 |
Non-controlling Interests (Deta
Non-controlling Interests (Details) | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Noncontrolling Interest [Line Items] | |
Balance at September 30, 2015 | $ 1,615,000 |
Income | 163,000 |
Distributions | (219,000) |
Balance at December 31, 2015 | 1,559,000 |
Good Times Drive Thru Inc. [Member] | |
Noncontrolling Interest [Line Items] | |
Balance at September 30, 2015 | 320,000 |
Income | 101,000 |
Distributions | (109,000) |
Balance at December 31, 2015 | 312,000 |
Bad Daddy's International, LLC [Member] | |
Noncontrolling Interest [Line Items] | |
Balance at September 30, 2015 | 1,295,000 |
Income | 62,000 |
Distributions | (110,000) |
Balance at December 31, 2015 | $ 1,247,000 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 13,838 | $ 7,855 | |
Loss from operations | (930) | (363) | |
Capital Expenditures | 3,955 | 1,752 | |
Property & Equipment, net | 17,884 | 14,222 | $ 14,222 |
Good Times Burgers And Frozen Custard Restaurants [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 7,037 | 6,604 | |
Loss from operations | (67) | (96) | |
Capital Expenditures | 458 | 1,040 | |
Property & Equipment, net | 5,564 | 5,267 | |
Bad Daddys Burger Bar Restaurant [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 6,801 | 1,251 | |
Loss from operations | (719) | (267) | |
Capital Expenditures | 3,484 | 692 | |
Property & Equipment, net | 12,201 | 8,837 | |
Corporate Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Loss from operations | (144) | ||
Capital Expenditures | 13 | 20 | |
Property & Equipment, net | $ 119 | $ 118 |