Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Mar. 04, 2019 | Jul. 01, 2018 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 30, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | PZZA | ||
Entity Registrant Name | PAPA JOHNS INTERNATIONAL INC | ||
Entity Central Index Key | 901,491 | ||
Current Fiscal Year End Date | --12-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Common Stock, Shares Outstanding | 31,642,269 | ||
Entity Public Float | $ 1,120,697,454 | ||
Entity Shell Company | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Revenues: | |||||||||||
Total revenues | $ 373,981,000 | $ 364,007,000 | $ 407,959,000 | $ 427,369,000 | $ 467,606,000 | $ 431,709,000 | $ 434,778,000 | $ 449,266,000 | $ 1,573,316,000 | $ 1,783,359,000 | $ 1,713,620,000 |
Costs and expenses: | |||||||||||
General and administrative expenses | 192,551,000 | 150,866,000 | 158,135,000 | ||||||||
Depreciation and amortization | 46,403,000 | 43,668,000 | 40,987,000 | ||||||||
Total costs and expenses | 1,542,647,000 | 1,630,668,000 | 1,559,319,000 | ||||||||
Refranchising and impairment gains/(losses), net | (289,000) | (1,674,000) | 10,222,000 | ||||||||
Operating income | (8,314,000) | (13,990,000) | 25,367,000 | 27,317,000 | 36,604,000 | 33,515,000 | 37,217,000 | 43,681,000 | 30,380,000 | 151,017,000 | 164,523,000 |
Legal settlement | 898,000 | ||||||||||
Investment income | 817,000 | 608,000 | 785,000 | ||||||||
Interest expense | (25,306,000) | (11,283,000) | (7,397,000) | ||||||||
Income before income taxes | 5,891,000 | 140,342,000 | 158,809,000 | ||||||||
Income tax expense | 2,646,000 | 33,817,000 | 49,717,000 | ||||||||
Net income before attribution to noncontrolling interests | 3,245,000 | 106,525,000 | 109,092,000 | ||||||||
Income attributable to noncontrolling interests | (1,599,000) | (4,233,000) | (6,272,000) | ||||||||
Net income attributable to the Company | (13,849,000) | (13,033,000) | 11,791,000 | 16,737,000 | 28,509,000 | 21,817,000 | 23,538,000 | 28,428,000 | 1,646,000 | 102,292,000 | 102,820,000 |
Calculation of income for earnings per share: | |||||||||||
Net income attributable to the Company | $ (13,849,000) | $ (13,033,000) | $ 11,791,000 | $ 16,737,000 | $ 28,509,000 | $ 21,817,000 | $ 23,538,000 | $ 28,428,000 | 1,646,000 | 102,292,000 | 102,820,000 |
Change in noncontrolling interest redemption value | 1,419,000 | 567,000 | |||||||||
Net income attributable to participating securities | (423,000) | (420,000) | |||||||||
Net income attributable to common shareholders | $ 1,646,000 | $ 103,288,000 | $ 102,967,000 | ||||||||
Basic earnings per common share | $ (0.44) | $ (0.41) | $ 0.37 | $ 0.50 | $ 0.82 | $ 0.61 | $ 0.66 | $ 0.78 | $ 0.05 | $ 2.86 | $ 2.76 |
Diluted earnings per common share | (0.44) | (0.41) | 0.36 | 0.50 | 0.81 | 0.60 | 0.65 | 0.77 | $ 0.05 | $ 2.83 | $ 2.74 |
Basic weighted average common shares outstanding | 32,083 | 36,083 | 37,253 | ||||||||
Diluted weighted average common shares outstanding | 32,299 | 36,522 | 37,608 | ||||||||
Dividends declared per common share | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.200 | $ 0.200 | $ 0.90 | $ 0.85 | $ 0.75 |
Domestic Company-owned restaurants | |||||||||||
Revenues: | |||||||||||
Total revenues | $ 692,380,000 | $ 816,718,000 | $ 815,931,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 576,799,000 | 664,640,000 | 651,536,000 | ||||||||
Refranchising and impairment gains/(losses), net | 300,000 | 11,600,000 | |||||||||
North America franchising | |||||||||||
Revenues: | |||||||||||
Total revenues | 79,293,000 | 106,729,000 | 102,980,000 | ||||||||
North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 609,866,000 | 673,712,000 | 623,883,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 575,103,000 | 631,537,000 | 579,834,000 | ||||||||
International | |||||||||||
Revenues: | |||||||||||
Total revenues | 110,349,000 | 114,021,000 | 100,904,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 67,775,000 | 70,622,000 | 62,574,000 | ||||||||
Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | 81,428,000 | 72,179,000 | 69,922,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | $ 84,016,000 | $ 69,335,000 | $ 66,253,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Consolidated Statements of Comprehensive Income | |||
Net income before attribution to noncontrolling interests | $ 3,245 | $ 106,525 | $ 109,092 |
Other comprehensive (loss) income, before tax: | |||
Foreign currency translation adjustments | (4,903) | 4,570 | (7,922) |
Interest rate swaps | 4,254 | 1,421 | 1,492 |
Other comprehensive (loss) income, before tax | (649) | 5,991 | (6,430) |
Income tax effect: | |||
Foreign currency translation adjustments | 1,110 | (1,691) | 2,931 |
Interest rate swaps | (1,032) | (530) | (552) |
Income tax effect | 78 | (2,221) | 2,379 |
Other comprehensive (loss) income, net of tax | (571) | 3,770 | (4,051) |
Comprehensive income before attribution to noncontrolling interests | 2,674 | 110,295 | 105,041 |
Less: comprehensive loss (income), redeemable noncontrolling interests | 488 | (2,195) | (3,665) |
Less: comprehensive income, nonredeemable noncontrolling interests | (2,087) | (2,038) | (2,607) |
Comprehensive income attributable to the Company | $ 1,075 | $ 106,062 | $ 98,769 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) $ in Thousands | Jun. 15, 2018USD ($)restaurant | Apr. 01, 2018USD ($) | Dec. 30, 2018USD ($)restaurant | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) |
Consolidated Statements of Comprehensive Income (Unaudited) | |||||
Net Interest expense | $ 25,306 | $ 11,283 | $ 7,397 | ||
Income tax effects | $ 2,646 | 33,817 | 49,717 | ||
Stores in Beijing and Tianjin, China | |||||
Consolidated Statements of Comprehensive Income (Unaudited) | |||||
Number of restaurants divested | restaurant | 34 | 34 | |||
Reversal of accumulated other comprehensive income related to foreign currency translation | $ 1,300 | $ 1,300 | |||
Reversal of deferred tax related to foreign currency translation on refranchised stores | $ 300 | ||||
Amount reclassified from AOCL | ASU 2018-02 | |||||
Consolidated Statements of Comprehensive Income (Unaudited) | |||||
Income tax effects | $ 455 | ||||
Qualifying as hedges | Interest rate swap | Amount reclassified from AOCL | |||||
Consolidated Statements of Comprehensive Income (Unaudited) | |||||
Net Interest expense | 22 | 421 | 1,161 | ||
Income tax effects | $ 5 | $ 156 | $ 429 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 |
Current assets: | |||||
Cash and cash equivalents | $ 19,468 | $ 26,624 | $ 22,345 | ||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | 67,785 | 65,051 | 64,558 | ||
Accounts receivable - affiliates (no allowance for doubtful accounts in 2018 and 2017) | 69 | 86 | 86 | ||
Notes receivable (no allowance for doubtful accounts in 2018 and 2017) | 5,498 | 4,333 | 4,333 | ||
Income tax receivable | 16,073 | 3,903 | 3,903 | ||
Inventories | 27,203 | 30,620 | 30,620 | ||
Prepaid expenses | 29,935 | 23,563 | 28,522 | ||
Other current assets | 5,677 | 9,494 | 9,494 | ||
Assets held for sale | 6,133 | 6,133 | |||
Total current assets | 171,708 | 169,807 | 169,994 | ||
Property and equipment, net | 226,894 | 234,331 | 234,331 | $ 230,473 | |
Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018 and $1,047 in 2017) | 23,259 | 15,568 | 15,568 | ||
Goodwill | 84,516 | 86,892 | 86,892 | 85,529 | |
Deferred income taxes, net | 756 | 585 | 585 | ||
Other assets | 63,814 | 47,276 | 48,183 | ||
Total assets | 570,947 | 554,459 | 555,553 | ||
Current liabilities: | |||||
Accounts payable | 29,891 | 29,845 | 32,006 | ||
Income and other taxes payable | 6,590 | 10,561 | 10,561 | ||
Accrued expenses and other current liabilities | 105,712 | 86,153 | 70,293 | ||
Deferred revenue current | 2,443 | 2,400 | |||
Current portion of long-term debt | 20,000 | 20,000 | 20,000 | ||
Total current liabilities | 164,636 | 148,959 | 132,860 | ||
Deferred revenue | 14,679 | 13,450 | 2,652 | ||
Long-term debt, less current portion, net | 601,126 | 446,565 | 446,565 | ||
Deferred income taxes, net | 7,852 | 6,082 | 12,546 | ||
Other long-term liabilities | 79,324 | 60,146 | 60,146 | ||
Total liabilities | 867,617 | 675,202 | 654,769 | ||
Redeemable noncontrolling interests | 5,464 | 6,738 | 6,738 | ||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018 and 44,221 at December 31, 2017) | 443 | 442 | 442 | ||
Additional paid-in capital | 192,984 | 184,785 | 184,785 | ||
Accumulated other comprehensive (loss) | (3,143) | (2,117) | (2,117) | (5,887) | |
Retained earnings | 244,061 | 270,724 | 292,251 | ||
Treasury stock (12,929 shares at December 30, 2018 and 10,290 shares at December 31, 2017, at cost) | (751,704) | (597,072) | (597,072) | ||
Total stockholders’ (deficit) | (317,359) | (143,238) | (121,711) | ||
Noncontrolling interests in subsidiaries | 15,225 | 15,757 | 15,757 | ||
Total stockholders’ (deficit) | (302,134) | (127,481) | (105,954) | $ 9,801 | $ 42,206 |
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | $ 570,947 | $ 554,459 | $ 555,553 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 |
Consolidated Balance Sheets | |||
Accounts receivable, allowance for doubtful accounts | $ 2,117 | $ 2,271 | |
Accounts receivable - affiliates, allowance for doubtful accounts | 0 | 0 | |
Notes receivable, allowance for doubtful accounts | 0 | 0 | |
Notes receivable, less current portion, allowance for doubtful accounts | $ 3,369 | $ 1,047 | $ 2,759 |
Preferred stock, par value | $ 0.01 | $ 0.01 | |
Preferred stock, shares issued | 0 | 0 | |
Common stock, par value | $ 0.01 | $ 0.01 | |
Common stock, shares issued | 44,301,000 | 44,221,000 | |
Treasury stock, shares | 12,929,000 | 10,290,000 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock | Noncontrolling Interests in Subsidiaries | Total |
Balance at Dec. 27, 2015 | $ 437 | $ 158,348 | $ (1,836) | $ 143,789 | $ (271,557) | $ 13,025 | $ 42,206 |
Balance (in shares) at Dec. 27, 2015 | 38,423,000 | ||||||
Net income | 102,820 | 2,607 | 105,427 | ||||
Other comprehensive income (loss) | (4,051) | (4,051) | |||||
Cash dividends paid | 119 | (27,898) | (27,779) | ||||
Exercise of stock options | $ 3 | 7,056 | $ 7,059 | ||||
Exercise of stock options (in shares) | 334,000 | 478,000 | |||||
Tax effect of equity awards | (7) | $ (7) | |||||
Acquisition of Company common stock | (122,381) | (122,381) | |||||
Acquisition of Company common stock (in shares) | (2,145,000) | ||||||
Stock-based compensation expense | 10,123 | 10,123 | |||||
Issuance of restricted stock | $ 1 | (2,975) | 2,974 | ||||
Issuance of restricted stock (in shares) | 58,000 | ||||||
Change in redemption value of noncontrolling interests | 567 | 567 | |||||
Contributions from noncontrolling interests | 690 | 690 | |||||
Distributions to noncontrolling interests | (2,610) | (2,610) | |||||
Other | (91) | 648 | 557 | ||||
Other (in shares) | 13,000 | ||||||
Balance at Dec. 25, 2016 | $ 441 | 172,573 | (5,887) | 219,278 | (390,316) | 13,712 | 9,801 |
Balance (in shares) at Dec. 25, 2016 | 36,683,000 | ||||||
Net income | 102,292 | 2,038 | 104,330 | ||||
Other comprehensive income (loss) | 3,770 | 3,770 | |||||
Cash dividends paid | 136 | (30,728) | (30,592) | ||||
Exercise of stock options | $ 1 | 6,259 | $ 6,260 | ||||
Exercise of stock options (in shares) | 147,000 | 147,000 | |||||
Tax effect of equity awards | (2,428) | $ (2,428) | |||||
Acquisition of Company common stock | (209,586) | (209,586) | |||||
Acquisition of Company common stock (in shares) | (2,960,000) | ||||||
Stock-based compensation expense | 10,413 | 10,413 | |||||
Issuance of restricted stock | (2,427) | 2,427 | |||||
Issuance of restricted stock (in shares) | 54,000 | ||||||
Change in redemption value of noncontrolling interests | 1,419 | 1,419 | |||||
Contributions from noncontrolling interests | 2,956 | 2,956 | |||||
Distributions to noncontrolling interests | (2,949) | (2,949) | |||||
Other | 259 | (10) | 403 | 652 | |||
Other (in shares) | 7,000 | ||||||
Balance at Dec. 31, 2017 | $ 442 | 184,785 | (2,117) | 292,251 | (597,072) | 15,757 | (105,954) |
Balance (in shares) at Dec. 31, 2017 | 33,931,000 | ||||||
Cumulative effect of adoption of ASU 2014-09 | (21,528) | (21,528) | |||||
Adjusted balance | $ 442 | 184,785 | (2,117) | 270,723 | (597,072) | 15,757 | (127,482) |
Net income | 1,646 | 1,874 | 3,520 | ||||
Other comprehensive income (loss) | (571) | (571) | |||||
Adoption of ASU 2018-02 | (455) | 455 | |||||
Cash dividends paid | 145 | (28,944) | (28,799) | ||||
Exercise of stock options | $ 1 | 2,698 | $ 2,699 | ||||
Exercise of stock options (in shares) | 75,000 | 75,000 | |||||
Tax effect of equity awards | (1,521) | $ (1,521) | |||||
Acquisition of Company common stock | (158,049) | (158,049) | |||||
Acquisition of Company common stock (in shares) | (2,697,000) | ||||||
Stock-based compensation expense | 9,936 | 9,936 | |||||
Issuance of restricted stock | (3,005) | 3,005 | |||||
Issuance of restricted stock (in shares) | 56,000 | ||||||
Distributions to noncontrolling interests | (2,406) | (2,406) | |||||
Other | (54) | 181 | 412 | 539 | |||
Other (in shares) | 7,000 | ||||||
Balance at Dec. 30, 2018 | $ 443 | $ 192,984 | $ (3,143) | $ 244,061 | $ (751,704) | $ 15,225 | $ (302,134) |
Balance (in shares) at Dec. 30, 2018 | 31,372,000 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Consolidated Statements of Stockholders' Equity (Deficit) | |||
Income attributable to noncontrolling interests | $ 1,599 | $ 4,233 | $ 6,272 |
Accumulated other comprehensive loss | (3,143) | (2,117) | (5,887) |
Unrealized foreign currency translation gains (losses) | (6,859) | (2,523) | (5,402) |
Net unrealized gain (loss) on the interest rate swap agreements | $ 3,716 | $ 406 | $ (485) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Operating activities | |||
Net income before attribution to noncontrolling interests | $ 3,245 | $ 106,525 | $ 109,092 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Provision for uncollectible accounts and notes receivable | 4,761 | 29 | 409 |
Depreciation and amortization | 46,403 | 43,668 | 40,987 |
Deferred income taxes | 1,705 | 498 | 11,624 |
Stock-based compensation expense | 9,936 | 10,413 | 10,123 |
Loss (gain) on refranchising | 289 | (11,572) | |
Impairment loss | 1,674 | 1,350 | |
Other | 5,677 | 3,375 | 3,337 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | 1,386 | (7,358) | 1,557 |
Income tax receivable | (12,170) | (1,531) | 4,100 |
Inventories | 3,093 | (5,485) | (3,639) |
Prepaid expenses | (2,165) | (4,414) | (3,826) |
Other current assets | 4,834 | (1,158) | 616 |
Other assets and liabilities | 1,464 | (742) | (6,269) |
Accounts payable | (1,694) | (8,743) | (916) |
Income and other taxes payable | (3,971) | 1,897 | 9 |
Accrued expenses and other current liabilities | 10,273 | (3,012) | (7,960) |
Deferred revenue | (271) | (661) | 1,235 |
Net cash provided by operating activities | 72,795 | 134,975 | 150,257 |
Investing activities | |||
Purchases of property and equipment | (42,028) | (52,593) | (55,554) |
Loans issued | (10,463) | (8,103) | (3,210) |
Repayments of loans issued | 5,805 | 4,185 | 8,569 |
Acquisitions, net of cash acquired | (21) | (13,352) | |
Proceeds from divestitures of restaurants | 7,707 | 16,844 | |
Other | 180 | 34 | 429 |
Net cash used in investing activities | (38,799) | (56,498) | (46,274) |
Financing activities | |||
Proceeds from issuance of term loan | 400,000 | ||
Repayments of term loan | (20,000) | (5,000) | |
Net proceeds (repayments) of revolving credit facility | 175,000 | (225,575) | 44,575 |
Debt issuance costs | (1,913) | (3,181) | |
Cash dividends paid | (28,985) | (30,720) | (27,896) |
Tax payments for equity award issuances | (1,521) | (2,428) | (6,024) |
Proceeds from exercise of stock options | 2,699 | 6,260 | 7,060 |
Acquisition of Company common stock | (158,049) | (209,586) | (122,381) |
Contributions from noncontrolling interest holders | 2,956 | 690 | |
Distributions to noncontrolling interest holders | (4,269) | (5,449) | (5,610) |
Other | 356 | 663 | 556 |
Net cash used in financing activities | (36,682) | (72,060) | (109,030) |
Effect of exchange rate changes on cash and cash equivalents | (191) | 365 | (396) |
Change in cash and cash equivalents | (2,877) | 6,782 | (5,443) |
Cash and cash equivalents at beginning of period | 22,345 | 15,563 | 21,006 |
Cash and cash equivalents at end of period | $ 19,468 | $ 22,345 | $ 15,563 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 30, 2018 | |
Description of Business | |
Description of Business | 1. Description of Business Papa John’s International, Inc. (referred to as the “Company,” “Papa John’s” or in the first person notations of “we,” “us” and “our”), operates and franchises pizza delivery and carryout restaurants under the trademark “Papa John’s,” in all 50 states and in 46 international countries and territories as of December 30, 2018. Substantially all revenues are derived from retail sales of pizza and other food and beverage products by Company-owned restaurants, franchise royalties, sales of franchise and development rights, and sales to franchisees of food and paper products, printing and promotional items and information systems and related services used in their operations. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 30, 2018 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of Papa John’s and its subsidiaries. All intercompany balances and transactions have been eliminated. Variable Interest Entity Papa John’s domestic restaurants, both Company-owned and franchised, participate in Papa John’s Marketing Fund, Inc. (“PJMF”), a nonstock corporation designed to operate at break-even for the purpose of designing and administering advertising and promotional programs for all participating domestic restaurants. PJMF is a variable interest entity (“VIE”) as it does not have sufficient equity to fund its operations without ongoing financial support and contributions from its members. Based on the ownership and governance structure and operating procedures of PJMF, we have determined that we do not have the power to direct the most significant activities of PJMF and are therefore not the primary beneficiary. Accordingly, consolidation of PJMF is not appropriate . Fiscal Year Our fiscal year ends on the last Sunday in December of each year. All fiscal years presented consist of 52 weeks except for the 2017 fiscal year, which consisted of 53 weeks. Use of Estimates The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Significant items that are subject to such estimates and assumptions include allowance for doubtful accounts and notes receivable, intangible assets, contract assets and contract liabilities including the online customer loyalty program obligation, insurance reserves and tax reserves. Although management bases its estimates on historical experience and assumptions that are believed to be reasonable under the circumstances, actual results could significantly differ from these estimates. Revenue Recognition Revenue is measured based on consideration specified in contracts with customers and excludes waivers or incentives and amounts collected on behalf of third parties, primarily sales tax. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Delivery costs, including freight associated with our domestic commissary and other sales, are accounted for as fulfillment costs and are included in operating costs. As further described in Accounting Standards Adopted and Note 3, the Company adopted ASC Topic 606, “Revenue from Contracts with Customers” (“Topic 606”), in the first quarter of 2018. Prior year revenue recognition follows ASC Topic 605, “Revenue Recognition.” The following describes principal activities, separated by major product or service, from which the Company generates its revenues: Company-owned Restaurant Sales The domestic and international Company-owned restaurants principally generate revenue from retail sales of high-quality pizza, side items including breadsticks, cheesesticks, chicken poppers and wings, dessert items and canned or bottled beverages. Revenues from Company-owned restaurants are recognized when the products are delivered to or carried out by customers. Our North American customer loyalty program, Papa Rewards, is a spend-based program that rewards customers with points for each online purchase. Papa Rewards points are accumulated and redeemed. During the fourth quarter of 2018, the program transitioned from product based rewards to dollar off discounts (“Papa Dough”) which can be used on future purchases within a six month expiration window. The accrued liability in the Consolidated Balance Sheets, and corresponding reduction of Company-owned restaurant sales in the Consolidated Statements of Operations, is for the estimated reward redemptions at domestic Company-owned restaurants based upon estimated redemption patterns. Currently, the liability related to Papa Rewards is calculated using the estimated redemption value for which the points and accumulated rewards are expected to be redeemed. Revenue is recognized when the customer redeems the Papa Dough reward. Prior to the adoption of Topic 606, the liability related to Papa Rewards was estimated using the incremental cost accrual model which was based on the expected cost to satisfy the award and the corresponding expense was recorded in general and administrative expenses in the Consolidated Statements of Operations. Franchise Royalties and Fees Franchise royalties which are based on a percentage of franchise restaurant sales are recognized as sales occur. Any royalty reductions, including waivers or those offered as part of a new store development incentive or as incentive for other behaviors including acceleration of restaurant remodels or equipment upgrades, are recognized at the same time as the related royalty as they are not separately distinguishable from the full royalty rate. Franchise royalties are billed on a monthly basis. The majority of initial franchise license fees and area development exclusivity fees are from international locations. Initial franchise license fees are billed at the store opening date. Area development exclusivity fees are billed upon execution of the development agreements which grant the right to develop franchised restaurants in future periods in specific geographic areas. Area development exclusivity fees are included in deferred revenue in the Consolidated Balance Sheets and allocated on a pro rata basis to all stores opened under that specific development agreement. The pre-opening services provided to franchisees do not contain separate and distinct performance obligations from the franchise right; thus, the fees collected will be amortized on a straight-line basis beginning at the store opening date through the term of the franchise agreement, which is typically 10 years. Franchise license renewal fees for both domestic and international locations, which generally occur every 10 years, are billed before the renewal date. Fees received for future license renewal periods are amortized over the life of the renewal period. For periods prior to adoption of Topic 606, revenue was recognized when we performed our obligations related to such fees, primarily the store opening date for initial franchise fees and area development fees, or the date the renewal option was effective for license renewal fees. The Company offers various incentive programs for franchisees including royalty incentives, new restaurant opening incentives (i.e. development incentives) and other support initiatives. Royalties and franchise fees sales are reduced to reflect any royalty incentives earned or granted under these programs that are in the form of discounts. Commissary Sales Commissary sales are comprised of food and supplies sold to franchised restaurants and are recognized as revenue upon shipment or delivery of the related products to the franchisees. Payments are generally due within 30 days. As noted above, there are various incentive programs available to franchisees related to new restaurant openings including discounts on initial commissary orders and new store equipment incentives, at substantially no cost to franchisees. Commissary sales are reduced to reflect incentives in the form of direct discounts on initial commissary orders. The new store equipment incentive is also recorded as a reduction of commissary sales over the term of the incentive agreement, which is generally three to five years. Other Revenues Fees for information services, including software maintenance fees, help desk fees and online ordering fees are recognized as revenue as such services are provided and are included in other revenue. Revenues for printing, promotional items, and direct mail marketing services are recognized upon shipment of the related products to franchisees and other customers. Direct mail advertising discounts are also periodically offered by our Preferred Marketing Solutions subsidiary. Other revenues are reduced to reflect these advertising discounts. Rental income, primarily derived from properties leased by the Company and subleased to franchisees in the United Kingdom, is recognized on a straight-line basis over the respective operating lease terms, in accordance with ASC Topic 840, “Leases.” The Company does not expect a significant impact on rental income upon adoption of the new lease accounting guidance, ASU 2016-02, “Leases,” effective December 31, 2018 (at the beginning of fiscal year 2019). Franchise Marketing Fund revenues represent contributions collected by various international and domestic marketing funds (“Co-op” or “Co-operative”) where we have determined that we have control over the activities of the fund. Contributions are based on a percentage of monthly restaurant sales. The adoption of Topic 606 revised the principal versus agent determination of these arrangements. When we are determined to be the principal in these arrangements, advertising fund contributions and expenditures are reported on a gross basis in the Consolidated Statements of Operations. Our obligation related to these funds is to develop and conduct advertising activities in a specific country, region, or market, including the placement of electronic and print materials. Marketing fund contributions are billed monthly. For periods prior to the adoption of Topic 606, the revenues and expenses of certain international advertising funds and the Co-op Funds in which we possess majority voting rights, were included in our Consolidated Statements of Operations on a net basis as we previously concluded we were the agent in regard to the funds based upon principal/agent determinations in industry-specific guidance that was in effect during those time periods. Advertising and Related Costs Advertising and related costs of $60.8 million, $72.3 million and $70.9 million in 2018, 2017 and 2016, respectively, include the costs of domestic Company-owned local restaurant activities such as mail coupons, door hangers and promotional items and contributions to PJMF and various local market cooperative advertising funds (“Co-op Funds”). Contributions by domestic Company-owned and franchised restaurants to PJMF and the Co-op Funds are based on an established percentage of monthly restaurant revenues. PJMF is responsible for developing and conducting marketing and advertising for the domestic Papa John’s system. The Co-op Funds are responsible for developing and conducting advertising activities in a specific market, including the placement of electronic and print materials developed by PJMF. We recognize domestic Company-owned restaurant contributions to PJMF and the Co-op Funds in the period in which the contribution accrues. During 2018, the Company also contributed $10.0 million to PJMF to increase marketing and promotional activities which is included in general and administrative expenses and is a part of the Special charges for the year. See Notes 16 and 19 for additional information. Leases Lease expense is recognized on a straight-line basis over the expected life of the lease term. A lease term often includes option periods, available at the inception of the lease. See Recent Accounting Pronouncements for information on the impact of the adoption effective December 31, 2018, of the new lease accounting guidance, ASU 2016-02, “Leases.” Stock-Based Compensation Compensation expense for equity grants is estimated on the grant date, net of projected forfeitures, and is recognized over the vesting period (generally in equal installments over three years). Restricted stock is valued based on the market price of the Company’s shares on the date of grant. Stock options are valued using a Black-Scholes option pricing model. Our specific assumptions for estimating the fair value of options are included in Note 20. Cash Equivalents Cash equivalents consist of highly liquid investments with maturity of three months or less at date of purchase. These investments are carried at cost, which approximates fair value. Accounts Receivable Substantially all accounts receivable is due from franchisees for purchases of food, paper products, point of sale equipment, printing and promotional items, information systems and related services, and royalties. Credit is extended based on an evaluation of the franchisee’s financial condition and collateral is generally not required. A reserve for uncollectible accounts is established as deemed necessary based upon overall accounts receivable aging levels and a specific review of accounts for franchisees with known financial difficulties. Account balances are charged off against the allowance after recovery efforts have ceased. Notes Receivable The Company provides financing to select franchisees principally for use in the construction and development of their restaurants and for the purchase of restaurants from the Company or other franchisees. Most notes receivable bear interest at fixed or floating rates and are generally secured by the assets of each restaurant and the ownership interests in the franchise. In 2018, the Company also provided certain franchisees with royalty payment plans. We establish an allowance based on a review of each borrower’s economic performance and underlying collateral value. Note balances are charged off against the allowance after recovery efforts have ceased. Inventories Inventories, which consist of food products, paper goods and supplies, smallwares, and printing and promotional items, are stated at the lower of cost, determined under the first-in, first-out (FIFO) method, or net realizable value. Property and Equipment Property and equipment are stated at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets (generally five to ten years for restaurant, commissary and other equipment, 20 to 40 years for buildings and improvements, and five years for technology and communication assets). Leasehold improvements are amortized over the terms of the respective leases, including the first renewal period (generally five to ten years). Depreciation expense was $45.6 million in 2018, $42.6 million in 2017 and $39.7 million in 2016. Deferred Costs We capitalize certain information systems development and related costs that meet established criteria. Amounts capitalized, which are included in property and equipment, are amortized principally over periods not exceeding five years upon completion of the related information systems project. Total costs deferred were approximately $4.3 million in 2018, $4.1 million in 2017 and $2.9 million in 2016. The unamortized information systems development costs approximated $12.3 million and $11.1 million as of December 30, 2018 and December 31, 2017, respectively. Intangible Assets — Goodwill We evaluate goodwill annually in the fourth quarter or whenever we identify certain triggering events or circumstances that would more-likely-than-not reduce the fair value of a reporting unit below its carrying amount. Such tests are completed separately with respect to the goodwill of each of our reporting units, which includes our domestic Company-owned restaurants, United Kingdom (“PJUK”), China, and Preferred Marketing Solutions operations. We may perform a qualitative assessment or move directly to the quantitative assessment for any reporting unit in any period if we believe that it is more efficient or if impairment indicators exist. We elected to perform a quantitative assessment for our domestic Company-owned restaurants, United Kingdom (“PJUK”), China, and Preferred Marketing Solutions operations in the fourth quarter of 2018. Our domestic Company-owned restaurants, PJUK and Preferred Marketing Solutions fair value calculations considered both an income approach and a market approach and our China fair value calculation considered an income approach. The income approach used projected net cash flows, with various growth assumptions, over a ten-year discrete period and a terminal value, which were discounted using appropriate rates. The selected discount rate considered the risk and nature of each reporting unit’s cash flow and the rates of return market participants would require to invest their capital in the reporting unit. In determining the fair value from a market approach, we considered earnings before interest, taxes, depreciation and amortization multiples that a potential buyer would pay based on third-party transactions in similar markets. As a result of our quantitative analyses, we determined that it was more-likely-than-not that the fair values of our reporting units were greater than their carrying amounts. Subsequent to completing our goodwill impairment tests, no indicators of impairment were identified. See Note 10 for additional information. Deferred Income Tax Accounts and Tax Reserves We are subject to income taxes in the United States and several foreign jurisdictions. Significant judgment is required in determining Papa John’s provision for income taxes and the related assets and liabilities. The provision for income taxes includes income taxes paid, currently payable or receivable and those deferred. We use an estimated annual effective rate based on expected annual income to determine our quarterly provision for income taxes. Discrete items are recorded in the quarter in which they occur. Deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences reverse. Deferred tax assets are also recognized for the estimated future effects of tax attribute carryforwards (e.g., net operating losses, capital losses, and foreign tax credits). The effect on deferred taxes of changes in tax rates is recognized in the period in which the new tax rate is enacted. Valuation allowances are established when necessary on a jurisdictional basis to reduce deferred tax assets to the amounts we expect to realize. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted, significantly decreasing the U.S. federal income tax rate for corporations effective January 1, 2018. On that same date, the Securities and Exchange Commission staff also issued Staff Accounting Bulletin ( s a result, we remeasured our deferred tax assets, liabilities and related valuation allowances in 2017. This remeasurement yielded a 2017 benefit of approximately $7.0 million due to the lower income tax rate. At December 30, 2018 the Company has completed its analysis of the Tax Act. See Note 17 for additional information. Our net deferred income tax liability was approximately $7.1 million at December 30, 2018. Tax authorities periodically audit the Company. We record reserves and related interest and penalties for identified exposures as income tax expense. We evaluate these issues and adjust for events, such as statute of limitations expirations, court rulings or audit settlements, which may impact our ultimate payment for such exposures. We recognized decreases in income tax expense of $1.7 million and $729,000 in 2017 and 2016, respectively, associated with the finalization of certain income tax matters. There were no amounts recognized in 2018 as there were no related events. See Note 17 for additional information. Insurance Reserves Our insurance programs for workers’ compensation, owned and non-owned automobiles, general liability, property, and health insurance coverage provided to our employees are funded by the Company up to certain retention levels under our retention programs. Retention limits generally range from $100,000 to $1.0 million. Losses are accrued based upon undiscounted estimates of the liability for claims incurred using certain third-party actuarial projections and our claims loss experience. The estimated insurance claims losses could be significantly affected should the frequency or ultimate cost of claims differ significantly from historical trends used to estimate the insurance reserves recorded by the Company. The Company records estimated losses above retention within its reserve with a corresponding receivable for expected amounts due from insurance carriers. Derivative Financial Instruments We recognize all derivatives on the balance sheet at fair value. At inception and on an ongoing basis, we assess whether each derivative that qualifies for hedge accounting continues to be highly effective in offsetting changes in the cash flows of the hedged item. If the derivative meets the hedge criteria as defined by certain accounting standards, depending on the nature of the hedge, changes in the fair value of the derivative are either offset against the change in fair value of assets, liabilities or firm commitments through earnings or recognized in accumulated other comprehensive income/(loss) until the hedged item is recognized in earnings. We recognized income of $4.3 million ($3.2 million after tax) in 2018, $1.4 million ($0.9 million after tax) in 2017 and income of $1.5 million ($0.9 million after tax) in 2016 in other comprehensive income/(loss) for the net change in the fair value of our interest rate swaps. See Note 11 for additional information on our debt and credit arrangements. Noncontrolling Interests At December 30, 2018, after the 2018 divestiture of two joint ventures that owned 62 restaurants, the Company has three joint ventures consisting of 183 restaurants, which have noncontrolling interests. Consolidated net income is required to be reported separately at amounts attributable to both the Company and the noncontrolling interest. Additionally, disclosures are required to clearly identify and distinguish between the interests of the Company and the interests of the noncontrolling owners, including a disclosure on the face of the Consolidated Statements of Operations of income attributable to the noncontrolling interest holder. The following summarizes the redemption feature, location and related accounting within the Consolidated Balance Sheets for these three remaining joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint venture with no redemption feature Permanent equity Carrying value Option to require the Company to purchase the noncontrolling interest - not currently redeemable Temporary equity Carrying value See Notes 8 and 9 for additional information regarding noncontrolling interests and divestitures. Foreign Currency Translation The local currency is the functional currency for each of our foreign subsidiaries. Revenues and expenses are translated into U.S. dollars using monthly average exchange rates, while assets and liabilities are translated using year-end exchange rates. The resulting translation adjustments are included as a component of accumulated other comprehensive income/(loss) net of income taxes. In 2018, the Company refranchised 34 Company-owned restaurants and a quality control center located in China. In conjunction with the transaction, approximately $1.3 million of accumulated other comprehensive income and $300,000 associated deferred tax related to foreign currency translation were reversed. See Note 9 for additional information. Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP, including industry-specific requirements, and provides companies with a single revenue recognition framework for recognizing revenue from contracts with customers. In March and April 2016, the FASB issued additional amendments to Topic 606. This update and subsequently issued amendments require companies to recognize revenue at amounts that reflect the consideration to which the companies expect to be entitled in exchange for those goods or services at the time of transfer. Topic 606 requires that we assess contracts to determine each separate and distinct performance obligation. If a contract has multiple performance obligations, we allocate the transaction price using our best estimate of the standalone selling price to each distinct good or service in the contract. The Company adopted Topic 606 as of January 1, 2018. See Note 3 for additional information. Certain Tax effects from Accumulated Other Comprehensive Income (Loss) 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 (“AOCI”)” (“ASU 2018-02”), which allows for an entity to reclassify disproportionate income tax in AOCI caused by the Tax Act to retained earnings. The guidance is effective for fiscal years beginning after December 15, 2018 with early adoption permitted, including interim periods within those years. The Company adopted ASU 2018-02 in the first quarter of 2018 by electing to reclassify the income tax effects from AOCI to retained earnings. The impact of the adoption was not material to our Consolidated Financial Statements. Goodwill In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other,” (“ASU 2017-04”), which simplifies the accounting for goodwill. ASU 2017-04 eliminates the second step of the goodwill impairment test, which requires a hypothetical purchase price allocation. The goodwill impairment is the difference between the carrying value and fair value, not to exceed the carrying amount. ASU 2017-04 is effective for annual and interim periods in fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted ASU 2017-04 in the fourth quarter of 2018. The impact of the adoption was not material to our Consolidated Financial Statements. Employee Share-Based Payments In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”). The guidance simplified the accounting and financial reporting of the income tax impact of stock-based compensation arrangements. This guidance requires excess tax benefits to be recorded as a discrete item within income tax expense rather than additional paid-in capital. In addition, excess tax benefits are required to be classified as cash from operating activities rather than cash from financing activities. The Company adopted this guidance as of the beginning of fiscal 2017. The Company elected to apply the cash flow guidance of ASU 2016-09 retrospectively to all prior periods. The impact of retrospectively applying this guidance to the Consolidated Statement of Cash Flows was a $6.2 million increase in net cash provided by operating activities and a corresponding increase in net cash used in financing activities for the year ended December 25, 2016. The Company elected to continue to estimate forfeitures, as permitted by ASU 2016-09, rather than electing to account for forfeitures as they occur. Hedging In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”) which intends to better align an entity's risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The amendment attempts to simplify the application of hedge accounting guidance. T he pronouncement is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company adopted ASU 2017-12 in the fourth quarter of 2017. The impact of the adoption was not material to our Consolidated Financial Statements. In addition, in October 2018, the FASB issued ASU 2018-16, “Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes” (“ASU 2018-16”), which amends Topic 815 to add the overnight index swap rate based on the secured overnight financing rate as a fifth U.S. benchmark interest rate. This is in response to the Financial Conduct Authority’s announcement in July 2017 that it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. T he pronouncement is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company has material contracts that are indexed to LIBOR and is continuing to evaluate the accounting, transition and disclosure requirements of ASU 2018-16. Leases In February 2016, the FASB issued ASU 2016-02, Topic 842, which requires companies to recognize a right-of-use asset and a lease liability on the balance sheet for contracts that meet the definition of a lease. This guidance also requires additional disclosures about the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018. In July 2018, the FASB issued ASU 2018-11, “Leases (Topic 842): Targeted Improvements.” ASU 2018-11 allows companies to elect an optional transition method to apply the new lease standard through a cumulative-effect adjustment in the period of adoption. We have elected to adopt ASU 2016-02 using the optional transition method and we are revising our controls and processes to address the lease standard. We plan to take advantage of the transition package of practical expedients permitted under the transition guidance, which among other things, allows us to carryforward our prior lease classifications under ASC 840 and our assessment on whether a contract is or contains a lease. We will also elect to combine lease and non-lease components for all asset classes and to keep leases with an initial term of 12 months or less off the balance sheet for select asset classes. We do not expect to elect the use of hindsight practical expedient. We do not expect ASU 2016-02 to have a material impact on our annual operating results or cash flows. The most significant impact of adoption will be the recognition of right of use assets and lease liabilities on our balance sheet. We expect the right of use asset recorded, net of amounts reclassified from other assets and liabilities, as specified by the new lease guidance, will not be materially different than the lease liability, which will be based on the present value of the remaining minimum rental payments of approximately $210 million using discount rates as of the effective date. See Note 19 for additional information. The Company’s subsidiary located in the United Kingdom leases certain restaurant space to our franchisees under sublease agreements. As a lessor, we currently do not expect the new guidance to have a material effect on our Consolidated Financial Statements, as we believe substantially all of our existing leases will continue to be classified as operating leases. This revenue will continue to be reported as rental income in Other Revenues in the Consolidated Statements of Operations. Financial Instruments – Credit Losses In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires measurement and recognition of expected versus incurred losses for financial assets held. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, with early adoption permitted for annual periods beginning after December 15, 2018. The Company is currently assessing the impact of adopting this standard on our Consolidated Balance Sheet, Results of Operations and Cash Flows. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract,” which aligns the requirements for capitalizing implementation costs in cloud computing arrangements wit |
Adoption of ASU 2014-09, "Reven
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" | 12 Months Ended |
Dec. 30, 2018 | |
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" | |
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" | 3. Adoption of ASU 2014-09, “Revenue from Contracts with Customers” The Company adopted Topic 606 using the modified retrospective transition method effective January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented in accordance with Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historical accounting under Topic 605, “Revenue Recognition.” The cumulative effect adjustment of $21.5 million was recorded as a reduction to retained earnings as of January 1, 2018 to reflect the impact of adopting Topic 606. The impact of applying Topic 606 for the year ended December 30, 2018 was an increase in revenues of $4.0 million and a decrease in pre-tax income of $3.4 million. The adoption of Topic 606 did not impact the recognition and reporting of two of our largest sources of revenue: sales from Company-owned restaurants and continuing royalties or other revenues from franchisees that are based on a percentage of the franchise sales. The items impacted by the adoption include the presentation of new store equipment incentives as an offset against commissary revenues, the presentation and amount of our loyalty program costs, the timing of franchise and development fees revenue recognition, and the presentation of various domestic and international advertising funds as further described below. Cumulative Adjustment From Adoption As previously noted, an after-tax reduction of $21.5 million was recorded to retained earnings in the first quarter of 2018 to reflect the cumulative impact of adopting Topic 606. This consists of $10.8 million related to franchise fees, $8.0 million related to the customer loyalty program and $2.7 million related to marketing funds. The following chart presents the specific line items impacted by the cumulative adjustment. Adjusted As Reported Balance Sheet December 31, Total at January 1, (In thousands, except per share amounts) 2017 Adjustments 2018 Assets Current assets: Cash and cash equivalents $ 22,345 $ 4,279 $ 26,624 Accounts receivable (less allowance for doubtful accounts of $2,271 in 2017) 64,558 493 65,051 Accounts receivable - affiliates (no allowance for doubtful accounts in 2017) 86 — 86 Notes receivable (no allowance for doubtful accounts in 2017) 4,333 — 4,333 Income tax receivable 3,903 — 3,903 Inventories 30,620 — 30,620 Prepaid expenses 28,522 (4,959) 23,563 Other current assets 9,494 — 9,494 Assets held for sale 6,133 — 6,133 Total current assets 169,994 (187) 169,807 Property and equipment, net 234,331 — 234,331 Notes receivable, less current portion (less allowance for doubtful accounts of $1,047 in 2017) 15,568 — 15,568 Goodwill 86,892 — 86,892 Deferred income taxes, net 585 — 585 Other assets 48,183 (907) 47,276 Total assets $ 555,553 $ (1,094) $ 554,459 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable $ 32,006 $ (2,161) $ 29,845 Income and other taxes payable 10,561 — 10,561 Accrued expenses and other current liabilities 70,293 15,860 86,153 Deferred revenue current — 2,400 2,400 Current portion of long-term debt 20,000 — 20,000 Total current liabilities 132,860 16,099 148,959 Deferred revenue 2,652 10,798 13,450 Long-term debt, less current portion, net 446,565 — 446,565 Deferred income taxes, net 12,546 (6,464) 6,082 Other long-term liabilities 60,146 — 60,146 Total liabilities 654,769 20,433 675,202 Redeemable noncontrolling interests 6,738 — 6,738 Stockholders’ equity (deficit): Preferred stock ($0.01 par value per share; no shares issued) — — — Common stock ($0.01 par value per share; issued 44,221 at December 31, 2017) 442 — 442 Additional paid-in capital 184,785 — 184,785 Accumulated other comprehensive loss (2,117) — (2,117) Retained earnings 292,251 (21,527) 270,724 Treasury stock (10,290 shares at December 31, 2017, at cost) (597,072) — (597,072) Total stockholders’ (deficit) (121,711) (21,527) (143,238) Noncontrolling interests in subsidiaries 15,757 — 15,757 Total stockholders’ (deficit) (105,954) (21,527) (127,481) Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) $ 555,553 $ (1,094) $ 554,459 The impact of adoption at December 30, 2018 is as follows: As Reported Balance Sheet December 30, Total Without Adoption (In thousands, except per share amounts) 2018 Adjustments of Topic 606 Assets Current assets: Cash and cash equivalents $ 19,468 $ (4,326) $ 15,142 Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018) 67,785 (401) 67,384 Accounts receivable - affiliates (no allowance for doubtful accounts in 2018) 69 — 69 Notes receivable (no allowance for doubtful accounts in 2018) 5,498 — 5,498 Income tax receivable 16,073 — 16,073 Inventories 27,203 — 27,203 Prepaid expenses 29,935 4,771 34,706 Other current assets 5,677 — 5,677 Assets held for sale — — — Total current assets 171,708 44 171,752 Property and equipment, net 226,894 — 226,894 Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018) 23,259 — 23,259 Goodwill 84,516 — 84,516 Deferred income taxes, net 756 — 756 Other assets 63,814 907 64,721 Total assets $ 570,947 $ 951 $ 571,898 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable $ 29,891 $ 1,585 $ 31,476 Income and other taxes payable 6,590 — 6,590 Accrued expenses and other current liabilities 105,712 (18,210) 87,502 Deferred revenue current 2,443 (2,443) — Current portion of long-term debt 20,000 — 20,000 Total current liabilities 164,636 (19,068) 145,568 Deferred revenue 14,679 (11,231) 3,448 Long-term debt, less current portion, net 601,126 — 601,126 Deferred income taxes, net 7,852 7,255 15,107 Other long-term liabilities 79,324 — 79,324 Total liabilities 867,617 (23,044) 844,573 Redeemable noncontrolling interests 5,464 — 5,464 Stockholders’ (deficit): Preferred stock ($0.01 par value per share; no shares issued) — — — Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018) 443 — 443 Additional paid-in capital 192,984 — 192,984 Accumulated other comprehensive income (loss) (3,143) — (3,143) Retained earnings 244,061 23,989 268,050 Treasury stock (12,929 shares at December 30, 2018, at cost) (751,704) — (751,704) Total stockholders’ (deficit) (317,359) 23,989 (293,370) Noncontrolling interests in subsidiaries 15,225 6 15,231 Total stockholders’ (deficit) (302,134) 23,995 (278,139) Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) $ 570,947 $ 951 $ 571,898 The impact for the year ended December 30, 2018 is as follows: As Reported Year Ended Statement of Operations December 30, Total Without Adoption of (In thousands, except per share amounts) 2018 Adjustments Topic 606 Revenues: Domestic Company-owned restaurant sales $ 692,380 $ 3,295 $ 695,675 North America franchise royalties and fees 79,293 375 79,668 North America commissary 609,866 3,353 613,219 International 110,349 205 110,554 Other revenues 81,428 (11,238) 70,190 Total revenues 1,573,316 (4,010) 1,569,306 Costs and expenses: Operating costs (excluding depreciation and amortization shown separately below): Domestic Company-owned restaurant expenses 576,799 47 576,846 North America commissary 575,103 — 575,103 International expenses 67,775 — 67,775 Other expenses 84,016 (10,847) 73,169 General and administrative expenses 192,551 3,428 195,979 Depreciation and amortization 46,403 — 46,403 Total costs and expenses 1,542,647 (7,372) 1,535,275 Refranchising and impairment gains/(losses), net (289) — (289) Operating income 30,380 3,362 33,742 Investment income 817 — 817 Interest expense (25,306) — (25,306) Income before income taxes 5,891 3,362 9,253 Income tax expense 2,646 781 3,427 Net income before attribution to noncontrolling interests 3,245 2,581 5,826 Income attributable to noncontrolling interests (1,599) — (1,599) Net income attributable to the Company $ 1,646 $ 2,581 $ 4,227 Calculation of income for earnings per share: Net income attributable to the Company $ 1,646 $ 2,581 $ 4,227 Net income attributable to common shareholders $ 1,646 $ 2,581 $ 4,227 Basic earnings per common share $ 0.05 $ 0.08 $ 0.13 Diluted earnings per common share $ 0.05 $ 0.08 $ 0.13 Basic weighted average common shares outstanding 32,083 32,083 32,083 Diluted weighted average common shares outstanding 32,299 32,299 32,299 Transaction Price Allocated to the Remaining Performance Obligations The following table (in thousands) includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period. Performance Obligations by Period Less than 1 Year 1-2 Years 2-3 Years 3-4 Years 4-5 Years Thereafter Total Franchise Fees $ 2,443 $ 2,186 $ 1,960 $ 1,768 $ 1,488 $ 3,829 $ 13,674 An additional $3.5 million of area development fees related to unopened stores and unearned royalties are included in deferred revenue. Timing of revenue recognition is dependent upon the timing of store openings and franchisees’ revenues. As of December 30, 2018, the amount allocated to the Papa Rewards loyalty program is $18.0 million and is reflected in the Consolidated Balance Sheet as part of the contract liability included in accrued expenses and other current liabilities. This will be recognized as revenue as the points are redeemed, which is expected to occur within the next year. The Company applies the practical expedient in ASC paragraph 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 30, 2018 | |
Revenue Recognition | |
Revenue Recognition | 4. Revenue Recognition Disaggregation of Revenue In the following table (in thousands), revenue is disaggregated by major product line. The table also includes a reconciliation of the disaggregated revenue with the reportable segments. Reportable Segments Year Ended December 30, 2018 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 692,380 $ - $ - $ 6,237 $ - $ 698,617 Commissary sales - 811,191 - 68,124 - 879,315 Franchise royalties and fees - - 82,258 35,988 - 118,246 Other revenues - - - 21,202 91,205 112,407 Eliminations - (201,325) (2,965) (283) (30,696) (235,269) Total $ 692,380 $ 609,866 $ 79,293 $ 131,268 $ 60,509 $ 1,573,316 The revenue summarized above is described in Note 2 under the heading “Significant Accounting Policies – Revenue Recognition.” Contract Balances The contract liabilities primarily relate to franchise fees which we classify as “Deferred revenue” and customer loyalty program obligations which are classified with “Accrued expenses and other current liabilities.” During the year ended December 30, 2018, the Company recognized $15.7 million in revenue, related to deferred revenue and customer loyalty program. Contract Liabilities (in thousands) December 30, 2018 January 1, 2018 Change Deferred revenue $ 17,122 $ 15,850 $ 1,272 Customer loyalty program 18,019 14,724 3,295 Total contract liabilities $ 35,141 $ 30,574 $ 4,567 The contract assets consist primarily of equipment incentives provided to franchisees. Equipment incentives are related to the future value of commissary revenue the Company will receive over the term of the agreement. As of December 30, 2018 and January 1, 2018, the contract assets were approximately $6.6 million and $7.1 million, respectively. For the year ended December 30, 2018, revenue was reduced approximately $4.0 million for the amortization of contract assets over the applicable contract terms. Contract assets are included in Other Current Assets and Other Assets. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 30, 2018 | |
Stockholders' Equity (Deficit) | |
Stockholders' Equity (Deficit) | 5. Stockholders’ Equity (Deficit) Shares Authorized and Outstanding The Company has authorized 5.0 million shares of preferred stock and 100.0 million shares of common stock. The Company’s outstanding shares of common stock, net of repurchased common stock, were 31.4 million shares at December 30, 2018 and 33.9 million shares at December 31, 2017. There were no shares of preferred stock issued or outstanding at December 30, 2018 and December 31, 2017. Subsequent to December 30, 2018, on February 3, 2019, the Company entered into a Securities Purchase Agreement in which the Company issued and sold 200,000 shares of the Company’s newly designated Series B Preferred Stock. See ‘Subsequent Events’ in Note 2 for additional information. Share Repurchase Program We repurchased 2.7 million shares of our common stock for $158 million in 2018, including $100 million (1.7 million shares) under an accelerated share repurchase agreement (“ASR Agreement”) with Bank of America, N.A. Share repurchases for 2017 and 2016 were 3.0 million and 2.1 million for $209.6 million and $122.4 million, respectively. These repurchases were under a share repurchase program that expired on February 27, 2019. Funding for the share repurchase program was provided through a credit facility, operating cash flow, stock option exercises and cash and cash equivalents. In connection with the execution of our amended Credit Agreement in October 2018, the Company cannot repurchase any additional shares if our Leverage Ratio, as defined in the Credit Agreement is higher than 3.75 to 1.0. See Note 11 for additional information on our Credit Agreement. Cash Dividend The Company paid dividends of $29.0 million in 2018, $30.7 million in 2017 and $27.9 million in 2016. Subsequent to fiscal 2018, our Board of Directors declared a first quarter 2019 cash dividend of $0.225 per common share, or approximately $8.0 million, including the Series B Preferred Stock dividend on an as-converted basis to common stock. The dividend was paid on February 22, 2019 to shareholders of record as of the close of business on February 11, 2019. In connection with the execution of our amended Credit Agreement in October 2018, no increase in dividends per share may occur if our Leverage Ratio as defined in the Credit Agreement is higher than 3.75 to 1.0. Stockholder Rights Plan On July 22, 2018, the Board of Directors of the Company approved the adoption of a limited duration stockholder rights plan (the “Rights Plan”) with an expiration date of July 22, 2019 and an ownership trigger threshold of 15% (with a threshold of 31% applied to John H. Schnatter, together with his affiliates and family members). In connection with the Rights Plan, the Board of Directors authorized and declared a dividend to stockholders of record at the close of business on August 2, 2018 of one preferred share purchase right (a “Right”) for each outstanding share of Papa John’s common stock. Upon certain triggering events, each Right would entitle the holder to purchase from the Company one one-thousandth (subject to adjustment) of one share of Series A Junior Participating Preferred Stock, $0.01 par value per share of the Company (“Preferred Stock”) at an exercise price of $250.00 (the “Exercise Price”) per one one-thousandth of a share of Preferred Stock. In addition, if a person or group acquires beneficial ownership of 15% or more of the Company’s common stock (or in the case of Mr. Schnatter, 31% or more) without prior board approval, each holder of a Right (other than the acquiring person or group whose Rights will become void) will have the right to purchase, upon payment of the Exercise Price and in accordance with the terms of the Rights Plan, a number of shares of the Company’s common stock having a market value of twice the Exercise Price. The complete terms of the Rights are set forth in a Rights Agreement (the “Rights Agreement”), dated as of July 22, 2018, between the Company and Computershare Trust Company, N.A., as rights agent. Subsequent to the year ended December 30, 2018, on February 3, 2019, the Company entered into an amendment to the Rights Agreement to exempt funds affiliated with Starboard Value LP from the 15% ownership trigger threshold, to facilitate the Company’s sale to the funds of the Company’s Series B Preferred Stock. On March 5, 2019, the Board of Directors extended the term of the Rights Plan to March 6, 2022, increased the ownership trigger threshold at which a person becomes an acquiring person from 15% to 20%, except as set forth above, removed the “acting in concert” provision in response to stockholder feedback, and included a qualifying offer provision as set forth in the Rights Plan. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 30, 2018 | |
Earnings per Share | |
Earnings per Share | 6. Earnings per Share We compute earnings per share using the two-class method. The two-class method requires an earnings allocation formula that determines earnings per share for common shareholders and participating security holders according to dividends declared and participating rights in undistributed earnings. We consider time-based restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights. Under the two-class method, undistributed earnings allocated to participating securities are subtracted from net income attributable to the Company in determining net income attributable to common shareholders . Additionally, in accordance with ASC 480, “Distinguishing Liabilities from Equity”, the increase in the redemption value for the noncontrolling interest of one of our joint ventures reduces income attributable to common shareholders (and a decrease in redemption value increases income attributable to common shareholders). This joint venture was divested during 2018 and no change in redemption value occurred in 2018. The change in noncontrolling interest redemption value was $1.4 million and $570,000 for the years ended December 31, 2017 and December 25, 2016, respectively. See Notes 8 and 9 for additional information. Basic earnings per common share are computed by dividing net income attributable to common shareholders by the weighted-average common shares outstanding. Diluted earnings per common share are computed by dividing the net income attributable to common shareholders by the diluted weighted average common shares outstanding. Diluted weighted average common shares outstanding consist of basic weighted average common shares outstanding plus weighted average awards outstanding under our equity compensation plans, which are dilutive securities. The calculations of basic earnings per common share and diluted earnings per common share for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 are as follows (in thousands, except per share data): 2018 2017 2016 Basic earnings per common share: Net income attributable to the Company $ 1,646 $ 102,292 $ 102,820 Change in noncontrolling interest redemption value — 1,419 567 Net income attributable to participating securities — (423) (420) Net income attributable to common shareholders $ 1,646 $ 103,288 $ 102,967 Weighted average common shares outstanding 32,083 36,083 37,253 Basic earnings per common share $ 0.05 $ 2.86 $ 2.76 Diluted earnings per common share: Net income attributable to common shareholders $ 1,646 $ 103,288 $ 102,967 Weighted average common shares outstanding 32,083 36,083 37,253 Dilutive effect of outstanding equity awards (a) 216 439 355 Diluted weighted average common shares outstanding 32,299 36,522 37,608 Diluted earnings per common share $ 0.05 $ 2.83 $ 2.74 (a) Shares subject to options to purchase common stock with an exercise price greater than the average market price for the year were not included in the computation of diluted earnings per common share because the effect would have been antidilutive. The weighted average number of shares subject to antidilutive options was 1.2 million in 2018, 278,000 in 2017 and 331,000 in 2016. See Note 8 for additional information regarding our noncontrolling interests and Note 20 for equity awards, including restricted stock. |
Fair Value Measurements and Dis
Fair Value Measurements and Disclosures | 12 Months Ended |
Dec. 30, 2018 | |
Fair Value Measurements and Disclosures | |
Fair Value Measurements and Disclosures | 7. Fair Value Measurements and Disclosures The Company is required to determine the fair value of financial assets and liabilities based on the price that would be received to sell the asset or paid to transfer the liability to a market participant. Fair value is a market-based measurement, not an entity specific measurement. The fair value of certain assets and liabilities approximates carrying value because of the short-term nature of the accounts, including cash and cash equivalents, accounts receivable and accounts payable. The carrying value of our notes receivable, net of allowances, also approximates fair value. The fair value of the amount outstanding under our term debt and revolving credit facility approximates their carrying values due to their variable market-based interest rates (Level 2). Certain assets and liabilities are measured at fair value on a recurring and non-recurring basis and are required to be classified and disclosed in one of the following categories: · Level 1: Quoted market prices in active markets for identical assets or liabilities. · Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. · Level 3: Unobservable inputs that are not corroborated by market data. Our financial assets and liabilities that were measured at fair value on a recurring basis as of December 30, 2018 and December 31, 2017 are as follows (in thousands): Carrying Fair Value Measurements Value Level 1 Level 2 Level 3 December 30, 2018 Financial assets: Cash surrender value of life insurance policies (a) $ 27,751 $ 27,751 $ — $ — Interest rate swaps (b) 4,905 — 4,905 — December 31, 2017 Financial assets: Cash surrender value of life insurance policies (a) $ 28,645 $ 28,645 $ — $ — Interest rate swaps (b) 651 — 651 — (a) Represents life insurance policies held in our non-qualified deferred compensation plan. (b) The fair values of our interest rate swaps are based on the sum of all future net present value cash flows. The future cash flows are derived based on the terms of our interest rate swaps, as well as considering published discount factors, and projected London Interbank Offered Rates (“LIBOR”). Our assets and liabilities that were measured at fair value on a non-recurring basis as of December 31, 2017 include assets held for sale. The fair value was determined using a market-based approach with unobservable inputs (Level 3) less any estimated selling costs. We recorded an impairment loss of $1.7 million in 2017 which represents the excess of the carrying value over the fair value; the impairment is recorded in refranchising and impairment gains/(losses), net in the Consolidated Statements of Operations. There were no transfers among levels within the fair value hierarchy during fiscal 2018 or 2017. |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 30, 2018 | |
Noncontrolling Interests | |
Noncontrolling Interests | 8. Noncontrolling Interests At December 31, 2017, Papa John’s had five joint venture arrangements in which there were noncontrolling interests held by third parties. In the first quarter of 2018, one joint venture was divested and a second joint venture was divested in the third quarter of 2018. As of December 30, 2018, there were 183 restaurants that comprise three joint ventures as compared to 246 restaurants in five joint venture arrangements at December 31, 2017. See Note 9 for more information on these related divestitures. We are required to report the consolidated net (loss) income amounts attributable to the Company and the noncontrolling interests. Additionally, disclosures are required to clearly identify and distinguish between the interests of the Company and the interests of the noncontrolling owners, including a disclosure on the face of the Consolidated Statements of Operations of income attributable to the noncontrolling interest holders. The income before income taxes attributable to these joint ventures for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 were as follows (in thousands): 2018 2017 2016 Papa John’s International, Inc. $ 5,794 $ 7,181 $ 9,913 Noncontrolling interests 1,599 4,233 6,272 Total income before income taxes $ 7,393 $ 11,414 $ 16,185 As of December 30, 2018, the noncontrolling interest holder of one joint venture has the option to require the Company to purchase their interest, though not currently redeemable. Since redemption of the noncontrolling interests is outside of the Company’s control, the noncontrolling interests are presented in the caption “Redeemable noncontrolling interests” in the Consolidated Balance sheets. The following summarizes changes in our redeemable noncontrolling interests in 2018 and 2017 (in thousands): Balance at December 25, 2016 $ 8,461 Net income 2,195 Distributions (2,499) Change in redemption value (1,419) Balance at December 31, 2017 $ 6,738 Net loss (274) Distributions (1,000) Balance at December 30, 2018 $ 5,464 |
Divestitures
Divestitures | 12 Months Ended |
Dec. 30, 2018 | |
Divestitures | |
Divestitures | 9. Divestitures Divestitures In the first quarter of 2018, the Company refranchised 31 restaurants owned through a joint venture in the Denver, Colorado market. The Company held a 60% ownership share in the restaurants being refranchised. The noncontrolling interest portion of the joint venture arrangement was previously recorded at redemption value within the Consolidated Balance Sheet. Total consideration for the asset sale of the restaurants was $4.8 million, consisting of cash proceeds of $3.7 million, including cash paid for various working capital items, and notes financed by Papa John’s for $1.1 million. In connection with the divestiture, we wrote off $700,000 of goodwill. This goodwill was allocated based on the relative fair value of the sales proceeds versus the total fair value of the Company-owned restaurants’ reporting unit. We recorded a pre-tax refranchising gain of approximately $690,000. As a result of assigning our interest in obligations under property leases as a condition of the refranchising of the Denver market, we are contingently liable for payment of the 31 leases. These leases have varying terms, the latest of which expires in 2024. As of December 30, 2018, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessee was $2.9 million. The fair value of the guarantee is not material. In the second quarter of 2018, the Company refranchised 34 Company-owned restaurants and a quality control center located in Beijing and Tianjin, China. The Company recorded an impairment of $1.7 million and $1.4 million in 2017 and 2016, respectively, associated with the China operations and the assets and liabilities were classified as held for sale in the Consolidated Balance Sheet as of December 31, 2017. We recorded a pre-tax loss of approximately $1.9 million associated with the sale of the restaurants and reversed $1.3 million of accumulated other comprehensive income related to foreign currency translation as part of the disposal. The $1.9 million pre-tax loss in 2018 and impairments recorded in 2017 and 2016 are recorded in refranchising and impairment gains (losses), net on the Consolidated Statements of Operations. In addition, we also had $2.4 million of additional tax expense associated with the China refranchise in the second quarter of 2018. This additional tax expense is primarily attributable to the required recapture of operating losses previously taken by the Company. The following summarizes the associated China assets and liabilities that were classified as held for sale in 2017 (in thousands): December 31, 2017 Cash $ 908 Inventories 505 Prepaid expenses 570 Net property and equipment 4,878 Other assets 946 Valuation allowance (1,674) Total assets held for sale $ 6,133 Accounts payable $ 1,817 Accrued and other liabilities 470 Total liabilities held for sale $ 2,287 In the third quarter of 2018, the Company completed the refranchising of 31 stores owned through a joint venture in the Minneapolis, Minnesota market. The Company held a 70% ownership share in the restaurants being refranchised. Total consideration for the asset sale of the restaurants was $3.75 million. In connection with the divestiture, we wrote off approximately $600,000 of goodwill. This goodwill was allocated based on the relative fair value of the sales proceeds versus the total fair value of the Company-owned restaurants’ reporting unit. We recorded a pre-tax refranchising gain of approximately $930,000 associated with the sale of the restaurants. As a result of assigning our interest in obligations under property leases as a condition of the refranchising of the Minnesota market, we are contingently liable for payment of the 31 leases. These leases have varying terms, the latest of which expires in 2025. As of December 30, 2018, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessee was $5.9 million. The fair value of the guarantee is not material. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 30, 2018 | |
Goodwill. | |
Goodwill | 10. Goodwill The following summarizes changes in the Company’s goodwill, by reportable segment (in thousands): Domestic Company- owned Restaurants International (a) All Others Total Balance as of December 25, 2016 $ 70,048 $ 15,045 $ 436 $ 85,529 Foreign currency adjustments — 1,363 — 1,363 Balance as of December 31, 2017 70,048 16,408 436 86,892 Divestitures (b) (1,359) — — (1,359) Foreign currency adjustments — (1,017) — (1,017) Balance as of December 30, 2018 $ 68,689 $ 15,391 $ 436 $ 84,516 (a) The international goodwill balances for all years presented are net of accumulated impairment of $2.3 million associated with our PJUK reporting unit, which was recorded in fiscal 2008. (b) Includes 62 restaurants located in two domestic markets. For fiscal year 2018, we performed a quantitative analysis for our domestic Company-owned restaurants, Preferred Marketing Solutions, China, and PJUK reporting units. For fiscal years 2017 and 2016, we performed a qualitative analysis on each reporting unit. No impairment charges were recorded upon the completion of our goodwill impairment tests in 2018, 2017 and 2016, excluding the China goodwill allocated to assets held for sale in 2016. |
Debt and Credit Arrangements
Debt and Credit Arrangements | 12 Months Ended |
Dec. 30, 2018 | |
Debt and Credit Arrangements | |
Debt and Credit Arrangements | 11. Debt and Credit Arrangements Long-term debt, net consists of the following (in thousands): December 30, December 31, 2018 2017 Outstanding debt $ 625,000 $ 470,000 Unamortized debt issuance costs (3,874) (3,435) Current portion of long-term debt (20,000) (20,000) Total long-term debt, less current portion, net $ 601,126 $ 446,565 On August 30, 2017, the Company entered into a credit agreement (the “Credit Agreement”) which provided for a revolving credit facility in an aggregate principal amount of $600.0 million (the “Revolving Facility”) and a term loan facility in an aggregate principal amount of $400.0 million (the “Term Loan Facility”) and together with the Revolving Facility, the “Facilities”. The Facilities mature on August 30, 2022. The loans under the Facilities, after giving effect to the Amendment described below, accrue interest at a per annum rate equal to, at the Company’s election, either a LIBOR rate plus a margin ranging from 125 to 250 basis points or a base rate (generally determined by a prime rate, federal funds rate or a LIBOR rate plus 1.00%) plus a margin ranging from 25 to 150 basis points. In each case, the actual margin is determined according to a ratio of the Company’s total indebtedness to earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the then most recently ended four-quarter period (the “Leverage Ratio”). Quarterly amortization payments are required to be made on the Term Loan Facility in the amount of $5.0 million which began in the fourth quarter of 2017. Loans outstanding under the Credit Agreement may be prepaid at any time without premium or penalty, subject to customary breakage costs in the case of borrowings for which a LIBOR rate election is in effect. Up to $35.0 million of the Revolving Facility may be advanced in certain agreed foreign currencies, including Euros, Pounds Sterling, Canadian Dollars, Japanese Yen, and Mexican Pesos . The Credit Agreement contains customary affirmative and negative covenants, including financial covenants requiring the maintenance of the Leverage Ratio and a specified fixed charge coverage ratio. On October 9, 2018, we entered into an amendment to the Credit Agreement (the “Amendment”). The amendments and modifications to the Credit Agreement are effective through the remainder of the term of the Facilities and include, without limitation, the following: · reduction of the maximum amount available under the Revolving Facility to $400.0 million; there was no change in available Term Loan Facility borrowings; · amendment to the definition of EBITDA to exclude certain costs recorded as Special charges (up to certain pre-defined limits) as detailed in Note 19 “Commitments and Contingencies”; · modification of the financial covenants in the Credit Agreement by increasing the permitted Leverage Ratio to 5.25 to 1.0 beginning in the third quarter of 2018, decreasing over time to 4.00 to 1.0 by 2022; and decreasing the permitted specified fixed charge coverage ratio to 2.00 to 1.0 beginning in the third quarter of 2018 and increasing over time to 2.50 to 1.0 in 2021 and thereafter. We were in compliance with these financial covenants at December 30, 2018; · certain modifications to the negative covenant restricting the ability to make dividends and distributions. If the Leverage Ratio is above 3.75 to 1.0, the Company cannot repurchase any of its shares of common stock and cannot increase the cash dividend above the lesser of $0.225 per share per quarter or $35 million per fiscal year; · increase in the interest rate payable on outstanding loans for the Facilities based on the Leverage Ratio as follows: Ø removal of interest rate pricing tiers if the Leverage Ratio of the Company is less than 1.50 to 1.00; Ø if the Leverage Ratio of the Company is greater than 3.50 to 1.00 but less than 4.50 to 1.00, the Company will pay an additional 0.25% per annum interest rate margin on the outstanding loans under the Facilities and an additional 0.05% per annum commitment fee on the unused portion of the Revolving Facility; Ø if the Leverage Ratio of the Company is greater than 4.50 to 1.00, the Company will pay an additional 0.50% per annum interest rate margin on the outstanding loans under the Facilities and an additional 0.10% per annum commitment fee on the unused portion of the Revolving Facility; and · requirement that the Company and certain direct and indirect domestic subsidiaries of the Company grant a security interest in substantially all of the capital stock and equity interests of their respective domestic and first tier material foreign subsidiaries to secure the obligations owing under the Facilities. Under the Credit Agreement, as amended, we have the option to increase the Revolving Facility or the Term Loan Facility in an aggregate amount of up to $300.0 million, subject to the Leverage Ratio of the Company not exceeding 4.00 to 1.00. Our outstanding debt of $625.0 million at December 30, 2018 under the Facilities was composed of $375.0 million outstanding under the Term Loan Facility and $250.0 million outstanding under the Revolving Facility. Including outstanding letters of credit, the Company’s remaining availability under the Facilities at December 30, 2018 was approximately $110.0 million. As of December 30, 2018, the Company had approximately $3.9 million in unamortized debt issuance costs, which are being amortized into interest expense over the term of the Facilities. Upon execution of the Amendment, we wrote off approximately $560,000 of these unamortized debt issuance costs in accordance with applicable accounting guidance. The Company also incurred additional amendment fees of approximately $1.9 million , which will be amortized into interest expense over the remaining term of the Facilities. We attempt to minimize interest risk exposure by fixing our rate through the utilization of interest rate swaps, which are derivative financial instruments. Our swaps are entered into with financial institutions that participate in the Facilities. By using a derivative instrument to hedge exposures to changes in interest rates, we expose ourselves to credit risk. Credit risk is due to the possible failure of the counterparty to perform under the terms of the derivative contract. We use interest rate swaps to hedge against the effects of potential interest rate increases on borrowings under our Facilities. As of December 30, 2018, we have the following interest rate swap agreements: Effective Dates Floating Rate Debt Fixed Rates April 30, 2018 through April 30, 2023 $ 55 million 2.33 % April 30, 2018 through April 30, 2023 $ 35 million 2.36 % April 30, 2018 through April 30, 2023 $ 35 million 2.34 % January 30, 2018 through August 30, 2022 $ million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 2.00 % January 30, 2018 through August 30, 2022 $ 25 million 1.99 % The gain or loss on the swaps is recognized in other comprehensive (loss) income and reclassified into earnings as adjustments to interest expense in the same period or periods during which the swaps affect earnings. The following table provides information on the location and amounts of our swaps in the accompanying Consolidated Financial Statements (in thousands): Interest Rate Swap Derivatives Fair Value Fair Value December 30, December 31, Balance Sheet Location 2018 2017 Other current and long-term assets $ 4,905 $ 651 There were no derivatives that were not designated as hedging instruments. The effect of derivative instruments on the accompanying Consolidated Financial Statements is as follows (in thousands): Location of Gain Amount of Gain Derivatives - Amount of Gain or or (Loss) or (Loss) Total Interest Expense Cash Flow (Loss) Recognized Reclassified from Reclassified from on Consolidated Hedging in AOCI/AOCL AOCI/AOCL into AOCI/AOCL into Statements of Relationships on Derivative Income Income Operations Interest rate swaps: 2018 $ 3,222 Interest expense $ (22) $ (25,306) 2017 $ 891 Interest expense $ (421) $ (11,283) 2016 $ 940 Interest expense $ (1,161) $ (7,397) The weighted average interest rates on our debt, including the impact of the interest rate swap agreements, were 3.9%, 2.7% and 2.1% in fiscal 2018, 2017 and 2016, respectively. Interest paid, including payments made or received under the swaps, was $23.5 million in 2018, $10.8 million in 2017 and $7.1 million in 2016. As of December 30, 2018, the portion of the $4.9 million interest rate swap asset that would be reclassified into earnings during the next 12 months as interest income approximates $1.3 million. |
Net Property and Equipment
Net Property and Equipment | 12 Months Ended |
Dec. 30, 2018 | |
Net Property and Equipment | |
Net Property and Equipment | 12. Net Property and Equipment Net property and equipment consists of the following (in thousands): December 30, December 31, 2018 2017 Land $ 33,833 $ 33,994 Buildings and improvements 91,665 91,809 Leasehold improvements 125,192 125,204 Equipment and other 402,991 378,509 Construction in progress 11,491 10,983 Total property and equipment 665,172 640,499 Accumulated depreciation and amortization (438,278) (406,168) Net property and equipment $ 226,894 $ 234,331 |
Notes Receivable
Notes Receivable | 12 Months Ended |
Dec. 30, 2018 | |
Notes Receivable | |
Notes Receivable | 13. Notes Receivable Selected domestic and international franchisees have borrowed funds from the Company, principally for use in the construction and development of their restaurants. In 2018, the Company also provided certain franchisees with royalty payment plans. We have also entered into loan agreements with certain franchisees that purchased restaurants from us or from other franchisees. Loans outstanding were approximately $28.8 million and $19.9 million on a consolidated basis as of December 30, 2018 and December 31, 2017, respectively, net of allowance for doubtful accounts. The majority of notes receivable bear interest at fixed or floating rates and are generally secured by the assets of each restaurant and the ownership interests in the franchisee. Interest income recorded on franchisee loans was approximately $750,000 in 2018, $579,000 in 2017 and $684,000 in 2016 and is reported in investment income in the accompanying Consolidated Statements of Operations. Based on our review of certain borrowers’ economic performance and underlying collateral value, we established allowances of $3.4 million and $1.0 million as of December 30, 2018 and December 31, 2017, respectively, for potentially uncollectible notes receivable. The following summarizes changes in our notes receivable allowance for doubtful accounts (in thousands): Balance as of December 25, 2016 $ 2,759 Recovered from costs and expenses (1,715) Deductions, including notes written off 3 Balance as of December 31, 2017 1,047 Recovered from costs and expenses (393) Additions, net of notes written off 2,715 Balance as of December 30, 2018 $ 3,369 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 30, 2018 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 14. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): December 30, December 31, 2018 2017 Salaries, benefits and bonuses $ 12,979 $ 15,365 Insurance reserves, current 33,769 19,847 Purchases 11,336 11,364 Customer loyalty program (a) 18,019 4,276 Rent 3,932 3,794 Marketing 4,539 1,481 Deposits 1,415 3,091 Utilities 1,478 1,382 Consulting and professional fees 8,671 1,134 Legal costs 2,093 804 Other 7,481 7,755 Total $ 105,712 $ 70,293 (a) See Note 2 and Note 3 for additional information regarding the change in accounting for the customer loyalty program. |
Other Long-term Liabilities
Other Long-term Liabilities | 12 Months Ended |
Dec. 30, 2018 | |
Other Long-term Liabilities | |
Other Long-term Liabilities | 15. Other Long-term Liabilities Other long-term liabilities consist of the following (in thousands): December 30, December 31, 2018 2017 Deferred compensation plan $ 27,796 $ 28,690 Insurance reserves 42,144 21,995 Accrued rent 6,461 7,129 Other 2,923 2,332 Total $ 79,324 $ 60,146 |
Other General Expenses
Other General Expenses | 12 Months Ended |
Dec. 30, 2018 | |
Other General Expenses | |
Other General Expenses | 16. Other General Expenses Other general expenses are included within General and administrative expenses and primarily consist of the following (in thousands): Year Ended December 30, December 31, December 25, 2018 2017 2016 Contribution to National Marketing Fund (a) $ 10,000 $ - $ - Re-imaging costs for restaurants and write-off of brand assets (b) 5,841 - - Provision (credit) for uncollectible accounts and notes receivable (c) 3,338 (1,441) (450) Loss on disposition of fixed assets 2,233 2,493 623 Papa Rewards (d) - 1,046 442 Franchise support initiative (e) 34 2,986 3,185 Other (1,725) 343 361 Other general expenses 19,721 5,427 4,161 Special Committee costs (f) 19,474 - - Administrative expenses 153,356 145,439 153,974 General and administrative expenses $ 192,551 $ 150,866 $ 158,135 (a) Incremental contributions to National Marketing Fund to increase marketing and promotional activities during 2018. See Note 19 for additional information. (b) During 2018, the Company paid for certain re-imaging costs for both Company-owned and franchise units. See Note 19 for additional information. (c) Bad debt recorded on accounts receivable and notes receivable. (d) Online customer loyalty program costs in 2017 and 2016. In 2018, the Company adopted Topic 606 with updated accounting guidelines for loyalty programs which are now recorded as a reduction to domestic Company-owned restaurants revenue. See Notes 3 and 4 for additional information. (e) Franchise incentives include incentives to franchisees for opening new restaurants. In 2018, the Company adopted Topic 606 with updated accounting guidelines for new store equipment incentives, which are now recorded as a reduction of commissary revenues. See Notes 3 and 4 for additional information. (f) C osts totaling approximately $19.5 million associated with the activities of the Special Committee of the Board of Directors, including legal and advisory costs related to the review of a wide range of strategic opportunities for the Company that culminated in the recent strategic investment in the Company by affiliates of Starboard Value LP, as well as a third-party audit of the culture of Papa John’s. See Note 19 for additional information. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 30, 2018 | |
Income Taxes | |
Income Taxes | 17. Income Taxes The following table presents the domestic and foreign components of income (loss) before income taxes for 2018, 2017 and 2016 (in thousands): 2018 2017 2016 Domestic income / (loss) $ (10,471) $ 122,828 $ 146,063 Foreign income 16,362 17,514 12,746 Total income $ 5,891 $ 140,342 $ 158,809 A summary of the provision (benefit) for income tax follows (in thousands): 2018 2017 2016 Current: Federal $ (5,324) $ 28,951 $ 32,477 Foreign 4,736 4,602 2,669 State and local 1,529 (234) 2,947 Deferred 1,705 498 11,624 Total income taxes $ 2,646 $ 33,817 $ 49,717 Significant deferred tax assets (liabilities) follow (in thousands): December 30, December 31, 2018 2017 Accrued liabilities $ 16,339 $ 11,378 Accrued bonuses 724 192 Other assets and liabilities 10,705 7,913 Equity awards 5,862 5,690 Other 2,196 2,178 Foreign net operating losses 1,555 2,773 Foreign tax credit carryforwards 7,230 4,707 Total deferred tax assets 44,611 34,831 Valuation allowance on foreign net operating and capital losses, foreign deferred tax assets, and foreign tax credit carryforwards (8,183) (7,415) Total deferred tax assets, net of valuation allowances 36,428 27,416 Deferred expenses (5,576) (6,912) Accelerated depreciation (24,239) (19,228) Goodwill (12,645) (12,248) Other (1,064) (989) Total deferred tax liabilities (43,524) (39,377) Net deferred liability $ (7,096) $ (11,961) The Company had approximately $5.3 million and $9.4 million of foreign net operating loss carryovers as of December 30, 2018 and December 31, 2017, respectively. The Company had approximately $0.6 million and $2.1 million of valuation allowances primarily related to these foreign net operating losses as of December 30, 2018 and December 31, 2017, respectively. A substantial majority of our foreign net operating losses do not have an expiration date. In addition, the Company had approximately $7.2 million in foreign tax credit carryforwards as of December 30, 2018 that expire 10 years from inception in years 2025 through 2028. Our ability to utilize these foreign tax credit carryforwards is dependent on our ability to generate foreign earnings in future years sufficient to claim foreign tax credits in excess of foreign taxes paid in those years. The Company provided a full valuation allowance of $7.2 million for these foreign tax credit carryforwards as we believe realization based on the more-likely-than-not criteria has not been met as of December 30, 2018. The reconciliation of income tax computed at the U.S. federal statutory rate to income tax expense for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 is as follows in both dollars and as a percentage of income before income taxes ($ in thousands): 2018 2017 2016 Income Tax Income Income Tax Income Income Tax Income Expense Tax Rate Expense Tax Rate Expense Tax Rate Tax at U.S. federal statutory rate $ 1,237 21.0 % $ 49,120 35.0 % $ 55,583 35.0 % State and local income taxes 150 2.6 % 2,432 1.7 % 2,972 1.9 % Foreign income taxes 4,879 82.8 % 5,306 3.8 % 3,143 2.0 % Income of consolidated partnerships attributable to noncontrolling interests (371) (6.3) % (1,554) (1.1) % (2,312) (1.4) % Non-qualified deferred compensation plan (income) loss 483 8.2 % (1,236) (0.9) % (428) (0.3) % Excess tax benefits on equity awards 447 7.6 % (1,879) (1.4) % — — % Remeasurement of deferred taxes — — % (7,020) (5.0) % — — % Tax credits (6,945) (117.9) % (6,909) (4.9) % (6,771) (4.3) % Disposition of China 4,118 69.9 % — — % — % Other (1,352) 17.5 % (4,443) (3.1) % (2,470) (1.6) % Total $ 2,646 85.4 % $ 33,817 24.1 % $ 49,717 31.3 % Income taxes paid were $14.0 million in 2018, $37.2 million in 2017 and $35.1 million in 2016. On December 22, 2017, the Tax Cuts and Jobs Act, (the “Tax Act”) was signed into law. The Tax Act contains substantial changes to the Internal Revenue Code, including a reduction of the corporate tax rate from 35% to 21% effective January 1, 2018. Upon enactment, 2017 deferred tax assets and liabilities were remeasured. This remeasurement yielded a benefit of approximately $7.0 million in the fourth quarter of 2017. At December 30, 2018 the Company has completed its analysis of the Tax Act. See Note 2 for additional information. The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company, with few exceptions, is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2014. The Company is currently undergoing examinations by various tax authorities. The Company anticipates that the finalization of these current examinations and other issues could result in a decrease in the liability for unrecognized tax benefits (and a decrease of income tax expense) of approximately $240,000 during the next 12 months. The Company had $2.0 million of unrecognized tax benefits at December 30, 2018 which, if recognized, would affect the effective tax rate. A reconciliation of the beginning and ending liability for unrecognized tax benefits excluding interest and penalties is as follows, which is recorded as an other long-term liability (in thousands): Balance at December 25, 2016 $ 4,827 Additions for tax positions of current year 134 Additions for tax positions of prior years (2,862) Reductions for lapse of statute of limitations (71) Balance at December 31, 2017 2,028 Additions for tax positions of current year 510 Reductions for tax positions of prior years (515) Reductions for lapse of statute of limitations — Balance at December 30, 2018 $ 2,023 The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of income tax expense. The Company’s 2018 and 2017 income tax expense includes interest expense of $39,000 and a benefit of $416,000, respectively. The Company has accrued approximately $165,000 and $124,000 for the payment of interest and penalties as of December 30, 2018 and December 31, 2017, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 30, 2018 | |
Related Party Transactions | |
Related Party Transactions | 18. Related Party Transactions Certain of our officers and directors own equity interests in entities that franchise restaurants. Following is a summary of full-year transactions and year-end balances with franchisees owned by related parties (in thousands): 2018 2017 2016 Revenues from affiliates: North America commissary sales $ 2,653 $ 2,619 $ 2,372 Other sales 238 336 248 North America franchise royalties and fees 429 439 413 Total $ 3,320 $ 3,394 $ 3,033 December 30, December 31, 2018 2017 Accounts receivable affiliates $ 69 $ 86 The revenues from affiliates were at rates and terms available to independent franchisees. We had the following transactions with PJMF: · Papa John’s contributed $10.0 million to the PJMF for additional advertising in 2018. See Notes 16 and 19 for additional information. · PJMF reimbursed Papa John’s $900,000, $1.6 million and $1.1 million in 2018, 2017, and 2016, respectively, for certain costs associated with national pizza giveaways awarded to our online loyalty program customers. · PJMF reimbursed Papa John’s $1.0 million in 2018, $1.3 million in 2017 and $1.4 million in 2016 for certain administrative services (i.e. marketing, accounting, and information services), graphic design services, services and expenses of our founder as former brand spokesman, and for software maintenance fees. We paid $300,000 in 2018, $446,000 in 2017 and $732,000 in 2016 for charter aircraft services provided by an entity owned by board member, John H. Schnatter. See Note 19 for additional information. |
Litigation, Commitments and Con
Litigation, Commitments and Contingencies | 12 Months Ended |
Dec. 30, 2018 | |
Litigation, Commitments and Contingencies | |
Litigation, Commitments and Contingencies | 19. Litigation, Commitments and Contingencies Litigation The Company is involved in a number of lawsuits, claims, investigations and proceedings, including those specifically identified below, consisting of intellectual property, employment, consumer, commercial and other matters arising in the ordinary course of business. In accordance with ASC 450 “Contingencies,” the Company has made accruals with respect to these matters, where appropriate, which are reflected in the Company’s consolidated financial statements. We review these provisions at least quarterly and adjust these provisions to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. Ameranth, Inc. vs Papa John’s International, Inc. In August 2011, Ameranth, Inc. (“Ameranth”) filed various patent infringement actions against a number of defendants, including the Company, in the U.S. District Court for the Southern District of California (the “California Court”), which were consolidated by the California Court in October 2012 (the “Consolidated Case”). The Consolidated Case was stayed until January 2018 when Ameranth decided to proceed on only one patent, after the Company received a favorable decision by the Patent and Trademark Office on certain other patents. A Markman hearing was held in December 2017, which did not dispose of Ameranth’s claims, and the California Court set a jury trial date of for the claims against the Company. However, on September 25, 2018, the California Court granted the defendants’ Motion for Summary Judgment and found that the Ameranth patent at issue was invalid. Ameranth filed an appeal on October 25, 2018, which is currently being briefed by the parties. The California Court has issued a stay of the case pending the outcome of the appeal, and the Company does not expect a decision until early 2020. The Company believes this case lacks merit and that it has strong defenses to all of the infringement claims. The Company intends to defend the suit vigorously. However, the Company is unable to predict the likelihood of success of Ameranth’s appeal. The Company has not recorded a liability related to this lawsuit as of December 30, 2018, as it does not believe a loss is probable or reasonably estimable. Durling et al v. Papa John’s International, Inc. , is a conditionally certified collective action filed in May 2016 in the United States District Court for the Southern District of New York (“the New York Court”), alleging that corporate restaurant delivery drivers were not properly reimbursed for vehicle mileage and expenses in accordance with the Fair Labor Standards Act ("FLSA"). In July 2018, the New York Court granted a motion to certify a conditional corporate collective class and the opt-in notice process has been completed. As of the close of the opt-in period on October 29, 2018, approximately 9,571 drivers opted into the collective class. On February 5, 2019, the Court denied Plaintiffs’ request to amend their complaint. The Company continues to deny any liability or wrongdoing in this matter and intends to vigorously defend this action. The Company has not recorded any liability related to this lawsuit it does not believe a loss is probable or reasonably estimable. Other Matters We have experienced negative publicity and consumer sentiment as a result of statements by the Company’s founder and former spokesperson John H. Schnatter in late 2017 and in July 2018, which contributed to our negative sales results in 2018. Mr. Schnatter resigned as Chairman of the Board on July 11, 2018, the same day that the media reported certain controversial statements made by Mr. Schnatter. A Special Committee of the Board of Directors consisting of all of the independent directors (the “Special Committee”) was formed on July 15, 2018 to evaluate and take action with respect to all of the Company’s relationships and arrangements with Mr. Schnatter. In addition, on July 27, 2018, the Company announced that the Board’s Lead Independent Director, Olivia F. Kirtley, had been unanimously appointed by the Board of Directors to serve as Chairman of the Company’s Board of Directors. Following its formation, the Special Committee terminated Mr. Schnatter’s Founder Agreement, which defined his role in the Company, among other things, as advertising and brand spokesperson for the Company. The Special Committee oversaw the previously announced external audit and investigation of all the Company’s existing processes, policies and systems related to diversity and inclusion, supplier and vendor engagement and Papa John’s culture, which is substantially complete. The Special Committee has delivered recommendations resulting from the audit to Company management, who will implement the recommendations, including initiatives and training regarding Diversity, Equity, and Inclusion. The Company is also implementing various branding and marketing initiatives, including a new advertising and marketing campaign. In 2018, the Company incurred significant costs (defined as “Special charges”) as a result of the above-mentioned recent events . We incurred $50.7 million of Special charges as follows: · franchise royalty reductions of approximately $15.4 million for all North America franchisees, · reimaging costs at domestic and international restaurants and replacement or write off of certain branded assets totaling $5.8 million, · contribution of $10.0 million to the Papa John’s Marketing Fund for additional advertising, and · legal and professional fees, which amounted to $19.5 million, for various matters relating to the review of a wide range of strategic opportunities for the Company that culminated in the recent strategic investment in the Company by affiliates of Starboard, as well as a previously announced external culture audit and other activities overseen by the Special Committee. The franchise royalty reductions reduce the amount of North America franchise royalties and fees revenues within our Consolidated Statements of Operations. All other costs associated with these events are included in General and administrative expenses within the Consolidated Statements of Operations. See Note 16 for additional details. On July 26, 2018, John H. Schnatter filed a complaint in the Court of Chancery of the State of Delaware seeking to inspect certain books and records of the Company. On January 15, 2019, the Court of Chancery of the State of Delaware issued an opinion that Mr. Schnatter was entitled to review a limited set of documents and e-mails related to his change in position. While the Company believes that the request for inspection is not for a proper purpose under Delaware law, the Company is complying with the decision of the Court of Chancery of the State of Delaware. On August 30, 2018, Mr. Schnatter filed a lawsuit in the Court of Chancery of the State of Delaware against the Company, its chief executive officer, and the members of the Special Committee, claiming breaches of fiduciary duty. On September 21, 2018, Mr. Schnatter amended his complaint to drop the chief executive officer as a defendant. Mr. Schnatter seeks a number of injunctions forbidding the Special Committee from taking various actions and seeks to invalidate the Company’s stockholder rights plan. On February 13, 2019, Mr. Schnatter filed a second amended complaint challenging certain provisions of the Company’s stockholder rights plan and terms of the governance agreement with the third party investor, Starboard Value LP. The action was dismissed without prejudice pursuant to the terms of a March 4, 2019 agreement entered into between the Company and Mr. Schnatter. On August 30, 2018, a class action lawsuit was filed in the United States District Court, Southern District of New York, Danker v. Papa John’s International, Inc. et al , on behalf of a class of investors who purchased or acquired stock in Papa John's through a period up to and including July 19, 2018. The complaint alleges violations of Sections l0(b) and 20(a) of the Securities Exchange Act of 1934. The District Court has appointed the Oklahoma Law Enforcement Retirement System to lead the case and has also issued a scheduling order for the case to proceed. An amended complaint was filed on February 13, 2019. The Company believes that it has valid and meritorious defenses to these suits and intends to vigorously defend against them. The Company has not recorded any liability related to these lawsuits as of December 30, 2018 as it does not believe a loss is probable or estimable. Leases We lease office, retail and commissary space under operating leases, which have an average term of five years and provide for at least one renewal. Certain leases further provide that the lease payments may be increased annually based on the fixed rate terms or adjustable terms such as the Consumer Price Index. We also lease the tractors and trailers used by our distribution subsidiary, (“PJFS”), for an average period of seven years. PJUK, our subsidiary located in the United Kingdom, also leases certain retail space, which is primarily subleased to our franchisees. Total sublease income for sites to our franchisees and other third parties, the majority of which were with PJUK, were $8.6 million, $7.4 million and $7.5 million in 2018, 2017 and 2016, respectively. Total lease expense was $44.8 million, $45.0 million, and $45.0 million in 2018, 2017, and 2016, respectively. Future lease costs and future expected sublease income as of December 30, 2018, are as follows (in thousands): Future Expected Gross Lease Sublease Year Costs Income 2019 $ 40,834 $ 8,079 2020 36,631 8,061 2021 31,159 7,818 2022 25,188 7,462 2023 18,694 7,182 Thereafter 57,304 42,518 Total $ 209,810 $ 81,120 As a |
Equity Compensation
Equity Compensation | 12 Months Ended |
Dec. 30, 2018 | |
Equity Compensation | |
Equity Compensation | 20. Equity Compensation We award stock options, time-based restricted stock and performance-based restricted stock units from time to time under the Papa John’s International, Inc. 2018 Omnibus Incentive Plan. There are approximately 6.6 million shares of common stock authorized for issuance and remaining available under the 2018 Omnibus Incentive Plan as of December 30, 2018, which includes 5.3 million shares transferred from the Papa John’s International 2011 Omnibus Incentive Plan. Option awards are granted with an exercise price equal to the market price of the Company’s stock at the date of grant. Options outstanding as of December 30, 2018 generally expire ten years from the date of grant and generally vest over a three-year period. We recorded stock-based employee compensation expense of $9.9 million in 2018, $10.4 million in 2017 and $10.1 million in 2016. The total related income tax benefit recognized in the Consolidated Statement of Operations was $2.3 million in 2018, $3.8 million in 2017 and $3.7 million in 2016. At December 30, 2018, there was $16.8 million of unrecognized compensation cost related to nonvested option awards and time-based restricted stock units, of which the Company expects to recognize $10.2 million in 2019, $6.2 million in 2020 and $400,000 in 2021. Stock Options Options exercised, which were issued from authorized shares, included 75,000 shares in 2018, 147,000 shares in 2017 and 478,000 shares in 2016. The total intrinsic value of the options exercised during 2018, 2017 and 2016 was $1.5 million, $5.2 million and $18.6 million, respectively. Cash received upon the exercise of stock options was $2.7 million, $6.3 million and $7.1 million during 2018, 2017 and 2016, respectively, and the related tax (expense) or benefits realized were approximately ($300,000), $1.9 million and $6.9 million during the corresponding periods. Information pertaining to option activity during 2018 is as follows (number of options and aggregate intrinsic value in thousands): Weighted Average Weighted Remaining Number Average Contractual Aggregate of Exercise Term Intrinsic Options Price (In Years) Value Outstanding at December 31, 2017 $ Granted Exercised (75) Cancelled (219) Outstanding at December 30, 2018 $ $ Exercisable at December 30, 2018 $ $ The following is a summary of the significant assumptions used in estimating the fair value of options granted in 2018, 2017 and 2016: 2018 2017 2016 Assumptions (weighted average): Risk-free interest rate 2.7 % 2.0 % 1.3 % Expected dividend yield 1.5 % 1.0 % 1.2 % Expected volatility 27.6 % 26.7 % 27.4 % Expected term (in years) 5.6 5.6 5.5 The risk-free interest rate for the periods within the contractual life of an option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield was estimated as the annual dividend divided by the market price of the Company’s shares on the date of grant. Expected volatility was estimated by using the Company’s historical share price volatility for a period similar to the expected life of the option. Options granted generally vest in equal installments over three years and expire ten years after grant. The expected term for these options represents the period of time that options granted are expected to be outstanding and was calculated using historical experience. The weighted average grant-date fair values of options granted during 2018, 2017 and 2016 was $15.27, $19.88 and $13.96, respectively. The Company granted options to purchase 456,000, 315,000 and 403,000 shares in 2018, 2017 and 2016, respectively. Restricted Stock and Restricted Stock Units We granted shares of restricted stock that are time-based and generally vest in equal installments over three years (260,000 in 2018, 73,000 in 2017 and 85,000 in 2016). Upon vesting, the shares are issued from treasury stock. These restricted shares are intended to focus participants on our long-range objectives, while at the same time serving as a retention mechanism. We consider time-based restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights. We declared dividends totaling $185,000 ($0.90 per share) in 2018, $128,000 ($0.85 per share) in 2017 and $117,000 ($0.75 per share) in 2016 to holders of time-based restricted stock. Additionally, we granted stock settled performance-based restricted stock units to executive management (70,000 units in 2018, 13,000 units in 2017, and 14,000 units in 2016). The vesting of these awards (a three-year cliff vest) is dependent upon the Company’s achievement of a compounded annual growth rate of earnings per share and the achievement of certain sales and unit growth metrics. Upon vesting, the shares are issued from authorized shares. The fair value of both time-based restricted stock and performance-based restricted stock units is based on the market price of the Company’s shares on the grant date. Information pertaining to these awards during 2018 is as follows (shares in thousands): Weighted Average Grant-Date Shares Fair Value Total as of December 31, 2017 181 $ 69.11 Granted 330 57.37 Forfeited (54) 64.67 Vested (87) 66.59 Total as of December 30, 2018 370 $ 59.84 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 30, 2018 | |
Employee Benefit Plans | |
Employee Benefit Plans | 21. Employee Benefit Plans We have established the Papa John’s International, Inc. 401(k) Plan (the “401(k) Plan”), as a defined contribution benefit plan, in accordance with Section 401(k) of the Internal Revenue Code. The 401(k) Plan is open to employees who meet certain eligibility requirements and allows participating employees to defer receipt of a portion of their compensation and contribute such amount to one or more investment funds. At our discretion, we may make matching contribution payments, which are subject to vesting based on an employee’s length of service with us. In addition, we maintain a non-qualified deferred compensation plan available to certain employees and directors. Under this plan, the participants may defer a certain amount of their compensation, which is credited to the participants’ accounts. The participant-directed investments associated with this plan are included in other long-term assets ($27.8 million and $28.6 million at December 30, 2018 and December 31, 2017, respectively) and the associated liabilities ($27.8 million and $28.7 million at December 30, 2018 and December 31, 2017, respectively) are included in other long-term liabilities in the accompanying Consolidated Balance Sheets. At our discretion, we contributed a matching payment of 1.5% in 2018 and 3% in 2017 and 2016, up to a maximum of 6% deferred, in 2018, 2017 and 2016, of a participating employee’s earnings deferred into both the 401(k) Plan and the non-qualified deferred compensation plan. Such costs were $1.1 million in 2018, $2.3 million in 2017 and $2.6 million in 2016. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 30, 2018 | |
Segment Information | |
Segment Information | 22. Segment Information We have four reportable segments: domestic Company-owned restaurants, North America commissaries, North America franchising and international operations. The domestic Company-owned restaurant segment consists of the operations of all domestic (“domestic” is defined as contiguous United States) Company-owned restaurants and derives its revenues principally from retail sales of pizza and side items, including breadsticks, cheesesticks, chicken poppers and wings, dessert items and canned or bottled beverages. The North America commissary segment consists of the operations of our regional dough production and product distribution centers and derives its revenues principally from the sale and distribution of food and paper products to domestic Company-owned and franchised restaurants in the United States and Canada. The North America franchising segment consists of our franchise sales and support activities and derives its revenues from sales of franchise and development rights and collection of royalties from our franchisees located in the United States and Canada. The international segment principally consists of distribution sales to franchised Papa John’s restaurants located in the United Kingdom and Mexico and our franchise sales and support activities, which derive revenues from sales of franchise and development rights and the collection of royalties from our international franchisees. International franchisees are defined as all franchise operations outside of the United States and Canada. All other business units that do not meet the quantitative thresholds for determining reportable segments, which are not operating segments, we refer to as “all other,” which consists of operations that derive revenues from the sale, principally to Company-owned and franchised restaurants, of printing and promotional items, franchise contributions to marketing funds and information systems and related services used in restaurant operations, including our point-of-sale system, online and other technology-based ordering platforms. Generally, we evaluate performance and allocate resources based on profit or loss from operations before income taxes and intercompany eliminations. Certain administrative and capital costs are allocated to segments based upon predetermined rates or actual estimated resource usage. We account for intercompany sales and transfers as if the sales or transfers were to third parties and eliminate the activity in consolidation. Our reportable segments are business units that provide different products or services. Separate management of each segment is required because each business unit is subject to different operational issues and strategies. No single external customer accounted for 10% or more of our consolidated revenues (see Note 2). Our segment information is as follows: (In thousands) 2018 2017 2016 Revenues Domestic Company-owned restaurants $ 692,380 $ 816,718 $ 815,931 North America commissaries 609,866 673,712 623,883 North America franchising 79,293 106,729 102,980 International 131,268 126,285 113,103 All others 60,509 59,915 57,723 Total revenues $ 1,573,316 $ 1,783,359 $ 1,713,620 Intersegment revenues: North America commissaries $ 201,325 $ 244,699 $ 236,896 North America franchising 2,965 3,342 2,869 International 283 273 269 All others 30,696 16,715 16,410 Total intersegment revenues $ 235,269 $ 265,029 $ 256,444 Depreciation and amortization: Domestic Company-owned restaurants $ 15,411 $ 15,484 $ 16,028 North America commissaries 7,397 6,897 6,027 International 1,696 2,018 2,188 All others 8,513 5,276 3,830 Unallocated corporate expenses 13,386 13,993 12,914 Total depreciation and amortization $ 46,403 $ 43,668 $ 40,987 Income (loss) before income taxes: Domestic Company-owned restaurants (1) $ 18,988 $ 47,548 $ 75,136 North America commissaries (2) 27,961 47,844 46,325 North America franchising (3) 70,732 96,298 91,669 International (4) 14,399 15,888 11,408 All others (2) (5) (6,888) (179) 1,467 Unallocated corporate expenses (2) (3) (5) (118,296) (66,099) (64,791) Elimination of intersegment (profits) losses (1,005) (958) (2,405) Total (loss) income before income taxes $ 5,891 $ 140,342 $ 158,809 (1) Includes a $300,000 and $11.6 million refranchising loss/gain in 2018 and 2016, respectively. See Note 9 for additional information. (2) The Company refined its overhead allocation process in 2018 resulting in transfers of expenses from Unallocated corporate expenses of $13.2 million to other segments, primarily North America commissaries of $7.9 million and All others of $3.5 million for the year ended December 30, 2018. (3) Includes Special charges of $15.4 million in North America franchising and $35.3 million in Unallocated corporate expenses for the year ended December 30, 2018, as detailed in Note 16. See Note 19 for additional information. (4) Includes a $1.7 million and $1.4 million impairment loss in 2017 and 2016, respectively. See Note 9 for additional information. (5) Certain prior year amounts have been reclassified to conform to current year presentation. (In thousands) 2018 2017 2016 Property and equipment: Domestic Company-owned restaurants $ 236,526 $ 235,640 $ 225,081 North America commissaries 140,309 136,701 128,469 International 17,218 17,257 15,673 All others 71,880 58,977 55,586 Unallocated corporate assets 199,239 191,924 192,548 Accumulated depreciation and amortization (438,278) (406,168) (386,884) Net property and equipment $ 226,894 $ 234,331 $ 230,473 Expenditures for property and equipment: Domestic Company-owned restaurants $ 13,568 $ 15,245 $ 16,257 North America commissaries 3,994 14,767 14,164 International 986 1,884 4,390 All others 13,438 8,239 7,897 Unallocated corporate 10,042 12,458 12,846 Total expenditures for property and equipment $ 42,028 $ 52,593 $ 55,554 |
Quarterly Data - Unaudited, in
Quarterly Data - Unaudited, in Thousands, except Per Share Data | 12 Months Ended |
Dec. 30, 2018 | |
Quarterly Data - Unaudited, in Thousands, except Per Share Data | |
Quarterly Data - Unaudited, in Thousands, except Per Share Data | 23. Quarterly Data - Unaudited, in Thousands, except Per Share Data Our quarterly select financial data is as follows: Quarter 2018 1st 2nd 3rd 4th Total revenues $ $ $ $ Operating income (loss) (13,990) (8,314) Net income (loss) attributable to the Company (a) (13,033) (13,849) Basic earnings per common share (a) $ $ $ (0.41) $ (0.44) Diluted earnings per common share (a) $ $ $ (0.41) $ (0.44) Dividends declared per common share $ $ $ $ Quarter 2017 1st 2nd 3rd 4th Total revenues $ $ $ $ Operating income Net income attributable to the Company (b) Basic earnings per common share (b) $ $ $ $ Diluted earnings per common share (b) $ $ $ $ Dividends declared per common share $ $ $ $ (a) The year ended December 30, 2018 was impacted by the following: i. The second quarter of 2018 includes an after income tax loss of $1.6 million and an unfavorable impact of $0.05 on basic and diluted EPS from the sale of our Company-owned stores in China. See Note 9 for additional information. ii. The second quarter of 2018 also includes a tax increase of $2.4 million and an unfavorable impact of $0.07 on basic and diluted EPS related to the refranchising our China stores. See Note 17 for additional information. iii. The third and fourth quarters of 2018 include an after income tax loss of $19.3 million and $19.7 million, respectively, and unfavorable impact on diluted EPS of $0.61 and $0.63, respectively, from Special charges. See Note 19 for additional information. iv. The fourth quarter of 2018 includes an after tax gain of $1.3 million and a favorable impact of $0.04 on basic and diluted EPS related to the Company’s refranchising of Company-owned restaurants. (b) The year ended December 31, 2017 was impacted by the following: i. The fourth quarter of 2017 includes an after income tax loss of $1.3 million and an unfavorable impact of $0.04 on basic and diluted EPS from an impairment charge related to our Company-owned stores in China. See Note 9 for additional information. ii. The fourth quarter of 2017 also includes a tax benefit of $7.0 million and favorable impact of $0.20 on basic and diluted EPS related to the “Tax Cuts and Jobs Act” that was signed in 2017. See Note 17 for additional information. iii. The fourth quarter of 2017 includes an after income tax benefit of $3.9 million and favorable impact on diluted EPS of $0.11 from a 14th week of operations. (c) Quarterly earnings per share on a full-year basis may not agree to the Consolidated Statements of Operations due to rounding. |
Reclassifications of Prior Year
Reclassifications of Prior Year Balances | 12 Months Ended |
Dec. 30, 2018 | |
Basis of Presentation | |
Reclassifications of Prior Year Balances | 24. Reclassifications of Prior Year Balances Papa John's International, Inc. and Subsidiaries Consolidated Statements of Operations Summary of Statement of Operations Presentation Reclassifications Year Ended December 31, 2017 (In thousands, except per share amounts) As reported Reclassifications Adjusted Revenues: North America commissary and other sales (1) $ 733,627 $ (59,915) $ 673,712 International (2) 126,285 (12,264) 114,021 Other revenues (1) (2) - 72,179 72,179 Costs and expenses: North America commissary and other expenses (1) $ 685,206 $ (53,669) $ 631,537 International expenses (2) 78,971 (8,349) 70,622 Other expenses (1) (2) (3) - 69,335 69,335 General and administrative expenses (3) 158,183 (7,317) 150,866 Year Ended December 25, 2016 (In thousands, except per share amounts) As reported Reclassifications Adjusted Revenues: North America commissary and other sales (1) $ 681,606 $ (57,723) $ 623,883 International (2) 113,103 (12,199) 100,904 Other revenues (1) (2) - 69,922 69,922 Costs and expenses: North America commissary and other expenses (1) $ 631,475 $ (51,641) $ 579,834 International expenses (2) 71,509 (8,935) 62,574 Other expenses (1) (2) (3) - 66,253 66,253 General and administrative expenses (3) 163,812 (5,677) 158,135 As shown in the table above we have reclassified certain prior year amounts within the Consolidated Statements of Operations for the years ended December 31, 2017 and December 25, 2016 in order to conform with current year presentation. These reclassifications had no effect on previously reported total consolidated revenues, total costs and expenses and net income. (1) Includes reclassification of previous amounts reported in North America commissary and other sales and expenses including print and promotional items, information systems and related services used in restaurant operations, including our point of sale system, online and other technology-based ordering platforms. (2) Includes reclassification of previous amounts reported in International related to advertising expenses and rental income and expenses for United Kingdom head leases which are subleased to United Kingdom franchisees. (3) Includes reclassification of various technology related expenditures for fee-based services discussed in (1) above and advertising expenses to be consistent with 2018 presentation. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 30, 2018 | |
Schedule II - Valuation and Qualifying Accounts | |
Schedule II - Valuation and Qualifying Accounts | Schedule II - Valuation and Qualifying Accounts Charged to Balance at (recovered from) Balance at Beginning of Costs and Additions / End of Classification Year Expenses (Deductions) Year (in thousands) Fiscal year ended December 30, 2018 Deducted from asset accounts: Reserve for uncollectible accounts receivable $ 2,271 $ 5,154 $ (5,308) (1) $ 2,117 Reserve for franchisee notes receivable 1,047 (393) 2,715 (1) 3,369 Valuation allowance on deferred tax assets 7,415 (1,754) 2,522 8,183 $ 10,733 $ 3,007 $ (71) $ 13,669 Fiscal year ended December 31, 2017 Deducted from asset accounts: Reserve for uncollectible accounts receivable $ 1,486 $ 1,744 $ (959) (1) $ 2,271 Reserve for franchisee notes receivable 2,759 (1,715) 3 (1) 1,047 Valuation allowance on deferred tax assets 5,462 (407) 2,360 7,415 $ 9,707 $ (378) $ 1,404 $ 10,733 Fiscal year ended December 25, 2016 Deducted from asset accounts: Reserve for uncollectible accounts receivable $ 2,447 $ 659 $ (1,620) (1) $ 1,486 Reserve for franchisee notes receivable 3,653 (250) (644) (1) 2,759 Valuation allowance on deferred tax assets 2,866 249 2,347 5,462 $ 8,966 $ 658 $ 83 $ 9,707 (1) Uncollectible accounts written off and reclassifications between accounts and notes receivable reserves. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 30, 2018 | |
Significant Accounting Policies | |
Principles of Consolidation | Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of Papa John’s and its subsidiaries. All intercompany balances and transactions have been eliminated. |
Variable Interest Entity | Variable Interest Entity Papa John’s domestic restaurants, both Company-owned and franchised, participate in Papa John’s Marketing Fund, Inc. (“PJMF”), a nonstock corporation designed to operate at break-even for the purpose of designing and administering advertising and promotional programs for all participating domestic restaurants. PJMF is a variable interest entity (“VIE”) as it does not have sufficient equity to fund its operations without ongoing financial support and contributions from its members. Based on the ownership and governance structure and operating procedures of PJMF, we have determined that we do not have the power to direct the most significant activities of PJMF and are therefore not the primary beneficiary. Accordingly, consolidation of PJMF is not appropriate . |
Fiscal Year | Fiscal Year Our fiscal year ends on the last Sunday in December of each year. All fiscal years presented consist of 52 weeks except for the 2017 fiscal year, which consisted of 53 weeks. |
Use of Estimates | Use of Estimates The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Significant items that are subject to such estimates and assumptions include allowance for doubtful accounts and notes receivable, intangible assets, contract assets and contract liabilities including the online customer loyalty program obligation, insurance reserves and tax reserves. Although management bases its estimates on historical experience and assumptions that are believed to be reasonable under the circumstances, actual results could significantly differ from these estimates. |
Revenue Recognition | Revenue Recognition Revenue is measured based on consideration specified in contracts with customers and excludes waivers or incentives and amounts collected on behalf of third parties, primarily sales tax. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Delivery costs, including freight associated with our domestic commissary and other sales, are accounted for as fulfillment costs and are included in operating costs. As further described in Accounting Standards Adopted and Note 3, the Company adopted ASC Topic 606, “Revenue from Contracts with Customers” (“Topic 606”), in the first quarter of 2018. Prior year revenue recognition follows ASC Topic 605, “Revenue Recognition.” The following describes principal activities, separated by major product or service, from which the Company generates its revenues: Company-owned Restaurant Sales The domestic and international Company-owned restaurants principally generate revenue from retail sales of high-quality pizza, side items including breadsticks, cheesesticks, chicken poppers and wings, dessert items and canned or bottled beverages. Revenues from Company-owned restaurants are recognized when the products are delivered to or carried out by customers. Our North American customer loyalty program, Papa Rewards, is a spend-based program that rewards customers with points for each online purchase. Papa Rewards points are accumulated and redeemed. During the fourth quarter of 2018, the program transitioned from product based rewards to dollar off discounts (“Papa Dough”) which can be used on future purchases within a six month expiration window. The accrued liability in the Consolidated Balance Sheets, and corresponding reduction of Company-owned restaurant sales in the Consolidated Statements of Operations, is for the estimated reward redemptions at domestic Company-owned restaurants based upon estimated redemption patterns. Currently, the liability related to Papa Rewards is calculated using the estimated redemption value for which the points and accumulated rewards are expected to be redeemed. Revenue is recognized when the customer redeems the Papa Dough reward. Prior to the adoption of Topic 606, the liability related to Papa Rewards was estimated using the incremental cost accrual model which was based on the expected cost to satisfy the award and the corresponding expense was recorded in general and administrative expenses in the Consolidated Statements of Operations. Franchise Royalties and Fees Franchise royalties which are based on a percentage of franchise restaurant sales are recognized as sales occur. Any royalty reductions, including waivers or those offered as part of a new store development incentive or as incentive for other behaviors including acceleration of restaurant remodels or equipment upgrades, are recognized at the same time as the related royalty as they are not separately distinguishable from the full royalty rate. Franchise royalties are billed on a monthly basis. The majority of initial franchise license fees and area development exclusivity fees are from international locations. Initial franchise license fees are billed at the store opening date. Area development exclusivity fees are billed upon execution of the development agreements which grant the right to develop franchised restaurants in future periods in specific geographic areas. Area development exclusivity fees are included in deferred revenue in the Consolidated Balance Sheets and allocated on a pro rata basis to all stores opened under that specific development agreement. The pre-opening services provided to franchisees do not contain separate and distinct performance obligations from the franchise right; thus, the fees collected will be amortized on a straight-line basis beginning at the store opening date through the term of the franchise agreement, which is typically 10 years. Franchise license renewal fees for both domestic and international locations, which generally occur every 10 years, are billed before the renewal date. Fees received for future license renewal periods are amortized over the life of the renewal period. For periods prior to adoption of Topic 606, revenue was recognized when we performed our obligations related to such fees, primarily the store opening date for initial franchise fees and area development fees, or the date the renewal option was effective for license renewal fees. The Company offers various incentive programs for franchisees including royalty incentives, new restaurant opening incentives (i.e. development incentives) and other support initiatives. Royalties and franchise fees sales are reduced to reflect any royalty incentives earned or granted under these programs that are in the form of discounts. Commissary Sales Commissary sales are comprised of food and supplies sold to franchised restaurants and are recognized as revenue upon shipment or delivery of the related products to the franchisees. Payments are generally due within 30 days. As noted above, there are various incentive programs available to franchisees related to new restaurant openings including discounts on initial commissary orders and new store equipment incentives, at substantially no cost to franchisees. Commissary sales are reduced to reflect incentives in the form of direct discounts on initial commissary orders. The new store equipment incentive is also recorded as a reduction of commissary sales over the term of the incentive agreement, which is generally three to five years. Other Revenues Fees for information services, including software maintenance fees, help desk fees and online ordering fees are recognized as revenue as such services are provided and are included in other revenue. Revenues for printing, promotional items, and direct mail marketing services are recognized upon shipment of the related products to franchisees and other customers. Direct mail advertising discounts are also periodically offered by our Preferred Marketing Solutions subsidiary. Other revenues are reduced to reflect these advertising discounts. Rental income, primarily derived from properties leased by the Company and subleased to franchisees in the United Kingdom, is recognized on a straight-line basis over the respective operating lease terms, in accordance with ASC Topic 840, “Leases.” The Company does not expect a significant impact on rental income upon adoption of the new lease accounting guidance, ASU 2016-02, “Leases,” effective December 31, 2018 (at the beginning of fiscal year 2019). Franchise Marketing Fund revenues represent contributions collected by various international and domestic marketing funds (“Co-op” or “Co-operative”) where we have determined that we have control over the activities of the fund. Contributions are based on a percentage of monthly restaurant sales. The adoption of Topic 606 revised the principal versus agent determination of these arrangements. When we are determined to be the principal in these arrangements, advertising fund contributions and expenditures are reported on a gross basis in the Consolidated Statements of Operations. Our obligation related to these funds is to develop and conduct advertising activities in a specific country, region, or market, including the placement of electronic and print materials. Marketing fund contributions are billed monthly. For periods prior to the adoption of Topic 606, the revenues and expenses of certain international advertising funds and the Co-op Funds in which we possess majority voting rights, were included in our Consolidated Statements of Operations on a net basis as we previously concluded we were the agent in regard to the funds based upon principal/agent determinations in industry-specific guidance that was in effect during those time periods. |
Advertising and Related Costs | Advertising and Related Costs Advertising and related costs of $60.8 million, $72.3 million and $70.9 million in 2018, 2017 and 2016, respectively, include the costs of domestic Company-owned local restaurant activities such as mail coupons, door hangers and promotional items and contributions to PJMF and various local market cooperative advertising funds (“Co-op Funds”). Contributions by domestic Company-owned and franchised restaurants to PJMF and the Co-op Funds are based on an established percentage of monthly restaurant revenues. PJMF is responsible for developing and conducting marketing and advertising for the domestic Papa John’s system. The Co-op Funds are responsible for developing and conducting advertising activities in a specific market, including the placement of electronic and print materials developed by PJMF. We recognize domestic Company-owned restaurant contributions to PJMF and the Co-op Funds in the period in which the contribution accrues. During 2018, the Company also contributed $10.0 million to PJMF to increase marketing and promotional activities which is included in general and administrative expenses and is a part of the Special charges for the year. See Notes 16 and 19 for additional information. |
Leases | Leases Lease expense is recognized on a straight-line basis over the expected life of the lease term. A lease term often includes option periods, available at the inception of the lease. See Recent Accounting Pronouncements for information on the impact of the adoption effective December 31, 2018, of the new lease accounting guidance, ASU 2016-02, “Leases.” |
Stock-Based Compensation | Stock-Based Compensation Compensation expense for equity grants is estimated on the grant date, net of projected forfeitures, and is recognized over the vesting period (generally in equal installments over three years). Restricted stock is valued based on the market price of the Company’s shares on the date of grant. Stock options are valued using a Black-Scholes option pricing model. Our specific assumptions for estimating the fair value of options are included in Note 20. |
Cash Equivalents | Cash Equivalents Cash equivalents consist of highly liquid investments with maturity of three months or less at date of purchase. These investments are carried at cost, which approximates fair value. |
Accounts Receivable | Accounts Receivable Substantially all accounts receivable is due from franchisees for purchases of food, paper products, point of sale equipment, printing and promotional items, information systems and related services, and royalties. Credit is extended based on an evaluation of the franchisee’s financial condition and collateral is generally not required. A reserve for uncollectible accounts is established as deemed necessary based upon overall accounts receivable aging levels and a specific review of accounts for franchisees with known financial difficulties. Account balances are charged off against the allowance after recovery efforts have ceased. |
Notes Receivable | Notes Receivable The Company provides financing to select franchisees principally for use in the construction and development of their restaurants and for the purchase of restaurants from the Company or other franchisees. Most notes receivable bear interest at fixed or floating rates and are generally secured by the assets of each restaurant and the ownership interests in the franchise. In 2018, the Company also provided certain franchisees with royalty payment plans. We establish an allowance based on a review of each borrower’s economic performance and underlying collateral value. Note balances are charged off against the allowance after recovery efforts have ceased. |
Inventories | Inventories Inventories, which consist of food products, paper goods and supplies, smallwares, and printing and promotional items, are stated at the lower of cost, determined under the first-in, first-out (FIFO) method, or net realizable value. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets (generally five to ten years for restaurant, commissary and other equipment, 20 to 40 years for buildings and improvements, and five years for technology and communication assets). Leasehold improvements are amortized over the terms of the respective leases, including the first renewal period (generally five to ten years). Depreciation expense was $45.6 million in 2018, $42.6 million in 2017 and $39.7 million in 2016. |
Deferred Costs | Deferred Costs We capitalize certain information systems development and related costs that meet established criteria. Amounts capitalized, which are included in property and equipment, are amortized principally over periods not exceeding five years upon completion of the related information systems project. Total costs deferred were approximately $4.3 million in 2018, $4.1 million in 2017 and $2.9 million in 2016. The unamortized information systems development costs approximated $12.3 million and $11.1 million as of December 30, 2018 and December 31, 2017, respectively. |
Intangible Assets - Goodwill | Intangible Assets — Goodwill We evaluate goodwill annually in the fourth quarter or whenever we identify certain triggering events or circumstances that would more-likely-than-not reduce the fair value of a reporting unit below its carrying amount. Such tests are completed separately with respect to the goodwill of each of our reporting units, which includes our domestic Company-owned restaurants, United Kingdom (“PJUK”), China, and Preferred Marketing Solutions operations. We may perform a qualitative assessment or move directly to the quantitative assessment for any reporting unit in any period if we believe that it is more efficient or if impairment indicators exist. We elected to perform a quantitative assessment for our domestic Company-owned restaurants, United Kingdom (“PJUK”), China, and Preferred Marketing Solutions operations in the fourth quarter of 2018. Our domestic Company-owned restaurants, PJUK and Preferred Marketing Solutions fair value calculations considered both an income approach and a market approach and our China fair value calculation considered an income approach. The income approach used projected net cash flows, with various growth assumptions, over a ten-year discrete period and a terminal value, which were discounted using appropriate rates. The selected discount rate considered the risk and nature of each reporting unit’s cash flow and the rates of return market participants would require to invest their capital in the reporting unit. In determining the fair value from a market approach, we considered earnings before interest, taxes, depreciation and amortization multiples that a potential buyer would pay based on third-party transactions in similar markets. As a result of our quantitative analyses, we determined that it was more-likely-than-not that the fair values of our reporting units were greater than their carrying amounts. Subsequent to completing our goodwill impairment tests, no indicators of impairment were identified. See Note 10 for additional information. |
Deferred Income Tax Accounts and Tax Reserves | Deferred Income Tax Accounts and Tax Reserves We are subject to income taxes in the United States and several foreign jurisdictions. Significant judgment is required in determining Papa John’s provision for income taxes and the related assets and liabilities. The provision for income taxes includes income taxes paid, currently payable or receivable and those deferred. We use an estimated annual effective rate based on expected annual income to determine our quarterly provision for income taxes. Discrete items are recorded in the quarter in which they occur. Deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences reverse. Deferred tax assets are also recognized for the estimated future effects of tax attribute carryforwards (e.g., net operating losses, capital losses, and foreign tax credits). The effect on deferred taxes of changes in tax rates is recognized in the period in which the new tax rate is enacted. Valuation allowances are established when necessary on a jurisdictional basis to reduce deferred tax assets to the amounts we expect to realize. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted, significantly decreasing the U.S. federal income tax rate for corporations effective January 1, 2018. On that same date, the Securities and Exchange Commission staff also issued Staff Accounting Bulletin ( s a result, we remeasured our deferred tax assets, liabilities and related valuation allowances in 2017. This remeasurement yielded a 2017 benefit of approximately $7.0 million due to the lower income tax rate. At December 30, 2018 the Company has completed its analysis of the Tax Act. See Note 17 for additional information. Our net deferred income tax liability was approximately $7.1 million at December 30, 2018. Tax authorities periodically audit the Company. We record reserves and related interest and penalties for identified exposures as income tax expense. We evaluate these issues and adjust for events, such as statute of limitations expirations, court rulings or audit settlements, which may impact our ultimate payment for such exposures. We recognized decreases in income tax expense of $1.7 million and $729,000 in 2017 and 2016, respectively, associated with the finalization of certain income tax matters. There were no amounts recognized in 2018 as there were no related events. See Note 17 for additional information. |
Insurance Reserves | Insurance Reserves Our insurance programs for workers’ compensation, owned and non-owned automobiles, general liability, property, and health insurance coverage provided to our employees are funded by the Company up to certain retention levels under our retention programs. Retention limits generally range from $100,000 to $1.0 million. Losses are accrued based upon undiscounted estimates of the liability for claims incurred using certain third-party actuarial projections and our claims loss experience. The estimated insurance claims losses could be significantly affected should the frequency or ultimate cost of claims differ significantly from historical trends used to estimate the insurance reserves recorded by the Company. The Company records estimated losses above retention within its reserve with a corresponding receivable for expected amounts due from insurance carriers. |
Derivative Financial Instruments | Derivative Financial Instruments We recognize all derivatives on the balance sheet at fair value. At inception and on an ongoing basis, we assess whether each derivative that qualifies for hedge accounting continues to be highly effective in offsetting changes in the cash flows of the hedged item. If the derivative meets the hedge criteria as defined by certain accounting standards, depending on the nature of the hedge, changes in the fair value of the derivative are either offset against the change in fair value of assets, liabilities or firm commitments through earnings or recognized in accumulated other comprehensive income/(loss) until the hedged item is recognized in earnings. We recognized income of $4.3 million ($3.2 million after tax) in 2018, $1.4 million ($0.9 million after tax) in 2017 and income of $1.5 million ($0.9 million after tax) in 2016 in other comprehensive income/(loss) for the net change in the fair value of our interest rate swaps. See Note 11 for additional information on our debt and credit arrangements. |
Noncontrolling Interests | Noncontrolling Interests At December 30, 2018, after the 2018 divestiture of two joint ventures that owned 62 restaurants, the Company has three joint ventures consisting of 183 restaurants, which have noncontrolling interests. Consolidated net income is required to be reported separately at amounts attributable to both the Company and the noncontrolling interest. Additionally, disclosures are required to clearly identify and distinguish between the interests of the Company and the interests of the noncontrolling owners, including a disclosure on the face of the Consolidated Statements of Operations of income attributable to the noncontrolling interest holder. The following summarizes the redemption feature, location and related accounting within the Consolidated Balance Sheets for these three remaining joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint venture with no redemption feature Permanent equity Carrying value Option to require the Company to purchase the noncontrolling interest - not currently redeemable Temporary equity Carrying value See Notes 8 and 9 for additional information regarding noncontrolling interests and divestitures. |
Foreign Currency Translation | Foreign Currency Translation The local currency is the functional currency for each of our foreign subsidiaries. Revenues and expenses are translated into U.S. dollars using monthly average exchange rates, while assets and liabilities are translated using year-end exchange rates. The resulting translation adjustments are included as a component of accumulated other comprehensive income/(loss) net of income taxes. In 2018, the Company refranchised 34 Company-owned restaurants and a quality control center located in China. In conjunction with the transaction, approximately $1.3 million of accumulated other comprehensive income and $300,000 associated deferred tax related to foreign currency translation were reversed. See Note 9 for additional information. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP, including industry-specific requirements, and provides companies with a single revenue recognition framework for recognizing revenue from contracts with customers. In March and April 2016, the FASB issued additional amendments to Topic 606. This update and subsequently issued amendments require companies to recognize revenue at amounts that reflect the consideration to which the companies expect to be entitled in exchange for those goods or services at the time of transfer. Topic 606 requires that we assess contracts to determine each separate and distinct performance obligation. If a contract has multiple performance obligations, we allocate the transaction price using our best estimate of the standalone selling price to each distinct good or service in the contract. The Company adopted Topic 606 as of January 1, 2018. See Note 3 for additional information. Certain Tax effects from Accumulated Other Comprehensive Income (Loss) 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 (“AOCI”)” (“ASU 2018-02”), which allows for an entity to reclassify disproportionate income tax in AOCI caused by the Tax Act to retained earnings. The guidance is effective for fiscal years beginning after December 15, 2018 with early adoption permitted, including interim periods within those years. The Company adopted ASU 2018-02 in the first quarter of 2018 by electing to reclassify the income tax effects from AOCI to retained earnings. The impact of the adoption was not material to our Consolidated Financial Statements. Goodwill In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other,” (“ASU 2017-04”), which simplifies the accounting for goodwill. ASU 2017-04 eliminates the second step of the goodwill impairment test, which requires a hypothetical purchase price allocation. The goodwill impairment is the difference between the carrying value and fair value, not to exceed the carrying amount. ASU 2017-04 is effective for annual and interim periods in fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted ASU 2017-04 in the fourth quarter of 2018. The impact of the adoption was not material to our Consolidated Financial Statements. Employee Share-Based Payments In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”). The guidance simplified the accounting and financial reporting of the income tax impact of stock-based compensation arrangements. This guidance requires excess tax benefits to be recorded as a discrete item within income tax expense rather than additional paid-in capital. In addition, excess tax benefits are required to be classified as cash from operating activities rather than cash from financing activities. The Company adopted this guidance as of the beginning of fiscal 2017. The Company elected to apply the cash flow guidance of ASU 2016-09 retrospectively to all prior periods. The impact of retrospectively applying this guidance to the Consolidated Statement of Cash Flows was a $6.2 million increase in net cash provided by operating activities and a corresponding increase in net cash used in financing activities for the year ended December 25, 2016. The Company elected to continue to estimate forfeitures, as permitted by ASU 2016-09, rather than electing to account for forfeitures as they occur. Hedging In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”) which intends to better align an entity's risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The amendment attempts to simplify the application of hedge accounting guidance. T he pronouncement is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company adopted ASU 2017-12 in the fourth quarter of 2017. The impact of the adoption was not material to our Consolidated Financial Statements. In addition, in October 2018, the FASB issued ASU 2018-16, “Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes” (“ASU 2018-16”), which amends Topic 815 to add the overnight index swap rate based on the secured overnight financing rate as a fifth U.S. benchmark interest rate. This is in response to the Financial Conduct Authority’s announcement in July 2017 that it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. T he pronouncement is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company has material contracts that are indexed to LIBOR and is continuing to evaluate the accounting, transition and disclosure requirements of ASU 2018-16. Leases In February 2016, the FASB issued ASU 2016-02, Topic 842, which requires companies to recognize a right-of-use asset and a lease liability on the balance sheet for contracts that meet the definition of a lease. This guidance also requires additional disclosures about the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018. In July 2018, the FASB issued ASU 2018-11, “Leases (Topic 842): Targeted Improvements.” ASU 2018-11 allows companies to elect an optional transition method to apply the new lease standard through a cumulative-effect adjustment in the period of adoption. We have elected to adopt ASU 2016-02 using the optional transition method and we are revising our controls and processes to address the lease standard. We plan to take advantage of the transition package of practical expedients permitted under the transition guidance, which among other things, allows us to carryforward our prior lease classifications under ASC 840 and our assessment on whether a contract is or contains a lease. We will also elect to combine lease and non-lease components for all asset classes and to keep leases with an initial term of 12 months or less off the balance sheet for select asset classes. We do not expect to elect the use of hindsight practical expedient. We do not expect ASU 2016-02 to have a material impact on our annual operating results or cash flows. The most significant impact of adoption will be the recognition of right of use assets and lease liabilities on our balance sheet. We expect the right of use asset recorded, net of amounts reclassified from other assets and liabilities, as specified by the new lease guidance, will not be materially different than the lease liability, which will be based on the present value of the remaining minimum rental payments of approximately $210 million using discount rates as of the effective date. See Note 19 for additional information. The Company’s subsidiary located in the United Kingdom leases certain restaurant space to our franchisees under sublease agreements. As a lessor, we currently do not expect the new guidance to have a material effect on our Consolidated Financial Statements, as we believe substantially all of our existing leases will continue to be classified as operating leases. This revenue will continue to be reported as rental income in Other Revenues in the Consolidated Statements of Operations. Financial Instruments – Credit Losses In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires measurement and recognition of expected versus incurred losses for financial assets held. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, with early adoption permitted for annual periods beginning after December 15, 2018. The Company is currently assessing the impact of adopting this standard on our Consolidated Balance Sheet, Results of Operations and Cash Flows. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract,” which aligns the requirements for capitalizing implementation costs in cloud computing arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted. Companies can choose to adopt the new guidance prospectively or retrospectively. The Company is currently in the process of evaluating the effects of this pronouncement on its Consolidated Financial Statements. |
Reclassification | Reclassification Certain prior year amounts in the Consolidated Statements of Operations have been reclassified to conform to the current year presentation. See Note 24 for additional information. |
Subsequent Events | Subsequent Events On February 3, 2019, the Company entered into a Securities Purchase Agreement with funds affiliated with Starboard Value LP (together with its affiliates, “Starboard”), pursuant to which the Company sold to Starboard 200,000 shares of the Company’s newly designated Series B convertible preferred stock, par value $0.01 per share (the “Series B Preferred Stock”), at a purchase price of $1,000 per share, for an aggregate purchase price of $200,000,000. Starboard has the option exercisable at their discretion, to purchase up to an additional 50,000 shares of Series B Preferred Stock for the same purchase price per share on or prior to March 29, 2019. The Series B Preferred Stock is convertible at the option of the holders at any time into shares of common stock based on the conversion rate determined by dividing $1,000, the stated value of the Series B Preferred Stock, by $50.06. The initial dividend rate of the Series B Preferred Stock will be 3.6% per annum on the stated value of $1,000 per share, payable quarterly in arrears. The Series B Preferred Stock will also participate on an as-converted basis in any regular or special dividends paid to common stockholders. The Series B Preferred Stock will be reported as temporary equity on the Company’s Consolidated Balance Sheet. In addition, the Company has the right to offer up to 10,000 shares of Series B Preferred Stock to qualified Papa John’s franchisees, subject to certain conditions of the Securities Purchase Agreement, on the same terms as Starboard. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Significant Accounting Policies | |
Schedule of Joint Ventures in Which There are Noncontrolling Interests | The following summarizes the redemption feature, location and related accounting within the Consolidated Balance Sheets for these three remaining joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint venture with no redemption feature Permanent equity Carrying value Option to require the Company to purchase the noncontrolling interest - not currently redeemable Temporary equity Carrying value |
Adoption of ASU 2014-09, "Rev_2
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" | |
Schedule of impacts of adoption of ASU 2014-09 | The following chart presents the specific line items impacted by the cumulative adjustment. Adjusted As Reported Balance Sheet December 31, Total at January 1, (In thousands, except per share amounts) 2017 Adjustments 2018 Assets Current assets: Cash and cash equivalents $ 22,345 $ 4,279 $ 26,624 Accounts receivable (less allowance for doubtful accounts of $2,271 in 2017) 64,558 493 65,051 Accounts receivable - affiliates (no allowance for doubtful accounts in 2017) 86 — 86 Notes receivable (no allowance for doubtful accounts in 2017) 4,333 — 4,333 Income tax receivable 3,903 — 3,903 Inventories 30,620 — 30,620 Prepaid expenses 28,522 (4,959) 23,563 Other current assets 9,494 — 9,494 Assets held for sale 6,133 — 6,133 Total current assets 169,994 (187) 169,807 Property and equipment, net 234,331 — 234,331 Notes receivable, less current portion (less allowance for doubtful accounts of $1,047 in 2017) 15,568 — 15,568 Goodwill 86,892 — 86,892 Deferred income taxes, net 585 — 585 Other assets 48,183 (907) 47,276 Total assets $ 555,553 $ (1,094) $ 554,459 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable $ 32,006 $ (2,161) $ 29,845 Income and other taxes payable 10,561 — 10,561 Accrued expenses and other current liabilities 70,293 15,860 86,153 Deferred revenue current — 2,400 2,400 Current portion of long-term debt 20,000 — 20,000 Total current liabilities 132,860 16,099 148,959 Deferred revenue 2,652 10,798 13,450 Long-term debt, less current portion, net 446,565 — 446,565 Deferred income taxes, net 12,546 (6,464) 6,082 Other long-term liabilities 60,146 — 60,146 Total liabilities 654,769 20,433 675,202 Redeemable noncontrolling interests 6,738 — 6,738 Stockholders’ equity (deficit): Preferred stock ($0.01 par value per share; no shares issued) — — — Common stock ($0.01 par value per share; issued 44,221 at December 31, 2017) 442 — 442 Additional paid-in capital 184,785 — 184,785 Accumulated other comprehensive loss (2,117) — (2,117) Retained earnings 292,251 (21,527) 270,724 Treasury stock (10,290 shares at December 31, 2017, at cost) (597,072) — (597,072) Total stockholders’ (deficit) (121,711) (21,527) (143,238) Noncontrolling interests in subsidiaries 15,757 — 15,757 Total stockholders’ (deficit) (105,954) (21,527) (127,481) Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) $ 555,553 $ (1,094) $ 554,459 The impact of adoption at December 30, 2018 is as follows: As Reported Balance Sheet December 30, Total Without Adoption (In thousands, except per share amounts) 2018 Adjustments of Topic 606 Assets Current assets: Cash and cash equivalents $ 19,468 $ (4,326) $ 15,142 Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018) 67,785 (401) 67,384 Accounts receivable - affiliates (no allowance for doubtful accounts in 2018) 69 — 69 Notes receivable (no allowance for doubtful accounts in 2018) 5,498 — 5,498 Income tax receivable 16,073 — 16,073 Inventories 27,203 — 27,203 Prepaid expenses 29,935 4,771 34,706 Other current assets 5,677 — 5,677 Assets held for sale — — — Total current assets 171,708 44 171,752 Property and equipment, net 226,894 — 226,894 Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018) 23,259 — 23,259 Goodwill 84,516 — 84,516 Deferred income taxes, net 756 — 756 Other assets 63,814 907 64,721 Total assets $ 570,947 $ 951 $ 571,898 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable $ 29,891 $ 1,585 $ 31,476 Income and other taxes payable 6,590 — 6,590 Accrued expenses and other current liabilities 105,712 (18,210) 87,502 Deferred revenue current 2,443 (2,443) — Current portion of long-term debt 20,000 — 20,000 Total current liabilities 164,636 (19,068) 145,568 Deferred revenue 14,679 (11,231) 3,448 Long-term debt, less current portion, net 601,126 — 601,126 Deferred income taxes, net 7,852 7,255 15,107 Other long-term liabilities 79,324 — 79,324 Total liabilities 867,617 (23,044) 844,573 Redeemable noncontrolling interests 5,464 — 5,464 Stockholders’ (deficit): Preferred stock ($0.01 par value per share; no shares issued) — — — Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018) 443 — 443 Additional paid-in capital 192,984 — 192,984 Accumulated other comprehensive income (loss) (3,143) — (3,143) Retained earnings 244,061 23,989 268,050 Treasury stock (12,929 shares at December 30, 2018, at cost) (751,704) — (751,704) Total stockholders’ (deficit) (317,359) 23,989 (293,370) Noncontrolling interests in subsidiaries 15,225 6 15,231 Total stockholders’ (deficit) (302,134) 23,995 (278,139) Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) $ 570,947 $ 951 $ 571,898 The impact for the year ended December 30, 2018 is as follows: As Reported Year Ended Statement of Operations December 30, Total Without Adoption of (In thousands, except per share amounts) 2018 Adjustments Topic 606 Revenues: Domestic Company-owned restaurant sales $ 692,380 $ 3,295 $ 695,675 North America franchise royalties and fees 79,293 375 79,668 North America commissary 609,866 3,353 613,219 International 110,349 205 110,554 Other revenues 81,428 (11,238) 70,190 Total revenues 1,573,316 (4,010) 1,569,306 Costs and expenses: Operating costs (excluding depreciation and amortization shown separately below): Domestic Company-owned restaurant expenses 576,799 47 576,846 North America commissary 575,103 — 575,103 International expenses 67,775 — 67,775 Other expenses 84,016 (10,847) 73,169 General and administrative expenses 192,551 3,428 195,979 Depreciation and amortization 46,403 — 46,403 Total costs and expenses 1,542,647 (7,372) 1,535,275 Refranchising and impairment gains/(losses), net (289) — (289) Operating income 30,380 3,362 33,742 Investment income 817 — 817 Interest expense (25,306) — (25,306) Income before income taxes 5,891 3,362 9,253 Income tax expense 2,646 781 3,427 Net income before attribution to noncontrolling interests 3,245 2,581 5,826 Income attributable to noncontrolling interests (1,599) — (1,599) Net income attributable to the Company $ 1,646 $ 2,581 $ 4,227 Calculation of income for earnings per share: Net income attributable to the Company $ 1,646 $ 2,581 $ 4,227 Net income attributable to common shareholders $ 1,646 $ 2,581 $ 4,227 Basic earnings per common share $ 0.05 $ 0.08 $ 0.13 Diluted earnings per common share $ 0.05 $ 0.08 $ 0.13 Basic weighted average common shares outstanding 32,083 32,083 32,083 Diluted weighted average common shares outstanding 32,299 32,299 32,299 |
Schedule of estimated revenue expected to be recognized in the future | The following table (in thousands) includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period. Performance Obligations by Period Less than 1 Year 1-2 Years 2-3 Years 3-4 Years 4-5 Years Thereafter Total Franchise Fees $ 2,443 $ 2,186 $ 1,960 $ 1,768 $ 1,488 $ 3,829 $ 13,674 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Revenue Recognition | |
Schedule of revenue disaggregated by major product line | In the following table (in thousands), revenue is disaggregated by major product line. The table also includes a reconciliation of the disaggregated revenue with the reportable segments. Reportable Segments Year Ended December 30, 2018 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 692,380 $ - $ - $ 6,237 $ - $ 698,617 Commissary sales - 811,191 - 68,124 - 879,315 Franchise royalties and fees - - 82,258 35,988 - 118,246 Other revenues - - - 21,202 91,205 112,407 Eliminations - (201,325) (2,965) (283) (30,696) (235,269) Total $ 692,380 $ 609,866 $ 79,293 $ 131,268 $ 60,509 $ 1,573,316 |
Schedule of information about contract liabilities | The contract liabilities primarily relate to franchise fees which we classify as “Deferred revenue” and customer loyalty program obligations which are classified with “Accrued expenses and other current liabilities.” During the year ended December 30, 2018, the Company recognized $15.7 million in revenue, related to deferred revenue and customer loyalty program. Contract Liabilities (in thousands) December 30, 2018 January 1, 2018 Change Deferred revenue $ 17,122 $ 15,850 $ 1,272 Customer loyalty program 18,019 14,724 3,295 Total contract liabilities $ 35,141 $ 30,574 $ 4,567 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Earnings per Share | |
Schedule of Earnings (Loss) Per Share, Basic and Diluted | The calculations of basic earnings per common share and diluted earnings per common share for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 are as follows (in thousands, except per share data): 2018 2017 2016 Basic earnings per common share: Net income attributable to the Company $ 1,646 $ 102,292 $ 102,820 Change in noncontrolling interest redemption value — 1,419 567 Net income attributable to participating securities — (423) (420) Net income attributable to common shareholders $ 1,646 $ 103,288 $ 102,967 Weighted average common shares outstanding 32,083 36,083 37,253 Basic earnings per common share $ 0.05 $ 2.86 $ 2.76 Diluted earnings per common share: Net income attributable to common shareholders $ 1,646 $ 103,288 $ 102,967 Weighted average common shares outstanding 32,083 36,083 37,253 Dilutive effect of outstanding equity awards (a) 216 439 355 Diluted weighted average common shares outstanding 32,299 36,522 37,608 Diluted earnings per common share $ 0.05 $ 2.83 $ 2.74 (a) Shares subject to options to purchase common stock with an exercise price greater than the average market price for the year were not included in the computation of diluted earnings per common share because the effect would have been antidilutive. The weighted average number of shares subject to antidilutive options was 1.2 million in 2018, 278,000 in 2017 and 331,000 in 2016. |
Fair Value Measurements and D_2
Fair Value Measurements and Disclosures (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Fair Value Measurements and Disclosures | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | Our financial assets and liabilities that were measured at fair value on a recurring basis as of December 30, 2018 and December 31, 2017 are as follows (in thousands): Carrying Fair Value Measurements Value Level 1 Level 2 Level 3 December 30, 2018 Financial assets: Cash surrender value of life insurance policies (a) $ 27,751 $ 27,751 $ — $ — Interest rate swaps (b) 4,905 — 4,905 — December 31, 2017 Financial assets: Cash surrender value of life insurance policies (a) $ 28,645 $ 28,645 $ — $ — Interest rate swaps (b) 651 — 651 — (a) Represents life insurance policies held in our non-qualified deferred compensation plan. (b) The fair values of our interest rate swaps are based on the sum of all future net present value cash flows. The future cash flows are derived based on the terms of our interest rate swaps, as well as considering published discount factors, and projected London Interbank Offered Rates (“LIBOR”). |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Noncontrolling Interests | |
Schedule of Income Before Income Taxes Attributable to Joint Ventures | The income before income taxes attributable to these joint ventures for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 were as follows (in thousands): 2018 2017 2016 Papa John’s International, Inc. $ 5,794 $ 7,181 $ 9,913 Noncontrolling interests 1,599 4,233 6,272 Total income before income taxes $ 7,393 $ 11,414 $ 16,185 |
Summary of Changes in Redeemable Noncontrolling Interests | The following summarizes changes in our redeemable noncontrolling interests in 2018 and 2017 (in thousands): Balance at December 25, 2016 $ 8,461 Net income 2,195 Distributions (2,499) Change in redemption value (1,419) Balance at December 31, 2017 $ 6,738 Net loss (274) Distributions (1,000) Balance at December 30, 2018 $ 5,464 |
Divestitures (Tables)
Divestitures (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Divestitures | |
Schedule of Assets and Liabilities Classified as Held for Sale | The following summarizes the associated China assets and liabilities that were classified as held for sale in 2017 (in thousands): December 31, 2017 Cash $ 908 Inventories 505 Prepaid expenses 570 Net property and equipment 4,878 Other assets 946 Valuation allowance (1,674) Total assets held for sale $ 6,133 Accounts payable $ 1,817 Accrued and other liabilities 470 Total liabilities held for sale $ 2,287 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Goodwill. | |
Summary of Changes to the Company's Goodwill, by Reporting Segment | The following summarizes changes in the Company’s goodwill, by reportable segment (in thousands): Domestic Company- owned Restaurants International (a) All Others Total Balance as of December 25, 2016 $ 70,048 $ 15,045 $ 436 $ 85,529 Foreign currency adjustments — 1,363 — 1,363 Balance as of December 31, 2017 70,048 16,408 436 86,892 Divestitures (b) (1,359) — — (1,359) Foreign currency adjustments — (1,017) — (1,017) Balance as of December 30, 2018 $ 68,689 $ 15,391 $ 436 $ 84,516 (a) The international goodwill balances for all years presented are net of accumulated impairment of $2.3 million associated with our PJUK reporting unit, which was recorded in fiscal 2008. (b) Includes 62 restaurants located in two domestic markets. |
Debt and Credit Arrangements (T
Debt and Credit Arrangements (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Debt and Credit Arrangements | |
Schedule of Long-Term Debt, Net | Long-term debt, net consists of the following (in thousands): December 30, December 31, 2018 2017 Outstanding debt $ 625,000 $ 470,000 Unamortized debt issuance costs (3,874) (3,435) Current portion of long-term debt (20,000) (20,000) Total long-term debt, less current portion, net $ 601,126 $ 446,565 |
Schedule of Interest Rate Swap Agreements | As of December 30, 2018, we have the following interest rate swap agreements: Effective Dates Floating Rate Debt Fixed Rates April 30, 2018 through April 30, 2023 $ 55 million 2.33 % April 30, 2018 through April 30, 2023 $ 35 million 2.36 % April 30, 2018 through April 30, 2023 $ 35 million 2.34 % January 30, 2018 through August 30, 2022 $ million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 2.00 % January 30, 2018 through August 30, 2022 $ 25 million 1.99 % |
Schedule of Location and Amounts of Swaps in the Accompanying Consolidated Financial Statements | The following table provides information on the location and amounts of our swaps in the accompanying Consolidated Financial Statements (in thousands): Interest Rate Swap Derivatives Fair Value Fair Value December 30, December 31, Balance Sheet Location 2018 2017 Other current and long-term assets $ 4,905 $ 651 |
Schedule of Effect of Derivative Instruments on the Accompanying Consolidated Financial Statements | The effect of derivative instruments on the accompanying Consolidated Financial Statements is as follows (in thousands): Location of Gain Amount of Gain Derivatives - Amount of Gain or or (Loss) or (Loss) Total Interest Expense Cash Flow (Loss) Recognized Reclassified from Reclassified from on Consolidated Hedging in AOCI/AOCL AOCI/AOCL into AOCI/AOCL into Statements of Relationships on Derivative Income Income Operations Interest rate swaps: 2018 $ 3,222 Interest expense $ (22) $ (25,306) 2017 $ 891 Interest expense $ (421) $ (11,283) 2016 $ 940 Interest expense $ (1,161) $ (7,397) |
Net Property and Equipment (Tab
Net Property and Equipment (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Net Property and Equipment | |
Schedule of Net Property and Equipment | Net property and equipment consists of the following (in thousands): December 30, December 31, 2018 2017 Land $ 33,833 $ 33,994 Buildings and improvements 91,665 91,809 Leasehold improvements 125,192 125,204 Equipment and other 402,991 378,509 Construction in progress 11,491 10,983 Total property and equipment 665,172 640,499 Accumulated depreciation and amortization (438,278) (406,168) Net property and equipment $ 226,894 $ 234,331 |
Notes Receivable (Tables)
Notes Receivable (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Notes Receivable | |
Summary of Changes in Notes Receivable Allowance for Doubtful Accounts | The following summarizes changes in our notes receivable allowance for doubtful accounts (in thousands): Balance as of December 25, 2016 $ 2,759 Recovered from costs and expenses (1,715) Deductions, including notes written off 3 Balance as of December 31, 2017 1,047 Recovered from costs and expenses (393) Additions, net of notes written off 2,715 Balance as of December 30, 2018 $ 3,369 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Accrued Expenses and Other Current Liabilities | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): December 30, December 31, 2018 2017 Salaries, benefits and bonuses $ 12,979 $ 15,365 Insurance reserves, current 33,769 19,847 Purchases 11,336 11,364 Customer loyalty program (a) 18,019 4,276 Rent 3,932 3,794 Marketing 4,539 1,481 Deposits 1,415 3,091 Utilities 1,478 1,382 Consulting and professional fees 8,671 1,134 Legal costs 2,093 804 Other 7,481 7,755 Total $ 105,712 $ 70,293 (a) See Note 2 and Note 3 for additional information regarding the change in accounting for the customer loyalty program. |
Other Long-term Liabilities (Ta
Other Long-term Liabilities (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Other Long-term Liabilities | |
Schedule of Other Long-term Liabilities | Other long-term liabilities consist of the following (in thousands): December 30, December 31, 2018 2017 Deferred compensation plan $ 27,796 $ 28,690 Insurance reserves 42,144 21,995 Accrued rent 6,461 7,129 Other 2,923 2,332 Total $ 79,324 $ 60,146 |
Other General Expenses (Tables)
Other General Expenses (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Other General Expenses | |
Schedule of Other General Expenses | Other general expenses are included within General and administrative expenses and primarily consist of the following (in thousands): Year Ended December 30, December 31, December 25, 2018 2017 2016 Contribution to National Marketing Fund (a) $ 10,000 $ - $ - Re-imaging costs for restaurants and write-off of brand assets (b) 5,841 - - Provision (credit) for uncollectible accounts and notes receivable (c) 3,338 (1,441) (450) Loss on disposition of fixed assets 2,233 2,493 623 Papa Rewards (d) - 1,046 442 Franchise support initiative (e) 34 2,986 3,185 Other (1,725) 343 361 Other general expenses 19,721 5,427 4,161 Special Committee costs (f) 19,474 - - Administrative expenses 153,356 145,439 153,974 General and administrative expenses $ 192,551 $ 150,866 $ 158,135 (a) Incremental contributions to National Marketing Fund to increase marketing and promotional activities during 2018. See Note 19 for additional information. (b) During 2018, the Company paid for certain re-imaging costs for both Company-owned and franchise units. See Note 19 for additional information. (c) Bad debt recorded on accounts receivable and notes receivable. (d) Online customer loyalty program costs in 2017 and 2016. In 2018, the Company adopted Topic 606 with updated accounting guidelines for loyalty programs which are now recorded as a reduction to domestic Company-owned restaurants revenue. See Notes 3 and 4 for additional information. (e) Franchise incentives include incentives to franchisees for opening new restaurants. In 2018, the Company adopted Topic 606 with updated accounting guidelines for new store equipment incentives, which are now recorded as a reduction of commissary revenues. See Notes 3 and 4 for additional information. (f) C osts totaling approximately $19.5 million associated with the activities of the Special Committee of the Board of Directors, including legal and advisory costs related to the review of a wide range of strategic opportunities for the Company that culminated in the recent strategic investment in the Company by affiliates of Starboard Value LP, as well as a third-party audit of the culture of Papa John’s. See Note 19 for additional information. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Income Taxes | |
Schedule of Domestic and Foreign Components of Income (Loss) Before Income Taxes | The following table presents the domestic and foreign components of income (loss) before income taxes for 2018, 2017 and 2016 (in thousands): 2018 2017 2016 Domestic income / (loss) $ (10,471) $ 122,828 $ 146,063 Foreign income 16,362 17,514 12,746 Total income $ 5,891 $ 140,342 $ 158,809 |
Summary of the Provision for Income Taxes | A summary of the provision (benefit) for income tax follows (in thousands): 2018 2017 2016 Current: Federal $ (5,324) $ 28,951 $ 32,477 Foreign 4,736 4,602 2,669 State and local 1,529 (234) 2,947 Deferred 1,705 498 11,624 Total income taxes $ 2,646 $ 33,817 $ 49,717 |
Schedule of Significant Deferred Tax Assets (Liabilities) | Significant deferred tax assets (liabilities) follow (in thousands): December 30, December 31, 2018 2017 Accrued liabilities $ 16,339 $ 11,378 Accrued bonuses 724 192 Other assets and liabilities 10,705 7,913 Equity awards 5,862 5,690 Other 2,196 2,178 Foreign net operating losses 1,555 2,773 Foreign tax credit carryforwards 7,230 4,707 Total deferred tax assets 44,611 34,831 Valuation allowance on foreign net operating and capital losses, foreign deferred tax assets, and foreign tax credit carryforwards (8,183) (7,415) Total deferred tax assets, net of valuation allowances 36,428 27,416 Deferred expenses (5,576) (6,912) Accelerated depreciation (24,239) (19,228) Goodwill (12,645) (12,248) Other (1,064) (989) Total deferred tax liabilities (43,524) (39,377) Net deferred liability $ (7,096) $ (11,961) |
Schedule of Reconciliation of Income Tax Computed at the U.S. Federal Statutory Rate to Income Tax Expense | The reconciliation of income tax computed at the U.S. federal statutory rate to income tax expense for the years ended December 30, 2018, December 31, 2017 and December 25, 2016 is as follows in both dollars and as a percentage of income before income taxes ($ in thousands): 2018 2017 2016 Income Tax Income Income Tax Income Income Tax Income Expense Tax Rate Expense Tax Rate Expense Tax Rate Tax at U.S. federal statutory rate $ 1,237 21.0 % $ 49,120 35.0 % $ 55,583 35.0 % State and local income taxes 150 2.6 % 2,432 1.7 % 2,972 1.9 % Foreign income taxes 4,879 82.8 % 5,306 3.8 % 3,143 2.0 % Income of consolidated partnerships attributable to noncontrolling interests (371) (6.3) % (1,554) (1.1) % (2,312) (1.4) % Non-qualified deferred compensation plan (income) loss 483 8.2 % (1,236) (0.9) % (428) (0.3) % Excess tax benefits on equity awards 447 7.6 % (1,879) (1.4) % — — % Remeasurement of deferred taxes — — % (7,020) (5.0) % — — % Tax credits (6,945) (117.9) % (6,909) (4.9) % (6,771) (4.3) % Disposition of China 4,118 69.9 % — — % — % Other (1,352) 17.5 % (4,443) (3.1) % (2,470) (1.6) % Total $ 2,646 85.4 % $ 33,817 24.1 % $ 49,717 31.3 % |
Schedule of Reconciliation of the Beginning and Ending Liability for Unrecognized Tax Benefits | The Company had $2.0 million of unrecognized tax benefits at December 30, 2018 which, if recognized, would affect the effective tax rate. A reconciliation of the beginning and ending liability for unrecognized tax benefits excluding interest and penalties is as follows, which is recorded as an other long-term liability (in thousands): Balance at December 25, 2016 $ 4,827 Additions for tax positions of current year 134 Additions for tax positions of prior years (2,862) Reductions for lapse of statute of limitations (71) Balance at December 31, 2017 2,028 Additions for tax positions of current year 510 Reductions for tax positions of prior years (515) Reductions for lapse of statute of limitations — Balance at December 30, 2018 $ 2,023 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Related Party Transactions | |
Summary of Full-Year Transactions and Year-End Balances with Franchisees Owned by Related Parties | Following is a summary of full-year transactions and year-end balances with franchisees owned by related parties (in thousands): 2018 2017 2016 Revenues from affiliates: North America commissary sales $ 2,653 $ 2,619 $ 2,372 Other sales 238 336 248 North America franchise royalties and fees 429 439 413 Total $ 3,320 $ 3,394 $ 3,033 December 30, December 31, 2018 2017 Accounts receivable affiliates $ 69 $ 86 |
Litigation, Commitments and C_2
Litigation, Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Litigation, Commitments and Contingencies | |
Schedule of Future Lease Costs and Expected Sublease Payments | Future lease costs and future expected sublease income as of December 30, 2018, are as follows (in thousands): Future Expected Gross Lease Sublease Year Costs Income 2019 $ 40,834 $ 8,079 2020 36,631 8,061 2021 31,159 7,818 2022 25,188 7,462 2023 18,694 7,182 Thereafter 57,304 42,518 Total $ 209,810 $ 81,120 |
Equity Compensation (Tables)
Equity Compensation (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Equity Compensation | |
Schedule of Information Pertaining to Option Activity | Information pertaining to option activity during 2018 is as follows (number of options and aggregate intrinsic value in thousands): Weighted Average Weighted Remaining Number Average Contractual Aggregate of Exercise Term Intrinsic Options Price (In Years) Value Outstanding at December 31, 2017 $ Granted Exercised (75) Cancelled (219) Outstanding at December 30, 2018 $ $ Exercisable at December 30, 2018 $ $ |
Summary of the Significant Assumptions Used in Estimating the Fair Value of Options Granted | The following is a summary of the significant assumptions used in estimating the fair value of options granted in 2018, 2017 and 2016: 2018 2017 2016 Assumptions (weighted average): Risk-free interest rate 2.7 % 2.0 % 1.3 % Expected dividend yield 1.5 % 1.0 % 1.2 % Expected volatility 27.6 % 26.7 % 27.4 % Expected term (in years) 5.6 5.6 5.5 |
Schedule of Information Pertaining to Restricted Stock Activity | The fair value of both time-based restricted stock and performance-based restricted stock units is based on the market price of the Company’s shares on the grant date. Information pertaining to these awards during 2018 is as follows (shares in thousands): Weighted Average Grant-Date Shares Fair Value Total as of December 31, 2017 181 $ 69.11 Granted 330 57.37 Forfeited (54) 64.67 Vested (87) 66.59 Total as of December 30, 2018 370 $ 59.84 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Segment Information | |
Schedule of Segment Reporting Information, by Segment | Our segment information is as follows: (In thousands) 2018 2017 2016 Revenues Domestic Company-owned restaurants $ 692,380 $ 816,718 $ 815,931 North America commissaries 609,866 673,712 623,883 North America franchising 79,293 106,729 102,980 International 131,268 126,285 113,103 All others 60,509 59,915 57,723 Total revenues $ 1,573,316 $ 1,783,359 $ 1,713,620 Intersegment revenues: North America commissaries $ 201,325 $ 244,699 $ 236,896 North America franchising 2,965 3,342 2,869 International 283 273 269 All others 30,696 16,715 16,410 Total intersegment revenues $ 235,269 $ 265,029 $ 256,444 Depreciation and amortization: Domestic Company-owned restaurants $ 15,411 $ 15,484 $ 16,028 North America commissaries 7,397 6,897 6,027 International 1,696 2,018 2,188 All others 8,513 5,276 3,830 Unallocated corporate expenses 13,386 13,993 12,914 Total depreciation and amortization $ 46,403 $ 43,668 $ 40,987 Income (loss) before income taxes: Domestic Company-owned restaurants (1) $ 18,988 $ 47,548 $ 75,136 North America commissaries (2) 27,961 47,844 46,325 North America franchising (3) 70,732 96,298 91,669 International (4) 14,399 15,888 11,408 All others (2) (5) (6,888) (179) 1,467 Unallocated corporate expenses (2) (3) (5) (118,296) (66,099) (64,791) Elimination of intersegment (profits) losses (1,005) (958) (2,405) Total (loss) income before income taxes $ 5,891 $ 140,342 $ 158,809 (1) Includes a $300,000 and $11.6 million refranchising loss/gain in 2018 and 2016, respectively. See Note 9 for additional information. (2) The Company refined its overhead allocation process in 2018 resulting in transfers of expenses from Unallocated corporate expenses of $13.2 million to other segments, primarily North America commissaries of $7.9 million and All others of $3.5 million for the year ended December 30, 2018. (3) Includes Special charges of $15.4 million in North America franchising and $35.3 million in Unallocated corporate expenses for the year ended December 30, 2018, as detailed in Note 16. See Note 19 for additional information. (4) Includes a $1.7 million and $1.4 million impairment loss in 2017 and 2016, respectively. See Note 9 for additional information. (5) Certain prior year amounts have been reclassified to conform to current year presentation. (In thousands) 2018 2017 2016 Property and equipment: Domestic Company-owned restaurants $ 236,526 $ 235,640 $ 225,081 North America commissaries 140,309 136,701 128,469 International 17,218 17,257 15,673 All others 71,880 58,977 55,586 Unallocated corporate assets 199,239 191,924 192,548 Accumulated depreciation and amortization (438,278) (406,168) (386,884) Net property and equipment $ 226,894 $ 234,331 $ 230,473 Expenditures for property and equipment: Domestic Company-owned restaurants $ 13,568 $ 15,245 $ 16,257 North America commissaries 3,994 14,767 14,164 International 986 1,884 4,390 All others 13,438 8,239 7,897 Unallocated corporate 10,042 12,458 12,846 Total expenditures for property and equipment $ 42,028 $ 52,593 $ 55,554 |
Quarterly Data - Unaudited, i_2
Quarterly Data - Unaudited, in Thousands, except Per Share Data (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Quarterly Data - Unaudited, in Thousands, except Per Share Data | |
Schedule of Quarterly Select Financial Data | Our quarterly select financial data is as follows: Quarter 2018 1st 2nd 3rd 4th Total revenues $ $ $ $ Operating income (loss) (13,990) (8,314) Net income (loss) attributable to the Company (a) (13,033) (13,849) Basic earnings per common share (a) $ $ $ (0.41) $ (0.44) Diluted earnings per common share (a) $ $ $ (0.41) $ (0.44) Dividends declared per common share $ $ $ $ Quarter 2017 1st 2nd 3rd 4th Total revenues $ $ $ $ Operating income Net income attributable to the Company (b) Basic earnings per common share (b) $ $ $ $ Diluted earnings per common share (b) $ $ $ $ Dividends declared per common share $ $ $ $ (a) The year ended December 30, 2018 was impacted by the following: i. The second quarter of 2018 includes an after income tax loss of $1.6 million and an unfavorable impact of $0.05 on basic and diluted EPS from the sale of our Company-owned stores in China. See Note 9 for additional information. ii. The second quarter of 2018 also includes a tax increase of $2.4 million and an unfavorable impact of $0.07 on basic and diluted EPS related to the refranchising our China stores. See Note 17 for additional information. iii. The third and fourth quarters of 2018 include an after income tax loss of $19.3 million and $19.7 million, respectively, and unfavorable impact on diluted EPS of $0.61 and $0.63, respectively, from Special charges. See Note 19 for additional information. iv. The fourth quarter of 2018 includes an after tax gain of $1.3 million and a favorable impact of $0.04 on basic and diluted EPS related to the Company’s refranchising of Company-owned restaurants. (b) The year ended December 31, 2017 was impacted by the following: i. The fourth quarter of 2017 includes an after income tax loss of $1.3 million and an unfavorable impact of $0.04 on basic and diluted EPS from an impairment charge related to our Company-owned stores in China. See Note 9 for additional information. ii. The fourth quarter of 2017 also includes a tax benefit of $7.0 million and favorable impact of $0.20 on basic and diluted EPS related to the “Tax Cuts and Jobs Act” that was signed in 2017. See Note 17 for additional information. iii. The fourth quarter of 2017 includes an after income tax benefit of $3.9 million and favorable impact on diluted EPS of $0.11 from a 14th week of operations. (c) |
Reclassifications of Prior Ye_2
Reclassifications of Prior Year Balances (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Basis of Presentation | |
Schedule of Certain Prior Year Amounts Reclassified within the Condensed Consolidated Statements of Income | Papa John's International, Inc. and Subsidiaries Consolidated Statements of Operations Summary of Statement of Operations Presentation Reclassifications Year Ended December 31, 2017 (In thousands, except per share amounts) As reported Reclassifications Adjusted Revenues: North America commissary and other sales (1) $ 733,627 $ (59,915) $ 673,712 International (2) 126,285 (12,264) 114,021 Other revenues (1) (2) - 72,179 72,179 Costs and expenses: North America commissary and other expenses (1) $ 685,206 $ (53,669) $ 631,537 International expenses (2) 78,971 (8,349) 70,622 Other expenses (1) (2) (3) - 69,335 69,335 General and administrative expenses (3) 158,183 (7,317) 150,866 Year Ended December 25, 2016 (In thousands, except per share amounts) As reported Reclassifications Adjusted Revenues: North America commissary and other sales (1) $ 681,606 $ (57,723) $ 623,883 International (2) 113,103 (12,199) 100,904 Other revenues (1) (2) - 69,922 69,922 Costs and expenses: North America commissary and other expenses (1) $ 631,475 $ (51,641) $ 579,834 International expenses (2) 71,509 (8,935) 62,574 Other expenses (1) (2) (3) - 66,253 66,253 General and administrative expenses (3) 163,812 (5,677) 158,135 As shown in the table above we have reclassified certain prior year amounts within the Consolidated Statements of Operations for the years ended December 31, 2017 and December 25, 2016 in order to conform with current year presentation. These reclassifications had no effect on previously reported total consolidated revenues, total costs and expenses and net income. (1) Includes reclassification of previous amounts reported in North America commissary and other sales and expenses including print and promotional items, information systems and related services used in restaurant operations, including our point of sale system, online and other technology-based ordering platforms. (2) Includes reclassification of previous amounts reported in International related to advertising expenses and rental income and expenses for United Kingdom head leases which are subleased to United Kingdom franchisees. Includes reclassification of various technology related expenditures for fee-based services discussed in (1) above and advertising expenses to be consistent with 2018 presentation. |
Description of Business (Detail
Description of Business (Details) | Dec. 30, 2018item |
Description of Business | |
Number of states in which the entity operates | 50 |
Number of countries in which the entity operates | 46 |
Significant Accounting Polici_4
Significant Accounting Policies - Fiscal Year, Revenue Recognition and Advertising Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Length of fiscal year | 364 days | 371 days | 364 days | |
Term of franchise agreement | 10 years | |||
Advertising and related costs | $ 60,800 | $ 72,300 | $ 70,900 | |
PJMF | ||||
Contributions for additional advertising | $ 10,000 | |||
Papa Dough Rewards | ||||
Expiration window of rewards program | 6 months | |||
Minimum | ||||
Amortization term of equipment incentives | 3 years | |||
Maximum | ||||
Amortization term of equipment incentives | 5 years |
Significant Accounting Polici_5
Significant Accounting Policies - Stock-Based Compensation, PP&E, and Deferred Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Stock-Based Compensation | |||
Vesting period | 3 years | ||
Property and Equipment | |||
Depreciation expense | $ 45.6 | $ 42.6 | $ 39.7 |
Deferred Costs | |||
Deferred costs, maximum amortization period | 5 years | ||
Deferred costs | $ 4.3 | 4.1 | $ 2.9 |
Unamortized systems development costs | $ 12.3 | $ 11.1 | |
Restaurant, commissary and other equipment | Minimum | |||
Property and Equipment | |||
Estimated useful lives | 5 years | ||
Restaurant, commissary and other equipment | Maximum | |||
Property and Equipment | |||
Estimated useful lives | 10 years | ||
Buildings and improvements | Minimum | |||
Property and Equipment | |||
Estimated useful lives | 20 years | ||
Buildings and improvements | Maximum | |||
Property and Equipment | |||
Estimated useful lives | 40 years | ||
Technology and communication assets | |||
Property and Equipment | |||
Estimated useful lives | 5 years | ||
Leasehold improvements | Minimum | |||
Property and Equipment | |||
Estimated useful lives | 5 years | ||
Leasehold improvements | Maximum | |||
Property and Equipment | |||
Estimated useful lives | 10 years |
Significant Accounting Polici_6
Significant Accounting Policies - Deferred Income Tax Accounts and Tax Reserves (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Significant Accounting Policies | ||||
Provisional Tax Act tax benefit from remeasurement of deferred tax assets, liabilities and related valuation allowances | $ 7,000,000 | $ 7,020,000 | ||
Net deferred income tax liability | $ 11,961,000 | $ 7,096,000 | 11,961,000 | |
Decrease in income tax expense | $ 0 | $ 1,700,000 | $ 729,000 |
Significant Accounting Polici_7
Significant Accounting Policies - Insurance Reserves and Derivatives (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Derivative Financial Instruments | |||
Other comprehensive income (loss), before tax | $ 4,254,000 | $ 1,421,000 | $ 1,492,000 |
Other comprehensive income (loss), net of tax | 3,200,000 | $ 900,000 | $ 900,000 |
Minimum | |||
Insurance Reserves | |||
Employee insurance retention limit per occurrence | 100,000 | ||
Maximum | |||
Insurance Reserves | |||
Employee insurance retention limit per occurrence | $ 1,000,000 |
Significant Accounting Polici_8
Significant Accounting Policies - Noncontrolling Interests and Foreign Currency Translation (Details) | Jun. 15, 2018USD ($)restaurant | Sep. 30, 2018entity | Apr. 01, 2018entity | Dec. 30, 2018USD ($)restaurantentity | Dec. 31, 2017restaurantentity |
Noncontrolling Interests | |||||
Number of joint ventures | entity | 3 | 5 | |||
Stores in Beijing and Tianjin, China | |||||
Noncontrolling Interests | |||||
Number of restaurants divested | 34 | 34 | |||
Reversal of accumulated other comprehensive income related to foreign currency translation | $ | $ 1,300,000 | $ 1,300,000 | |||
Reversal of deferred tax related to foreign currency translation | $ | $ 300,000 | ||||
Joint ventures | |||||
Noncontrolling Interests | |||||
Number of joint ventures divested | entity | 1 | 1 | 2 | ||
Number of restaurants divested | 62 | ||||
Number of Restaurants | 183 | 246 |
Significant Accounting Polici_9
Significant Accounting Policies – Recent Accounting Pronouncements and Subsequent Events (Details) | Feb. 03, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)shares | Dec. 25, 2016USD ($) | Dec. 30, 2018$ / shares | Dec. 31, 2017$ / shares |
Subsequent Events | |||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||
Subsequent event | Securities Purchase Agreement | Series B Preferred Stock | |||||
Subsequent Events | |||||
Number of shares sold | shares | 200,000 | ||||
Preferred stock, par value | $ / shares | $ 0.01 | ||||
Purchase price per share | $ / shares | $ 1,000 | ||||
Aggregate purchase price of shares | $ 200,000,000 | ||||
Conversion rate denominator | 50.06 | ||||
Initial dividend rate | 3.60% | ||||
Maximum | Subsequent event | Securities Purchase Agreement | Series B Preferred Stock | |||||
Subsequent Events | |||||
Number of shares sold | shares | 50,000 | ||||
Maximum | Subsequent event | Securities Purchase Agreement | Series B Preferred Stock | Franchisee | |||||
Subsequent Events | |||||
Number of shares sold | shares | 10,000 | ||||
Forecast | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Additional operating lease liabilities | $ 210,000,000 | ||||
Accounting Standards Update 2016-09 | Restatement | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Increase in net cash provided by operating activities due to retrospective application of ASU 2016-09 | $ 6,200,000 | ||||
Increase in net cash used in financing activities due to retrospective application of ASU 2016-09 | $ 6,200,000 |
Adoption of ASU 2014-09, "Rev_3
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" - Cumulative Effect Adjustments (Details) - Accounting Standards Update 2014-09 $ in Millions | Jan. 01, 2018USD ($) |
Retained Earnings Adjustments [Line Items] | |
Cumulative effect adjustment to retained earnings | $ (21.5) |
Franchise royalties and fees | |
Retained Earnings Adjustments [Line Items] | |
Cumulative effect adjustment to retained earnings | (10.8) |
Customer loyalty program | |
Retained Earnings Adjustments [Line Items] | |
Cumulative effect adjustment to retained earnings | (8) |
Marketing funds | |
Retained Earnings Adjustments [Line Items] | |
Cumulative effect adjustment to retained earnings | $ (2.7) |
Adoption of ASU 2014-09, "Rev_4
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" – Line Items Impacted by Cumulative Adjustment (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 |
Current assets: | |||||
Cash and cash equivalents | $ 19,468 | $ 26,624 | $ 22,345 | ||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | 67,785 | 65,051 | 64,558 | ||
Accounts receivable - affiliates (no allowance for doubtful accounts in 2018 and 2017) | 69 | 86 | 86 | ||
Notes receivable (no allowance for doubtful accounts in 2018 and 2017) | 5,498 | 4,333 | 4,333 | ||
Income tax receivable | 16,073 | 3,903 | 3,903 | ||
Inventories | 27,203 | 30,620 | 30,620 | ||
Prepaid expenses | 29,935 | 23,563 | 28,522 | ||
Other current assets | 5,677 | 9,494 | 9,494 | ||
Assets held for sale | 6,133 | 6,133 | |||
Total current assets | 171,708 | 169,807 | 169,994 | ||
Property and equipment, net | 226,894 | 234,331 | 234,331 | $ 230,473 | |
Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018 and $1,047 in 2017) | 23,259 | 15,568 | 15,568 | ||
Goodwill | 84,516 | 86,892 | 86,892 | 85,529 | |
Deferred income taxes, net | 756 | 585 | 585 | ||
Other assets | 63,814 | 47,276 | 48,183 | ||
Total assets | 570,947 | 554,459 | 555,553 | ||
Current liabilities: | |||||
Accounts payable | 29,891 | 29,845 | 32,006 | ||
Income and other taxes payable | 6,590 | 10,561 | 10,561 | ||
Accrued expenses and other current liabilities | 105,712 | 86,153 | 70,293 | ||
Deferred revenue current | 2,443 | 2,400 | |||
Current portion of long-term debt | 20,000 | 20,000 | 20,000 | ||
Total current liabilities | 164,636 | 148,959 | 132,860 | ||
Deferred revenue | 14,679 | 13,450 | 2,652 | ||
Long-term debt, less current portion, net | 601,126 | 446,565 | 446,565 | ||
Deferred income taxes, net | 7,852 | 6,082 | 12,546 | ||
Other long-term liabilities | 79,324 | 60,146 | 60,146 | ||
Total liabilities | 867,617 | 675,202 | 654,769 | ||
Redeemable noncontrolling interests | 5,464 | 6,738 | 6,738 | ||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018 and 44,221 at December 31, 2017) | 443 | 442 | 442 | ||
Additional paid-in capital | 192,984 | 184,785 | 184,785 | ||
Accumulated other comprehensive loss | (3,143) | (2,117) | (2,117) | (5,887) | |
Retained earnings | 244,061 | 270,724 | 292,251 | ||
Treasury stock (12,929 shares at December 30, 2018 and 10,290 shares at December 31, 2017, at cost) | (751,704) | (597,072) | (597,072) | ||
Total stockholders’ (deficit) | (317,359) | (143,238) | (121,711) | ||
Noncontrolling interests in subsidiaries | 15,225 | 15,757 | 15,757 | ||
Total stockholders’ (deficit) | (302,134) | (127,481) | (105,954) | 9,801 | $ 42,206 |
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | 570,947 | 554,459 | 555,553 | ||
Accounts receivable, allowance for doubtful accounts | 2,117 | 2,271 | |||
Accounts receivable - affiliates, allowance for doubtful accounts | 0 | 0 | |||
Notes receivable, allowance for doubtful accounts | 0 | 0 | |||
Notes receivable, less current portion, allowance for doubtful accounts | $ 3,369 | $ 1,047 | $ 2,759 | ||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||
Preferred stock, shares issued | 0 | 0 | |||
Common stock, par value | $ 0.01 | $ 0.01 | |||
Common stock, shares issued | 44,301,000 | 44,221,000 | |||
Treasury stock, shares | 12,929,000 | 10,290,000 | |||
Accounting Standards Update 2014-09 | Total Adjustments | |||||
Current assets: | |||||
Cash and cash equivalents | $ (4,326) | 4,279 | |||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | (401) | 493 | |||
Prepaid expenses | 4,771 | (4,959) | |||
Total current assets | 44 | (187) | |||
Other assets | 907 | (907) | |||
Total assets | 951 | (1,094) | |||
Current liabilities: | |||||
Accounts payable | 1,585 | (2,161) | |||
Accrued expenses and other current liabilities | (18,210) | 15,860 | |||
Deferred revenue current | (2,443) | 2,400 | |||
Total current liabilities | (19,068) | 16,099 | |||
Deferred revenue | (11,231) | 10,798 | |||
Deferred income taxes, net | 7,255 | (6,464) | |||
Total liabilities | (23,044) | 20,433 | |||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Retained earnings | 23,989 | (21,527) | |||
Total stockholders’ (deficit) | 23,989 | (21,527) | |||
Noncontrolling interests in subsidiaries | 6 | ||||
Total stockholders’ (deficit) | 23,995 | (21,527) | |||
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | $ 951 | $ (1,094) |
Adoption of ASU 2014-09, "Rev_5
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" – Impact of Adoption on the Balance Sheet (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | Dec. 27, 2015 |
Current assets: | |||||
Cash and cash equivalents | $ 19,468 | $ 26,624 | $ 22,345 | ||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | 67,785 | 65,051 | 64,558 | ||
Accounts receivable - affiliates (no allowance for doubtful accounts in 2018 and 2017) | 69 | 86 | 86 | ||
Notes receivable (no allowance for doubtful accounts in 2018 and 2017) | 5,498 | 4,333 | 4,333 | ||
Income tax receivable | 16,073 | 3,903 | 3,903 | ||
Inventories | 27,203 | 30,620 | 30,620 | ||
Prepaid expenses | 29,935 | 23,563 | 28,522 | ||
Other current assets | 5,677 | 9,494 | 9,494 | ||
Assets held for sale | 6,133 | 6,133 | |||
Total current assets | 171,708 | 169,807 | 169,994 | ||
Property and equipment, net | 226,894 | 234,331 | 234,331 | $ 230,473 | |
Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018 and $1,047 in 2017) | 23,259 | 15,568 | 15,568 | ||
Goodwill | 84,516 | 86,892 | 86,892 | 85,529 | |
Deferred income taxes, net | 756 | 585 | 585 | ||
Other assets | 63,814 | 47,276 | 48,183 | ||
Total assets | 570,947 | 554,459 | 555,553 | ||
Current liabilities: | |||||
Accounts payable | 29,891 | 29,845 | 32,006 | ||
Income and other taxes payable | 6,590 | 10,561 | 10,561 | ||
Accrued expenses and other current liabilities | 105,712 | 86,153 | 70,293 | ||
Deferred revenue current | 2,443 | 2,400 | |||
Current portion of long-term debt | 20,000 | 20,000 | 20,000 | ||
Total current liabilities | 164,636 | 148,959 | 132,860 | ||
Deferred revenue | 14,679 | 13,450 | 2,652 | ||
Long-term debt, less current portion, net | 601,126 | 446,565 | 446,565 | ||
Deferred income taxes, net | 7,852 | 6,082 | 12,546 | ||
Other long-term liabilities | 79,324 | 60,146 | 60,146 | ||
Total liabilities | 867,617 | 675,202 | 654,769 | ||
Redeemable noncontrolling interests | 5,464 | 6,738 | 6,738 | ||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018 and 44,221 at December 31, 2017) | 443 | 442 | 442 | ||
Additional paid-in capital | 192,984 | 184,785 | 184,785 | ||
Accumulated other comprehensive income (loss) | (3,143) | (2,117) | (2,117) | (5,887) | |
Retained earnings | 244,061 | 270,724 | 292,251 | ||
Treasury stock (12,929 shares at December 30, 2018 and 10,290 shares at December 31, 2017, at cost) | (751,704) | (597,072) | (597,072) | ||
Total stockholders’ (deficit) | (317,359) | (143,238) | (121,711) | ||
Noncontrolling interests in subsidiaries | 15,225 | 15,757 | 15,757 | ||
Total stockholders’ (deficit) | (302,134) | (127,481) | (105,954) | 9,801 | $ 42,206 |
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | 570,947 | 554,459 | 555,553 | ||
Accounts receivable, allowance for doubtful accounts | 2,117 | 2,271 | |||
Accounts receivable - affiliates, allowance for doubtful accounts | 0 | 0 | |||
Notes receivable, allowance for doubtful accounts | 0 | 0 | |||
Notes receivable, less current portion, allowance for doubtful accounts | $ 3,369 | $ 1,047 | $ 2,759 | ||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||
Preferred stock, shares issued | 0 | 0 | |||
Common stock, par value | $ 0.01 | $ 0.01 | |||
Common stock, shares issued | 44,301,000 | 44,221,000 | |||
Treasury stock, shares | 12,929,000 | 10,290,000 | |||
Accounting Standards Update 2014-09 | Total Adjustments | |||||
Current assets: | |||||
Cash and cash equivalents | $ (4,326) | 4,279 | |||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | (401) | 493 | |||
Prepaid expenses | 4,771 | (4,959) | |||
Total current assets | 44 | (187) | |||
Other assets | 907 | (907) | |||
Total assets | 951 | (1,094) | |||
Current liabilities: | |||||
Accounts payable | 1,585 | (2,161) | |||
Accrued expenses and other current liabilities | (18,210) | 15,860 | |||
Deferred revenue current | (2,443) | 2,400 | |||
Total current liabilities | (19,068) | 16,099 | |||
Deferred revenue | (11,231) | 10,798 | |||
Deferred income taxes, net | 7,255 | (6,464) | |||
Total liabilities | (23,044) | 20,433 | |||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Retained earnings | 23,989 | (21,527) | |||
Total stockholders’ (deficit) | 23,989 | (21,527) | |||
Noncontrolling interests in subsidiaries | 6 | ||||
Total stockholders’ (deficit) | 23,995 | (21,527) | |||
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | 951 | $ (1,094) | |||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | |||||
Current assets: | |||||
Cash and cash equivalents | 15,142 | ||||
Accounts receivable (less allowance for doubtful accounts of $2,117 in 2018 and $2,271 in 2017) | 67,384 | ||||
Accounts receivable - affiliates (no allowance for doubtful accounts in 2018 and 2017) | 69 | ||||
Notes receivable (no allowance for doubtful accounts in 2018 and 2017) | 5,498 | ||||
Income tax receivable | 16,073 | ||||
Inventories | 27,203 | ||||
Prepaid expenses | 34,706 | ||||
Other current assets | 5,677 | ||||
Total current assets | 171,752 | ||||
Property and equipment, net | 226,894 | ||||
Notes receivable, less current portion (less allowance for doubtful accounts of $3,369 in 2018 and $1,047 in 2017) | 23,259 | ||||
Goodwill | 84,516 | ||||
Deferred income taxes, net | 756 | ||||
Other assets | 64,721 | ||||
Total assets | 571,898 | ||||
Current liabilities: | |||||
Accounts payable | 31,476 | ||||
Income and other taxes payable | 6,590 | ||||
Accrued expenses and other current liabilities | 87,502 | ||||
Current portion of long-term debt | 20,000 | ||||
Total current liabilities | 145,568 | ||||
Deferred revenue | 3,448 | ||||
Long-term debt, less current portion, net | 601,126 | ||||
Deferred income taxes, net | 15,107 | ||||
Other long-term liabilities | 79,324 | ||||
Total liabilities | 844,573 | ||||
Redeemable noncontrolling interests | 5,464 | ||||
Stockholders’ (deficit): | |||||
Preferred stock ($0.01 par value per share; no shares issued) | |||||
Common stock ($0.01 par value per share; issued 44,301 at December 30, 2018 and 44,221 at December 31, 2017) | 443 | ||||
Additional paid-in capital | 192,984 | ||||
Accumulated other comprehensive income (loss) | (3,143) | ||||
Retained earnings | 268,050 | ||||
Treasury stock (12,929 shares at December 30, 2018 and 10,290 shares at December 31, 2017, at cost) | (751,704) | ||||
Total stockholders’ (deficit) | (293,370) | ||||
Noncontrolling interests in subsidiaries | 15,231 | ||||
Total stockholders’ (deficit) | (278,139) | ||||
Total liabilities, redeemable noncontrolling interests and stockholders’ (deficit) | $ 571,898 |
Adoption of ASU 2014-09, "Rev_6
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" – Impact of Adoption on the Statement of Income (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Revenues: | |||||||||||
Total revenues | $ 373,981,000 | $ 364,007,000 | $ 407,959,000 | $ 427,369,000 | $ 467,606,000 | $ 431,709,000 | $ 434,778,000 | $ 449,266,000 | $ 1,573,316,000 | $ 1,783,359,000 | $ 1,713,620,000 |
Costs and expenses: | |||||||||||
General and administrative expenses | 192,551,000 | 150,866,000 | 158,135,000 | ||||||||
Depreciation and amortization | 46,403,000 | 43,668,000 | 40,987,000 | ||||||||
Total costs and expenses | 1,542,647,000 | 1,630,668,000 | 1,559,319,000 | ||||||||
Refranchising and impairment gains/(losses), net | (289,000) | (1,674,000) | 10,222,000 | ||||||||
Operating income | (8,314,000) | (13,990,000) | 25,367,000 | 27,317,000 | 36,604,000 | 33,515,000 | 37,217,000 | 43,681,000 | 30,380,000 | 151,017,000 | 164,523,000 |
Investment income | 817,000 | 608,000 | 785,000 | ||||||||
Interest expense | (25,306,000) | (11,283,000) | (7,397,000) | ||||||||
Income before income taxes | 5,891,000 | 140,342,000 | 158,809,000 | ||||||||
Income tax expense | 2,646,000 | 33,817,000 | 49,717,000 | ||||||||
Net income before attribution to noncontrolling interests | 3,245,000 | 106,525,000 | 109,092,000 | ||||||||
Income attributable to noncontrolling interests | (1,599,000) | (4,233,000) | (6,272,000) | ||||||||
Net income attributable to the Company | (13,849,000) | (13,033,000) | 11,791,000 | 16,737,000 | 28,509,000 | 21,817,000 | 23,538,000 | 28,428,000 | 1,646,000 | 102,292,000 | 102,820,000 |
Calculation of income for earnings per share: | |||||||||||
Net income attributable to the Company | $ (13,849,000) | $ (13,033,000) | $ 11,791,000 | $ 16,737,000 | $ 28,509,000 | $ 21,817,000 | $ 23,538,000 | $ 28,428,000 | 1,646,000 | 102,292,000 | 102,820,000 |
Net income attributable to common shareholders | $ 1,646,000 | $ 103,288,000 | $ 102,967,000 | ||||||||
Basic earnings per common share | $ (0.44) | $ (0.41) | $ 0.37 | $ 0.50 | $ 0.82 | $ 0.61 | $ 0.66 | $ 0.78 | $ 0.05 | $ 2.86 | $ 2.76 |
Diluted earnings per common share | $ (0.44) | $ (0.41) | $ 0.36 | $ 0.50 | $ 0.81 | $ 0.60 | $ 0.65 | $ 0.77 | $ 0.05 | $ 2.83 | $ 2.74 |
Basic weighted average common shares outstanding | 32,083 | 36,083 | 37,253 | ||||||||
Diluted weighted average common shares outstanding | 32,299 | 36,522 | 37,608 | ||||||||
Domestic Company-owned restaurants | |||||||||||
Revenues: | |||||||||||
Total revenues | $ 692,380,000 | $ 816,718,000 | $ 815,931,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 576,799,000 | 664,640,000 | 651,536,000 | ||||||||
Refranchising and impairment gains/(losses), net | 300,000 | 11,600,000 | |||||||||
North America franchising | |||||||||||
Revenues: | |||||||||||
Total revenues | 79,293,000 | 106,729,000 | 102,980,000 | ||||||||
North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 609,866,000 | 673,712,000 | 623,883,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 575,103,000 | 631,537,000 | 579,834,000 | ||||||||
International | |||||||||||
Revenues: | |||||||||||
Total revenues | 110,349,000 | 114,021,000 | 100,904,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 67,775,000 | 70,622,000 | 62,574,000 | ||||||||
Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | 81,428,000 | 72,179,000 | 69,922,000 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 84,016,000 | $ 69,335,000 | $ 66,253,000 | ||||||||
Accounting Standards Update 2014-09 | Total Adjustments | |||||||||||
Revenues: | |||||||||||
Total revenues | (4,010,000) | ||||||||||
Costs and expenses: | |||||||||||
General and administrative expenses | 3,428,000 | ||||||||||
Total costs and expenses | (7,372,000) | ||||||||||
Operating income | 3,362,000 | ||||||||||
Income before income taxes | 3,362,000 | ||||||||||
Income tax expense | 781,000 | ||||||||||
Net income before attribution to noncontrolling interests | 2,581,000 | ||||||||||
Net income attributable to the Company | 2,581,000 | ||||||||||
Calculation of income for earnings per share: | |||||||||||
Net income attributable to the Company | 2,581,000 | ||||||||||
Net income attributable to common shareholders | $ 2,581,000 | ||||||||||
Basic earnings per common share | $ 0.08 | ||||||||||
Diluted earnings per common share | $ 0.08 | ||||||||||
Basic weighted average common shares outstanding | 32,083 | ||||||||||
Diluted weighted average common shares outstanding | 32,299 | ||||||||||
Accounting Standards Update 2014-09 | Total Adjustments | Domestic Company-owned restaurants | |||||||||||
Revenues: | |||||||||||
Total revenues | $ 3,295,000 | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 47,000 | ||||||||||
Accounting Standards Update 2014-09 | Total Adjustments | North America franchising | |||||||||||
Revenues: | |||||||||||
Total revenues | 375,000 | ||||||||||
Accounting Standards Update 2014-09 | Total Adjustments | North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 3,353,000 | ||||||||||
Accounting Standards Update 2014-09 | Total Adjustments | International | |||||||||||
Revenues: | |||||||||||
Total revenues | 205,000 | ||||||||||
Accounting Standards Update 2014-09 | Total Adjustments | Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | (11,238,000) | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | (10,847,000) | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | |||||||||||
Revenues: | |||||||||||
Total revenues | 1,569,306,000 | ||||||||||
Costs and expenses: | |||||||||||
General and administrative expenses | 195,979,000 | ||||||||||
Depreciation and amortization | 46,403,000 | ||||||||||
Total costs and expenses | 1,535,275,000 | ||||||||||
Refranchising and impairment gains/(losses), net | (289,000) | ||||||||||
Operating income | 33,742,000 | ||||||||||
Investment income | 817,000 | ||||||||||
Interest expense | (25,306,000) | ||||||||||
Income before income taxes | 9,253,000 | ||||||||||
Income tax expense | 3,427,000 | ||||||||||
Net income before attribution to noncontrolling interests | 5,826,000 | ||||||||||
Income attributable to noncontrolling interests | (1,599,000) | ||||||||||
Net income attributable to the Company | 4,227,000 | ||||||||||
Calculation of income for earnings per share: | |||||||||||
Net income attributable to the Company | 4,227,000 | ||||||||||
Net income attributable to common shareholders | $ 4,227,000 | ||||||||||
Basic earnings per common share | $ 0.13 | ||||||||||
Diluted earnings per common share | $ 0.13 | ||||||||||
Basic weighted average common shares outstanding | 32,083 | ||||||||||
Diluted weighted average common shares outstanding | 32,299 | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | Domestic Company-owned restaurants | |||||||||||
Revenues: | |||||||||||
Total revenues | $ 695,675,000 | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 576,846,000 | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | North America franchising | |||||||||||
Revenues: | |||||||||||
Total revenues | 79,668,000 | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 613,219,000 | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 575,103,000 | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | International | |||||||||||
Revenues: | |||||||||||
Total revenues | 110,554,000 | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | 67,775,000 | ||||||||||
Accounting Standards Update 2014-09 | Without Adoption of Topic 606 | Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | 70,190,000 | ||||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization shown separately below): | $ 73,169,000 |
Adoption of ASU 2014-09, "Rev_7
Adoption of ASU 2014-09, "Revenue from Contracts with Customers" – Transaction Price Allocated to Remaining Performance Obligations (Details) - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 01, 2018 |
Performance Obligations by Period | ||
Total deferred revenue | $ 35,141 | $ 30,574 |
Franchise royalties and fees | ||
Performance Obligations by Period | ||
Less than 1 Year | 2,443 | |
1-2 Years | 2,186 | |
2-3 Years | 1,960 | |
3-4 Years | 1,768 | |
4-5 Years | 1,488 | |
Thereafter | 3,829 | |
Total deferred revenue | 13,674 | |
Area development fees | ||
Performance Obligations by Period | ||
Total deferred revenue | 3,500 | |
Customer loyalty program | ||
Performance Obligations by Period | ||
Total deferred revenue | $ 18,019 | $ 14,724 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | $ 373,981 | $ 364,007 | $ 407,959 | $ 427,369 | $ 467,606 | $ 431,709 | $ 434,778 | $ 449,266 | $ 1,573,316 | $ 1,783,359 | $ 1,713,620 |
Company-owned Restaurants | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 698,617 | ||||||||||
Commissary Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 879,315 | ||||||||||
Franchise royalties and fees | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 118,246 | ||||||||||
Other Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 112,407 | ||||||||||
Domestic Company-owned restaurants | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 692,380 | 816,718 | 815,931 | ||||||||
Domestic Company-owned restaurants | Company-owned Restaurants | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 692,380 | ||||||||||
North America commissary | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 609,866 | 673,712 | 623,883 | ||||||||
North America commissary | Commissary Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 811,191 | ||||||||||
North America franchising | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 79,293 | 106,729 | 102,980 | ||||||||
North America franchising | Franchise royalties and fees | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 82,258 | ||||||||||
International. | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 131,268 | ||||||||||
International. | Company-owned Restaurants | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 6,237 | ||||||||||
International. | Commissary Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 68,124 | ||||||||||
International. | Franchise royalties and fees | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 35,988 | ||||||||||
International. | Other Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 21,202 | ||||||||||
All others | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 60,509 | ||||||||||
All others | Other Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | 91,205 | ||||||||||
Elimination | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | (235,269) | (265,029) | (256,444) | ||||||||
Elimination | North America commissary | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | (201,325) | ||||||||||
Elimination | North America franchising | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | (2,965) | (3,342) | (2,869) | ||||||||
Elimination | International. | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | (283) | ||||||||||
Elimination | All others | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenues | $ (30,696) | $ (16,715) | $ (16,410) |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | |
Revenue, Major Customer [Line Items] | |||
Revenue recognized related to deferred revenue and customer loyalty program | $ 15,700 | ||
Contract liabilities | 35,141 | $ 30,574 | |
Change | 4,567 | ||
Contract assets | 6,600 | $ 7,100 | |
Amortization expense related to contract assets | 4,000 | ||
Deferred revenue. | |||
Revenue, Major Customer [Line Items] | |||
Contract liabilities | 17,122 | 15,850 | |
Change | 1,272 | ||
Customer loyalty program | |||
Revenue, Major Customer [Line Items] | |||
Contract liabilities | 18,019 | $ 14,724 | |
Change | $ 3,295 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) - Shares Authorized and Outstanding (Details) - shares | Feb. 03, 2019 | Dec. 30, 2018 | Dec. 31, 2017 |
Authorized shares of preferred stock | 5,000,000 | ||
Authorized shares of common stock | 100,000,000 | ||
Outstanding shares of common stock , net of repurchased stock | 31,400,000 | 33,900,000 | |
Preferred shares issued | 0 | 0 | |
Preferred shares outstanding | 0 | 0 | |
Securities Purchase Agreement | Subsequent event | Series B Preferred Stock | |||
Number of shares sold | 200,000 |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Share Repurchase Program (Details) shares in Millions, $ in Millions | May 14, 2018USD ($)shares | Dec. 30, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 25, 2016USD ($)shares | Oct. 09, 2018 |
Maximum | Ability to make dividends and distributions based on Leverage Ratio | Amendment to Credit Agreement | |||||
Share repurchase program | |||||
Ratio Of Indebtedness To EBITDA | 3.75 | ||||
Common stock repurchase program | |||||
Share repurchase program | |||||
Stock repurchased during period, shares | shares | 2.7 | 3 | 2.1 | ||
Stock repurchased during period, value | $ | $ 158 | $ 209.6 | $ 122.4 | ||
ASR Agreement | |||||
Share repurchase program | |||||
Stock repurchased during period, shares | shares | 1.7 | ||||
Stock repurchased during period, value | $ | $ 100 |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) - Cash Dividend (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 22, 2019 | Feb. 11, 2019 | Jan. 30, 2019 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 |
Cash Dividend | ||||||
Dividends paid | $ 28,985 | $ 30,720 | $ 27,896 | |||
Subsequent event | ||||||
Cash Dividend | ||||||
Quarterly dividend, date of declaration | Jan. 30, 2019 | |||||
Quarterly dividend declared, per share (in dollars per share) | $ 0.225 | |||||
Quarterly dividend declared | $ 8,000 | |||||
Quarterly dividend, date of distribution | Feb. 22, 2019 | |||||
Quarterly dividend, date of record | Feb. 11, 2019 |
Stockholders' Equity (Deficit_4
Stockholders' Equity (Deficit) - Stockholder Rights Plan (Details) - $ / shares | Mar. 05, 2019 | Dec. 30, 2018 | Jul. 22, 2018 | Dec. 31, 2017 |
Preferred stock, par value | $ 0.01 | $ 0.01 | ||
Rights | ||||
Ownership trigger threshold | 20.00% | 15.00% | ||
Number of preferred share purchase rights granted for each outstanding share of common stock | 1 | |||
Exercise price per right | $ 250 | |||
Ratio of market price to exercise price if beneficial ownership is acquired without prior board approval | 2 | |||
Rights | Series A Junior Participating Preferred Stock | ||||
Number of shares of stock available to purchase per right | 0.001 | |||
Preferred stock, par value | $ 0.01 | |||
Rights | John H. Schnatter with his affiliates and family members | ||||
Ownership trigger threshold | 31.00% |
Earnings per Share (Details)
Earnings per Share (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Jul. 01, 2018USD ($)$ / shares | Apr. 01, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Sep. 24, 2017USD ($)$ / shares | Jun. 25, 2017USD ($)$ / shares | Mar. 26, 2017USD ($)$ / shares | Dec. 30, 2018USD ($)item$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 25, 2016USD ($)$ / sharesshares | |
Number of joint ventures for which the increase in redemption value for the noncontrolling interest reduces income attributable to common shareholders | item | 1 | ||||||||||
Change in redemption value of noncontrolling interests | $ 1,419,000 | $ 567,000 | |||||||||
Basic earnings per common share: | |||||||||||
Net income attributable to the Company | $ (13,849,000) | $ (13,033,000) | $ 11,791,000 | $ 16,737,000 | $ 28,509,000 | $ 21,817,000 | $ 23,538,000 | $ 28,428,000 | $ 1,646,000 | 102,292,000 | 102,820,000 |
Change in noncontrolling interest redemption value | 1,419,000 | 567,000 | |||||||||
Net income attributable to participating securities | (423,000) | (420,000) | |||||||||
Net income attributable to common shareholders | $ 1,646,000 | $ 103,288,000 | $ 102,967,000 | ||||||||
Weighted average common shares outstanding | shares | 32,083,000 | 36,083,000 | 37,253,000 | ||||||||
Basic earnings per common share | $ / shares | $ (0.44) | $ (0.41) | $ 0.37 | $ 0.50 | $ 0.82 | $ 0.61 | $ 0.66 | $ 0.78 | $ 0.05 | $ 2.86 | $ 2.76 |
Diluted earnings per common share: | |||||||||||
Net income attributable to common shareholders | $ 1,646,000 | $ 103,288,000 | $ 102,967,000 | ||||||||
Weighted average common shares outstanding | shares | 32,083,000 | 36,083,000 | 37,253,000 | ||||||||
Dilutive effect of outstanding equity awards | shares | 216,000 | 439,000 | 355,000 | ||||||||
Diluted weighted average common shares outstanding | shares | 32,299,000 | 36,522,000 | 37,608,000 | ||||||||
Diluted earnings per common share | $ / shares | $ (0.44) | $ (0.41) | $ 0.36 | $ 0.50 | $ 0.81 | $ 0.60 | $ 0.65 | $ 0.77 | $ 0.05 | $ 2.83 | $ 2.74 |
Weighted average antidilutive awards excluded from computation of earnings per share | shares | 1,200,000 | 278,000 | 331,000 | ||||||||
Joint ventures | |||||||||||
Change in redemption value of noncontrolling interests | $ 0 | $ 1,419,000 | $ 570,000 | ||||||||
Basic earnings per common share: | |||||||||||
Change in noncontrolling interest redemption value | $ 0 | $ 1,419,000 | $ 570,000 |
Fair Value Measurements and D_3
Fair Value Measurements and Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Measurement of financial assets and liabilities at fair value on a recurring basis | |||
Impairment loss | $ 1,674 | $ 1,350 | |
Transfers among levels within the fair value hierarchy | $ 0 | 0 | |
China Operations | |||
Measurement of financial assets and liabilities at fair value on a recurring basis | |||
Impairment loss | 1,700 | $ 1,400 | |
Measured on Recurring Basis | Level 1 | |||
Measurement of financial assets and liabilities at fair value on a recurring basis | |||
Cash surrender value of life insurance policies | 27,751 | 28,645 | |
Measured on Recurring Basis | Level 2 | |||
Measurement of financial assets and liabilities at fair value on a recurring basis | |||
Interest rate swap assets | 4,905 | 651 | |
Measured on Recurring Basis | Carrying Value | |||
Measurement of financial assets and liabilities at fair value on a recurring basis | |||
Cash surrender value of life insurance policies | 27,751 | 28,645 | |
Interest rate swap assets | $ 4,905 | $ 651 |
Noncontrolling Interests - Join
Noncontrolling Interests - Joint Ventures (Details) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018entity | Apr. 01, 2018entity | Dec. 30, 2018restaurantentity | Dec. 31, 2017restaurantentity | |
Minority Interest [Line Items] | ||||
Number of joint ventures | 3 | 5 | ||
Joint ventures | ||||
Minority Interest [Line Items] | ||||
Number of joint ventures divested | 1 | 1 | 2 | |
Number of Restaurants | restaurant | 183 | 246 |
Noncontrolling Interests - Inco
Noncontrolling Interests - Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Minority Interest [Line Items] | |||
Noncontrolling interests | $ 1,599 | $ 4,233 | $ 6,272 |
Total income before income taxes | 5,891 | 140,342 | 158,809 |
Joint ventures | |||
Minority Interest [Line Items] | |||
Papa John's International, Inc. | 5,794 | 7,181 | 9,913 |
Noncontrolling interests | 1,599 | 4,233 | 6,272 |
Total income before income taxes | $ 7,393 | $ 11,414 | $ 16,185 |
Noncontrolling Interests - Chan
Noncontrolling Interests - Changes in Redeemable Noncontrolling Interests (Details) | 12 Months Ended | ||
Dec. 30, 2018USD ($)item | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | |
Redeemable Noncontrolling Interests | |||
Number of joint ventures under which noncontrolling interest holders have the option to require the Company to purchase their interests | item | 1 | ||
Changes in redeemable noncontrolling interests | |||
Balance at the beginning of the period | $ 6,738,000 | ||
Net income (loss) | (488,000) | $ 2,195,000 | $ 3,665,000 |
Distributions to noncontrolling interests | (2,406,000) | (2,949,000) | (2,610,000) |
Change in redemption value | (1,419,000) | (567,000) | |
Balance at the end of the period | 5,464,000 | 6,738,000 | |
Joint ventures | |||
Changes in redeemable noncontrolling interests | |||
Balance at the beginning of the period | 6,738,000 | 8,461,000 | |
Net income (loss) | (274,000) | 2,195,000 | |
Distributions to noncontrolling interests | (1,000,000) | (2,499,000) | |
Change in redemption value | 0 | (1,419,000) | (570,000) |
Balance at the end of the period | $ 5,464,000 | $ 6,738,000 | $ 8,461,000 |
Divestitures - Divestitures (De
Divestitures - Divestitures (Details) | Jul. 02, 2018USD ($)restaurant | Jun. 15, 2018USD ($)restaurant | Sep. 30, 2018USD ($)lease | Apr. 01, 2018USD ($)restaurant | Dec. 30, 2018USD ($)restaurant | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) |
Proceeds from divestitures of restaurants | $ 7,707,000 | $ 16,844,000 | |||||
Goodwill written off | 1,359,000 | ||||||
Impairment loss | $ 1,674,000 | 1,350,000 | |||||
Refranchising and impairment gains/(losses), net | (289,000) | (1,674,000) | 10,222,000 | ||||
Contract assets | 6,600,000 | 7,100,000 | |||||
Stores in Denver, Colorado market | |||||||
Number of restaurants divested | restaurant | 31 | ||||||
Ownership share in stores refranchised (as a percent) | 60.00% | ||||||
Total consideration for asset sale of restaurants | $ 4,800,000 | ||||||
Proceeds from divestitures of restaurants | 3,700,000 | ||||||
Consideration for asset sale, notes financed by Papa John's | 1,100,000 | ||||||
Goodwill written off | 700,000 | ||||||
Number of domestic leases for which the Company is contingently liable | lease | 31 | ||||||
Estimated maximum amount of undiscounted payments in the event of nonpayment by primary lessees | $ 2,900,000 | ||||||
Refranchising and impairment gains/(losses), net | $ 690,000 | ||||||
Stores in Beijing and Tianjin, China | |||||||
Number of restaurants divested | restaurant | 34 | 34 | |||||
Impairment loss | $ 1,700,000 | $ 1,400,000 | |||||
Refranchising and impairment gains/(losses), net | $ (1,900,000) | ||||||
Reversal of accumulated other comprehensive income related to foreign currency translation | 1,300,000 | $ 1,300,000 | |||||
Additional tax expense associated with divestiture of restaurants | $ 2,400,000 | ||||||
Stores in Minneapolis, Minnesota market | |||||||
Number of restaurants divested | restaurant | 31 | ||||||
Ownership share in stores refranchised (as a percent) | 70.00% | ||||||
Total consideration for asset sale of restaurants | $ 3,750,000 | ||||||
Goodwill written off | $ 600,000 | ||||||
Number of domestic leases for which the Company is contingently liable | lease | 31 | ||||||
Estimated maximum amount of undiscounted payments in the event of nonpayment by primary lessees | $ 5,900,000 | ||||||
Refranchising and impairment gains/(losses), net | $ 930,000 |
Divestitures - Assets Held for
Divestitures - Assets Held for Sale (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Apr. 01, 2018restaurant | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | Jan. 02, 2018USD ($) | |
Assets Held for Sale disclosures | ||||
Impairment loss | $ 1,674 | $ 1,350 | ||
Assets classified as held for sale | ||||
Total assets held for sale | 6,133 | $ 6,133 | ||
China Operations | ||||
Assets Held for Sale disclosures | ||||
Impairment loss | 1,700 | $ 1,400 | ||
Assets classified as held for sale | ||||
Cash | 908 | |||
Inventories | 505 | |||
Prepaid expenses | 570 | |||
Net property and equipment | 4,878 | |||
Other assets | 946 | |||
Valuation allowance | (1,674) | |||
Total assets held for sale | 6,133 | |||
Liabilities classified as held for sale | ||||
Accounts payable | 1,817 | |||
Accrued and other liabilities | 470 | |||
Total liabilities held for sale | $ 2,287 | |||
Stores in Denver, Colorado market | ||||
Liabilities classified as held for sale | ||||
Number of restaurants divested | restaurant | 31 | |||
Ownership share in stores refranchised (as a percent) | 60.00% |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018USD ($)restaurantitem | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | |
Goodwill | |||
Goodwill, Beginning Balance | $ 86,892 | $ 85,529 | |
Divestitures | (1,359) | ||
Foreign currency adjustments | (1,017) | 1,363 | |
Goodwill, Ending Balance | 84,516 | 86,892 | |
Goodwill impairment loss | 0 | 0 | |
Domestic Company-owned Restaurants | |||
Goodwill | |||
Goodwill, Beginning Balance | 70,048 | 70,048 | |
Divestitures | (1,359) | ||
Goodwill, Ending Balance | $ 68,689 | 70,048 | |
Number of restaurants divested | restaurant | 62 | ||
Number of domestic markets in which restaurants divested | item | 2 | ||
International | |||
Goodwill | |||
Goodwill, Beginning Balance | $ 16,408 | 15,045 | |
Foreign currency adjustments | (1,017) | 1,363 | |
Goodwill, Ending Balance | 15,391 | 16,408 | |
Goodwill, accumulated impairment | 2,300 | 2,300 | $ 2,300 |
All others | |||
Goodwill | |||
Goodwill, Beginning Balance | 436 | 436 | |
Goodwill, Ending Balance | $ 436 | $ 436 |
Debt and Credit Arrangements -
Debt and Credit Arrangements - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 |
Debt and Credit Arrangements | |||
Outstanding debt | $ 625,000 | $ 470,000 | |
Unamortized debt issuance costs | (3,874) | (3,435) | |
Current portion of long-term debt | (20,000) | $ (20,000) | (20,000) |
Total long-term debt, less current portion, net | $ 601,126 | $ 446,565 | $ 446,565 |
Debt and Credit Arrangements _2
Debt and Credit Arrangements - Credit Agreements (Details) | Oct. 09, 2018USD ($)$ / shares | Aug. 30, 2017USD ($)item | Dec. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) |
Debt | |||||
Outstanding debt | $ 625,000,000 | $ 470,000,000 | |||
Dividends paid | 28,985,000 | 30,720,000 | $ 27,896,000 | ||
Debt issuance costs | 3,874,000 | $ 3,435,000 | |||
Credit Agreement | |||||
Debt | |||||
Outstanding debt | 625,000,000 | ||||
Number of quarters in interest margin period | item | 4 | ||||
Line of credit facility, remaining availability | 110,000,000 | ||||
Credit Agreement | Maximum | Option to increase the Revolving Facility or the Term Loan Facility | |||||
Debt | |||||
Leverage Ratio | 4 | ||||
Additional amount that company has option to increase borrowing capacity | $ 300,000,000 | ||||
Credit Agreement | LIBOR | Minimum | |||||
Debt | |||||
Interest margin rate on debt | 1.25% | ||||
Credit Agreement | LIBOR | Maximum | |||||
Debt | |||||
Interest margin rate on debt | 2.50% | ||||
Credit Agreement | Base rate | Minimum | |||||
Debt | |||||
Interest margin rate on debt | 0.25% | ||||
Credit Agreement | Base rate | Maximum | |||||
Debt | |||||
Interest margin rate on debt | 1.50% | ||||
Amendment to Credit Agreement | |||||
Debt | |||||
Unamortized debt issuance costs | $ 560,000 | ||||
Incurred amendment fees | $ 1,900,000 | ||||
Amendment to Credit Agreement | Leverage Ratio is greater than 3.50 to 1.00 but less than 4.50 to 1.00 | |||||
Debt | |||||
Interest margin rate on debt | 0.25% | ||||
Amendment to Credit Agreement | Leverage Ratio is greater than 4.50 to 1.00 | |||||
Debt | |||||
Interest margin rate on debt | 0.50% | ||||
Amendment to Credit Agreement | Minimum | Modification of financial covenants beginning in the third quarter of 2018 | |||||
Debt | |||||
Fixed charge coverage ratio | 2 | ||||
Amendment to Credit Agreement | Minimum | Modification of financial covenants in 2021 and thereafter | |||||
Debt | |||||
Fixed charge coverage ratio | 2.50 | ||||
Amendment to Credit Agreement | Minimum | Leverage Ratio is greater than 3.50 to 1.00 but less than 4.50 to 1.00 | |||||
Debt | |||||
Leverage Ratio | 3.50 | ||||
Amendment to Credit Agreement | Minimum | Leverage Ratio is greater than 4.50 to 1.00 | |||||
Debt | |||||
Leverage Ratio | 4.50 | ||||
Amendment to Credit Agreement | Maximum | Modification of financial covenants beginning in the third quarter of 2018 | |||||
Debt | |||||
Leverage Ratio | 5.25 | ||||
Amendment to Credit Agreement | Maximum | Modification of financial covenants by 2022 | |||||
Debt | |||||
Leverage Ratio | 4 | ||||
Amendment to Credit Agreement | Maximum | Ability to make dividends and distributions based on Leverage Ratio | |||||
Debt | |||||
Leverage Ratio | 3.75 | ||||
Quarterly dividend paid per common share (in dollars per share) | $ / shares | $ 0.225 | ||||
Dividends paid | $ 35,000,000 | ||||
Amendment to Credit Agreement | Maximum | Removal of interest rate pricing tiers | |||||
Debt | |||||
Leverage Ratio | 1.50 | ||||
Amendment to Credit Agreement | Maximum | Leverage Ratio is greater than 3.50 to 1.00 but less than 4.50 to 1.00 | |||||
Debt | |||||
Leverage Ratio | 4.50 | ||||
Revolving Facility | Credit Agreement | |||||
Debt | |||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | ||||
Outstanding debt | 250,000,000 | ||||
Line of credit facility, maximum borrowing capacity of foreign currencies | 35,000,000 | ||||
Revolving Facility | Amendment to Credit Agreement | |||||
Debt | |||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | ||||
Revolving Facility | Amendment to Credit Agreement | Leverage Ratio is greater than 3.50 to 1.00 but less than 4.50 to 1.00 | |||||
Debt | |||||
Percentage of commitment fee on unused credit facility | 0.05% | ||||
Revolving Facility | Amendment to Credit Agreement | Leverage Ratio is greater than 4.50 to 1.00 | |||||
Debt | |||||
Percentage of commitment fee on unused credit facility | 0.10% | ||||
Term Loan Facility | Credit Agreement | |||||
Debt | |||||
Outstanding debt | 400,000,000 | $ 375,000,000 | |||
Quarterly amortization payment | $ 5,000,000 |
Debt and Credit Arrangements _3
Debt and Credit Arrangements - Derivatives (Details) $ in Millions | Dec. 30, 2018USD ($) |
Interest rate swap, April 2018, 2.33% fixed | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 55 |
Interest rate swap agreement, fixed interest rate | 2.33% |
Interest rate swap, April 2018, 2.36% fixed | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 35 |
Interest rate swap agreement, fixed interest rate | 2.36% |
Interest rate swap, April 2018, 2.34% fixed | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 35 |
Interest rate swap agreement, fixed interest rate | 2.34% |
Interest rate swap, January 2018, 1.99% fixed, $100 million notional amount | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 100 |
Interest rate swap agreement, fixed interest rate | 1.99% |
Interest rate swap, January 2018, 1.99% fixed, $75 million notional amount | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 75 |
Interest rate swap agreement, fixed interest rate | 1.99% |
Interest rate swap, January 2018, 2.00% fixed, $75 million notional amount | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 75 |
Interest rate swap agreement, fixed interest rate | 2.00% |
Interest rate swap, January 2018, 1.99% fixed, $25 million notional amount | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 25 |
Interest rate swap agreement, fixed interest rate | 1.99% |
Debt and Credit Arrangements _4
Debt and Credit Arrangements - Interest Rate Swaps (Details) $ in Thousands | Dec. 30, 2018USD ($)item | Dec. 31, 2017USD ($) |
Not designated as a hedge | ||
Debt and Credit Arrangements | ||
Number of derivatives held | item | 0 | |
Interest rate swap | Other current and long-term assets | ||
Debt and Credit Arrangements | ||
Derivatives designated as hedging instruments, fair value | $ | $ 4,905 | $ 651 |
Debt and Credit Arrangements _5
Debt and Credit Arrangements - Effect of Derivatives on Financial Statements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Debt and Credit Arrangements | |||
Weighted average interest rates on debt, including the impact of interest rate swap agreements | 3.90% | 2.70% | 2.10% |
Interest paid, including payments made or received under the swaps | $ 23,500 | $ 10,800 | $ 7,100 |
Interest rate swap | Other current and long-term assets | |||
Debt and Credit Arrangements | |||
Interest rate swap assets | $ 4,900 | ||
Estimate of period of time over which portion of derivative liability would be reclassified into earnings | 12 months | ||
Portion of derivative asset that would be reclassified into earnings | $ 1,300 | ||
Interest expense | Interest rate swap | |||
Debt and Credit Arrangements | |||
Amount of Gain or (Loss) Recognized in AOCI/AOCL on Derivative | 3,222 | 891 | 940 |
Amount of Gain or (Loss) Reclassified from AOCI/AOCL into Income | (22) | (421) | (1,161) |
Total Interest Expense on Consolidated Statements of Operations | $ (25,306) | $ (11,283) | $ (7,397) |
Net Property and Equipment (Det
Net Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 | Dec. 25, 2016 |
Property, Plant and Equipment | ||||
Property and equipment, gross | $ 665,172 | $ 640,499 | ||
Accumulated depreciation and amortization | (438,278) | (406,168) | $ (386,884) | |
Net property and equipment | 226,894 | $ 234,331 | 234,331 | $ 230,473 |
Land | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 33,833 | 33,994 | ||
Buildings and improvements | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 91,665 | 91,809 | ||
Leasehold improvements | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 125,192 | 125,204 | ||
Equipment and other | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | 402,991 | 378,509 | ||
Construction in progress | ||||
Property, Plant and Equipment | ||||
Property and equipment, gross | $ 11,491 | $ 10,983 |
Notes Receivable - Loan Agreeme
Notes Receivable - Loan Agreement (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Notes Receivable | |||
Loans outstanding, net of allowance for doubtful accounts | $ 28,800,000 | $ 19,900,000 | |
Interest income on franchisee loans | 750,000 | 579,000 | $ 684,000 |
Allowance for uncollectible notes receivable | $ 3,369,000 | $ 1,047,000 | $ 2,759,000 |
Notes Receivable - Summary of C
Notes Receivable - Summary of Changes in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Notes Receivable | ||
Balance at the beginning of the period | $ 1,047 | $ 2,759 |
Recovered from costs and expenses | (393) | (1,715) |
Additions (deductions) including or net of notes written off | 2,715 | 3 |
Balance at the end of the period | $ 3,369 | $ 1,047 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 |
Salaries, benefits and bonuses | $ 12,979 | $ 15,365 | |
Insurance reserves, current | 33,769 | 19,847 | |
Purchases | 11,336 | 11,364 | |
Accrued customer liabilities | 2,443 | $ 2,400 | |
Rent | 3,932 | 3,794 | |
Marketing | 4,539 | 1,481 | |
Deposits | 1,415 | 3,091 | |
Utilities | 1,478 | 1,382 | |
Consulting and professional fees | 8,671 | 1,134 | |
Legal costs | 2,093 | 804 | |
Other | 7,481 | 7,755 | |
Total | 105,712 | $ 86,153 | 70,293 |
Customer loyalty program | |||
Accrued customer liabilities | $ 18,019 | $ 4,276 |
Other Long-term Liabilities (De
Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Dec. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2017 |
Other Long-term Liabilities | |||
Deferred compensation plan | $ 27,796 | $ 28,690 | |
Insurance reserves | 42,144 | 21,995 | |
Accrued rent | 6,461 | 7,129 | |
Other | 2,923 | 2,332 | |
Total | $ 79,324 | $ 60,146 | $ 60,146 |
Other General Expenses (Details
Other General Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
General and Administrative Expenses | |||
Provision (credit) for uncollectible accounts and notes receivable | $ 4,761 | $ 29 | $ 409 |
Loss on disposition of fixed assets | 2,233 | 2,493 | 623 |
Advertising and related costs | 60,800 | 72,300 | 70,900 |
Franchise support initiative | 34 | 2,986 | 3,185 |
Other | (1,725) | 343 | 361 |
Other general expenses | 19,721 | 5,427 | 4,161 |
Special Committee costs | 19,474 | ||
Administrative expenses | 153,356 | 145,439 | 153,974 |
General and administrative expenses | 192,551 | 150,866 | 158,135 |
Reimaging costs and replacement or write off of certain branded assets | |||
General and Administrative Expenses | |||
Special charges | 5,841 | ||
General and administrative expenses | |||
General and Administrative Expenses | |||
Provision (credit) for uncollectible accounts and notes receivable | 3,338 | (1,441) | (450) |
Papa Rewards | |||
General and Administrative Expenses | |||
Advertising and related costs | $ 1,046 | $ 442 | |
PJMF | |||
General and Administrative Expenses | |||
Contributions for additional advertising | $ 10,000 |
Income Taxes - Domestic and For
Income Taxes - Domestic and Foreign Components of Income and Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Components of income (loss) before income taxes | |||
Domestic income / (loss) | $ (10,471) | $ 122,828 | $ 146,063 |
Foreign income | 16,362 | 17,514 | 12,746 |
Income before income taxes | 5,891 | 140,342 | 158,809 |
Current: | |||
Federal | (5,324) | 28,951 | 32,477 |
Foreign | 4,736 | 4,602 | 2,669 |
State and local | 1,529 | (234) | 2,947 |
Deferred: | |||
Deferred | 1,705 | 498 | 11,624 |
Total income taxes | $ 2,646 | $ 33,817 | $ 49,717 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Deferred tax assets | ||
Accrued liabilities | $ 16,339 | $ 11,378 |
Accrued bonuses | 724 | 192 |
Other assets and liabilities | 10,705 | 7,913 |
Equity awards | 5,862 | 5,690 |
Other | 2,196 | 2,178 |
Foreign net operating losses | 1,555 | 2,773 |
Foreign tax credit carryforwards | 7,230 | 4,707 |
Total deferred tax assets | 44,611 | 34,831 |
Valuation allowance on foreign net operating and capital losses, foreign deferred tax assets, and foreign tax credit carryforwards | (8,183) | (7,415) |
Total deferred tax assets, net of valuation allowances | 36,428 | 27,416 |
Deferred tax liabilities | ||
Deferred expenses | (5,576) | (6,912) |
Accelerated depreciation | (24,239) | (19,228) |
Goodwill | (12,645) | (12,248) |
Other | (1,064) | (989) |
Total deferred tax liabilities | (43,524) | (39,377) |
Net deferred liability | $ (7,096) | (11,961) |
Other tax disclosures | ||
Expiration term of foreign tax credit carryforwards | 10 years | |
Foreign tax authority | ||
Other tax disclosures | ||
Net operating loss carryovers | $ 5,300 | 9,400 |
Valuation allowance related to net operating losses | 600 | $ 2,100 |
Foreign tax credit carryforwards | ||
Deferred tax assets | ||
Valuation allowance on foreign net operating and capital losses, foreign deferred tax assets, and foreign tax credit carryforwards | $ (7,200) |
Income Taxes - Reconciliation a
Income Taxes - Reconciliation and Tax Act (Details) - USD ($) | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 |
Income Tax Expense | |||||
Tax at U.S. federal statutory rate | $ 1,237,000 | $ 49,120,000 | $ 55,583,000 | ||
State and local income taxes | 150,000 | 2,432,000 | 2,972,000 | ||
Foreign income taxes | 4,879,000 | 5,306,000 | 3,143,000 | ||
Income of consolidated partnerships attributable to noncontrolling interests | (371,000) | (1,554,000) | (2,312,000) | ||
Non-qualified deferred compensation plan (income) loss | 483,000 | (1,236,000) | (428,000) | ||
Excess tax benefits on equity awards | 447,000 | (1,879,000) | |||
Remeasurement of deferred taxes | $ (7,000,000) | (7,020,000) | |||
Tax credits | (6,945,000) | (6,909,000) | (6,771,000) | ||
Disposition of China | 4,118,000 | ||||
Other | (1,352,000) | (4,443,000) | (2,470,000) | ||
Total income taxes | $ 2,646,000 | $ 33,817,000 | $ 49,717,000 | ||
Income Tax Rate | |||||
Tax at U.S. federal statutory rate (as a percent) | 21.00% | 21.00% | 35.00% | 35.00% | |
State and local income taxes (as a percent) | 2.60% | 1.70% | 1.90% | ||
Foreign income taxes (as a percent) | 82.80% | 3.80% | 2.00% | ||
Income of consolidated partnerships attributable to noncontrolling interests (as a percent) | (6.30%) | (1.10%) | (1.40%) | ||
Non-qualified deferred compensation plan (income) loss (as a percent) | 8.20% | (0.90%) | (0.30%) | ||
Excess tax benefits on equity awards (as a percent) | 7.60% | (1.40%) | |||
Remeasurement of deferred taxes (as a percent) | (5.00%) | ||||
Tax credits (as a percent) | (117.90%) | (4.90%) | (4.30%) | ||
Disposition of China (as a percent) | 69.90% | ||||
Other (as a percent) | 17.50% | (3.10%) | (1.60%) | ||
Total (as a percent) | 85.40% | 24.10% | 31.30% | ||
Income taxes paid | $ 14,000,000 | $ 37,200,000 | $ 35,100,000 | ||
Decrease in liability for unrecognized tax benefits resulting from finalization of current examinations and other issues in the next 12 months | $ 240,000 |
Income Taxes - Tax Benefits (De
Income Taxes - Tax Benefits (Details) - USD ($) | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Income Taxes | ||
Balance at the beginning of the period | $ 2,028,000 | $ 4,827,000 |
Additions for tax positions of current year | 510,000 | 134,000 |
Reductions for tax positions of prior years | (515,000) | (2,862,000) |
Reductions for lapse of statute of limitations | (71,000) | |
Balance at the end of the period | 2,023,000 | 2,028,000 |
Interest (expense) benefit included in income tax expense | (39,000) | 416,000 |
Income tax expense, accrued interest and penalties | $ 165,000 | $ 124,000 |
Related Party Transactions - Fr
Related Party Transactions - Franchisees (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | Jan. 02, 2018 | |
Related party transactions | ||||||||||||
Revenues | $ 373,981 | $ 364,007 | $ 407,959 | $ 427,369 | $ 467,606 | $ 431,709 | $ 434,778 | $ 449,266 | $ 1,573,316 | $ 1,783,359 | $ 1,713,620 | |
Accounts receivable - affiliates | 69 | 86 | 69 | 86 | $ 86 | |||||||
North America commissary | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 609,866 | 673,712 | 623,883 | |||||||||
All others | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 60,509 | |||||||||||
North America franchising | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 79,293 | 106,729 | 102,980 | |||||||||
Franchisees owned by related parties | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 3,320 | 3,394 | 3,033 | |||||||||
Accounts receivable - affiliates | $ 69 | $ 86 | 69 | 86 | ||||||||
Franchisees owned by related parties | North America commissary | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 2,653 | 2,619 | 2,372 | |||||||||
Franchisees owned by related parties | All others | ||||||||||||
Related party transactions | ||||||||||||
Revenues | 238 | 336 | 248 | |||||||||
Franchisees owned by related parties | North America franchising | ||||||||||||
Related party transactions | ||||||||||||
Revenues | $ 429 | $ 439 | $ 413 |
Related Party Transactions - Fo
Related Party Transactions - Founder and Chairman and PJMF (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Transactions with entity owned by Founder | |||
Related party transactions | |||
Cash paid for charter aircraft services | $ 300,000 | $ 446,000 | $ 732,000 |
PJMF | |||
Related party transactions | |||
Contributions for additional advertising | 10,000,000 | ||
Loyalty program reimbursement received | 900,000 | 1,600,000 | 1,100,000 |
Other reimbursements received | $ 1,000,000 | $ 1,300,000 | $ 1,400,000 |
Litigation, Commitments and C_3
Litigation, Commitments and Contingencies - Durling (Details) | Oct. 29, 2018employee |
Durling et al v. Papa John's International, Inc. | |
Loss Contingency Information About Litigation Matters | |
Approximate number of employees who opted into the class action | 9,571 |
Litigation, Commitments and C_4
Litigation, Commitments and Contingencies - Other Matters (Details) $ in Thousands | 12 Months Ended |
Dec. 30, 2018USD ($) | |
PJMF | |
Loss Contingencies [Line Items] | |
Contributions for additional advertising | $ 10,000 |
Reimaging costs and replacement or write off of certain branded assets | |
Loss Contingencies [Line Items] | |
Special charges | 5,841 |
Negative publicity and consumer sentiment | |
Loss Contingencies [Line Items] | |
Special charges | 50,700 |
Negative publicity and consumer sentiment | Franchise royalty reductions | |
Loss Contingencies [Line Items] | |
Special charges | 15,400 |
Negative publicity and consumer sentiment | Reimaging costs and replacement or write off of certain branded assets | |
Loss Contingencies [Line Items] | |
Special charges | 5,800 |
Negative publicity and consumer sentiment | Legal and professional fees | |
Loss Contingencies [Line Items] | |
Special charges | $ 19,500 |
Litigation, Commitments and C_5
Litigation, Commitments and Contingencies - Leases (Details) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018USD ($)item | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | |
Lease disclosures | |||
Payments received from sublease | $ 8.6 | $ 7.4 | $ 7.5 |
Total lease expense | $ 44.8 | $ 45 | $ 45 |
Office, retail and commissary space | |||
Lease disclosures | |||
Operating leases, average term in years | 5 years | ||
Number of renewals | item | 1 | ||
Tractors and trailers | |||
Lease disclosures | |||
Operating leases, average term in years | 7 years |
Litigation, Commitments and C_6
Litigation, Commitments and Contingencies - Future Lease Cost (Details) $ in Thousands | Dec. 30, 2018USD ($) |
Contingencies | |
Gross Lease Costs, 2019 | $ 40,834 |
Gross Lease Costs, 2020 | 36,631 |
Gross Lease Costs, 2021 | 31,159 |
Gross Lease Costs, 2022 | 25,188 |
Gross Lease Costs, 2023 | 18,694 |
Gross Lease Costs, Thereafter | 57,304 |
Gross Lease Costs, Total | 209,810 |
Future Expected Sublease Income, 2019 | 8,079 |
Future Expected Sublease Income, 2020 | 8,061 |
Future Expected Sublease Income, 2021 | 7,818 |
Future Expected Sublease Income, 2022 | 7,462 |
Future Expected Sublease Income, 2023 | 7,182 |
Future Expected Sublease Income, Thereafter | 42,518 |
Future Expected Sublease Income, Total | $ 81,120 |
Litigation, Commitments and C_7
Litigation, Commitments and Contingencies - Capital Lease (Details) $ in Millions | Dec. 30, 2018USD ($)lease |
Litigation, Commitments and Contingencies | |
Contingent lease liability, number of domestic leases | lease | 124 |
Estimated maximum amount of undiscounted payments for contingent lease liabilities | $ | $ 11.9 |
Equity Compensation (Details)
Equity Compensation (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Stock-based employee compensation expense | $ 9,900,000 | $ 10,400,000 | $ 10,100,000 |
Total income tax benefit recognized for share-based compensation arrangements | 2,300,000 | $ 3,800,000 | $ 3,700,000 |
Unrecognized compensation cost related to nonvested option awards and restricted stock | 16,800,000 | ||
Unrecognized compensation cost related to nonvested option awards and restricted stock, current | 10,200,000 | ||
Unrecognized compensation cost related to nonvested option awards and restricted stock to be recognized in two years | 6,200,000 | ||
Unrecognized compensation cost related to nonvested option awards and restricted stock to be recognized in three years | $ 400,000 | ||
Exercise of stock options (in shares) | 75,000 | 147,000 | 478,000 |
Total intrinsic value of the options exercised | $ 1,500,000 | $ 5,200,000 | $ 18,600,000 |
Cash received upon exercise of stock options | 2,699,000 | 6,260,000 | 7,060,000 |
Tax benefits (expense) realized upon the exercise of stock options | $ (300,000) | ||
Tax benefits (expense) realized upon the exercise of stock options | $ 1,900,000 | $ 6,900,000 | |
Omnibus Incentive 2018 Plan | |||
Equity Compensation | |||
Shares of common stock authorized for issuance | 6,600,000 | ||
Shares of common stock available for future issuance | 6,600,000 | ||
Omnibus Incentive 2011 Plan | |||
Equity Compensation | |||
Shares of common stock available for future issuance | 5,300,000 | ||
Options | |||
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Options | Maximum | |||
Equity Compensation | |||
Award expiration period, in years | 10 years | ||
Options | Omnibus Incentive 2018 Plan | |||
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Options | Omnibus Incentive 2018 Plan | Maximum | |||
Equity Compensation | |||
Award expiration period, in years | 10 years |
Equity Compensation - Option Ac
Equity Compensation - Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Number of Options | |||
Number of Options, Outstanding (in shares) | 1,452,000 | ||
Number of Options, Granted (in shares) | 456,000 | 315,000 | 403,000 |
Number of Options, Exercised (in shares) | (75,000) | (147,000) | (478,000) |
Number of Options, Cancelled (in shares) | (219,000) | ||
Number of Options, Outstanding (in shares) | 1,614,000 | 1,452,000 | |
Number of Options, Exercisable (in shares) | 976,000 | ||
Weighted Average Exercise Price | |||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 53.43 | ||
Weighted Average Exercise Price, Granted (in dollars per share) | 59.23 | ||
Weighted Average Exercise Price, Exercised (in dollars per share) | 36.06 | ||
Weighted Average Exercise Price, Cancelled (in dollars per share) | 65.33 | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | 54.27 | $ 53.43 | |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 47.66 | ||
Options, Additional Disclosures | |||
Weighted Average Remaining Contractual Term, Outstanding | 6 years 9 months 15 days | ||
Weighted Average Remaining Contractual Term, Exercisable | 5 years 6 months 18 days | ||
Aggregate Intrinsic Value, Outstanding | $ 5,985 | ||
Aggregate Intrinsic Value, Exercisable | $ 5,985 |
Equity Compensation - Fair Valu
Equity Compensation - Fair Value (Details) - Options | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Assumptions (weighted average): | |||
Risk-free interest rate (as a percent) | 2.70% | 2.00% | 1.30% |
Expected dividend yield (as a percent) | 1.50% | 1.00% | 1.20% |
Expected volatility (as a percent) | 27.60% | 26.70% | 27.40% |
Expected term (in years) | 5 years 7 months 6 days | 5 years 7 months 6 days | 5 years 6 months |
Equity Compensation - Vesting (
Equity Compensation - Vesting (Details) - $ / shares | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Weighted average grant-date fair values of options granted | $ 15.27 | $ 19.88 | $ 13.96 |
Options granted, shares | 456,000 | 315,000 | 403,000 |
Options | |||
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Options | Maximum | |||
Equity Compensation | |||
Award expiration period, in years | 10 years |
Equity Compensation - RSU's (De
Equity Compensation - RSU's (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Restricted Stock | |||
Equity Compensation | |||
Restricted Shares, Granted | 330,000 | ||
Time based restricted stock | |||
Equity Compensation | |||
Award vesting period, in years | 3 years | 3 years | 3 years |
Restricted Shares, Granted | 260,000 | 73,000 | 85,000 |
Dividends declared to holders of time-based restricted stock (in dollars) | $ 185,000 | $ 128,000 | $ 117,000 |
Dividends declared to holders of time-based restricted stock (in dollars per share) | $ 0.9 | $ 0.85 | $ 0.75 |
Performance based restricted stock units | Executive Management | |||
Equity Compensation | |||
Award vesting period, in years | 3 years | ||
Restricted Shares, Granted | 70,000 | 13,000 | 14,000 |
Equity Compensation - RSU Rollf
Equity Compensation - RSU Rollforward (Details) - Restricted Stock shares in Thousands | 12 Months Ended |
Dec. 30, 2018$ / sharesshares | |
Shares | |
Restricted Shares, Beginning Balance | shares | 181 |
Restricted Shares, Granted | shares | 330 |
Restricted Shares, Forfeited | shares | (54) |
Restricted Shares, Vested | shares | (87) |
Restricted Shares, Ending Balance | shares | 370 |
Weighted Average Grant Date Fair Value | |
Weighted Average Grant-Date Fair Value, Beginning Balance (in dollars per share) | $ / shares | $ 69.11 |
Weighted Average Grant-Date Fair Value, Granted (in dollars per share) | $ / shares | 57.37 |
Weighted Average Grant-Date Fair Value, Forfeited (in dollars per share) | $ / shares | 64.67 |
Weighted Average Grant-Date Fair Value, Vested (in dollars per share) | $ / shares | 66.59 |
Weighted Average Grant-Date Fair Value, Ending Balance (in dollars per share) | $ / shares | $ 59.84 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Employee Benefit Plans | |||
Deferred compensation plan assets, noncurrent | $ 27,800 | $ 28,600 | |
Deferred compensation liability classified, noncurrent | $ 27,796 | $ 28,690 | |
Employer discretionary matching contribution made to 401(k) plan and non-qualified deferred compensation plan, percentage | 1.50% | 3.00% | 3.00% |
Maximum employee contribution percentage eligible for employer match | 6.00% | 6.00% | 6.00% |
Costs of 401(k) plan and non-qualified deferred compensation plan | $ 1,100 | $ 2,300 | $ 2,600 |
Segment Information - Concentra
Segment Information - Concentration (Details) | Dec. 30, 2018entity |
Consolidated revenues | |
Major customers disclosures | |
Concentration risk, number | 0 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information, by Segment (Details) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Jul. 01, 2018USD ($) | Apr. 01, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 24, 2017USD ($) | Jun. 25, 2017USD ($) | Mar. 26, 2017USD ($) | Dec. 30, 2018USD ($)segment | Dec. 31, 2017USD ($) | Dec. 25, 2016USD ($) | Jan. 02, 2018USD ($) | |
Segment Information | ||||||||||||
Reportable segments, number | segment | 4 | |||||||||||
Revenues | $ 373,981,000 | $ 364,007,000 | $ 407,959,000 | $ 427,369,000 | $ 467,606,000 | $ 431,709,000 | $ 434,778,000 | $ 449,266,000 | $ 1,573,316,000 | $ 1,783,359,000 | $ 1,713,620,000 | |
Depreciation and amortization | 46,403,000 | 43,668,000 | 40,987,000 | |||||||||
Income (loss) before income taxes | 5,891,000 | 140,342,000 | 158,809,000 | |||||||||
Refranchising and impairment gains/(losses), net | (289,000) | (1,674,000) | 10,222,000 | |||||||||
Impairment loss | 1,674,000 | 1,350,000 | ||||||||||
Legal settlement expense | (898,000) | |||||||||||
Property and equipment, gross | 665,172,000 | 640,499,000 | 665,172,000 | 640,499,000 | ||||||||
Accumulated depreciation and amortization | (438,278,000) | (406,168,000) | (438,278,000) | (406,168,000) | (386,884,000) | |||||||
Net property and equipment | 226,894,000 | 234,331,000 | 226,894,000 | 234,331,000 | 230,473,000 | $ 234,331,000 | ||||||
Expenditures for property and equipment | 42,028,000 | 52,593,000 | 55,554,000 | |||||||||
China Operations | ||||||||||||
Segment Information | ||||||||||||
Impairment loss | 1,700,000 | 1,400,000 | ||||||||||
Negative publicity and consumer sentiment | ||||||||||||
Segment Information | ||||||||||||
Special charges | 50,700,000 | |||||||||||
Domestic Company-owned restaurants | ||||||||||||
Segment Information | ||||||||||||
Revenues | 692,380,000 | 816,718,000 | 815,931,000 | |||||||||
Refranchising and impairment gains/(losses), net | 300,000 | 11,600,000 | ||||||||||
North America franchising | ||||||||||||
Segment Information | ||||||||||||
Revenues | 79,293,000 | 106,729,000 | 102,980,000 | |||||||||
North America franchising | Negative publicity and consumer sentiment | ||||||||||||
Segment Information | ||||||||||||
Special charges | 15,400,000 | |||||||||||
International | ||||||||||||
Segment Information | ||||||||||||
Revenues | 110,349,000 | 114,021,000 | 100,904,000 | |||||||||
All others | ||||||||||||
Segment Information | ||||||||||||
Revenues | 60,509,000 | |||||||||||
Operating segments | Domestic Company-owned restaurants | ||||||||||||
Segment Information | ||||||||||||
Revenues | 692,380,000 | 816,718,000 | 815,931,000 | |||||||||
Depreciation and amortization | 15,411,000 | 15,484,000 | 16,028,000 | |||||||||
Income (loss) before income taxes | 18,988,000 | 47,548,000 | 75,136,000 | |||||||||
Property and equipment, gross | 236,526,000 | 235,640,000 | 236,526,000 | 235,640,000 | 225,081,000 | |||||||
Expenditures for property and equipment | 13,568,000 | 15,245,000 | 16,257,000 | |||||||||
Operating segments | North America commissaries | ||||||||||||
Segment Information | ||||||||||||
Revenues | 609,866,000 | 673,712,000 | 623,883,000 | |||||||||
Depreciation and amortization | 7,397,000 | 6,897,000 | 6,027,000 | |||||||||
Income (loss) before income taxes | 27,961,000 | 47,844,000 | 46,325,000 | |||||||||
Transfer of expenses between unallocated corporate and segments | 7,900,000 | |||||||||||
Property and equipment, gross | 140,309,000 | 136,701,000 | 140,309,000 | 136,701,000 | 128,469,000 | |||||||
Expenditures for property and equipment | 3,994,000 | 14,767,000 | 14,164,000 | |||||||||
Operating segments | North America franchising | ||||||||||||
Segment Information | ||||||||||||
Revenues | 79,293,000 | 106,729,000 | 102,980,000 | |||||||||
Income (loss) before income taxes | 70,732,000 | 96,298,000 | 91,669,000 | |||||||||
Operating segments | International | ||||||||||||
Segment Information | ||||||||||||
Revenues | 131,268,000 | 126,285,000 | 113,103,000 | |||||||||
Depreciation and amortization | 1,696,000 | 2,018,000 | 2,188,000 | |||||||||
Income (loss) before income taxes | 14,399,000 | 15,888,000 | 11,408,000 | |||||||||
Property and equipment, gross | 17,218,000 | 17,257,000 | 17,218,000 | 17,257,000 | 15,673,000 | |||||||
Expenditures for property and equipment | 986,000 | 1,884,000 | 4,390,000 | |||||||||
Operating segments | All others | ||||||||||||
Segment Information | ||||||||||||
Revenues | 60,509,000 | 59,915,000 | 57,723,000 | |||||||||
Depreciation and amortization | 8,513,000 | 5,276,000 | 3,830,000 | |||||||||
Income (loss) before income taxes | (6,888,000) | (179,000) | 1,467,000 | |||||||||
Transfer of expenses between unallocated corporate and segments | 3,500,000 | |||||||||||
Property and equipment, gross | 71,880,000 | 58,977,000 | 71,880,000 | 58,977,000 | 55,586,000 | |||||||
Expenditures for property and equipment | 13,438,000 | 8,239,000 | 7,897,000 | |||||||||
Elimination | ||||||||||||
Segment Information | ||||||||||||
Revenues | (235,269,000) | (265,029,000) | (256,444,000) | |||||||||
Income (loss) before income taxes | (1,005,000) | (958,000) | (2,405,000) | |||||||||
Elimination | North America commissaries | ||||||||||||
Segment Information | ||||||||||||
Revenues | (201,325,000) | (244,699,000) | (236,896,000) | |||||||||
Elimination | North America franchising | ||||||||||||
Segment Information | ||||||||||||
Revenues | (2,965,000) | (3,342,000) | (2,869,000) | |||||||||
Elimination | International | ||||||||||||
Segment Information | ||||||||||||
Revenues | (283,000) | (273,000) | (269,000) | |||||||||
Elimination | All others | ||||||||||||
Segment Information | ||||||||||||
Revenues | (30,696,000) | (16,715,000) | (16,410,000) | |||||||||
Unallocated corporate | ||||||||||||
Segment Information | ||||||||||||
Depreciation and amortization | 13,386,000 | 13,993,000 | 12,914,000 | |||||||||
Income (loss) before income taxes | (118,296,000) | (66,099,000) | (64,791,000) | |||||||||
Transfer of expenses between unallocated corporate and segments | (13,200,000) | |||||||||||
Property and equipment, gross | $ 199,239,000 | $ 191,924,000 | 199,239,000 | 191,924,000 | 192,548,000 | |||||||
Expenditures for property and equipment | 10,042,000 | $ 12,458,000 | $ 12,846,000 | |||||||||
Unallocated corporate | Negative publicity and consumer sentiment | ||||||||||||
Segment Information | ||||||||||||
Special charges | $ 35,300,000 |
Quarterly Data - Unaudited, i_3
Quarterly Data - Unaudited, in Thousands, except Per Share Data (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Jul. 01, 2018USD ($)$ / shares | Apr. 01, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)item$ / shares | Sep. 24, 2017USD ($)item$ / shares | Jun. 25, 2017USD ($)item$ / shares | Mar. 26, 2017USD ($)item$ / shares | Dec. 30, 2018USD ($)item$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 25, 2016USD ($)$ / shares | |
Total revenues | $ | $ 373,981 | $ 364,007 | $ 407,959 | $ 427,369 | $ 467,606 | $ 431,709 | $ 434,778 | $ 449,266 | $ 1,573,316 | $ 1,783,359 | $ 1,713,620 |
Operating income (loss) | $ | (8,314) | (13,990) | 25,367 | 27,317 | 36,604 | 33,515 | 37,217 | 43,681 | 30,380 | 151,017 | 164,523 |
Net income (loss) attributable to the Company | $ | $ (13,849) | $ (13,033) | $ 11,791 | $ 16,737 | $ 28,509 | $ 21,817 | $ 23,538 | $ 28,428 | $ 1,646 | $ 102,292 | $ 102,820 |
Basic earnings per common share | $ / shares | $ (0.44) | $ (0.41) | $ 0.37 | $ 0.50 | $ 0.82 | $ 0.61 | $ 0.66 | $ 0.78 | $ 0.05 | $ 2.86 | $ 2.76 |
Diluted earnings per common share | $ / shares | (0.44) | (0.41) | 0.36 | 0.50 | 0.81 | 0.60 | 0.65 | 0.77 | 0.05 | 2.83 | 2.74 |
Dividends declared per common share | $ / shares | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.225 | $ 0.200 | $ 0.200 | $ 0.90 | $ 0.85 | $ 0.75 |
After tax loss from Special charges | $ | $ 19,700 | $ 19,300 | |||||||||
Unfavorable impact on diluted EPS from Special charges | $ / shares | $ 0.63 | $ 0.61 | |||||||||
After tax gain related to refranchising of restaurants | $ | $ 1,300 | ||||||||||
After tax gain related to refranchising of restaurants (per share) | $ / shares | $ 0.04 | ||||||||||
Provisional Tax Act tax benefit from remeasurement of deferred tax assets, liabilities and related valuation allowances | $ | $ 7,000 | $ 7,020 | |||||||||
Provisional Tax Act benefit, impact on basic and diluted EPS (in dollars per share) | $ / shares | $ 0.20 | ||||||||||
After income tax benefit from a 14th week of operation | $ | $ 3,900 | ||||||||||
Favorable impact on diluted EPS from a 14th week of operations (in dollars per share) | $ / shares | $ 0.11 | ||||||||||
Number of weeks in quarter | item | 14 | 13 | 13 | 13 | 13 | ||||||
China Operations | |||||||||||
After tax loss from the sale of company-owned stores | $ | $ 1,600 | ||||||||||
Impact on basic and diluted EPS from the sale of company-owned stores | $ / shares | $ (0.05) | ||||||||||
Tax increase related to refranchising of stores | $ | $ 2,400 | ||||||||||
Unfavorable impact on basic and diluted EPS related to refranchising of stores | $ / shares | $ 0.07 | ||||||||||
After tax loss from impairment related to company-owned stores in China currently for sale | $ | $ 1,300 | ||||||||||
Unfavorable impact on basic and diluted EPS from impairment related to Company-owned stores in China currently for sale | $ / shares | $ 0.04 |
Reclassifications of Prior Ye_3
Reclassifications of Prior Year Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 30, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2017 | Sep. 24, 2017 | Jun. 25, 2017 | Mar. 26, 2017 | Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Revenues: | |||||||||||
Total revenues | $ 373,981 | $ 364,007 | $ 407,959 | $ 427,369 | $ 467,606 | $ 431,709 | $ 434,778 | $ 449,266 | $ 1,573,316 | $ 1,783,359 | $ 1,713,620 |
Costs and expenses: | |||||||||||
General and administrative expenses | 192,551 | 150,866 | 158,135 | ||||||||
North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 609,866 | 673,712 | 623,883 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | 575,103 | 631,537 | 579,834 | ||||||||
International | |||||||||||
Revenues: | |||||||||||
Total revenues | 110,349 | 114,021 | 100,904 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | 67,775 | 70,622 | 62,574 | ||||||||
Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | 81,428 | 72,179 | 69,922 | ||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | $ 84,016 | 69,335 | 66,253 | ||||||||
Reclassifications | |||||||||||
Costs and expenses: | |||||||||||
General and administrative expenses | (7,317) | (5,677) | |||||||||
Reclassifications | North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | (59,915) | (57,723) | |||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | (53,669) | (51,641) | |||||||||
Reclassifications | International | |||||||||||
Revenues: | |||||||||||
Total revenues | (12,264) | (12,199) | |||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | (8,349) | (8,935) | |||||||||
Reclassifications | Other segment | |||||||||||
Revenues: | |||||||||||
Total revenues | 72,179 | 69,922 | |||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | 69,335 | 66,253 | |||||||||
As reported | |||||||||||
Costs and expenses: | |||||||||||
General and administrative expenses | 158,183 | 163,812 | |||||||||
As reported | North America commissary | |||||||||||
Revenues: | |||||||||||
Total revenues | 733,627 | 681,606 | |||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | 685,206 | 631,475 | |||||||||
As reported | International | |||||||||||
Revenues: | |||||||||||
Total revenues | 126,285 | 113,103 | |||||||||
Costs and expenses: | |||||||||||
Operating costs (excluding depreciation and amortization) | $ 78,971 | $ 71,509 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Dec. 25, 2016 | |
Movement in Valuation Allowances and Reserves | |||
Balance at Beginning of Year | $ 10,733 | $ 9,707 | $ 8,966 |
Charged to costs and expenses | (378) | 658 | |
Recovered from costs and expenses | 3,007 | ||
Additions | (71) | 1,404 | |
Deductions | 83 | ||
Balance at End of Year | 13,669 | 10,733 | 9,707 |
Reserve for uncollectible accounts receivable | |||
Movement in Valuation Allowances and Reserves | |||
Balance at Beginning of Year | 2,271 | 1,486 | 2,447 |
Charged to costs and expenses | 5,154 | 1,744 | 659 |
Deductions | (5,308) | (959) | (1,620) |
Balance at End of Year | 2,117 | 2,271 | 1,486 |
Reserve for franchisee notes receivable | |||
Movement in Valuation Allowances and Reserves | |||
Balance at Beginning of Year | 1,047 | 2,759 | 3,653 |
Recovered from costs and expenses | (393) | (1,715) | (250) |
Additions | 2,715 | (644) | |
Deductions | 3 | ||
Balance at End of Year | 3,369 | 1,047 | 2,759 |
Valuation allowance on deferred tax assets | |||
Movement in Valuation Allowances and Reserves | |||
Balance at Beginning of Year | 7,415 | 5,462 | 2,866 |
Charged to costs and expenses | (407) | ||
Recovered from costs and expenses | (1,754) | 249 | |
Additions | 2,522 | 2,360 | 2,347 |
Balance at End of Year | $ 8,183 | $ 7,415 | $ 5,462 |