Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 28, 2020 | Jul. 30, 2020 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 28, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Transition Report | false | |
Entity File Number | 0-21660 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 61-1203323 | |
Entity Address, Address Line One | 2002 Papa John’s Boulevard | |
Entity Address, City or Town | Louisville | |
Entity Address, State or Province | KY | |
Entity Address, Postal Zip Code | 40299-2367 | |
City Area Code | 502 | |
Local Phone Number | 261-7272 | |
Title of 12(b) Security | Common stock, $0.01 par value | |
Trading Symbol | PZZA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,814,222 | |
Entity Registrant Name | PAPA JOHNS INTERNATIONAL INC | |
Entity Central Index Key | 0000901491 | |
Current Fiscal Year End Date | --12-27 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 75,699 | $ 27,911 |
Accounts receivable, net | 73,530 | 80,921 |
Notes receivable, current portion | 9,651 | 7,790 |
Income tax receivable | 755 | 4,024 |
Inventories | 32,546 | 27,529 |
Prepaid expenses and other current assets | 33,292 | 33,371 |
Total current assets | 225,473 | 181,546 |
Property and equipment, net | 200,581 | 211,741 |
Finance lease right-of-use assets, net | 8,978 | 9,383 |
Operating lease right-of-use assets | 141,861 | 148,229 |
Notes receivable, less current portion, net | 32,158 | 33,010 |
Goodwill | 79,634 | 80,340 |
Deferred income taxes | 4,978 | 1,839 |
Other assets | 64,074 | 64,633 |
Total assets | 757,737 | 730,721 |
Current liabilities: | ||
Accounts payable | 30,699 | 29,141 |
Income and other taxes payable | 11,200 | 7,599 |
Accrued expenses and other current liabilities | 134,989 | 120,566 |
Current deferred revenue | 5,382 | 5,624 |
Current finance lease liabilities | 3,879 | 1,789 |
Current operating lease liabilities | 22,663 | 23,226 |
Current portion of long-term debt | 20,107 | 20,000 |
Total current liabilities | 228,919 | 207,945 |
Deferred revenue | 13,543 | 14,722 |
Long-term finance lease liabilities | 5,265 | 7,629 |
Long-term operating lease liabilities | 118,946 | 125,297 |
Long-term debt, less current portion, net | 327,932 | 347,290 |
Deferred income taxes | 859 | 2,649 |
Other long-term liabilities | 95,627 | 84,927 |
Total liabilities | 791,091 | 790,459 |
Series B Convertible Preferred Stock; $0.01 par value; 260.0 shares authorized, 252.5 shares issued and outstanding at June 28, 2020 and December 29, 2019 | 251,827 | 251,133 |
Redeemable noncontrolling interests | 6,667 | 5,785 |
Stockholders' deficit: | ||
Common stock ($0.01 par value per share; issued 45,122 at June 28, 2020 and 44,748 at December 29, 2019) | 451 | 447 |
Additional paid-in capital | 243,577 | 219,047 |
Accumulated other comprehensive loss | (21,104) | (10,185) |
Retained earnings | 212,104 | 205,697 |
Treasury stock (12,773 shares at June 28, 2020 and 12,854 shares at December 29, 2019, at cost) | (742,600) | (747,327) |
Total stockholders' deficit | (307,572) | (332,321) |
Noncontrolling interests in subsidiaries | 15,724 | 15,665 |
Total Stockholders' deficit | (291,848) | (316,656) |
Total liabilities, Series B Convertible Preferred Stock, Redeemable noncontrolling interests and Stockholders' deficit | $ 757,737 | $ 730,721 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 28, 2020 | Dec. 29, 2019 |
Condensed Consolidated Balance Sheets | ||
Series B Convertible Preferred Stock, par value | $ 0.01 | $ 0.01 |
Series B Convertible Preferred Stock, shares authorized | 260,000 | 260,000 |
Series B Convertible Preferred Stock, shares issued | 252,500 | 252,500 |
Series B Convertible Preferred Stock, shares outstanding | 252,530 | 252,500 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 45,122,000 | 44,748,000 |
Treasury stock, shares | 12,773,000 | 12,854,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Revenues: | ||||
Total revenues | $ 460,623 | $ 399,623 | $ 870,482 | $ 798,028 |
Costs and expenses: | ||||
General and administrative expenses | 48,428 | 48,718 | 96,079 | 99,853 |
Depreciation and amortization | 12,377 | 11,521 | 24,672 | 23,270 |
Total costs and expenses | 430,089 | 385,555 | 824,476 | 778,451 |
Refranchising gains | 163 | 163 | ||
Operating income | 30,534 | 14,231 | 46,006 | 19,740 |
Net interest expense | (3,627) | (4,272) | (7,594) | (10,548) |
Income before income taxes | 26,907 | 9,959 | 38,412 | 9,192 |
Income tax expense | 4,956 | 1,283 | 7,468 | 2,114 |
Net income before attribution to noncontrolling interests | 21,951 | 8,676 | 30,944 | 7,078 |
Net income attributable to noncontrolling interests | (1,337) | (322) | (1,887) | (455) |
Net income attributable to the Company | 20,614 | 8,354 | 29,057 | 6,623 |
Calculation of net income for earnings per share: | ||||
Net income attributable to the Company | 20,614 | 8,354 | 29,057 | 6,623 |
Preferred stock dividends and accretion | (3,347) | (3,486) | (6,818) | (5,556) |
Net income attributable to participating securities | (1,560) | (1,306) | ||
Net income attributable to common shareholders | $ 15,707 | $ 4,868 | $ 20,933 | $ 1,067 |
Basic earnings per common share | $ 0.49 | $ 0.15 | $ 0.65 | $ 0.03 |
Diluted earnings per common share | $ 0.48 | $ 0.15 | $ 0.65 | $ 0.03 |
Basic weighted average common shares outstanding | 32,335 | 31,587 | 32,214 | 31,570 |
Diluted weighted average common shares outstanding | 32,619 | 31,773 | 32,444 | 31,746 |
Dividends declared per common share | $ 0.225 | $ 0.225 | $ 0.450 | $ 0.450 |
Domestic Company-owned restaurants | ||||
Revenues: | ||||
Total revenues | $ 186,506 | $ 163,656 | $ 347,946 | $ 325,459 |
Costs and expenses: | ||||
Operating costs (excluding depreciation and amortization shown separately below): | 145,168 | 131,950 | 274,279 | 265,003 |
North America franchising | ||||
Revenues: | ||||
Total revenues | 24,174 | 19,761 | 43,614 | 37,291 |
North America commissary | ||||
Revenues: | ||||
Total revenues | 167,619 | 147,128 | 323,041 | 296,032 |
Costs and expenses: | ||||
Operating costs (excluding depreciation and amortization shown separately below): | 154,467 | 136,744 | 298,739 | 275,301 |
International | ||||
Revenues: | ||||
Total revenues | 28,093 | 25,497 | 54,152 | 51,164 |
Costs and expenses: | ||||
Operating costs (excluding depreciation and amortization shown separately below): | 18,304 | 14,652 | 33,405 | 28,957 |
Other segment | ||||
Revenues: | ||||
Total revenues | 54,231 | 43,581 | 101,729 | 88,082 |
Costs and expenses: | ||||
Operating costs (excluding depreciation and amortization shown separately below): | $ 51,345 | $ 41,970 | $ 97,302 | $ 86,067 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Condensed Consolidated Statements of Comprehensive Income (Loss) | ||||
Net income before attribution to noncontrolling interests | $ 21,951 | $ 8,676 | $ 30,944 | $ 7,078 |
Other comprehensive loss, before tax: | ||||
Foreign currency translation adjustments | (334) | (1,537) | (3,159) | 196 |
Interest rate swaps | (103) | (6,699) | (11,022) | (10,654) |
Other comprehensive loss, before tax | (437) | (8,236) | (14,181) | (10,458) |
Income tax effect: | ||||
Foreign currency translation adjustments | 77 | 354 | 727 | (45) |
Interest rate swaps | 24 | 1,532 | 2,535 | 2,450 |
Income tax effect | 101 | 1,886 | 3,262 | 2,405 |
Other comprehensive loss, net of tax | (336) | (6,350) | (10,919) | (8,053) |
Comprehensive income (loss) before attribution to noncontrolling interests | 21,615 | 2,326 | 20,025 | (975) |
Less: comprehensive (income) loss, redeemable noncontrolling interests | (707) | (32) | (883) | 87 |
Less: comprehensive (income), nonredeemable noncontrolling interests | (630) | (290) | (1,004) | (542) |
Comprehensive income (loss) attributable to the Company | $ 20,278 | $ 2,004 | $ 18,138 | $ (1,430) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Consolidated Statements of Comprehensive Income (Unaudited) | ||||
Net Interest income (expense) | $ (3,627) | $ (4,272) | $ (7,594) | $ (10,548) |
Income tax (benefit) expense | 4,956 | 1,283 | 7,468 | 2,114 |
Qualifying as hedges | Interest rate swap | Amount reclassified from AOCL | ||||
Consolidated Statements of Comprehensive Income (Unaudited) | ||||
Net Interest income (expense) | (1,372) | 231 | (1,702) | 688 |
Income tax (benefit) expense | $ (332) | $ 53 | $ (412) | $ 158 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Deficit - USD ($) shares in Thousands, $ 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. 30, 2018 | $ 443 | $ 192,984 | $ (3,143) | $ 242,182 | $ (751,704) | $ 15,225 | $ (304,013) |
Balance (in shares) at Dec. 30, 2018 | 31,372 | ||||||
Net income (loss) | 6,623 | 542 | 7,165 | ||||
Other comprehensive loss | (8,053) | (8,053) | |||||
Cash dividends on common stock | 95 | (14,364) | (14,269) | ||||
Cash dividends on preferred stock | (5,470) | (5,470) | |||||
Exercise of stock options | 93 | 93 | |||||
Exercise of stock options (in shares) | 4 | ||||||
Stock-based compensation expense | 7,531 | 7,531 | |||||
Issuance of restricted stock | (2,570) | 2,570 | |||||
Issuance of restricted stock (in shares) | 44 | ||||||
Tax effect of restricted stock awards | (895) | (895) | |||||
Distributions to noncontrolling interests | (183) | (183) | |||||
Other | (311) | (138) | 477 | 28 | |||
Other (in shares) | 7 | ||||||
Balance at Jun. 30, 2019 | $ 443 | 196,927 | (11,196) | 228,833 | (748,657) | 15,584 | (318,066) |
Balance (in shares) at Jun. 30, 2019 | 31,427 | ||||||
Balance at Mar. 31, 2019 | $ 443 | 193,243 | (4,846) | 231,439 | (748,995) | 15,458 | (313,258) |
Balance (in shares) at Mar. 31, 2019 | 31,420 | ||||||
Net income (loss) | 8,354 | 290 | 8,644 | ||||
Other comprehensive loss | (6,350) | (6,350) | |||||
Cash dividends on common stock | 59 | (7,203) | (7,144) | ||||
Cash dividends on preferred stock | (3,428) | (3,428) | |||||
Exercise of stock options | 42 | 42 | |||||
Exercise of stock options (in shares) | 1 | ||||||
Stock-based compensation expense | 3,800 | 3,800 | |||||
Issuance of restricted stock | (116) | 116 | |||||
Issuance of restricted stock (in shares) | 2 | ||||||
Tax effect of restricted stock awards | (26) | (26) | |||||
Distributions to noncontrolling interests | (164) | (164) | |||||
Other | (75) | (329) | 222 | (182) | |||
Other (in shares) | 4 | ||||||
Balance at Jun. 30, 2019 | $ 443 | 196,927 | (11,196) | 228,833 | (748,657) | 15,584 | (318,066) |
Balance (in shares) at Jun. 30, 2019 | 31,427 | ||||||
Cumulative effect of adoption of ASU 2016-13 | (1,066) | (1,066) | |||||
Adjusted balance | $ 447 | 219,047 | (10,185) | 204,631 | (747,327) | 15,665 | (317,722) |
Balance at Dec. 29, 2019 | $ 447 | 219,047 | (10,185) | 205,697 | (747,327) | 15,665 | (316,656) |
Balance (in shares) at Dec. 29, 2019 | 31,894 | ||||||
Net income (loss) | 29,057 | 1,004 | 30,061 | ||||
Other comprehensive loss | (10,919) | (10,919) | |||||
Cash dividends on common stock | 132 | (14,652) | (14,520) | ||||
Cash dividends on preferred stock | (6,825) | (6,825) | |||||
Exercise of stock options | $ 4 | 21,700 | 21,704 | ||||
Exercise of stock options (in shares) | 373 | ||||||
Stock-based compensation expense | 8,742 | 8,742 | |||||
Issuance of restricted stock | (4,468) | 4,468 | |||||
Issuance of restricted stock (in shares) | 77 | ||||||
Tax effect of restricted stock awards | (1,579) | (1,579) | |||||
Distributions to noncontrolling interests | (945) | (945) | |||||
Other | 3 | (107) | 259 | 155 | |||
Other (in shares) | 5 | ||||||
Balance at Jun. 28, 2020 | $ 451 | 243,577 | (21,104) | 212,104 | (742,600) | 15,724 | (291,848) |
Balance (in shares) at Jun. 28, 2020 | 32,349 | ||||||
Balance at Mar. 29, 2020 | $ 448 | 220,187 | (20,768) | 202,287 | (744,463) | 16,009 | (326,300) |
Balance (in shares) at Mar. 29, 2020 | 31,971 | ||||||
Net income (loss) | 20,614 | 630 | 21,244 | ||||
Other comprehensive loss | (336) | (336) | |||||
Cash dividends on common stock | 77 | (7,360) | (7,283) | ||||
Cash dividends on preferred stock | (3,412) | (3,412) | |||||
Exercise of stock options | $ 3 | 20,460 | 20,463 | ||||
Exercise of stock options (in shares) | 346 | ||||||
Stock-based compensation expense | 4,792 | 4,792 | |||||
Issuance of restricted stock | (1,760) | 1,760 | |||||
Issuance of restricted stock (in shares) | 30 | ||||||
Tax effect of restricted stock awards | (196) | (196) | |||||
Distributions to noncontrolling interests | (915) | (915) | |||||
Other | 17 | (25) | 103 | 95 | |||
Other (in shares) | 2 | ||||||
Balance at Jun. 28, 2020 | $ 451 | $ 243,577 | $ (21,104) | $ 212,104 | $ (742,600) | $ 15,724 | $ (291,848) |
Balance (in shares) at Jun. 28, 2020 | 32,349 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Deficit (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Income tax (benefit) expense | $ 4,956 | $ 1,283 | $ 7,468 | $ 2,114 |
Accumulated other comprehensive income (loss) | (21,104) | (11,196) | (21,104) | (11,196) |
Unrealized foreign currency translation gains (losses) | (8,031) | (6,709) | (8,031) | (6,709) |
Net unrealized gain (loss) on the interest rate swap agreements | (13,073) | (4,487) | (13,073) | (4,487) |
Joint ventures | ||||
Net income (loss) allocated to the redeemable noncontrolling interest from joint venture arrangements | $ 707 | $ 32 | $ 883 | $ (87) |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
Operating activities | ||
Net income before attribution to noncontrolling interests | $ 30,944 | $ 7,078 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for uncollectible accounts and notes receivable | 1,051 | 676 |
Depreciation and amortization | 24,672 | 23,270 |
Deferred income taxes | (1,502) | (3,096) |
Preferred stock option mark-to-market adjustment | 5,914 | |
Stock-based compensation expense | 8,742 | 7,531 |
Gain on refranchising | (163) | |
Other | 1,090 | 1,999 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (8,571) | (1,092) |
Income tax receivable | 4,278 | 11,699 |
Inventories | (5,017) | 326 |
Prepaid expenses and other current assets | 9,657 | (5,383) |
Other assets and liabilities | 8,065 | (2,094) |
Accounts payable | 1,558 | 5,410 |
Income and other taxes payable | 3,601 | 565 |
Accrued expenses and other current liabilities | 10,269 | (17,297) |
Deferred revenue | (1,179) | (3,168) |
Net cash provided by operating activities | 87,658 | 32,175 |
Investing activities | ||
Purchases of property and equipment | (13,795) | (17,836) |
Notes issued | (9,596) | (4,757) |
Repayments of notes issued | 6,462 | 2,234 |
Proceeds from divestitures of restaurants | 225 | |
Other | 14 | 568 |
Net cash used in investing activities | (16,915) | (19,566) |
Financing activities | ||
Proceeds from issuance of preferred stock | 252,530 | |
Repayments of term loan | (10,000) | (10,000) |
Net (repayments) proceeds of revolving credit facilities | (9,884) | (230,776) |
Dividends paid to common stockholders | (14,520) | (14,269) |
Dividends paid to preferred stockholders | (6,825) | (5,470) |
Issuance costs associated with preferred stock | (7,250) | |
Tax payments for equity award issuances | (1,579) | (895) |
Proceeds from exercise of stock options | 21,704 | 93 |
Contributions from noncontrolling interest holders | 840 | |
Distributions to noncontrolling interest holders | (945) | (183) |
Other | (704) | 168 |
Net cash used in financing activities | (22,753) | (15,212) |
Effect of exchange rate changes on cash and cash equivalents | (202) | 1 |
Change in cash and cash equivalents | 47,788 | (2,602) |
Cash and cash equivalents at beginning of period | 27,911 | 33,258 |
Cash and cash equivalents at end of period | $ 75,699 | $ 30,656 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 28, 2020 | |
Basis of Presentation | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 28, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 27, 2020. For further information, refer to the consolidated financial statements and footnotes thereto included in the Annual Report on Form 10-K for Papa John’s International, Inc. (referred to as the “Company”, “Papa John’s” or in the first-person notations of “we”, “us” and “our”) for the year ended December 29, 2019. |
Update to Significant Accountin
Update to Significant Accounting Policies | 6 Months Ended |
Jun. 28, 2020 | |
Update to Significant Accounting Policies | |
Update to Significant Accounting Policies | 2. Update to Significant Accounting Policies Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed 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, right-of-use assets and lease liabilities, gift card breakage, 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. 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 as it spends all annual contributions received from the system. PJMF collects a percentage of revenues from Company-owned and franchised restaurants in the United States for the purpose of designing and administering advertising and promotional programs. PJMF is a variable interest entity (“VIE”) that funds its operations with ongoing financial support and contributions from the domestic restaurants, of which approximately 80% are franchised, and does not have sufficient equity to fund its operations without these ongoing financial contributions. Based on an assessment of the governance structure and operating procedures of PJMF, the Company determined it has the power to control certain significant activities of PJMF, and therefore, is the primary beneficiary. The Company has consolidated PJMF in its financial results in accordance with Accounting Standards Codification (“ASC”) 810, “Consolidations.” Noncontrolling Interests Papa John’s has four joint venture arrangements in which there are noncontrolling interests held by third parties that include 192 restaurants at both June 28, 2020 and June 30, 2019. Consolidated net income is required to be reported separately at amounts attributable to both 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 Condensed Consolidated Statements of Operations of income attributable to the noncontrolling interest holders. Net income attributable to these joint ventures for the three and six months ended June 28, 2020 and June 30, 2019 was as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 Papa John’s International, Inc. $ 2,320 $ 708 $ 3,451 $ 1,172 Noncontrolling interests 1,337 322 1,887 455 Total net income $ 3,657 $ 1,030 $ 5,338 $ 1,627 The following summarizes the redemption feature, location and related accounting within the Condensed Consolidated Balance Sheets for these joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint ventures with no redemption feature Permanent equity Carrying value Joint ventures with option to require the Company to purchase the noncontrolling interest - not currently redeemable or redemption not probable Temporary equity Carrying value 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. The effective income tax rate includes the estimated domestic state effective income tax rate and applicable foreign income tax rates. The effective income tax rate is also impacted by various permanent items and credits, net of any related valuation allowances, and can vary based on changes in estimated annual income. 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. 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 on a quarterly basis to adjust for events, such as statute of limitations expirations, court or state rulings or audit settlements, which may impact our ultimate payment for such exposures. 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, net of allowances, and accounts payable. The carrying value of notes receivable, net of allowances, also approximates fair value. The fair value of the amount outstanding under our term debt approximates the carrying value due to the variable market-based interest rate (Level 2). Certain assets and liabilities are measured at fair value on a 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 June 28, 2020 and December 29, 2019 are as follows (in thousands): Carrying Fair Value Measurements Value Level 1 Level 2 Level 3 June 28, 2020 Financial assets: Cash surrender value of life insurance policies (a) $ 32,155 $ 32,155 $ — $ — Financial liabilities: Interest rate swaps (b) 17,050 — 17,050 — December 29, 2019 Financial assets: Cash surrender value of life insurance policies (a) $ 33,220 $ 33,220 $ — $ — Financial liabilities: Interest rate swaps (b) 6,168 — 6,168 — (a) Represents life insurance policies held in our non-qualified deferred compensation plan. (b) The fair value of our interest rate swaps is 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”). Accounting Standards Adopted Financial Instruments – Credit Losses In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. The Company adopted ASU 2016-13 as of December 30, 2019 (the first day of fiscal 2020) under the modified retrospective transition method. Financial instruments subject to ASU 2016-13 include trade accounts receivable, notes receivable and interest receivable (classified as Other assets in the Condensed Consolidated Balance Sheet) from franchisees. The impact of the adoption was not material to our condensed consolidated financial statements. Upon adoption, the Company recorded a cumulative effect adjustment to retained earnings of $1.1 million, net of $0.3 million of income taxes, on the opening Condensed Consolidated Balance Sheet as of December 30, 2019. Estimates of expected credit losses, even if remote, are based upon historical account write-off trends, facts about the current financial condition of the debtor, forecasts of future operating results based upon current trends of select operating metrics, and macroeconomic factors. Credit quality is monitored through the timing of payments compared to the prescribed payment terms and known facts regarding the financial condition of the franchisee or customer. Account and note balances are charged off against the allowance after recovery efforts have ceased. The following table summarizes changes in our allowances for credit losses for accounts receivable, notes receivable and interest receivable: (in thousands) Accounts Receivable Notes Receivable Interest Receivable Balance at December 29, 2019 $ 7,341 $ 3,572 $ 910 Cumulative effect of adoption of ASU 2016-13 912 463 - Balance at December 30, 2019 8,253 4,035 910 Current period provision for expected credit losses 833 74 144 Write-offs charged against the allowance (431) (10) - Recoveries collected - (56) - Transfers - 1,054 (1,054) Balance at June 28, 2020 $ 8,655 $ 5,097 $ - Accounting Standards to be Adopted in Future Periods Reference Rate Reform – Hedging In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU is intended to provide temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluating the impact this guidance may have on its condensed consolidated financial statements and related disclosures. |
Leases
Leases | 6 Months Ended |
Jun. 28, 2020 | |
Leases | |
Leases | 3. Leases Lessor Operating Leases We sublease certain retail space to our franchisees in the United Kingdom which are primarily operating leases. At June 28, 2020, we leased and subleased approximately 370 Papa John’s restaurants to franchisees in the United Kingdom. The initial lease terms on the franchised sites in the United Kingdom are generally 15 years. The Company has the option to negotiate an extension toward the end of the lease term at the landlord’s discretion. Rental income, primarily derived from properties leased and subleased to franchisees in the United Kingdom, is recognized on a straight-line basis over the respective operating lease terms. We recognized total sublease income of $5.0 million and $4.8 million for the six months ended June 28, 2020 and June 30, 2019, respectively. Lease Guarantees As a result of assigning our interest in obligations under property leases as a condition of the refranchising of certain restaurants, we are contingently liable for payment of approximately 89 domestic leases. These leases have varying terms, the latest of which expires in 2036. As of June 28, 2020, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was $15.9 million. This contingent liability is not included in the Condensed Consolidated Balance Sheet as it is not probable to occur. The fair value of the guarantee is not material. Supplemental Cash Flow & Other Information Supplemental cash flow information related to leases for the periods reported is as follows: Six Months Ended (in thousands) June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 295 $ — Financing cash flows from finance leases 939 — Operating cash flows from operating leases (a) 18,744 20,307 Right-of-use assets obtained in exchange for new finance lease liabilities 19 — Right-of-use assets obtained in exchange for new operating lease liabilities 13,370 6,180 Cash received from sublease income 5,014 4,662 (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease asset amortization and liability accretion. |
Papa John's Marketing Fund, Inc
Papa John's Marketing Fund, Inc. | 6 Months Ended |
Jun. 28, 2020 | |
Papa John's Marketing Fund, Inc. | |
Papa John's Marketing Fund, Inc. | 4. Papa John’s Marketing Fund, Inc. PJMF collects a percentage of revenues from Company-owned and franchised restaurants in the United States, for the purpose of designing and administering advertising and promotional programs for all participating domestic restaurants. Contributions and expenditures are reported on a gross basis in the Condensed Consolidated Statements of Operations within Other revenues and Other expenses. Assets and liabilities of PJMF, which are restricted in their use, included in the Condensed Consolidated Balance Sheets were as follows (in thousands): June 28, December 29, 2020 2019 Assets Current assets: Cash and cash equivalents $ 3,465 $ 4,569 Accounts receivable, net 11,824 11,196 Income tax receivable 112 103 Prepaid expenses 434 1,316 Total current assets 15,835 17,184 Deferred income taxes, net 458 410 Total assets $ 16,293 $ 17,594 Liabilities Current liabilities: Accounts payable $ 4,045 $ 764 Accrued expenses and other current liabilities 10,884 14,287 Current deferred revenue 3,070 3,252 Debt 107 - Total current liabilities 18,106 18,303 Deferred revenue 1,591 2,094 Total liabilities $ 19,697 $ 20,397 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 28, 2020 | |
Revenue Recognition | |
Revenue Recognition | 5. Revenue Recognition Contract Balances Our contract liabilities primarily relate to franchise fees and unredeemed gift card liabilities, which we classify as Deferred revenue, and customer loyalty program obligations which are classified as Accrued expenses and other current liabilities. During the three and six months ended June 28, 2020, the Company recognized $8.4 million and $16.3 million in revenue, respectively, related to deferred revenue and the customer loyalty program, compared to $8.4 million and $15.8 million for the three and six months ended June 30, 2019, respectively. The contract liability balances are included in the following (in thousands): Contract Liabilities June 28, 2020 December 29, 2019 Change Deferred revenue $ 18,925 $ 20,346 $ (1,421) Customer loyalty program 12,269 12,049 220 Total contract liabilities $ 31,194 $ 32,395 $ (1,201) Our 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 June 28, 2020, and December 29, 2019, the contract assets were approximately $4.9 million and $6.0 million, respectively. For the three and six months ended June 28, 2020, revenue was reduced approximately $0.7 million and $1.6 million, respectively, for the amortization of contract assets over the applicable contract terms. Contract assets are included in Prepaid expenses and other current assets and Other assets on the Condensed Consolidated Balance Sheets. 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 $ 2,312 $ 2,110 $ 1,883 $ 1,612 $ 1,382 $ 3,153 $ 12,452 Approximately $1.8 million of area development fees related to unopened stores and international unearned royalties are included in Deferred revenue. Timing of revenue recognition is dependent upon the timing of store openings and franchisees’ revenues. Gift card liabilities of approximately $4.7 million, included in Deferred revenue, will be recognized in Company-owned restaurant revenues when gift cards are redeemed. The Company will recognize redemption fee revenue in Other revenues when cards are redeemed at franchised restaurant locations. The Company applies the practical expedient in ASC 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. |
Common Stock and Series B Conve
Common Stock and Series B Convertible Preferred Stock | 6 Months Ended |
Jun. 28, 2020 | |
Common Stock and Series B Convertible Preferred Stock | |
Common Stock and Series B Convertible Preferred Stock | 6. Common Stock and Series B Convertible Preferred Stock Shares Authorized and Outstanding The Company has authorized 5.0 million shares of preferred stock, 100.0 million shares of common stock, and 260,000 shares of Series B Convertible Preferred Stock (the “Series B Preferred Stock”). The Company’s outstanding shares of common stock were 32.3 million shares at June 28, 2020 and 31.9 million shares at December 29, 2019. There were 252,530 shares of Series B Preferred Stock outstanding at both June 28, 2020 and December 29, 2019. The Series B Preferred Stock is classified as temporary equity on the Condensed Consolidated Balance Sheets as of June 28, 2020 and December 29, 2019. Dividends The Company recorded dividends of approximately $21.3 million in the six months ended June 28, 2020 consisting of the following: ● $14.5 million paid to common stockholders ($0.45 per share); ● $2.3 million in common stock “pass-through” dividends paid to Series B Preferred Stockholders on an as-converted basis ($0.45 per share); and ● $4.5 million in preferred dividends on the Series B Preferred Stock (3.6% of the investment per annum). On July 31, 2020, our Board of Directors declared a third quarter dividend of $0.225 per common share (of which approximately $7.4 million will be paid to common stockholders and $1.1 million will be paid as “pass through” dividends to holders of Series B Preferred Stock on an “as converted basis”). The third quarter preferred dividend was also declared on July 31, 2020. The common share dividend will be paid on August 21, 2020 to stockholders of record as of the close of business on August 11, 2020 . |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 28, 2020 | |
Earnings Per Share | |
Earnings Per Share | 7. 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 stockholders and participating security holders according to dividends declared and participating rights in undistributed earnings. The Series B Preferred Stock and time-based restricted stock awards are participating securities because holders of such shares have non-forfeitable dividend rights and participate in undistributed earnings with common stock. Under the two-class method, total dividends provided to the holders of Series B Preferred Stock, including common stock dividends and undistributed earnings allocated to participating securities, are subtracted from net income attributable to the Company in determining net income attributable to common stockholders. Additionally, any accretion to redemption value for the Series B Preferred Stock is treated as a deemed dividend in the two-class EPS calculation. The calculations of basic and diluted earnings per common share are as follows (in thousands, except per-share data): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 Basic earnings per common share Net income attributable to the Company $ 20,614 $ 8,354 $ 29,057 $ 6,623 Preferred stock dividends and accretion (3,347) (3,486) (6,818) (5,556) Net income attributable to participating securities (1,560) — (1,306) — Net income attributable to common shareholders $ 15,707 $ 4,868 $ 20,933 $ 1,067 Basic weighted average common shares outstanding 32,335 31,587 32,214 31,570 Basic earnings per common share $ 0.49 $ 0.15 $ 0.65 $ 0.03 Diluted earnings per common share Net income attributable to common shareholders $ 15,707 $ 4,868 $ 20,933 $ 1,067 Weighted average common shares outstanding 32,335 31,587 32,214 31,570 Dilutive effect of outstanding equity awards (a) 284 186 230 176 Diluted weighted average common shares outstanding (b) 32,619 31,773 32,444 31,746 Diluted earnings per common share $ 0.48 $ 0.15 $ 0.65 $ 0.03 (a) Excludes 145 and 170 equity awards for the three and six months ended June 28, 2020, respectively, and 1,561 and 1,469 equity awards for the three and six months ended June 30, 2019, respectively, as the effect of including such awards would have been anti-dilutive. (b) The Company had 252.5 shares of Series B Preferred Stock outstanding as of June 28, 2020 and December 29, 2019. For the fully diluted calculation, the Series B Preferred stock dividends were added back to net income attributable to common stockholders. The Company then applied the if-converted method to calculate dilution on the Series B Preferred Stock, which resulted in 5.0 million additional common shares. This calculation was anti-dilutive for both periods presented and as such was excluded. |
Debt
Debt | 6 Months Ended |
Jun. 28, 2020 | |
Debt | |
Debt | 8. Debt Long-term debt, net, consists of the following (in thousands): June 28, December 29, 2020 2019 Outstanding debt $ 350,107 $ 370,000 Unamortized debt issuance costs (2,068) (2,710) Current portion of long-term debt (20,107) (20,000) Total long-term debt, net $ 327,932 $ 347,290 The Company has a secured revolving credit facility with available borrowings of $400.0 million (the “Revolving Facility”), of which no balance was outstanding as of June 28, 2020, and a secured term loan facility with an outstanding balance of $350.0 million (the “Term Loan Facility”) and together with the Revolving Facility, the “PJI Facilities”. The PJI Facilities mature on August 30, 2022. The loans under the PJI Facilities accrue interest at a per annum rate equal to, at the Company’s election, either LIBOR plus a margin ranging from 125 to 250 basis points or a base rate (generally determined by a prime rate, federal funds rate or LIBOR 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”). The Credit Agreement governing the PJI Facilities (the “PJI Credit Agreement”) places certain customary restrictions upon the Company based on its financial covenants. These include limiting the repurchase of common stock and not increasing the cash dividend above the lesser of $0.225 per share per quarter or $35 million per fiscal year if the Company’s leverage ratio is above 3.75 to 1.0. Quarterly amortization payments are required to be made on the Term Loan Facility in the amount of $5.0 million. Loans outstanding under the PJI Facilities 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 PJI 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. The PJI Credit Agreement allows for a permitted Leverage Ratio of 5.00 to 1.0, decreasing over time to 4.00 to 1.0 by 2022; and a fixed charge coverage ratio of 2.25 to 1.0, which increases over time to 2.50 to 1.0 in 2021 and thereafter. We were in compliance with these financial covenants at June 28, 2020. Under the PJI Credit Agreement, 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. The Company and certain direct and indirect domestic subsidiaries are required to 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 owed under the PJI Facilities. Our outstanding debt of $350.0 million at June 28, 2020 under the PJI Facilities was composed of $350.0 million outstanding under the Term Loan Facility. Including outstanding letters of credit, the Company’s remaining availability under the PJI Facilities at June 28, 2020 was approximately $353.8 million. As of June 28, 2020, the Company had approximately $2.1 million in unamortized debt issuance costs, which are being amortized into interest expense over the term of the PJI Facilities. We attempt to minimize interest rate 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 PJI Credit Agreement. By using a derivative instrument to hedge exposures to changes in interest rates, we expose ourselves to credit risk 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 PJI Facilities. As of June 28, 2020, we have the following interest rate swap agreements with a total notional value of $350 million: 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 $ 100 million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 1.99 % January 30, 2018 through August 30, 2022 $ 50 million 2.00 % The gain or loss on the swaps is recognized in Accumulated other comprehensive loss (“AOCL”) and reclassified into earnings as adjustments to interest expense in the same period or periods during which the swaps affect earnings. Gains or losses on the swaps representing hedge components excluded from the assessment of effectiveness are recognized in current earnings. The following table provides information on the location and amounts of our swaps in the accompanying condensed consolidated financial statements (in thousands): Interest Rate Swap Derivatives Fair Value Fair Value June 28, December 29, Balance Sheet Location 2020 2019 Other current and long-term liabilities $ 17,050 $ 6,168 The effect of derivative instruments on the accompanying condensed consolidated financial statements is as follows (in thousands): Location of Gain Amount of Gain Derivatives - Amount of Gain or or (Loss) or (Loss) Total Net Interest Expense Cash Flow (Loss) Recognized Reclassified from Reclassified from on Condensed Hedging in AOCL AOCL into AOCL into Consolidated Statements Relationships on Derivative Income Income of Operations Interest rate swaps for the three months ended: June 28, 2020 $ (79) Interest expense $ (1,372) $ (3,627) June 30, 2019 $ (5,167) Interest expense $ 231 $ (4,272) Interest rate swaps for the six months ended: June 28, 2020 $ (8,487) Interest expense $ (1,702) $ (7,594) June 30, 2019 $ (8,204) Interest expense $ 688 $ (10,548) The weighted average interest rates on our PJI Facilities, including the impact of the interest rate swap agreements, were 3.8% for the three- and six-month periods ended June 28, 2020, compared to 4.3% and 4.4 % for the three- and six-month periods ended June 30, 2019, respectively. Interest paid, including payments made or received under the swaps, was $4.0 million and $4.4 million for the three months ended June 28, 2020 and June 30, 2019, respectively, and $8.1 million and $11.1 million for the six months ended June 28, 2020 and June 30, 2019, respectively. As of June 28, 2020, the portion of the aggregate $17.1 million interest rate swap liability that would be reclassified into net interest expense during the next twelve months approximates $7.2 million. PJMF has a $20.0 million revolving line of credit (the “PJMF Revolving Facility”) pursuant to a Revolving Loan Agreement, dated September 30, 2015 (as amended, the “PJMF Loan Agreement”) with U.S. Bank National Association, as lender (“U.S. Bank”). The PJMF Revolving Facility is secured by substantially all assets of PJMF. The PJMF Revolving Facility matures on September 30, 2020. The borrowings under the PJMF Revolving Facility accrue interest at a variable rate of the one-month LIBOR plus 1.75%. The applicable interest rates on the PJMF Revolving Facility were 2.3% and 2.8% for the three and six months ended June 28, 2020, respectively, compared to 4.2% for both the three and six months ended June 30, 2019. As of June 28, 2020, there was approximately $100,000 of debt outstanding under the PJMF Revolving Facility (none |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 28, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 9. 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 Durling et al v. Papa John’s International, Inc. , Danker v. Papa John’s International, Inc. et al. On August 30, 2018, a class action lawsuit was filed in the United States District Court, Southern District of New York 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 alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended. The District Court appointed the Oklahoma Law Enforcement Retirement System to lead the case. An amended complaint was filed on February 13, 2019, which the Company moved to dismiss. On March 16, 2020, the Court granted the Company’s motion to dismiss, on the ground that the complaint failed to state any viable cause of action. The Plaintiffs subsequently filed a second amended complaint on April 30, 2020, which the Company moved to dismiss. The Company believes that it has valid and meritorious defenses to the second amended complaint and intends to vigorously defend against the case. The Company has t recorded any liability related to this lawsuit as of June 28, 2020 as it does not believe a loss is probable or reasonably estimable. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 28, 2020 | |
Segment Information | |
Segment Information | 10. 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 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 income 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. Our segment information is as follows: Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, (In thousands) 2020 2019 2020 2019 Revenues: Domestic Company-owned restaurants $ 186,506 $ 163,656 $ 347,946 $ 325,459 North America commissaries 167,619 147,128 323,041 296,032 North America franchising 24,174 19,761 43,614 37,291 International 34,366 31,420 66,518 62,920 All others 47,958 37,658 89,363 76,326 Total revenues $ 460,623 $ 399,623 $ 870,482 $ 798,028 Intersegment revenues: North America commissaries $ 47,357 $ 46,962 $ 91,863 $ 92,517 North America franchising 793 787 1,467 1,460 International — 94 — 191 All others 18,386 17,985 39,341 33,396 Total intersegment revenues $ 66,536 $ 65,828 $ 132,671 $ 127,564 Income before income taxes Domestic Company-owned restaurants $ 16,746 $ 7,712 $ 25,413 $ 12,309 North America commissaries 8,567 7,792 16,076 15,304 North America franchising 22,176 17,910 39,502 33,601 International 4,589 5,403 9,088 10,720 All others 1,983 (1,209) 1,724 (1,715) Unallocated corporate expenses (26,430) (27,891) (52,481) (60,356) Elimination of intersegment (profits) losses (724) 242 (910) (671) Total income before income taxes $ 26,907 $ 9,959 $ 38,412 $ 9,192 Property and equipment: Domestic Company-owned restaurants $ 226,404 North America commissaries 143,474 International 15,493 All others 88,602 Unallocated corporate assets 213,517 Accumulated depreciation and amortization (486,909) Property and equipment, net $ 200,581 Disaggregation of Revenue In the following tables, revenues are disaggregated by major product/service line. The tables also include a reconciliation of the disaggregated revenues by the reportable segment (in thousands): Reportable Segments Three Months Ended June 28, 2020 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 186,506 $ - $ - $ - $ - $ 186,506 Commissary sales - 214,976 - 20,350 - 235,326 Franchise royalties and fees - - 24,967 7,743 - 32,710 Other revenues - - - 6,273 66,344 72,617 Eliminations - (47,357) (793) - (18,386) (66,536) Total segment revenues $ 186,506 $ 167,619 $ 24,174 $ 34,366 $ 47,958 $ 460,623 International other revenues (1) - - - (6,273) 6,273 - Total revenues $ 186,506 $ 167,619 $ 24,174 $ 28,093 $ 54,231 $ 460,623 Reportable Segments Three Months Ended June 30, 2019 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 163,656 $ - $ - $ - $ - $ 163,656 Commissary sales - 194,090 - 15,948 - 210,038 Franchise royalties and fees - - 20,548 9,549 - 30,097 Other revenues - - - 6,017 55,643 61,660 Eliminations - (46,962) (787) (94) (17,985) (65,828) Total segment revenues $ 163,656 $ 147,128 $ 19,761 $ 31,420 $ 37,658 $ 399,623 International other revenues (1) - - - (6,017) 6,017 - International eliminations (1) - - - 94 (94) - Total revenues $ 163,656 $ 147,128 $ 19,761 $ 25,497 $ 43,581 $ 399,623 Reportable Segments Six Months Ended June 28, 2020 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 347,946 $ - $ - $ - $ - $ 347,946 Commissary sales - 414,904 - 36,893 - 451,797 Franchise royalties and fees - - 45,081 17,259 - 62,340 Other revenues - - - 12,366 128,704 141,070 Eliminations - (91,863) (1,467) - (39,341) (132,671) Total segment revenues $ 347,946 $ 323,041 $ 43,614 $ 66,518 $ 89,363 $ 870,482 International other revenues (1) - - - (12,366) 12,366 - International eliminations (1) - - - - - - Total revenues $ 347,946 $ 323,041 $ 43,614 $ 54,152 $ 101,729 $ 870,482 Reportable Segments Six Months Ended June 30, 2019 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 325,459 $ - $ - $ - $ - $ 325,459 Commissary sales - 388,549 - 31,814 - 420,363 Franchise royalties and fees - - 38,751 19,350 - 58,101 Other revenues - - - 11,947 109,722 121,669 Eliminations - (92,517) (1,460) (191) (33,396) (127,564) Total segment revenues $ 325,459 $ 296,032 $ 37,291 $ 62,920 $ 76,326 $ 798,028 International other revenues (1) - - - (11,947) 11,947 - International eliminations (1) - - - 191 (191) - Total revenues $ 325,459 $ 296,032 $ 37,291 $ 51,164 $ 88,082 $ 798,028 (1) Other revenues as reported in the Condensed Consolidated Statements of Operations include $6.3 million and $12.4 million of revenue for the three and six months ended June 28, 2020, respectively, and $5.9 million and $11.8 million for the three and six months ended June 30, 2019, respectively, that are part of the international reporting segment. These amounts include marketing fund contributions and sublease rental income from international franchisees in the United Kingdom that provide no significant contribution to income before income taxes but must be reported on a gross basis under accounting requirements. The related expenses for these Other revenues are reported in Other expenses in the Condensed Consolidated Statements of Operations. |
Update to Significant Account_2
Update to Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 28, 2020 | |
Update to Significant Accounting Policies | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed 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, right-of-use assets and lease liabilities, gift card breakage, 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. |
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 as it spends all annual contributions received from the system. PJMF collects a percentage of revenues from Company-owned and franchised restaurants in the United States for the purpose of designing and administering advertising and promotional programs. PJMF is a variable interest entity (“VIE”) that funds its operations with ongoing financial support and contributions from the domestic restaurants, of which approximately 80% are franchised, and does not have sufficient equity to fund its operations without these ongoing financial contributions. Based on an assessment of the governance structure and operating procedures of PJMF, the Company determined it has the power to control certain significant activities of PJMF, and therefore, is the primary beneficiary. The Company has consolidated PJMF in its financial results in accordance with Accounting Standards Codification (“ASC”) 810, “Consolidations.” |
Noncontrolling Interests | Noncontrolling Interests Papa John’s has four joint venture arrangements in which there are noncontrolling interests held by third parties that include 192 restaurants at both June 28, 2020 and June 30, 2019. Consolidated net income is required to be reported separately at amounts attributable to both 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 Condensed Consolidated Statements of Operations of income attributable to the noncontrolling interest holders. Net income attributable to these joint ventures for the three and six months ended June 28, 2020 and June 30, 2019 was as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 Papa John’s International, Inc. $ 2,320 $ 708 $ 3,451 $ 1,172 Noncontrolling interests 1,337 322 1,887 455 Total net income $ 3,657 $ 1,030 $ 5,338 $ 1,627 The following summarizes the redemption feature, location and related accounting within the Condensed Consolidated Balance Sheets for these joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint ventures with no redemption feature Permanent equity Carrying value Joint ventures with option to require the Company to purchase the noncontrolling interest - not currently redeemable or redemption not probable Temporary equity Carrying value |
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. The effective income tax rate includes the estimated domestic state effective income tax rate and applicable foreign income tax rates. The effective income tax rate is also impacted by various permanent items and credits, net of any related valuation allowances, and can vary based on changes in estimated annual income. 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. 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 on a quarterly basis to adjust for events, such as statute of limitations expirations, court or state rulings or audit settlements, which may impact our ultimate payment for such exposures. |
Fair Value Measurements and Disclosures | 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, net of allowances, and accounts payable. The carrying value of notes receivable, net of allowances, also approximates fair value. The fair value of the amount outstanding under our term debt approximates the carrying value due to the variable market-based interest rate (Level 2). Certain assets and liabilities are measured at fair value on a 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 June 28, 2020 and December 29, 2019 are as follows (in thousands): Carrying Fair Value Measurements Value Level 1 Level 2 Level 3 June 28, 2020 Financial assets: Cash surrender value of life insurance policies (a) $ 32,155 $ 32,155 $ — $ — Financial liabilities: Interest rate swaps (b) 17,050 — 17,050 — December 29, 2019 Financial assets: Cash surrender value of life insurance policies (a) $ 33,220 $ 33,220 $ — $ — Financial liabilities: Interest rate swaps (b) 6,168 — 6,168 — (a) Represents life insurance policies held in our non-qualified deferred compensation plan. (b) The fair value of our interest rate swaps is 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”). |
Accounting Standards Adopted and to be Adopted in Future Periods | Accounting Standards Adopted Financial Instruments – Credit Losses In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. The Company adopted ASU 2016-13 as of December 30, 2019 (the first day of fiscal 2020) under the modified retrospective transition method. Financial instruments subject to ASU 2016-13 include trade accounts receivable, notes receivable and interest receivable (classified as Other assets in the Condensed Consolidated Balance Sheet) from franchisees. The impact of the adoption was not material to our condensed consolidated financial statements. Upon adoption, the Company recorded a cumulative effect adjustment to retained earnings of $1.1 million, net of $0.3 million of income taxes, on the opening Condensed Consolidated Balance Sheet as of December 30, 2019. Estimates of expected credit losses, even if remote, are based upon historical account write-off trends, facts about the current financial condition of the debtor, forecasts of future operating results based upon current trends of select operating metrics, and macroeconomic factors. Credit quality is monitored through the timing of payments compared to the prescribed payment terms and known facts regarding the financial condition of the franchisee or customer. Account and note balances are charged off against the allowance after recovery efforts have ceased. The following table summarizes changes in our allowances for credit losses for accounts receivable, notes receivable and interest receivable: (in thousands) Accounts Receivable Notes Receivable Interest Receivable Balance at December 29, 2019 $ 7,341 $ 3,572 $ 910 Cumulative effect of adoption of ASU 2016-13 912 463 - Balance at December 30, 2019 8,253 4,035 910 Current period provision for expected credit losses 833 74 144 Write-offs charged against the allowance (431) (10) - Recoveries collected - (56) - Transfers - 1,054 (1,054) Balance at June 28, 2020 $ 8,655 $ 5,097 $ - Accounting Standards to be Adopted in Future Periods Reference Rate Reform – Hedging In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU is intended to provide temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluating the impact this guidance may have on its condensed consolidated financial statements and related disclosures. |
Update to Significant Account_3
Update to Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Update to Significant Accounting Policies | |
Schedule of net income attributable to Joint Ventures | Net income attributable to these joint ventures for the three and six months ended June 28, 2020 and June 30, 2019 was as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 Papa John’s International, Inc. $ 2,320 $ 708 $ 3,451 $ 1,172 Noncontrolling interests 1,337 322 1,887 455 Total net income $ 3,657 $ 1,030 $ 5,338 $ 1,627 |
Schedule of Joint Ventures in Which There are Noncontrolling Interests | The following summarizes the redemption feature, location and related accounting within the Condensed Consolidated Balance Sheets for these joint venture arrangements: Type of Joint Venture Arrangement Location within the Balance Sheets Recorded Value Joint ventures with no redemption feature Permanent equity Carrying value Joint ventures with option to require the Company to purchase the noncontrolling interest - not currently redeemable or redemption not probable Temporary equity Carrying value |
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 June 28, 2020 and December 29, 2019 are as follows (in thousands): Carrying Fair Value Measurements Value Level 1 Level 2 Level 3 June 28, 2020 Financial assets: Cash surrender value of life insurance policies (a) $ 32,155 $ 32,155 $ — $ — Financial liabilities: Interest rate swaps (b) 17,050 — 17,050 — December 29, 2019 Financial assets: Cash surrender value of life insurance policies (a) $ 33,220 $ 33,220 $ — $ — Financial liabilities: Interest rate swaps (b) 6,168 — 6,168 — (a) Represents life insurance policies held in our non-qualified deferred compensation plan. (b) The fair value of our interest rate swaps is 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”). |
Schedule rollforward of the allowance for credit losses for accounts receivable, notes receivable and other assets | (in thousands) Accounts Receivable Notes Receivable Interest Receivable Balance at December 29, 2019 $ 7,341 $ 3,572 $ 910 Cumulative effect of adoption of ASU 2016-13 912 463 - Balance at December 30, 2019 8,253 4,035 910 Current period provision for expected credit losses 833 74 144 Write-offs charged against the allowance (431) (10) - Recoveries collected - (56) - Transfers - 1,054 (1,054) Balance at June 28, 2020 $ 8,655 $ 5,097 $ - |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Leases | |
Schedule of supplemental cash flow information | Supplemental cash flow information related to leases for the periods reported is as follows: Six Months Ended (in thousands) June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 295 $ — Financing cash flows from finance leases 939 — Operating cash flows from operating leases (a) 18,744 20,307 Right-of-use assets obtained in exchange for new finance lease liabilities 19 — Right-of-use assets obtained in exchange for new operating lease liabilities 13,370 6,180 Cash received from sublease income 5,014 4,662 (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease asset amortization and liability accretion. |
Papa John's Marketing Fund, I_2
Papa John's Marketing Fund, Inc. (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Papa John's Marketing Fund, Inc. | |
Schedule of Assets and Liabilities of PJMF | Assets and liabilities of PJMF, which are restricted in their use, included in the Condensed Consolidated Balance Sheets were as follows (in thousands): June 28, December 29, 2020 2019 Assets Current assets: Cash and cash equivalents $ 3,465 $ 4,569 Accounts receivable, net 11,824 11,196 Income tax receivable 112 103 Prepaid expenses 434 1,316 Total current assets 15,835 17,184 Deferred income taxes, net 458 410 Total assets $ 16,293 $ 17,594 Liabilities Current liabilities: Accounts payable $ 4,045 $ 764 Accrued expenses and other current liabilities 10,884 14,287 Current deferred revenue 3,070 3,252 Debt 107 - Total current liabilities 18,106 18,303 Deferred revenue 1,591 2,094 Total liabilities $ 19,697 $ 20,397 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Revenue Recognition | |
Schedule of information about contract liabilities | The contract liability balances are included in the following (in thousands): Contract Liabilities June 28, 2020 December 29, 2019 Change Deferred revenue $ 18,925 $ 20,346 $ (1,421) Customer loyalty program 12,269 12,049 220 Total contract liabilities $ 31,194 $ 32,395 $ (1,201) |
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 $ 2,312 $ 2,110 $ 1,883 $ 1,612 $ 1,382 $ 3,153 $ 12,452 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Earnings Per Share | |
Schedule of Earnings Per Share, Basic and Diluted | The calculations of basic and diluted earnings per common share are as follows (in thousands, except per-share data): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 Basic earnings per common share Net income attributable to the Company $ 20,614 $ 8,354 $ 29,057 $ 6,623 Preferred stock dividends and accretion (3,347) (3,486) (6,818) (5,556) Net income attributable to participating securities (1,560) — (1,306) — Net income attributable to common shareholders $ 15,707 $ 4,868 $ 20,933 $ 1,067 Basic weighted average common shares outstanding 32,335 31,587 32,214 31,570 Basic earnings per common share $ 0.49 $ 0.15 $ 0.65 $ 0.03 Diluted earnings per common share Net income attributable to common shareholders $ 15,707 $ 4,868 $ 20,933 $ 1,067 Weighted average common shares outstanding 32,335 31,587 32,214 31,570 Dilutive effect of outstanding equity awards (a) 284 186 230 176 Diluted weighted average common shares outstanding (b) 32,619 31,773 32,444 31,746 Diluted earnings per common share $ 0.48 $ 0.15 $ 0.65 $ 0.03 (a) Excludes 145 and 170 equity awards for the three and six months ended June 28, 2020, respectively, and 1,561 and 1,469 equity awards for the three and six months ended June 30, 2019, respectively, as the effect of including such awards would have been anti-dilutive. (b) The Company had 252.5 shares of Series B Preferred Stock outstanding as of June 28, 2020 and December 29, 2019. For the fully diluted calculation, the Series B Preferred stock dividends were added back to net income attributable to common stockholders. The Company then applied the if-converted method to calculate dilution on the Series B Preferred Stock, which resulted in 5.0 million additional common shares. This calculation was anti-dilutive for both periods presented and as such was excluded. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Debt | |
Schedule of long-term debt, net | Long-term debt, net, consists of the following (in thousands): June 28, December 29, 2020 2019 Outstanding debt $ 350,107 $ 370,000 Unamortized debt issuance costs (2,068) (2,710) Current portion of long-term debt (20,107) (20,000) Total long-term debt, net $ 327,932 $ 347,290 |
Schedule of 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 $ 100 million 1.99 % January 30, 2018 through August 30, 2022 $ 75 million 1.99 % January 30, 2018 through August 30, 2022 $ 50 million 2.00 % |
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 condensed consolidated financial statements (in thousands): Interest Rate Swap Derivatives Fair Value Fair Value June 28, December 29, Balance Sheet Location 2020 2019 Other current and long-term liabilities $ 17,050 $ 6,168 |
Schedule of Effect of Derivative Instruments on the Accompanying Consolidated Financial Statements | The effect of derivative instruments on the accompanying condensed consolidated financial statements is as follows (in thousands): Location of Gain Amount of Gain Derivatives - Amount of Gain or or (Loss) or (Loss) Total Net Interest Expense Cash Flow (Loss) Recognized Reclassified from Reclassified from on Condensed Hedging in AOCL AOCL into AOCL into Consolidated Statements Relationships on Derivative Income Income of Operations Interest rate swaps for the three months ended: June 28, 2020 $ (79) Interest expense $ (1,372) $ (3,627) June 30, 2019 $ (5,167) Interest expense $ 231 $ (4,272) Interest rate swaps for the six months ended: June 28, 2020 $ (8,487) Interest expense $ (1,702) $ (7,594) June 30, 2019 $ (8,204) Interest expense $ 688 $ (10,548) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Segment Information | |
Schedule of Segment Reporting Information, by Segment | Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, (In thousands) 2020 2019 2020 2019 Revenues: Domestic Company-owned restaurants $ 186,506 $ 163,656 $ 347,946 $ 325,459 North America commissaries 167,619 147,128 323,041 296,032 North America franchising 24,174 19,761 43,614 37,291 International 34,366 31,420 66,518 62,920 All others 47,958 37,658 89,363 76,326 Total revenues $ 460,623 $ 399,623 $ 870,482 $ 798,028 Intersegment revenues: North America commissaries $ 47,357 $ 46,962 $ 91,863 $ 92,517 North America franchising 793 787 1,467 1,460 International — 94 — 191 All others 18,386 17,985 39,341 33,396 Total intersegment revenues $ 66,536 $ 65,828 $ 132,671 $ 127,564 Income before income taxes Domestic Company-owned restaurants $ 16,746 $ 7,712 $ 25,413 $ 12,309 North America commissaries 8,567 7,792 16,076 15,304 North America franchising 22,176 17,910 39,502 33,601 International 4,589 5,403 9,088 10,720 All others 1,983 (1,209) 1,724 (1,715) Unallocated corporate expenses (26,430) (27,891) (52,481) (60,356) Elimination of intersegment (profits) losses (724) 242 (910) (671) Total income before income taxes $ 26,907 $ 9,959 $ 38,412 $ 9,192 Property and equipment: Domestic Company-owned restaurants $ 226,404 North America commissaries 143,474 International 15,493 All others 88,602 Unallocated corporate assets 213,517 Accumulated depreciation and amortization (486,909) Property and equipment, net $ 200,581 |
Schedule of revenue disaggregated by major product line | In the following tables, revenues are disaggregated by major product/service line. The tables also include a reconciliation of the disaggregated revenues by the reportable segment (in thousands): Reportable Segments Three Months Ended June 28, 2020 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 186,506 $ - $ - $ - $ - $ 186,506 Commissary sales - 214,976 - 20,350 - 235,326 Franchise royalties and fees - - 24,967 7,743 - 32,710 Other revenues - - - 6,273 66,344 72,617 Eliminations - (47,357) (793) - (18,386) (66,536) Total segment revenues $ 186,506 $ 167,619 $ 24,174 $ 34,366 $ 47,958 $ 460,623 International other revenues (1) - - - (6,273) 6,273 - Total revenues $ 186,506 $ 167,619 $ 24,174 $ 28,093 $ 54,231 $ 460,623 Reportable Segments Three Months Ended June 30, 2019 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 163,656 $ - $ - $ - $ - $ 163,656 Commissary sales - 194,090 - 15,948 - 210,038 Franchise royalties and fees - - 20,548 9,549 - 30,097 Other revenues - - - 6,017 55,643 61,660 Eliminations - (46,962) (787) (94) (17,985) (65,828) Total segment revenues $ 163,656 $ 147,128 $ 19,761 $ 31,420 $ 37,658 $ 399,623 International other revenues (1) - - - (6,017) 6,017 - International eliminations (1) - - - 94 (94) - Total revenues $ 163,656 $ 147,128 $ 19,761 $ 25,497 $ 43,581 $ 399,623 Reportable Segments Six Months Ended June 28, 2020 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 347,946 $ - $ - $ - $ - $ 347,946 Commissary sales - 414,904 - 36,893 - 451,797 Franchise royalties and fees - - 45,081 17,259 - 62,340 Other revenues - - - 12,366 128,704 141,070 Eliminations - (91,863) (1,467) - (39,341) (132,671) Total segment revenues $ 347,946 $ 323,041 $ 43,614 $ 66,518 $ 89,363 $ 870,482 International other revenues (1) - - - (12,366) 12,366 - International eliminations (1) - - - - - - Total revenues $ 347,946 $ 323,041 $ 43,614 $ 54,152 $ 101,729 $ 870,482 Reportable Segments Six Months Ended June 30, 2019 Major Products/Services Lines Domestic Company-owned restaurants North America commissaries North America franchising International All others Total Company-owned restaurant sales $ 325,459 $ - $ - $ - $ - $ 325,459 Commissary sales - 388,549 - 31,814 - 420,363 Franchise royalties and fees - - 38,751 19,350 - 58,101 Other revenues - - - 11,947 109,722 121,669 Eliminations - (92,517) (1,460) (191) (33,396) (127,564) Total segment revenues $ 325,459 $ 296,032 $ 37,291 $ 62,920 $ 76,326 $ 798,028 International other revenues (1) - - - (11,947) 11,947 - International eliminations (1) - - - 191 (191) - Total revenues $ 325,459 $ 296,032 $ 37,291 $ 51,164 $ 88,082 $ 798,028 (1) Other revenues as reported in the Condensed Consolidated Statements of Operations include $6.3 million and $12.4 million of revenue for the three and six months ended June 28, 2020, respectively, and $5.9 million and $11.8 million for the three and six months ended June 30, 2019, respectively, that are part of the international reporting segment. These amounts include marketing fund contributions and sublease rental income from international franchisees in the United Kingdom that provide no significant contribution to income before income taxes but must be reported on a gross basis under accounting requirements. The related expenses for these Other revenues are reported in Other expenses in the Condensed Consolidated Statements of Operations. |
Update to Significant Account_4
Update to Significant Accounting Policies - Noncontrolling Interest and Joint Ventures (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020USD ($)restaurantentity | Jun. 30, 2019USD ($)entityrestaurant | Jun. 28, 2020USD ($)restaurantentity | Jun. 30, 2019USD ($)entityrestaurant | |
Noncontrolling Interests | ||||
Percentage of domestic restaurants franchised | 80.00% | 80.00% | ||
Number of Joint Ventures Having Noncontrolling Interests | entity | 4 | 4 | 4 | 4 |
Joint ventures | ||||
Noncontrolling Interests | ||||
Number of Restaurants | restaurant | 192 | 192 | 192 | 192 |
Income Amounts Attributable to Noncontrolling Interest, Disclosures | ||||
Papa John's International, Inc. | $ 2,320 | $ 708 | $ 3,451 | $ 1,172 |
Noncontrolling interests | 1,337 | 322 | 1,887 | 455 |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ 3,657 | $ 1,030 | $ 5,338 | $ 1,627 |
Update to Significant Account_5
Update to Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Carrying Value | ||
Measurement of financial assets and liabilities at fair value on a recurring basis | ||
Cash surrender value of life insurance policies | $ 32,155 | $ 33,220 |
Interest rate swap liabilities | 17,050 | 6,168 |
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 | 32,155 | 33,220 |
Measured on Recurring Basis | Level 2 | ||
Measurement of financial assets and liabilities at fair value on a recurring basis | ||
Interest rate swap liabilities | $ 17,050 | $ 6,168 |
Update to Significant Account_6
Update to Significant Accounting Policies - Schedule rollforward of the allowance for credit losses for accounts receivable, notes receivable and other assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Dec. 30, 2019 | Dec. 29, 2019 | |
Credit Losses | ||||
Retained earnings | $ 212,104 | $ 205,697 | ||
Income tax receivable | 755 | $ 4,024 | ||
Allowance for Credit Loss | ||||
Current period provision for expected credit losses | 1,051 | $ 676 | ||
Accounts Receivable | ||||
Allowance for Credit Loss | ||||
Balance at beginning of period | 7,341 | |||
Balance at beginning of period, adjusted | $ 8,253 | |||
Current period provision for expected credit losses | 833 | |||
Write-offs charged against the allowance | (431) | |||
Balance at end of period | 8,655 | |||
Notes Receivable | ||||
Allowance for Credit Loss | ||||
Balance at beginning of period | 3,572 | |||
Balance at beginning of period, adjusted | 4,035 | |||
Current period provision for expected credit losses | 74 | |||
Write-offs charged against the allowance | (10) | |||
Recoveries collected | (56) | |||
Transfers | 1,054 | |||
Balance at end of period | 5,097 | |||
Interest Receivable | ||||
Allowance for Credit Loss | ||||
Balance at beginning of period | 910 | |||
Balance at beginning of period, adjusted | 910 | |||
Current period provision for expected credit losses | 144 | |||
Transfers | (1,054) | |||
ASU 2016-13 | Total Adjustments | ||||
Credit Losses | ||||
Retained earnings | 1,100 | |||
Income tax receivable | $ 300 | |||
ASU 2016-13 | Total Adjustments | Accounts Receivable | ||||
Allowance for Credit Loss | ||||
Balance at beginning of period | 912 | |||
ASU 2016-13 | Total Adjustments | Notes Receivable | ||||
Allowance for Credit Loss | ||||
Balance at beginning of period | $ 463 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments, Lessor Operating Leases, and Lease Guarantees (Details) $ in Millions | 6 Months Ended | |
Jun. 28, 2020USD ($)restaurantlease | Jun. 30, 2019USD ($) | |
Leases | ||
sublease income | $ 5 | $ 4.8 |
Number of domestic leases for which the Company is contingently liable | lease | 89 | |
Estimated maximum amount of undiscounted payments in the event of nonpayment by primary lessees | $ 15.9 | |
United Kingdom franchise-owned restaurants | ||
Leases | ||
Number of units leased and subleased | restaurant | 370 | |
Initial lease terms on franchised sites | 15 years |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
Leases | ||
Operating cash flows from finance leases | $ 295 | |
Financing cash flows from finance leases | 939 | |
Operating cash flows from operating leases | 18,744 | $ 20,307 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 19 | |
Right-of-use assets obtained in exchange for new operating lease liabilities | 13,370 | 6,180 |
Cash received from sublease income | $ 5,014 | $ 4,662 |
Papa John's Marketing Fund, I_3
Papa John's Marketing Fund, Inc. (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 75,699 | $ 27,911 |
Accounts receivable, net | 73,530 | 80,921 |
Income tax receivable | 755 | 4,024 |
Total current assets | 225,473 | 181,546 |
Deferred income taxes | 4,978 | 1,839 |
Total assets | 757,737 | 730,721 |
Current liabilities: | ||
Accounts payable | 30,699 | 29,141 |
Accrued expenses and other current liabilities | 134,989 | 120,566 |
Current deferred revenue | 5,382 | 5,624 |
Debt | 20,107 | 20,000 |
Total current liabilities | 228,919 | 207,945 |
Deferred revenue | 13,543 | 14,722 |
Total liabilities | 791,091 | 790,459 |
Papa John's Marketing Fund Inc. | ||
Current assets: | ||
Cash and cash equivalents | 3,465 | 4,569 |
Accounts receivable, net | 11,824 | 11,196 |
Income tax receivable | 112 | 103 |
Prepaid expenses | 434 | 1,316 |
Total current assets | 15,835 | 17,184 |
Deferred income taxes | 458 | 410 |
Total assets | 16,293 | 17,594 |
Current liabilities: | ||
Accounts payable | 4,045 | 764 |
Accrued expenses and other current liabilities | 10,884 | 14,287 |
Current deferred revenue | 3,070 | 3,252 |
Debt | 107 | |
Total current liabilities | 18,106 | 18,303 |
Deferred revenue | 1,591 | 2,094 |
Total liabilities | $ 19,697 | $ 20,397 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 29, 2019 | |
Revenue disaggregation | |||||
Revenue recognized related to deferred revenue and customer loyalty program | $ 8,400 | $ 8,400 | $ 16,300 | $ 15,800 | |
Contract liabilities | 31,194 | 31,194 | $ 32,395 | ||
Change | (1,201) | ||||
Contract assets | 4,900 | 4,900 | 6,000 | ||
Amortization expense related to contract assets | 700 | 1,600 | |||
Deferred revenue. | |||||
Revenue disaggregation | |||||
Contract liabilities | 18,925 | 18,925 | 20,346 | ||
Change | (1,421) | ||||
Customer loyalty program | |||||
Revenue disaggregation | |||||
Contract liabilities | $ 12,269 | 12,269 | $ 12,049 | ||
Change | $ 220 |
Revenue Recognition - Transacti
Revenue Recognition - Transaction Price Allocated to Remaining Performance Obligations (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Performance Obligations by Period | ||
Total deferred revenue | $ 31,194 | $ 32,395 |
Franchise royalties and fees | ||
Performance Obligations by Period | ||
Less than 1 Year | 2,312 | |
1-2 Years | 2,110 | |
2-3 Years | 1,883 | |
3-4 Years | 1,612 | |
4-5 Years | 1,382 | |
Thereafter | 3,153 | |
Total deferred revenue | 12,452 | |
Area development fees | ||
Performance Obligations by Period | ||
Total deferred revenue | 1,800 | |
Gift Card | ||
Performance Obligations by Period | ||
Total deferred revenue | $ 4,700 |
Common Stock and Series B Con_2
Common Stock and Series B Convertible Preferred Stock - Shares Authorized and Outstanding (Details) - shares | Jun. 28, 2020 | Dec. 29, 2019 |
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 | 32,300,000 | 31,900,000 |
Series B Convertible Preferred Stock, shares outstanding | 252,530 | 252,500 |
Series B Preferred Stock | ||
Authorized shares of preferred stock | 260,000 | |
Series B Convertible Preferred Stock, shares outstanding | 252,500 | 252,500 |
Common Stock and Series B Con_3
Common Stock and Series B Convertible Preferred Stock - Cash Dividend (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 01, 2020 | Jul. 31, 2020 | Jun. 28, 2020 | Jun. 30, 2019 |
Cash Dividend | ||||
Total dividends paid | $ 21,300 | |||
Dividends paid to common shareholders | 14,500 | |||
Dividends paid to common shareholders | $ 14,520 | $ 14,269 | ||
Dividend paid per common share (in dollars per share) | $ 0.45 | |||
Common stock dividends paid to preferred shareholders | $ 2,300 | |||
Preferred stock dividend rate | 3.60% | |||
Quarterly dividend declared, per share (in dollars per share) | $ 0.225 | |||
Forecast | ||||
Cash Dividend | ||||
Dividends paid to common shareholders | $ 7,400 | |||
Common stock dividends paid to preferred shareholders | $ 1,100 | |||
Series B Preferred Stock | ||||
Cash Dividend | ||||
Preferred dividends | $ 4,500 | |||
Series B Preferred Stock | Forecast | ||||
Cash Dividend | ||||
Quarterly dividend declared | $ 2,300 | |||
Series B Preferred Stock | Subsequent event | Forecast | ||||
Cash Dividend | ||||
Quarterly dividend, date of declaration | Oct. 1, 2020 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 29, 2019 | |
Basic earnings per common share: | |||||
Net income attributable to the Company | $ 20,614 | $ 8,354 | $ 29,057 | $ 6,623 | |
Preferred stock dividends and accretion | (3,347) | (3,486) | (6,818) | (5,556) | |
Net income attributable to participating securities | (1,560) | (1,306) | |||
Net income attributable to common shareholders | $ 15,707 | $ 4,868 | $ 20,933 | $ 1,067 | |
Basic weighted average common shares outstanding | 32,335,000 | 31,587,000 | 32,214,000 | 31,570,000 | |
Basic earnings per common share | $ 0.49 | $ 0.15 | $ 0.65 | $ 0.03 | |
Diluted earnings per common share: | |||||
Net income attributable to common shareholders | $ 15,707 | $ 4,868 | $ 20,933 | $ 1,067 | |
Basic weighted average common shares outstanding | 32,335,000 | 31,587,000 | 32,214,000 | 31,570,000 | |
Dilutive effect of outstanding equity awards | 284,000 | 186,000 | 230,000 | 176,000 | |
Diluted weighted average common shares outstanding | 32,619,000 | 31,773,000 | 32,444,000 | 31,746,000 | |
Diluted earnings per common share | $ 0.48 | $ 0.15 | $ 0.65 | $ 0.03 | |
Weighted average antidilutive awards excluded from computation of earnings per share | 145,000 | 1,561,000 | 170,000 | 1,469,000 | |
Series B Convertible Preferred Stock, shares outstanding | 252,530 | 252,530 | 252,500 | ||
Series B Preferred Stock | |||||
Diluted earnings per common share: | |||||
Weighted average antidilutive awards excluded from computation of earnings per share | 5,000,000 | 5,000,000 | |||
Series B Convertible Preferred Stock, shares outstanding | 252,500 | 252,500 | 252,500 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Debt | ||
Outstanding debt | $ 350,107 | $ 370,000 |
Unamortized debt issuance costs | (2,068) | (2,710) |
Current portion of long-term debt | (20,107) | (20,000) |
Total long-term debt, net | $ 327,932 | $ 347,290 |
Debt - Credit Agreements (Detai
Debt - Credit Agreements (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020USD ($) | Jun. 30, 2019 | Jun. 28, 2020USD ($)item$ / shares | Jun. 30, 2019USD ($) | Dec. 29, 2019USD ($) | |
Debt | |||||
Outstanding debt | $ 350,107,000 | $ 350,107,000 | $ 370,000,000 | ||
Quarterly dividend paid per common share (in dollars per share) | $ / shares | $ 0.45 | ||||
Dividends paid to common shareholders | $ 14,520,000 | $ 14,269,000 | |||
Debt issuance costs | 2,068,000 | 2,068,000 | 2,710,000 | ||
PJI Facilities | |||||
Debt | |||||
Outstanding debt | 350,000,000 | $ 350,000,000 | |||
Number of quarters in interest margin period | item | 4 | ||||
Line of credit facility, remaining availability | 353,800,000 | $ 353,800,000 | |||
Debt issuance costs | $ 2,100,000 | $ 2,100,000 | |||
PJI Facilities | Minimum | Modification of financial covenants beginning in the third quarter of 2018 | |||||
Debt | |||||
Fixed charge coverage ratio | 2.25 | 2.25 | |||
PJI Facilities | Minimum | Modification of financial covenants in 2021 and thereafter | |||||
Debt | |||||
Fixed charge coverage ratio | 2.50 | 2.50 | |||
PJI Facilities | Maximum | Ability to make dividends and distributions based on Leverage Ratio | |||||
Debt | |||||
Quarterly dividend paid per common share (in dollars per share) | $ / shares | $ 0.225 | ||||
Dividends paid to common shareholders | $ 35,000,000 | ||||
Leverage Ratio | 3.75 | 3.75 | |||
PJI Facilities | Maximum | Modification of financial covenants beginning in the third quarter of 2018 | |||||
Debt | |||||
Leverage Ratio | 5 | 5 | |||
PJI Facilities | Maximum | Modification of financial covenants by 2022 | |||||
Debt | |||||
Leverage Ratio | 4 | 4 | |||
PJI Facilities | Maximum | Option to increase the Revolving Facility or the Term Loan Facility | |||||
Debt | |||||
Leverage Ratio | 4 | 4 | |||
Additional amount that company has option to increase borrowing capacity | $ 300,000,000 | ||||
PJI Facilities | LIBOR | Minimum | |||||
Debt | |||||
Interest margin rate on debt | 1.25% | ||||
PJI Facilities | LIBOR | Maximum | |||||
Debt | |||||
Interest margin rate on debt | 2.50% | ||||
PJI Facilities | Base rate | Minimum | |||||
Debt | |||||
Interest margin rate on debt | 0.25% | ||||
PJI Facilities | Base rate | Maximum | |||||
Debt | |||||
Interest margin rate on debt | 1.50% | ||||
PJMF Revolving Facility | |||||
Debt | |||||
Line of credit facility, maximum borrowing capacity | $ 20,000,000 | $ 20,000,000 | |||
Outstanding debt | $ 100,000 | $ 100,000 | $ 0 | ||
Applicable interest rate | 2.30% | 4.20% | 2.80% | 4.20% | |
PJMF Revolving Facility | One-month LIBOR | |||||
Debt | |||||
Interest margin rate on debt | 1.75% | ||||
Revolving Facility | PJI Facilities | |||||
Debt | |||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | $ 400,000,000 | |||
Outstanding debt | 0 | 0 | |||
Line of credit facility, maximum borrowing capacity of foreign currencies | 35,000,000 | 35,000,000 | |||
Term Loan Facility | PJI Facilities | |||||
Debt | |||||
Outstanding debt | $ 350,000,000 | 350,000,000 | |||
Quarterly amortization payment | $ 5,000,000 |
Debt - Derivatives (Details)
Debt - Derivatives (Details) $ in Millions | Jun. 28, 2020USD ($) |
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, $50 Million notional amount | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 50 |
Interest rate swap agreement, fixed interest rate | 2.00% |
Interest rate swap | |
Interest rate swaps | |
Interest rate swap agreement, notional amount | $ 350 |
Debt - Interest Rate Swaps (Det
Debt - Interest Rate Swaps (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Interest rate swap | Other current and long-term Liabilities | ||
Debt and Credit Arrangements | ||
Derivatives designated as hedging instruments, fair value | $ 17,050 | $ 6,168 |
Debt - Effect of Derivatives on
Debt - Effect of Derivatives on Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Debt and Credit Arrangements | ||||
Weighted average interest rates on debt, including the impact of interest rate swap agreements | 3.80% | 4.30% | 3.80% | 4.40% |
Interest paid, including payments made or received under the swaps | $ 4,000 | $ 4,400 | $ 8,100 | $ 11,100 |
Interest rate swap | ||||
Debt and Credit Arrangements | ||||
Portion of derivative liability that would be reclassified into earnings | 17,100 | |||
Interest expense | Interest rate swap | ||||
Debt and Credit Arrangements | ||||
Amount of Gain or (Loss) Recognized in AOCI/AOCL on Derivative | (79) | (5,167) | (8,487) | (8,204) |
Amount of Gain or (Loss) Reclassified from AOCI/AOCL into Income | (1,372) | 231 | (1,702) | 688 |
Total Net interest expense on Condensed Consolidated Statements of Operations | $ (3,627) | $ (4,272) | (7,594) | $ (10,548) |
Portion of derivative liability that would be reclassified into earnings | $ 7,200 | |||
Estimate of period of time over which portion of derivative liability would be reclassified into earnings | 12 months |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Jun. 28, 2020USD ($) | Oct. 29, 2018employee |
Durling et al v. Papa John's International, Inc. | ||
Loss Contingencies [Line Items] | ||
Approximate number of employees who opted into the class action | employee | 9,571 | |
Expected future costs | $ 0 | |
Danker V. Papa John's International, Inc. | ||
Loss Contingencies [Line Items] | ||
Expected future costs | $ 0 |
Segment Information - Concentra
Segment Information - Concentration (Details) | 6 Months Ended |
Jun. 28, 2020entitysegment | |
Major customers disclosures | |
Number of reportable segments | segment | 4 |
Consolidated revenues | |
Major customers disclosures | |
Concentration risk, number | entity | 0 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 29, 2019 | |
Segment Information | |||||
Total revenues | $ 460,623 | $ 399,623 | $ 870,482 | $ 798,028 | |
Income before income taxes | 26,907 | 9,959 | 38,412 | 9,192 | |
Accumulated depreciation and amortization | (486,909) | (486,909) | |||
Property and equipment, net | 200,581 | 200,581 | $ 211,741 | ||
Domestic Company-owned restaurants | |||||
Segment Information | |||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 | |
North America commissary | |||||
Segment Information | |||||
Total revenues | 167,619 | 147,128 | 323,041 | 296,032 | |
North America franchising | |||||
Segment Information | |||||
Total revenues | 24,174 | 19,761 | 43,614 | 37,291 | |
International | |||||
Segment Information | |||||
Total revenues | 28,093 | 25,497 | 54,152 | 51,164 | |
Other segment | |||||
Segment Information | |||||
Total revenues | 54,231 | 43,581 | 101,729 | 88,082 | |
Operating segments | |||||
Segment Information | |||||
Total revenues | 460,623 | 399,623 | 870,482 | 798,028 | |
Operating segments | Domestic Company-owned restaurants | |||||
Segment Information | |||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 | |
Income before income taxes | 16,746 | 7,712 | 25,413 | 12,309 | |
Property and equipment, gross | 226,404 | 226,404 | |||
Operating segments | North America commissary | |||||
Segment Information | |||||
Total revenues | 167,619 | 147,128 | 323,041 | 296,032 | |
Income before income taxes | 8,567 | 7,792 | 16,076 | 15,304 | |
Property and equipment, gross | 143,474 | 143,474 | |||
Operating segments | North America franchising | |||||
Segment Information | |||||
Total revenues | 24,174 | 19,761 | 43,614 | 37,291 | |
Income before income taxes | 22,176 | 17,910 | 39,502 | 33,601 | |
Operating segments | International | |||||
Segment Information | |||||
Total revenues | 34,366 | 31,420 | 66,518 | 62,920 | |
Income before income taxes | 4,589 | 5,403 | 9,088 | 10,720 | |
Property and equipment, gross | 15,493 | 15,493 | |||
Operating segments | Other segment | |||||
Segment Information | |||||
Total revenues | 47,958 | 37,658 | 89,363 | 76,326 | |
Income before income taxes | 1,983 | (1,209) | 1,724 | (1,715) | |
Property and equipment, gross | 88,602 | 88,602 | |||
Elimination | |||||
Segment Information | |||||
Total revenues | (66,536) | (65,828) | (132,671) | (127,564) | |
Income before income taxes | (724) | 242 | (910) | (671) | |
Elimination | North America commissary | |||||
Segment Information | |||||
Total revenues | (47,357) | (46,962) | (91,863) | (92,517) | |
Elimination | North America franchising | |||||
Segment Information | |||||
Total revenues | (793) | (787) | (1,467) | (1,460) | |
Elimination | International | |||||
Segment Information | |||||
Total revenues | (94) | (191) | |||
Elimination | Other segment | |||||
Segment Information | |||||
Total revenues | (18,386) | (17,985) | (39,341) | (33,396) | |
Unallocated corporate | |||||
Segment Information | |||||
Income before income taxes | (26,430) | $ (27,891) | (52,481) | $ (60,356) | |
Property and equipment, gross | $ 213,517 | $ 213,517 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Revenue disaggregation | ||||
Total revenues | $ 460,623 | $ 399,623 | $ 870,482 | $ 798,028 |
Domestic Company-owned restaurants | ||||
Revenue disaggregation | ||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 |
North America franchising | ||||
Revenue disaggregation | ||||
Total revenues | 24,174 | 19,761 | 43,614 | 37,291 |
North America commissary | ||||
Revenue disaggregation | ||||
Total revenues | 167,619 | 147,128 | 323,041 | 296,032 |
International. | ||||
Revenue disaggregation | ||||
Total revenues | 28,093 | 25,497 | 54,152 | 51,164 |
International. | International other revenue | ||||
Revenue disaggregation | ||||
Total revenues | (6,273) | (6,017) | (12,366) | (11,947) |
International. | International eliminations | ||||
Revenue disaggregation | ||||
Total revenues | 94 | 191 | ||
All others | ||||
Revenue disaggregation | ||||
Total revenues | 54,231 | 43,581 | 101,729 | 88,082 |
All others | International other revenue | ||||
Revenue disaggregation | ||||
Total revenues | 6,273 | 6,017 | 12,366 | 11,947 |
All others | International eliminations | ||||
Revenue disaggregation | ||||
Total revenues | (94) | (191) | ||
Operating segments | ||||
Revenue disaggregation | ||||
Total revenues | 460,623 | 399,623 | 870,482 | 798,028 |
Operating segments | Company-owned Restaurants | ||||
Revenue disaggregation | ||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 |
Operating segments | Commissary Sales | ||||
Revenue disaggregation | ||||
Total revenues | 235,326 | 210,038 | 451,797 | 420,363 |
Operating segments | Franchise royalties and fees | ||||
Revenue disaggregation | ||||
Total revenues | 32,710 | 30,097 | 62,340 | 58,101 |
Operating segments | Other Sales | ||||
Revenue disaggregation | ||||
Total revenues | 72,617 | 61,660 | 141,070 | 121,669 |
Operating segments | Domestic Company-owned restaurants | ||||
Revenue disaggregation | ||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 |
Operating segments | Domestic Company-owned restaurants | Company-owned Restaurants | ||||
Revenue disaggregation | ||||
Total revenues | 186,506 | 163,656 | 347,946 | 325,459 |
Operating segments | North America franchising | ||||
Revenue disaggregation | ||||
Total revenues | 24,174 | 19,761 | 43,614 | 37,291 |
Operating segments | North America franchising | Franchise royalties and fees | ||||
Revenue disaggregation | ||||
Total revenues | 24,967 | 20,548 | 45,081 | 38,751 |
Operating segments | North America commissary | ||||
Revenue disaggregation | ||||
Total revenues | 167,619 | 147,128 | 323,041 | 296,032 |
Operating segments | North America commissary | Commissary Sales | ||||
Revenue disaggregation | ||||
Total revenues | 214,976 | 194,090 | 414,904 | 388,549 |
Operating segments | International. | ||||
Revenue disaggregation | ||||
Total revenues | 34,366 | 31,420 | 66,518 | 62,920 |
Other revenue from marketing fund contributions and sublease rental income | 6,300 | 5,900 | 12,400 | 11,800 |
Operating segments | International. | Commissary Sales | ||||
Revenue disaggregation | ||||
Total revenues | 20,350 | 15,948 | 36,893 | 31,814 |
Operating segments | International. | Franchise royalties and fees | ||||
Revenue disaggregation | ||||
Total revenues | 7,743 | 9,549 | 17,259 | 19,350 |
Operating segments | International. | Other Sales | ||||
Revenue disaggregation | ||||
Total revenues | 6,273 | 6,017 | 12,366 | 11,947 |
Operating segments | All others | ||||
Revenue disaggregation | ||||
Total revenues | 47,958 | 37,658 | 89,363 | 76,326 |
Operating segments | All others | Other Sales | ||||
Revenue disaggregation | ||||
Total revenues | 66,344 | 55,643 | 128,704 | 109,722 |
Elimination | ||||
Revenue disaggregation | ||||
Total revenues | (66,536) | (65,828) | (132,671) | (127,564) |
Elimination | North America franchising | ||||
Revenue disaggregation | ||||
Total revenues | (793) | (787) | (1,467) | (1,460) |
Elimination | North America commissary | ||||
Revenue disaggregation | ||||
Total revenues | (47,357) | (46,962) | (91,863) | (92,517) |
Elimination | International. | ||||
Revenue disaggregation | ||||
Total revenues | (94) | (191) | ||
Elimination | All others | ||||
Revenue disaggregation | ||||
Total revenues | $ (18,386) | $ (17,985) | $ (39,341) | $ (33,396) |