Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 03, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 0-21660 | |
Entity Registrant Name | PAPA JOHN’S INTERNATIONAL, INC. | |
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, $0.01 par value | |
Trading Symbol | PZZA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,972,325 | |
Entity Central Index Key | 0000901491 | |
Current Fiscal Year End Date | --12-29 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 27,768 | $ 40,587 |
Accounts receivable, net | 94,506 | 104,244 |
Notes receivable, current portion | 5,802 | 5,199 |
Income tax receivable | 1,906 | 2,577 |
Inventories | 38,073 | 36,126 |
Prepaid expenses and other current assets | 57,872 | 42,285 |
Total current assets | 225,927 | 231,018 |
Property and equipment, net | 273,303 | 282,812 |
Finance lease right-of-use assets, net | 30,747 | 31,740 |
Operating lease right-of-use assets | 153,880 | 164,158 |
Notes receivable, less current portion, net | 11,010 | 12,346 |
Goodwill | 75,975 | 76,206 |
Other assets | 76,325 | 76,725 |
Total assets | 847,167 | 875,005 |
Current liabilities: | ||
Accounts payable | 61,014 | 74,949 |
Income and other taxes payable | 22,487 | 17,948 |
Accrued expenses and other current liabilities | 143,401 | 158,167 |
Current deferred revenue | 20,727 | 20,427 |
Current finance lease liabilities | 8,495 | 9,029 |
Current operating lease liabilities | 24,710 | 24,076 |
Current portion of long-term debt | 1,800 | 0 |
Total current liabilities | 282,634 | 304,596 |
Deferred revenue | 18,780 | 20,366 |
Long-term finance lease liabilities | 23,726 | 24,144 |
Long-term operating lease liabilities | 143,797 | 151,050 |
Long-term debt, less current portion, net | 761,317 | 757,422 |
Other long-term liabilities | 62,395 | 60,192 |
Total liabilities | 1,292,649 | 1,317,770 |
Redeemable noncontrolling interests | 941 | 851 |
Stockholders’ deficit: | ||
Common stock ($0.01 par value per share; issued 49,278 at March 31, 2024 and 49,235 at December 31, 2023) | 493 | 492 |
Additional paid-in capital | 444,793 | 452,290 |
Accumulated other comprehensive loss | (7,554) | (7,803) |
Retained earnings | 218,608 | 219,027 |
Treasury stock (16,674 shares at March 31, 2024 and 16,747 shares at December 31, 2023, at cost) | (1,118,196) | (1,123,098) |
Total stockholders’ deficit | (461,856) | (459,092) |
Noncontrolling interests in subsidiaries | 15,433 | 15,476 |
Total Stockholders’ deficit | (446,423) | (443,616) |
Total Liabilities, Redeemable noncontrolling interests and Stockholders’ deficit | $ 847,167 | $ 875,005 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, issued (in shares) | 49,278 | 49,235 |
Treasury stock (in shares) | 16,674 | 16,747 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Revenues: | ||
Total revenues | $ 513,916 | $ 527,049 |
Costs and expenses: | ||
General and administrative expenses | 58,459 | 51,944 |
Depreciation and amortization | 17,674 | 14,721 |
Total costs and expenses | 480,198 | 489,253 |
Operating income | 33,718 | 37,796 |
Net interest expense | (11,063) | (9,021) |
Income before income taxes | 22,655 | 28,775 |
Income tax expense | 7,741 | 6,229 |
Net income before attribution to noncontrolling interests | 14,914 | 22,546 |
Net income attributable to noncontrolling interests | (278) | (170) |
Net income attributable to the Company | $ 14,636 | $ 22,376 |
Basic earnings per common share (in dollars per share) | $ 0.45 | $ 0.66 |
Diluted earnings per common share (in dollars per share) | $ 0.44 | $ 0.65 |
Basic weighted average common shares outstanding (in shares) | 32,644 | 34,155 |
Diluted weighted average common shares outstanding (in shares) | 32,909 | 34,324 |
Dividends declared per common share (in dollars per share) | $ 0.46 | $ 0.42 |
Domestic Company-owned restaurants | ||
Revenues: | ||
Total revenues | $ 176,224 | $ 179,866 |
Costs and expenses: | ||
Operating costs (excluding depreciation and amortization shown separately below): | 138,753 | 147,784 |
North America franchising | ||
Revenues: | ||
Total revenues | 35,697 | 36,072 |
North America commissaries | ||
Revenues: | ||
Total revenues | 203,287 | 212,566 |
Costs and expenses: | ||
Operating costs (excluding depreciation and amortization shown separately below): | 185,199 | 196,415 |
International | ||
Revenues: | ||
Total revenues | 40,708 | 31,463 |
Costs and expenses: | ||
Operating costs (excluding depreciation and amortization shown separately below): | 28,346 | 17,311 |
Other | ||
Revenues: | ||
Total revenues | 58,000 | 67,082 |
Costs and expenses: | ||
Operating costs (excluding depreciation and amortization shown separately below): | $ 51,767 | $ 61,078 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 26, 2023 | ||
Statement of Comprehensive Income [Abstract] | |||
Net income before attribution to noncontrolling interests | $ 14,914 | $ 22,546 | |
Other comprehensive income (loss), before tax: | |||
Foreign currency translation adjustments | (546) | 1,442 | |
Interest rate swaps | [1] | 868 | 336 |
Other comprehensive income (loss), before tax | 322 | 1,778 | |
Income tax effect: | |||
Foreign currency translation adjustments | 123 | (332) | |
Interest rate swaps | [2] | (196) | (77) |
Income tax effect | (73) | (409) | |
Other comprehensive income (loss), net of tax | 249 | 1,369 | |
Comprehensive income before attribution to noncontrolling interests | 15,163 | 23,915 | |
Less: comprehensive income, redeemable noncontrolling interests | (99) | (46) | |
Less: comprehensive income, nonredeemable noncontrolling interests | (179) | (124) | |
Comprehensive income attributable to the Company | $ 14,885 | $ 23,745 | |
[1]Amounts reclassified out of accumulated other comprehensive loss into net interest income (expense) include $200 and $(207) for the three months ended March 31, 2024 and March 26, 2023, respectively.[2]The income tax effects of amounts reclassified out of accumulated other comprehensive loss were $(45) and $47 for the three months ended March 31, 2024 and March 26, 2023, respectively. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Consolidated Statements of Comprehensive Income (Unaudited) | ||
Income tax benefit (expense) | $ (7,741) | $ (6,229) |
Interest Rate Swap | Reclassification out of Accumulated Other Comprehensive Income (Loss) | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | ||
Consolidated Statements of Comprehensive Income (Unaudited) | ||
Income tax benefit (expense) | (45) | 47 |
Interest Rate Swap | Interest Expense | Reclassification out of Accumulated Other Comprehensive Income (Loss) | ||
Consolidated Statements of Comprehensive Income (Unaudited) | ||
Amounts reclassified out of accumulated other comprehensive loss into net interest income (expense) | $ 200 | $ (207) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Deficit - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock | Noncontrolling Interests in Subsidiaries | |||
Beginning balance (in shares) at Dec. 25, 2022 | 34,736 | |||||||||
Beginning balance at Dec. 25, 2022 | $ (270,664) | $ 491 | $ 449,829 | $ (10,135) | [1] | $ 195,856 | $ (922,434) | [2] | $ 15,729 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | [3] | 22,500 | 22,376 | 124 | ||||||
Other comprehensive income (loss), net of tax | 1,369 | 1,369 | [1] | |||||||
Dividends on common stock | (14,663) | (14,663) | ||||||||
Exercise of stock options (in shares) | 15 | |||||||||
Exercise of stock options | $ 614 | 614 | ||||||||
Acquisition of Company common stock (in shares) | (2,523) | (2,523) | ||||||||
Acquisition of Company common stock | $ (212,444) | (212,444) | [2] | |||||||
Stock-based compensation expense | 3,898 | $ 1 | 3,897 | |||||||
Issuance of restricted stock (in shares) | 197 | |||||||||
Issuance of restricted stock | 0 | (4,609) | 4,609 | [2] | ||||||
Tax effect of restricted stock awards (in shares) | (72) | |||||||||
Tax effect of restricted stock awards | (5,999) | (5,999) | ||||||||
Distributions to noncontrolling interests | (23) | (23) | ||||||||
Other (in shares) | 3 | |||||||||
Other | 87 | (46) | 133 | [2] | ||||||
Ending balance (in shares) at Mar. 26, 2023 | 32,356 | |||||||||
Ending balance at Mar. 26, 2023 | $ (475,325) | $ 492 | 443,686 | (8,766) | [1] | 203,569 | (1,130,136) | [2] | 15,830 | |
Beginning balance (in shares) at Dec. 31, 2023 | 32,500 | 32,488 | ||||||||
Beginning balance at Dec. 31, 2023 | $ (443,616) | $ 492 | 452,290 | (7,803) | [4] | 219,027 | (1,123,098) | 15,476 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | [5] | 14,815 | 14,636 | 179 | ||||||
Other comprehensive income (loss), net of tax | 249 | 249 | [4] | |||||||
Dividends on common stock | (15,023) | 32 | (15,055) | |||||||
Exercise of stock options (in shares) | 18 | |||||||||
Exercise of stock options | $ 841 | $ 1 | 840 | |||||||
Acquisition of Company common stock (in shares) | 0 | |||||||||
Stock-based compensation expense | $ (370) | (370) | ||||||||
Issuance of restricted stock (in shares) | 141 | |||||||||
Issuance of restricted stock | 0 | (4,710) | 4,710 | |||||||
Tax effect of restricted stock awards (in shares) | (45) | |||||||||
Tax effect of restricted stock awards | (3,192) | (3,192) | ||||||||
Distributions to noncontrolling interests | (222) | (222) | ||||||||
Other (in shares) | 2 | |||||||||
Other | $ 95 | (97) | 192 | |||||||
Ending balance (in shares) at Mar. 31, 2024 | 32,600 | 32,604 | ||||||||
Ending balance at Mar. 31, 2024 | $ (446,423) | $ 493 | $ 444,793 | $ (7,554) | [4] | $ 218,608 | $ (1,118,196) | $ 15,433 | ||
[1] At March 26, 2023, the accumulated other comprehensive loss of $8,766 was comprised of net unrealized foreign currency translation loss of $7,586 and net unrealized loss on the interest rate swap agreements of $1,180. Acquisition of Company common stock for the three months ended March 26, 2023, includes $2,804 of transaction costs directly attributable to share repurchases, including a 1% excise tax incurred under the Inflation Reduction Act of 2022. Net income to the Company for the three months ended March 26, 2023 excludes $46 allocable to the redeemable noncontrolling interests for our joint venture arrangements. At March 31, 2024, the accumulated other comprehensive loss of $7,554 was comprised of net unrealized foreign currency translation loss of $7,912 and net unrealized gain on the interest rate swap agreements of $358 . Net income to the Company for the three months ended March 31, 2024 excludes $99, respectively, allocable to the redeemable noncontrolling interests for our joint venture arrangements. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Deficit (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |||||||
Mar. 31, 2024 | Mar. 26, 2023 | Dec. 31, 2023 | Dec. 25, 2022 | |||||
Stockholders' deficit | $ 446,423 | $ 475,325 | $ 443,616 | $ 270,664 | ||||
Transaction costs on share repurchases | 2,804 | |||||||
Accumulated other comprehensive loss | ||||||||
Stockholders' deficit | 7,554 | [1] | 8,766 | [2] | $ 7,803 | [1] | $ 10,135 | [2] |
Net unrealized foreign currency translation loss | ||||||||
Stockholders' deficit | 7,912 | 7,586 | ||||||
Net unrealized gain (loss) on interest rate swap agreements | ||||||||
Stockholders' deficit | (358) | 1,180 | ||||||
Corporate Joint Venture | ||||||||
Net income allocable to the redeemable noncontrolling interest for joint venture arrangements | $ 99 | $ 46 | ||||||
[1] At March 31, 2024, the accumulated other comprehensive loss of $7,554 was comprised of net unrealized foreign currency translation loss of $7,912 and net unrealized gain on the interest rate swap agreements of $358 . At March 26, 2023, the accumulated other comprehensive loss of $8,766 was comprised of net unrealized foreign currency translation loss of $7,586 and net unrealized loss on the interest rate swap agreements of $1,180. |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Operating activities | ||
Net income before attribution to noncontrolling interests | $ 14,914 | $ 22,546 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for allowance for credit losses on accounts and notes receivable | 604 | 513 |
Depreciation and amortization | 17,674 | 14,721 |
Deferred income taxes | 532 | 2,031 |
Stock-based compensation expense | (370) | 3,898 |
Impairment loss | 7,554 | 0 |
Loss on disposal of property and equipment | 688 | 0 |
Other | 315 | 496 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 9,084 | 2,182 |
Income tax receivable | 660 | 2,822 |
Inventories | (1,981) | 4,330 |
Prepaid expenses and other current assets | (4,137) | (4,351) |
Other assets and liabilities | 1,873 | 71 |
Accounts payable | (14,406) | (310) |
Income and other taxes payable | 4,718 | (512) |
Accrued expenses and other current liabilities | (24,451) | (5,413) |
Deferred revenue | (1,284) | (2,236) |
Net cash provided by operating activities | 11,987 | 40,788 |
Investing activities | ||
Purchases of property and equipment | (13,058) | (18,410) |
Notes issued | (154) | (976) |
Repayments of notes issued | 886 | 1,069 |
Other | 2,174 | 42 |
Net cash used in investing activities | (10,152) | (18,275) |
Financing activities | ||
Net proceeds of revolving credit facilities | 5,300 | 208,200 |
Proceeds from exercise of stock options | 840 | 614 |
Acquisition of Company common stock | 0 | (209,640) |
Dividends paid to common stockholders | (15,068) | (14,603) |
Tax payments for equity award issuances | (3,192) | (5,999) |
Distributions to noncontrolling interests | (231) | (23) |
Principal payments on finance leases | (2,433) | (1,743) |
Other | 182 | (18) |
Net cash used in financing activities | (14,602) | (23,212) |
Effect of exchange rate changes on cash and cash equivalents | (52) | 34 |
Change in cash and cash equivalents | (12,819) | (665) |
Cash and cash equivalents at beginning of period | 40,587 | 47,373 |
Cash and cash equivalents at end of period | $ 27,768 | $ 46,708 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
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” or “U.S. 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 months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 29, 2024. 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,” “Papa Johns” or in the first-person notations of “we,” “us” and “our”) for the year ended December 31, 2023. In discussions of our business, “Domestic” is defined as within the contiguous United States, “North America” includes Canada, and “International” includes the rest of the world other than North America. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Principles of Consolidation The accompanying Condensed Consolidated Financial Statements include the accounts of Papa John’s International, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated. Variable Interest Entity Papa Johns 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 and Canada 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 85 percent 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, “ Consolidation .” 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 the allowance for credit losses on accounts and notes receivable, intangible assets, contract assets and contract liabilities including the customer loyalty program obligation, property and equipment, 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. Noncontrolling Interests Papa Johns has joint venture arrangements in which there are noncontrolling interests held by third parties that includ ed 98 restaurants at March 31, 2024 and March 26, 2023, respectively. Consolidated net income is required to be reported separately at amounts attributable to both the Company and the noncontrolling interests held by third parties. Net income attributable to these joint ventures for the three months ended March 31, 2024 and March 26, 2023 was as follows: Three Months Ended (In thousands) March 31, March 26, Papa John’s International, Inc. $ 592 $ 397 Redeemable noncontrolling interests 99 46 Nonredeemable noncontrolling interests 179 124 Total net income $ 870 $ 567 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 Condensed Consolidated 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 the 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 and liabilities are netted by tax jurisdiction. 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 due to 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. Deferred tax assets and liabilities are recorded within Other assets and Other long-term liabilities on the Condensed Consolidated Balance Sheets. 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 rulings or audit settlements, which may impact our ultimate payment for such exposures. Fair Value Measurements and Disclosures The Company determines 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. 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 three 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. Fair value is a market-based measurement, not an entity-specific measurement. Considerable judgment is required to interpret market data to estimate fair value; accordingly, the fair values presented do not necessarily indicate what the Company or its debtholders could realize in a current market exchange. Our financial assets that were measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 are as follows: Fair Value Measurements (In thousands) Carrying Level 1 Level 2 Level 3 March 31, 2024 Financial assets: Cash surrender value of life insurance policies (a) $ 29,137 $ 29,137 $ — $ — Interest rate swaps (b) $ 367 $ — $ 367 $ — Financial liabilities: Interest rate swaps (b) $ 72 $ — $ 72 $ — December 31, 2023 Financial assets: Cash surrender value of life insurance policies (a) $ 29,449 $ 29,449 $ — $ — Interest rate swaps (b) $ 107 $ — $ 107 $ — Financial liabilities: Interest rate swaps (b) $ 483 $ — $ 483 $ — ___________________________________ (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 Secured Overnight Financing Rates (“SOFR”). Interest rate swaps entered into prior to 2023 were based on London Interbank Offered Rates (“LIBOR”). There were no transfers among levels within the fair value hierarchy during the three months ended March 31, 2024 or fiscal year 2023. 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 Company’s revolving credit facilities under the Company’s credit agreement approximate carrying value due to their variable market-based interest rate. The Company’s 3.875% senior notes are classified as a Level 2 fair value measurement since the Company estimates the fair value by using recent trading transactions, and have the following estimated fair values and carrying values (excluding the impact of unamortized debt issuance costs) as of March 31, 2024 and December 31, 2023: March 31, 2024 December 31, 2023 (In thousands) Carrying Fair Carrying Fair 3.875% Senior Notes $ 400,000 $ 353,500 $ 400,000 $ 352,500 Allowance for Credit Losses 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 against the allowance after recovery efforts have ceased. The following table summarizes changes in our allowances for credit losses for accounts receivable and notes receivable: (In thousands) Accounts Receivable Notes Receivable Balance at December 31, 2023 $ 8,353 $ 16,092 Current period provision for expected credit losses, net 684 (80) Write-offs charged against the allowance (1,097) — Balance at March 31, 2024 $ 7,940 $ 16,012 Recent Accounting Pronouncements Segment Disclosures In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, “ Improvements to Reportable Segment Disclosure s.” The ASU expands the scope and frequency of segment disclosures and introduces the concept of a “significant expense principle,” which requires entities to disclose significant expense categories and amounts that are regularly provided to the chief operating decision maker (“CODM”) and included within the reported measure of a segment’s profit or loss. The ASU also changes current disclosure requirements by allowing entities to report multiple measures of a segment’s profit or loss, provided the reported measures are used by the CODM to assess performance and allocate resources and that the measure closest to GAAP is also provided. Finally, the ASU requires all segment profit or loss and assets disclosures to be provided on both an annual and interim basis and requires entities to disclose the title and position of the individual identified as the CODM. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and shall be applied retrospectively to all periods presented in the financial statements. The Company is currently evaluating the standard and determining the extent of additional interim and annual segment disclosures that will be required. Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU provides for additional levels of details within the required rate reconciliation table to include additional categories of information about federal, state, and foreign income taxes and requires entities to further disaggregate information about income taxes paid, net of refunds. The ASU is effective for fiscal years beginning after December 15, 2024 and shall be applied prospectively. The Company is currently evaluating the standard and determining the extent of additional disclosures that will be required. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | 3. Leases Lessor Operating Leases The Company subleases certain retail space to our franchisees in the United Kingdom (“UK”), which are primarily operating leases. At March 31, 2024, we leased and subleased 323 Papa Johns restaurants to franchisees in the UK. The initial lease terms on the franchised sites in the UK 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. The initial lease terms of the franchisee subleases are generally five 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 48 domestic leases. These leases have varying terms, the latest of which expires in 2036. As of March 31, 2024, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was $6.8 million. This contingent liability is not included in the Condensed Consolidated Balance Sheets 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: Three Months Ended (In thousands) March 31, 2024 March 26, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 386 $ 309 Financing cash flows from finance leases 2,433 1,743 Operating cash flows from operating leases (a) 9,855 9,178 Right-of-use assets obtained in exchange for new finance lease liabilities 1,496 4,764 Right-of-use assets obtained in exchange for new operating lease liabilities 4,738 4,721 Cash received from sublease income 1,753 2,532 ___________________________________ (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease right-of-use asset amortization and lease liability accretion. |
Leases | 3. Leases Lessor Operating Leases The Company subleases certain retail space to our franchisees in the United Kingdom (“UK”), which are primarily operating leases. At March 31, 2024, we leased and subleased 323 Papa Johns restaurants to franchisees in the UK. The initial lease terms on the franchised sites in the UK 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. The initial lease terms of the franchisee subleases are generally five 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 48 domestic leases. These leases have varying terms, the latest of which expires in 2036. As of March 31, 2024, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was $6.8 million. This contingent liability is not included in the Condensed Consolidated Balance Sheets 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: Three Months Ended (In thousands) March 31, 2024 March 26, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 386 $ 309 Financing cash flows from finance leases 2,433 1,743 Operating cash flows from operating leases (a) 9,855 9,178 Right-of-use assets obtained in exchange for new finance lease liabilities 1,496 4,764 Right-of-use assets obtained in exchange for new operating lease liabilities 4,738 4,721 Cash received from sublease income 1,753 2,532 ___________________________________ (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease right-of-use asset amortization and lease liability accretion. |
Leases | 3. Leases Lessor Operating Leases The Company subleases certain retail space to our franchisees in the United Kingdom (“UK”), which are primarily operating leases. At March 31, 2024, we leased and subleased 323 Papa Johns restaurants to franchisees in the UK. The initial lease terms on the franchised sites in the UK 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. The initial lease terms of the franchisee subleases are generally five 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 48 domestic leases. These leases have varying terms, the latest of which expires in 2036. As of March 31, 2024, the estimated maximum amount of undiscounted payments the Company could be required to make in the event of nonpayment by the primary lessees was $6.8 million. This contingent liability is not included in the Condensed Consolidated Balance Sheets 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: Three Months Ended (In thousands) March 31, 2024 March 26, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 386 $ 309 Financing cash flows from finance leases 2,433 1,743 Operating cash flows from operating leases (a) 9,855 9,178 Right-of-use assets obtained in exchange for new finance lease liabilities 1,496 4,764 Right-of-use assets obtained in exchange for new operating lease liabilities 4,738 4,721 Cash received from sublease income 1,753 2,532 ___________________________________ (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease right-of-use asset amortization and lease liability accretion. |
Papa John's Marketing Fund, Inc
Papa John's Marketing Fund, Inc. | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Papa John's Marketing Fund, Inc. | 4. Papa John’s Marketing Fund, Inc. PJMF, which is a consolidated VIE where the Company has been identified as the primary beneficiary, 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. PJMF also has a wholly-owned subsidiary, Papa Card, Inc., which administers the Company’s gift card programs. Assets and liabilities of PJMF, which are utilized solely for the Company’s advertising and promotional programs, were as follows in the Condensed Consolidated Balance Sheets (in thousands): March 31, December 31, 2023 Assets Current assets: Cash and cash equivalents $ 4,806 $ 5,494 Accounts receivable, net 13,901 18,026 Prepaid expenses and other current assets 14,661 2,223 Total current assets 33,368 25,743 Deferred income taxes 674 674 Total assets $ 34,042 $ 26,417 Liabilities Current liabilities: Accounts payable $ 1,948 $ 1,509 Accrued expenses and other current liabilities 30,162 22,245 Current portion of long-term debt 1,800 — Current deferred revenue 4,004 4,327 Total current liabilities 37,914 28,081 Deferred revenue 2,251 2,627 Total liabilities $ 40,165 $ 30,708 |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 5. Revenue Recognition Contract Balances Our contract liabilities primarily relate to franchise fees, unredeemed gift card liabilities, and loyalty program obligations, which we classify as Deferred revenue on the Condensed Consolidated Balance Sheets. During the three months ended March 31, 2024 and March 26, 2023, the Company recognized $8.1 million and $8.4 million in revenue, respectively, related to deferred revenue. The following table includes a breakout of contract liability balances (in thousands): Contract Liabilities March 31, 2024 December 31, 2023 Change Franchise fee liabilities $ 20,068 $ 20,564 $ (496) Unredeemed gift card liabilities 6,255 6,955 (700) Customer loyalty program obligations 13,184 13,274 (90) Total contract liabilities $ 39,507 $ 40,793 $ (1,286) 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 incentive agreement. Contract assets were approximately $7.9 million at both March 31, 2024 and December 31, 2023. For the three months ended March 31, 2024 and March 26, 2023, revenue was reduced approximately $1.2 million and $0.9 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 $ 2,792 $ 2,582 $ 2,413 $ 2,187 $ 1,951 $ 4,841 $ 16,766 At March 31, 2024, approximately $3.3 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, which are 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, “ Revenue Recognition” and does not disclose information about remaining performance obligations that have original expected durations of one year or less. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Common Stock | 6. Common Stock Shares Authorized and Outstanding The Company has authorized 100.0 million shares of common stock as of March 31, 2024 and December 31, 2023. The Company’s outstanding shares of common stock, net of repurchased shares of common stock held as treasury stock, were 32.6 million shares at March 31, 2024, compared to 32.5 million shares at December 31, 2023. Share Repurchase Program On October 28, 2021, our Board of Directors (the “Board”) approved a share repurchase program with an indefinite duration for up to $425.0 million of the Company’s common stock. The following table summarizes our repurchase activity under our share repurchase programs for the three months ended March 31, 2024 and March 26, 2023: (In thousands, except average price per share) Total Number of Shares Purchased Average Price Paid per Share Aggregate Cost of Shares Purchased (a) Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs Three Months Ended March 31, 2024 — $ — $ — $ 90,160 March 26, 2023 2,523 $ 83.10 $ 209,640 $ 90,160 (a) Aggregate cost of shares purchased for the three months ended March 26, 2023 excluded $2.8 million of transaction costs directly attributable to share repurchases, including a 1% excise tax incurred under the Inflation Reduction Act of 2022. These costs were classified as non-cash financing activities during the three months ended March 26, 2023. The shares repurchased during the three months ended March 26, 2023 included 2,176,928 shares repurchased on March 1, 2023 from certain funds affiliated with, or managed by, Starboard Value LP (collectively, “Starboard”), at a price of $82.52 per share, for aggregate consideration of $179.6 million. The transaction was negotiated by an independent committee of the Board of Directors formed for the purpose of evaluating a possible transaction involving Starboard, and was approved by the full Board of Directors upon such independent committee’s recommendation. Starboard’s Chief Executive Officer is Jeffrey Smith, who previously served as the Company’s Chairman of the Board until his resignation on March 1, 2023. The timing and volume of share repurchases under the Company’s share repurchase programs may be executed at the discretion of management on an opportunistic basis, subject to market and business conditions, regulatory requirements and other factors, or pursuant to trading plans or other arrangements. Repurchases under the programs may be made through open market, block, and privately negotiated transactions, including Rule 10b5-1 plans, at times and in such amounts as management deems appropriate. Repurchases under the Company’s share repurchase programs may be commenced or suspended from time to time at the Company’s discretion without prior notice. Funding for the share repurchase programs will be provided through our credit facility, operating cash flow, stock option exercises and cash and cash equivalents. Dividends The Company paid aggregate cash dividends of approx imately $15.1 million ($0.46 per share) f or the three months ended March 31, 2024. On May 2, 2024, our Board of Directors declared a second quarter dividend of $0.46 per common share (approximately $15.2 million in the aggregate), which will be paid on May 31, 2024 to stockholders of record as of the close of business on May 20, 2024. The declaration and payment of any future dividends will be at the discretion of our Board of Directors. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 7. Earnings per Share Basic earnings per common share are computed by dividing net income attributable to common shareholders by the weighted-average common shares outstanding. Diluted earnings per common share are computed by dividing the net income attributable to common shareholders by the diluted weighted average common shares outstanding. Diluted weighted average common shares outstanding consist of basic weighted average common shares outstanding plus weighted average awards outstanding under our equity compensation plans, which are dilutive securities. The calculations of basic and diluted earnings per common share are as follows (in thousands, except per share data): Three Months Ended March 31, March 26, Net income available to common stockholders $ 14,636 $ 22,376 Basic weighted average number of shares 32,644 34,155 Dilutive effect of outstanding equity awards (a) 265 169 Diluted weighted average number of shares 32,909 34,324 Basic earnings per common share $ 0.45 $ 0.66 Diluted earnings per common share $ 0.44 $ 0.65 ___________________________________ (a) Excludes 103,000 and 22,000 shares underlying equity awards for the three months ended March 31, 2024 and March 26, 2023, respectively, as the effect of including such awards would have been anti-dilutive. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt Long-term debt, net, consists of the following (in thousands): March 31, December 31, Senior notes $ 400,000 $ 400,000 Revolving facilities (a) 369,300 364,000 Outstanding debt $ 769,300 $ 764,000 Unamortized debt issuance costs (6,183) (6,578) Current portion of long-term debt (1,800) — Total long-term debt, net $ 761,317 $ 757,422 ___________________________________ (a) Revolving facilities as of March 31, 2024 includes $1.8 million outstanding under the PJMF Revolving Facility as defined and discussed below. Senior Notes On September 14, 2021, the Company issued $400.0 million of 3.875% senior notes (the “Notes”) which will mature on September 15, 2029. Interest on the Notes is payable semi-annually in cash in arrears on March 15 and September 15 of each year at a fixed interest rate of 3.875% per annum. Refer to Note 12 of the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2023 for further description of the provisions and covenant requirements under the Senior Notes. Credit Agreement The Company’s amended and restated credit agreement, dated September 14, 2021 and amended May 30, 2023 (as amended, the “Credit Agreement”), provides for a senior secured revolving credit facility in an aggregate available principal amount of $600.0 million (the “PJI Revolving Facility”), of which up to $40.0 million is available as swingline loans and up to $80.0 million is available as letters of credit. The PJI Revolving Facility will mature on September 14, 2026. The remaining availability under the PJI Revolving Facility was approximately $232.5 million as of March 31, 2024. Refer to Note 12 of the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2023 for further description of the provisions and covenant requirements under the Credit Agreement. PJMF Revolving Facility PJMF has a $30.0 million revolving line of credit (the “PJMF Revolving Facility”) pursuant to a Revolving Loan Agreement, dated September 30, 2015, and amended September 30, 2023, with U.S. Bank National Association, as lender. The PJMF Revolving Facility is secured by substantially all assets of PJMF. The PJMF Revolving F acility matures on September 30, 2024, but is subject to annual amendments. The borrowings under the PJMF Revolving Facility accrue interest at a variable rate of a one month SOFR plus 1.975%. The applicable interest rate on the PJMF Revolving facility was 7.3% for the three months ended March 31, 2024. As of March 31, 2024, t he principal amount of debt outstanding under the PJMF Revolving Facility was approximately $1.8 million and is classified as Current portion of long-term debt in the Condensed Consolidated Balance Sheets . The PJMF operating results and the related debt outstanding do not impact the financial covenants under the Company’s Credit Agreement. Derivative Financial Instruments On June 23, 2023, the Company entered into a new interest rate swap with an initial notional value of $100.0 million to replace the Company’s prior interest rate swaps, which had a notional value of $125.0 million and matured on April 30, 2023. The objective of the interest rate swap is to mitigate the Company’s exposure to the impact of interest rate changes associated with our variable rate debt under the PJI Revolving Facility. We have designated the interest rate swap as a cash flow hedge and will assess hedge effectiveness at regular intervals through the maturity date of June 30, 2025. The interest rate swaps are recorded at fair value at each reporting date, and any unrealized gains or losses are included in Accumulated other comprehensive loss in the Condensed Consolidated Balance Sheets and reclassified to Net interest expense in the Condensed Consolidated Statements of Operations in the same period or periods during which the hedged transaction affect earnings. As of March 31, 2024, we have the following interest rate swap agreements: Effective Dates Floating Rate Debt Fixed Rates June 23, 2023 through June 30, 2025 $ 50 million 4.55% June 23, 2023 through June 30, 2025 $ 50 million 4.55% The following table provides information on the location and amounts of our current and expired swaps in the accompanying condensed consolidated financial statements (in thousands): Interest Rate Swap Derivatives Balance Sheet Location Fair Value Fair Value Prepaid and other current assets $ 367 $ 107 Other long-term liabilities $ 72 $ 483 The effect of derivative instruments on the accompanying condensed consolidated financial statements is as follows (in thousands): Derivatives - Amount of Gain or Location of (Loss) Amount of (Loss) or Gain Total Net Interest Expense Interest rate swaps for the three months ended: March 31, 2024 $ 672 Interest expense $ 200 $ (11,063) March 26, 2023 $ 259 Interest expense $ (207) $ (9,021) Net interest paid, including payments made or received under the swaps, was $14.5 million and $10.9 million for the three months ended March 31, 2024 and March 26, 2023, respectively. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 9. Restructuring International Restructuring In December 2023, the Company announced international transformation initiatives (“International Transformation Plan”) designed to evolve our business structure to deliver an enhanced value proposition to our International customers and franchisees, ensure targeted investments and efficient resource management, and better position our largest markets, including the UK, for long-term profitable growth and brand strength. During the fourth quarter of the year ended December 31, 2023, the Company commenced approved initiatives under the International Transformation Plan related to establishing new regional hubs across APAC (Asia Pacific), EMEA (Europe, Middle East and Africa), and Latin America that will be led by experienced general managers and their teams. During the quarter ended March 31, 2024, the Company commenced the next phase of the International Transformation Plan as approved by the Board of Directors, and began the process to close 43 underperforming Company-owned restaurants in the UK. The purpose of this plan is to optimize the Company's restaurant portfolio in the UK and improve overall profitability by closing unprofitable locations and allowing the Company to focus on improving profitability across its remaining portfolio of Company-owned and franchised restaurants in the UK. The Company is on track to complete these store closures in the second quarter of 2024. We are continuing to evaluate our restaurant portfolio in the UK, which may result in additional strategic restaurant closures or divestitures. The Company evaluates its property and equipment and other long-lived assets (primarily right-of-use operating lease assets) for potential indicators of impairment at least annually, or as facts and circumstances indicate that the carrying value of the asset group may not be recoverable. The asset group is at the store level for our UK Company-owned restaurants and primarily includes lease right-of-use assets and fixed assets. Due to indicators of potential impairment associated with the 43 store closures, the Company performed a recoverability test and determined that the carrying amount of the asset groups were not recoverable. For the three months ended March 31, 2024, we recognized impairment charges for the amount by which the carrying value exceeded the estimated fair value of the asset groups. Fair values were determined based on an income approach, specifically a discounted cash flow ("DCF") model, primarily using estimated sublease income considering market rental rates. Management judgment is involved in determining the estimated fair value and includes uncertainties that under different assumptions and circumstances could drive material changes in the fair value determination. In connection with these actions, the Company incurred restructuring related costs of $9.5 million for the three months ended March 31, 2024 primarily related to lease right-of-use asset and fixed asset impairment charges, employee severance benefits accounted for under ASC 712, “Compensation – Nonretirement Postemployment Benefits,” and professional advisory services. The Company has incurred total restructuring related costs of $11.7 million since commencement of the International Transformation Plan. These costs were included in General and administrative expenses in the Condensed Consolidated Statements of Operations. Total estimated pre-tax costs associated with the International Transformation Plan are approximately $25 million to $35 million (inclusive of the $11.7 million spent through the first quarter of 2024), all of which will be recorded within our International segment, and we expect to incur the remainder of these costs through 2024 and 2025. The following table summarizes restructuring related costs recorded for the three months ended March 31, 2024 (in thousands): Three Months Ended March 31, 2024 Long-lived asset impairment charges $ 7,554 Employee severance 643 Professional services and other related costs 1,346 Total international transformation costs 9,543 Stock-based compensation forfeitures on unvested awards (20) Total international transformation costs, net of stock-based award forfeitures $ 9,523 The following table presents changes in the balance of accrued expenses relating to approved initiatives, which are recorded in accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets (in thousands): Employee severance Professional services and other related costs Recruiting Total Balance as of December 31, 2023 $ 1,227 $ 527 $ 29 $ 1,783 Charges 643 1,346 — 1,989 Payments (648) (543) (29) (1,220) Balance as of March 31, 2024 $ 1,222 $ 1,330 $ — $ 2,552 |
Litigation, Commitments and Con
Litigation, Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation, Commitments and Contingencies | 10. Litigation, Commitments and Contingencies Litigation The Company is involved in a number of lawsuits, claims, investigations and proceedings, including those specifically identified below, consisting of intellectual property, employment, consumer, commercial and other matters arising in the ordinary course of business. In accordance with ASC 450, “ Contingencies, ” the Company has made accruals with respect to these matters, where appropriate, which are reflected in the Company’s condensed consolidated financial statements. We review these provisions at least quarterly and adjust these provisions to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. In re Papa John’s Employee & Franchise Employee Antitrust Litigation |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | 11. Segment Information We have four reportable segments: Domestic Company-owned restaurants, North America franchising, North America commissaries, and International operations. The Domestic Company-owned restaurant segment consists of the operations of all Domestic Company-owned restaurants and derives its revenues principally from retail sales of pizza, Papadias, and side items, including breadsticks, Papa Bites, cheesesticks, boneless chicken wings and bone-in chicken wings, dessert items and canned or bottled beverages. 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 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 International segment consists of the operations of all Company-owned restaurants located in the UK, as well as distribution sales to franchised Papa Johns restaurants located in the UK 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. 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 operating income. Certain administrative and capital costs are allocated to segments based upon predetermined rates or 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. The following tables present our segment information. Three Months Ended (In thousands) March 31, March 26, Revenues: Domestic Company-owned restaurants $ 176,224 $ 179,866 North America franchising 35,697 36,072 North America commissaries 203,287 212,566 International 46,673 38,704 All others 52,035 59,841 Total revenues $ 513,916 $ 527,049 Intersegment revenues: North America franchising $ 1,049 $ 1,052 North America commissaries 49,267 51,817 All others 13,172 16,835 Total intersegment revenues $ 63,488 $ 69,704 Operating income: Domestic Company-owned restaurants $ 10,359 $ 6,650 North America franchising 33,711 33,400 North America commissaries 12,335 10,730 International (a) (5,989) 7,232 All others 3,198 3,157 Unallocated corporate expenses (b) (19,642) (23,366) Elimination of intersegment (profits) losses (254) (7) Total operating income $ 33,718 $ 37,796 Property and equipment, net: Domestic Company-owned restaurants $ 263,832 North America commissaries 162,491 International 28,456 All others 138,346 Unallocated corporate assets 254,290 Accumulated depreciation and amortization (574,112) Total property and equipment, net $ 273,303 ___________________________________ (a) The three months ended March 31, 2024 includes $9.5 million of costs related to the International Transformation Plan. See “Note 9. Restructuring” for additional information. (b) The three months ended March 26, 2023 includes $1.4 million of severance and related costs associated with the transition of certain executives. 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 March 31, 2024 Major Products/Services Lines Domestic Company-owned restaurants North America franchising North America commissaries International All others Total Company-owned restaurant sales $ 176,224 $ — $ — $ 15,027 $ — $ 191,251 Franchise royalties and fees — 36,746 — 11,456 — 48,202 Commissary sales — — 252,554 14,225 — 266,779 Other revenues — — — 5,965 65,207 71,172 Eliminations — (1,049) (49,267) — (13,172) (63,488) Total segment revenues 176,224 35,697 203,287 46,673 52,035 513,916 International other revenues (a) — — — (5,965) 5,965 — Total revenues $ 176,224 $ 35,697 $ 203,287 $ 40,708 $ 58,000 $ 513,916 Reportable Segments Three Months Ended March 26, 2023 Major Products/Services Lines Domestic Company-owned restaurants North America franchising North America commissaries International All others Total Company-owned restaurant sales $ 179,866 $ — $ — $ — $ — $ 179,866 Franchise royalties and fees — 37,124 — 12,491 — 49,615 Commissary sales — — 264,383 18,972 — 283,355 Other revenues — — — 7,241 76,676 83,917 Eliminations — (1,052) (51,817) — (16,835) (69,704) Total segment revenues 179,866 36,072 212,566 38,704 59,841 527,049 International other revenues (a) — — — (7,241) 7,241 — Total revenues $ 179,866 $ 36,072 $ 212,566 $ 31,463 $ 67,082 $ 527,049 ___________________________________ (a) Other revenues as reported in the Condensed Consolidated Statements of Operations include $6.0 million and $7.2 million of revenues for the three months ended March 31, 2024 and March 26, 2023, 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. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | 12. Acquisitions UK Franchisee Acquisitions As part of our investment to reposition our UK business, during 2023 we acquired a portfolio of Company-owned restaurants in the UK market that were previously franchised. As part of this investment, the Company acquired 91 Papa Johns restaurants previously operated by the M25 division of Drake Food Service International in the United Kingdom on June 2, 2023 for total consideration of approximately $13.7 million. The Company acquired an additional 27 Papa Johns restaurants in the United Kingdom during the third quarter of 2023 for total consideration of approximately $1.5 million. Collectively, we refer to these acquisitions as the “UK franchisee acquisitions.” The Company incurred substantially all acquisition and transition costs related to the UK franchisee acquisitions during the year ended December 31, 2023. The r esults of operations of the acquired restaurants after their respective acquisition dates are included within the International segment in the Company’s Condensed Consolidated Statements of Operations. The impact of the acquisitions was not material to the Company’s Condensed Consolidated Financial Statements. The UK franchisee acquisitions have been accounted for as business combinations. As such, the Company concluded that the consideration was measured at fair value and has recorded the estimated fair value of the assets acquired and liabilities assumed as of the respective acquisition dates. Total consideration was approximately $15.2 million, of which $13.7 million was pre-existing accounts receivable and notes receivable. Assets acquired include approximately $10.6 million of property and equipment, net, $0.3 million of inventories and other assets and $4.3 million of goodwill. The total goodwill recognized in conjunction with the UK franchisee acquisitions, all of which is expected to be deductible for tax purposes, has been assigned to the International operating segment. The purchase price exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, primarily due to synergies created from expected future benefits stemming from implementation of the Company’s operational capabilities and further control of the Company’s brand name in our most prominent international market. Goodwill also includes certain other benefits that do not qualify for recognition as intangible assets, such as an assembled workforce. The following summarizes changes in the Company’s goodwill by reportable segment (in thousands): Domestic Company-owned restaurants International Total Balance at December 31, 2023 $ 56,609 $ 19,597 $ 76,206 Acquisition accounting adjustments (a) — 95 95 Foreign currency adjustments — (326) (326) Balance at March 31, 2024 $ 56,609 $ 19,366 $ 75,975 ___________________________________ (a) We recorded acquisition accounting adjustments during the three months ended March 31, 2024 to increase property and equipment to fair value as a result of the finalization of our valuation of acquired property and equipment. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 14,636 | $ 22,376 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation |
Variable Interest Entity | Variable Interest Entity Papa Johns 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 and Canada 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 85 percent 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, “ Consolidation .” |
Use of Estimates | Use of Estimates |
Noncontrolling Interests | Noncontrolling Interests Papa Johns has joint venture arrangements in which there are noncontrolling interests held by third parties that includ ed 98 |
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 the 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 and liabilities are netted by tax jurisdiction. 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 due to 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. Deferred tax assets and liabilities are recorded within Other assets and Other long-term liabilities on the Condensed Consolidated Balance Sheets. 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 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 determines 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. 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 three 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. Fair value is a market-based measurement, not an entity-specific measurement. Considerable judgment is required to interpret market data to estimate fair value; accordingly, the fair values presented do not necessarily indicate what the Company or its debtholders could realize in a current market exchange. |
Allowance for Credit Losses | Allowance for Credit Losses |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Segment Disclosures In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, “ Improvements to Reportable Segment Disclosure s.” The ASU expands the scope and frequency of segment disclosures and introduces the concept of a “significant expense principle,” which requires entities to disclose significant expense categories and amounts that are regularly provided to the chief operating decision maker (“CODM”) and included within the reported measure of a segment’s profit or loss. The ASU also changes current disclosure requirements by allowing entities to report multiple measures of a segment’s profit or loss, provided the reported measures are used by the CODM to assess performance and allocate resources and that the measure closest to GAAP is also provided. Finally, the ASU requires all segment profit or loss and assets disclosures to be provided on both an annual and interim basis and requires entities to disclose the title and position of the individual identified as the CODM. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and shall be applied retrospectively to all periods presented in the financial statements. The Company is currently evaluating the standard and determining the extent of additional interim and annual segment disclosures that will be required. Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU provides for additional levels of details within the required rate reconciliation table to include additional categories of information about federal, state, and foreign income taxes and requires entities to further disaggregate information about income taxes paid, net of refunds. The ASU is effective for fiscal years beginning after December 15, 2024 and shall be applied prospectively. The Company is currently evaluating the standard and determining the extent of additional disclosures that will be required. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of net income attributable to joint ventures | Net income attributable to these joint ventures for the three months ended March 31, 2024 and March 26, 2023 was as follows: Three Months Ended (In thousands) March 31, March 26, Papa John’s International, Inc. $ 592 $ 397 Redeemable noncontrolling interests 99 46 Nonredeemable noncontrolling interests 179 124 Total net income $ 870 $ 567 |
Schedule of details for joint venture arrangements | 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 Condensed Consolidated 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 fair value measurements on a recurring basis | Our financial assets that were measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 are as follows: Fair Value Measurements (In thousands) Carrying Level 1 Level 2 Level 3 March 31, 2024 Financial assets: Cash surrender value of life insurance policies (a) $ 29,137 $ 29,137 $ — $ — Interest rate swaps (b) $ 367 $ — $ 367 $ — Financial liabilities: Interest rate swaps (b) $ 72 $ — $ 72 $ — December 31, 2023 Financial assets: Cash surrender value of life insurance policies (a) $ 29,449 $ 29,449 $ — $ — Interest rate swaps (b) $ 107 $ — $ 107 $ — Financial liabilities: Interest rate swaps (b) $ 483 $ — $ 483 $ — ___________________________________ (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 Secured Overnight Financing Rates (“SOFR”). Interest rate swaps entered into prior to 2023 were based on London Interbank Offered Rates (“LIBOR”). March 31, 2024 December 31, 2023 (In thousands) Carrying Fair Carrying Fair 3.875% Senior Notes $ 400,000 $ 353,500 $ 400,000 $ 352,500 |
Schedule of changes of the allowance for credit losses for accounts receivable and notes receivable | The following table summarizes changes in our allowances for credit losses for accounts receivable and notes receivable: (In thousands) Accounts Receivable Notes Receivable Balance at December 31, 2023 $ 8,353 $ 16,092 Current period provision for expected credit losses, net 684 (80) Write-offs charged against the allowance (1,097) — Balance at March 31, 2024 $ 7,940 $ 16,012 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of supplemental cash flow information | Supplemental cash flow information related to leases for the periods reported is as follows: Three Months Ended (In thousands) March 31, 2024 March 26, 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 386 $ 309 Financing cash flows from finance leases 2,433 1,743 Operating cash flows from operating leases (a) 9,855 9,178 Right-of-use assets obtained in exchange for new finance lease liabilities 1,496 4,764 Right-of-use assets obtained in exchange for new operating lease liabilities 4,738 4,721 Cash received from sublease income 1,753 2,532 ___________________________________ (a) Included within the change in Other assets and liabilities within the Condensed Consolidated Statements of Cash Flows offset by non-cash operating lease right-of-use asset amortization and lease liability accretion. |
Papa John's Marketing Fund, I_2
Papa John's Marketing Fund, Inc. (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of assets and liabilities of PJMF | Assets and liabilities of PJMF, which are utilized solely for the Company’s advertising and promotional programs, were as follows in the Condensed Consolidated Balance Sheets (in thousands): March 31, December 31, 2023 Assets Current assets: Cash and cash equivalents $ 4,806 $ 5,494 Accounts receivable, net 13,901 18,026 Prepaid expenses and other current assets 14,661 2,223 Total current assets 33,368 25,743 Deferred income taxes 674 674 Total assets $ 34,042 $ 26,417 Liabilities Current liabilities: Accounts payable $ 1,948 $ 1,509 Accrued expenses and other current liabilities 30,162 22,245 Current portion of long-term debt 1,800 — Current deferred revenue 4,004 4,327 Total current liabilities 37,914 28,081 Deferred revenue 2,251 2,627 Total liabilities $ 40,165 $ 30,708 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of contract liability balances | The following table includes a breakout of contract liability balances (in thousands): Contract Liabilities March 31, 2024 December 31, 2023 Change Franchise fee liabilities $ 20,068 $ 20,564 $ (496) Unredeemed gift card liabilities 6,255 6,955 (700) Customer loyalty program obligations 13,184 13,274 (90) Total contract liabilities $ 39,507 $ 40,793 $ (1,286) |
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 $ 2,792 $ 2,582 $ 2,413 $ 2,187 $ 1,951 $ 4,841 $ 16,766 |
Common Stock (Tables)
Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of repurchase activity | The following table summarizes our repurchase activity under our share repurchase programs for the three months ended March 31, 2024 and March 26, 2023: (In thousands, except average price per share) Total Number of Shares Purchased Average Price Paid per Share Aggregate Cost of Shares Purchased (a) Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs Three Months Ended March 31, 2024 — $ — $ — $ 90,160 March 26, 2023 2,523 $ 83.10 $ 209,640 $ 90,160 (a) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted earnings per common share | The calculations of basic and diluted earnings per common share are as follows (in thousands, except per share data): Three Months Ended March 31, March 26, Net income available to common stockholders $ 14,636 $ 22,376 Basic weighted average number of shares 32,644 34,155 Dilutive effect of outstanding equity awards (a) 265 169 Diluted weighted average number of shares 32,909 34,324 Basic earnings per common share $ 0.45 $ 0.66 Diluted earnings per common share $ 0.44 $ 0.65 ___________________________________ (a) Excludes 103,000 and 22,000 shares underlying equity awards for the three months ended March 31, 2024 and March 26, 2023, respectively, as the effect of including such awards would have been anti-dilutive. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt, net | Long-term debt, net, consists of the following (in thousands): March 31, December 31, Senior notes $ 400,000 $ 400,000 Revolving facilities (a) 369,300 364,000 Outstanding debt $ 769,300 $ 764,000 Unamortized debt issuance costs (6,183) (6,578) Current portion of long-term debt (1,800) — Total long-term debt, net $ 761,317 $ 757,422 ___________________________________ (a) Revolving facilities as of March 31, 2024 includes $1.8 million outstanding under the PJMF Revolving Facility as defined and discussed below. |
Schedule of notional value of derivatives | As of March 31, 2024, we have the following interest rate swap agreements: Effective Dates Floating Rate Debt Fixed Rates June 23, 2023 through June 30, 2025 $ 50 million 4.55% June 23, 2023 through June 30, 2025 $ 50 million 4.55% |
Schedule of location and amounts of derivatives in the financial statements | The following table provides information on the location and amounts of our current and expired swaps in the accompanying condensed consolidated financial statements (in thousands): Interest Rate Swap Derivatives Balance Sheet Location Fair Value Fair Value Prepaid and other current assets $ 367 $ 107 Other long-term liabilities $ 72 $ 483 |
Schedule of effect of derivatives on the financial statements | The effect of derivative instruments on the accompanying condensed consolidated financial statements is as follows (in thousands): Derivatives - Amount of Gain or Location of (Loss) Amount of (Loss) or Gain Total Net Interest Expense Interest rate swaps for the three months ended: March 31, 2024 $ 672 Interest expense $ 200 $ (11,063) March 26, 2023 $ 259 Interest expense $ (207) $ (9,021) |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring related costs | The following table summarizes restructuring related costs recorded for the three months ended March 31, 2024 (in thousands): Three Months Ended March 31, 2024 Long-lived asset impairment charges $ 7,554 Employee severance 643 Professional services and other related costs 1,346 Total international transformation costs 9,543 Stock-based compensation forfeitures on unvested awards (20) Total international transformation costs, net of stock-based award forfeitures $ 9,523 |
Schedule of changes in accrued expenses related to approved initiatives | The following table presents changes in the balance of accrued expenses relating to approved initiatives, which are recorded in accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets (in thousands): Employee severance Professional services and other related costs Recruiting Total Balance as of December 31, 2023 $ 1,227 $ 527 $ 29 $ 1,783 Charges 643 1,346 — 1,989 Payments (648) (543) (29) (1,220) Balance as of March 31, 2024 $ 1,222 $ 1,330 $ — $ 2,552 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of segment information | The following tables present our segment information. Three Months Ended (In thousands) March 31, March 26, Revenues: Domestic Company-owned restaurants $ 176,224 $ 179,866 North America franchising 35,697 36,072 North America commissaries 203,287 212,566 International 46,673 38,704 All others 52,035 59,841 Total revenues $ 513,916 $ 527,049 Intersegment revenues: North America franchising $ 1,049 $ 1,052 North America commissaries 49,267 51,817 All others 13,172 16,835 Total intersegment revenues $ 63,488 $ 69,704 Operating income: Domestic Company-owned restaurants $ 10,359 $ 6,650 North America franchising 33,711 33,400 North America commissaries 12,335 10,730 International (a) (5,989) 7,232 All others 3,198 3,157 Unallocated corporate expenses (b) (19,642) (23,366) Elimination of intersegment (profits) losses (254) (7) Total operating income $ 33,718 $ 37,796 Property and equipment, net: Domestic Company-owned restaurants $ 263,832 North America commissaries 162,491 International 28,456 All others 138,346 Unallocated corporate assets 254,290 Accumulated depreciation and amortization (574,112) Total property and equipment, net $ 273,303 ___________________________________ (a) The three months ended March 31, 2024 includes $9.5 million of costs related to the International Transformation Plan. See “Note 9. Restructuring” for additional information. (b) The three months ended March 26, 2023 includes $1.4 million of severance and related costs associated with the transition of certain executives. |
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 March 31, 2024 Major Products/Services Lines Domestic Company-owned restaurants North America franchising North America commissaries International All others Total Company-owned restaurant sales $ 176,224 $ — $ — $ 15,027 $ — $ 191,251 Franchise royalties and fees — 36,746 — 11,456 — 48,202 Commissary sales — — 252,554 14,225 — 266,779 Other revenues — — — 5,965 65,207 71,172 Eliminations — (1,049) (49,267) — (13,172) (63,488) Total segment revenues 176,224 35,697 203,287 46,673 52,035 513,916 International other revenues (a) — — — (5,965) 5,965 — Total revenues $ 176,224 $ 35,697 $ 203,287 $ 40,708 $ 58,000 $ 513,916 Reportable Segments Three Months Ended March 26, 2023 Major Products/Services Lines Domestic Company-owned restaurants North America franchising North America commissaries International All others Total Company-owned restaurant sales $ 179,866 $ — $ — $ — $ — $ 179,866 Franchise royalties and fees — 37,124 — 12,491 — 49,615 Commissary sales — — 264,383 18,972 — 283,355 Other revenues — — — 7,241 76,676 83,917 Eliminations — (1,052) (51,817) — (16,835) (69,704) Total segment revenues 179,866 36,072 212,566 38,704 59,841 527,049 International other revenues (a) — — — (7,241) 7,241 — Total revenues $ 179,866 $ 36,072 $ 212,566 $ 31,463 $ 67,082 $ 527,049 ___________________________________ (a) Other revenues as reported in the Condensed Consolidated Statements of Operations include $6.0 million and $7.2 million of revenues for the three months ended March 31, 2024 and March 26, 2023, 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. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of changes in goodwill by reportable segment | The following summarizes changes in the Company’s goodwill by reportable segment (in thousands): Domestic Company-owned restaurants International Total Balance at December 31, 2023 $ 56,609 $ 19,597 $ 76,206 Acquisition accounting adjustments (a) — 95 95 Foreign currency adjustments — (326) (326) Balance at March 31, 2024 $ 56,609 $ 19,366 $ 75,975 ___________________________________ (a) We recorded acquisition accounting adjustments during the three months ended March 31, 2024 to increase property and equipment to fair value as a result of the finalization of our valuation of acquired property and equipment. |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) - restaurant | Mar. 31, 2024 | Mar. 26, 2023 |
Related Party Transaction [Line Items] | ||
Percentage of domestic restaurants franchised | 85% | |
Corporate Joint Venture | ||
Related Party Transaction [Line Items] | ||
Number of restaurants | 98 | 98 |
Significant Accounting Polici_5
Significant Accounting Policies - Net Income Attributable to Joint Ventures (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Noncontrolling Interest [Line Items] | ||
Nonredeemable noncontrolling interests | $ 179 | $ 124 |
Total net income | 14,636 | 22,376 |
Corporate Joint Venture | ||
Noncontrolling Interest [Line Items] | ||
Papa John’s International, Inc. | 592 | 397 |
Redeemable noncontrolling interests | 99 | 46 |
Nonredeemable noncontrolling interests | 179 | 124 |
Total net income | $ 870 | $ 567 |
Significant Accounting Polici_6
Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Recurring | Level 1 | ||
Financial assets: | ||
Cash surrender value of life insurance policies | $ 29,137 | $ 29,449 |
Interest rate swaps | 0 | 0 |
Financial liabilities: | ||
Interest rate swaps | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Financial assets: | ||
Cash surrender value of life insurance policies | 0 | 0 |
Interest rate swaps | 367 | 107 |
Financial liabilities: | ||
Interest rate swaps | 72 | 483 |
Fair Value, Recurring | Level 3 | ||
Financial assets: | ||
Cash surrender value of life insurance policies | 0 | 0 |
Interest rate swaps | 0 | 0 |
Financial liabilities: | ||
Interest rate swaps | 0 | 0 |
Carrying Value | ||
Financial assets: | ||
Cash surrender value of life insurance policies | 29,137 | 29,449 |
Interest rate swaps | 367 | 107 |
Financial liabilities: | ||
Interest rate swaps | $ 72 | $ 483 |
Significant Accounting Polici_7
Significant Accounting Policies - Fair Value Disclosure (Details) - Senior notes - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 14, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Interest rate | 3.875% | 3.875% | |
Level 2 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
3.875% Senior Notes | $ 353,500 | $ 352,500 | |
Carrying Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
3.875% Senior Notes | $ 400,000 | $ 400,000 |
Significant Accounting Polici_8
Significant Accounting Policies - Rollforward of the Allowance for Credit Losses for Accounts Receivable and Notes Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Accounts Receivable | ||
Current period provision for expected credit losses, net | $ 604 | $ 513 |
Accounts Receivable | ||
Accounts Receivable | ||
Balance at beginning of period | 8,353 | |
Current period provision for expected credit losses, net | 684 | |
Write-offs charged against the allowance | (1,097) | |
Balance at end of period | 7,940 | |
Notes Receivable | ||
Notes Receivable | ||
Balance at beginning of period | 16,092 | |
Current period provision for expected credit losses, net | (80) | |
Write-offs charged against the allowance | 0 | |
Balance at end of period | $ 16,012 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 USD ($) lease restaurant | Mar. 26, 2023 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Sublease income | $ 2.3 | $ 2.9 |
Number of domestic leases for which the Company is contingently liable | lease | 48 | |
Estimated maximum amount of undiscounted payments in the event of nonpayment by primary lessees | $ 6.8 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Initial term of franchise subleases | 5 years | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Initial term of franchise subleases | 10 years | |
United Kingdom franchise-owned restaurants | ||
Lessee, Lease, Description [Line Items] | ||
Number of units leased and subleased | restaurant | 323 | |
Initial lease terms on franchised sites | 15 years |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from finance leases | $ 386 | $ 309 |
Financing cash flows from finance leases | 2,433 | 1,743 |
Operating cash flows from operating leases | 9,855 | 9,178 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 1,496 | 4,764 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 4,738 | 4,721 |
Cash received from sublease income | $ 1,753 | $ 2,532 |
Papa John's Marketing Fund, I_3
Papa John's Marketing Fund, Inc. (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 27,768 | $ 40,587 |
Accounts receivable, net | 94,506 | 104,244 |
Prepaid expenses and other current assets | 57,872 | 42,285 |
Total current assets | 225,927 | 231,018 |
Total assets | 847,167 | 875,005 |
Current liabilities: | ||
Accounts payable | 61,014 | 74,949 |
Accrued expenses and other current liabilities | 143,401 | 158,167 |
Current portion of long-term debt | 1,800 | 0 |
Current deferred revenue | 20,727 | 20,427 |
Total current liabilities | 282,634 | 304,596 |
Deferred revenue | 18,780 | 20,366 |
Total liabilities | 1,292,649 | 1,317,770 |
Papa John's Marketing Fund Inc. | ||
Current assets: | ||
Cash and cash equivalents | 4,806 | 5,494 |
Accounts receivable, net | 13,901 | 18,026 |
Prepaid expenses and other current assets | 14,661 | 2,223 |
Total current assets | 33,368 | 25,743 |
Deferred income taxes | 674 | 674 |
Total assets | 34,042 | 26,417 |
Current liabilities: | ||
Accounts payable | 1,948 | 1,509 |
Accrued expenses and other current liabilities | 30,162 | 22,245 |
Current portion of long-term debt | 1,800 | 0 |
Current deferred revenue | 4,004 | 4,327 |
Total current liabilities | 37,914 | 28,081 |
Deferred revenue | 2,251 | 2,627 |
Total liabilities | $ 40,165 | $ 30,708 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 26, 2023 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | |||
Revenue recognized related to deferred revenue and customer loyalty program | $ 8,100 | $ 8,400 | |
Contract Liabilities | |||
Beginning balance | 40,793 | ||
Ending balance | 39,507 | ||
Change | (1,286) | ||
Contract assets | 7,900 | $ 7,900 | |
Amortization expense related to contract assets | 1,200 | $ 900 | |
Franchise fee liabilities | |||
Contract Liabilities | |||
Beginning balance | 20,564 | ||
Ending balance | 20,068 | ||
Change | (496) | ||
Unredeemed gift card liabilities | |||
Contract Liabilities | |||
Beginning balance | 6,955 | ||
Ending balance | 6,255 | ||
Change | (700) | ||
Customer loyalty program obligations | |||
Contract Liabilities | |||
Beginning balance | 13,274 | ||
Ending balance | 13,184 | ||
Change | $ (90) |
Revenue Recognition - Transacti
Revenue Recognition - Transaction Price Allocated to Remaining Performance Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Contract liabilities | $ 39,507 | $ 40,793 |
Franchise fees | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | 16,766 | |
Contract liabilities | 20,068 | $ 20,564 |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 2,792 | |
Remaining performance obligation period | 1 year | |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-03-31 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 2,582 | |
Remaining performance obligation period | 1 year | |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-03-30 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 2,413 | |
Remaining performance obligation period | 1 year | |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-03-29 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 2,187 | |
Remaining performance obligation period | 1 year | |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-03-27 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 1,951 | |
Remaining performance obligation period | 1 year | |
Franchise fees | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-03-26 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 4,841 | |
Remaining performance obligation period | ||
Area development fees | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Contract liabilities | $ 3,300 |
Common Stock - Share Authorized
Common Stock - Share Authorized and Outstanding (Details) - shares shares in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Equity [Abstract] | ||
Common stock authorized (in shares) | 100 | 100 |
Common stock outstanding (in shares) | 32.6 | 32.5 |
Common Stock - Share Repurchase
Common Stock - Share Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 01, 2023 | Mar. 31, 2024 | Mar. 26, 2023 | Oct. 28, 2021 | |
Class of Stock [Line Items] | ||||
Total number of shares purchased (in shares) | 0 | 2,523,000 | ||
Average price paid per share (in dollars per share) | $ 0 | $ 83.10 | ||
Aggregate cost of shares purchased, excluding transaction costs | $ 0 | $ 209,640 | ||
Maximum dollar value of shares that may yet be purchased under the plans or programs | $ 90,160 | 90,160 | ||
Transaction costs on share repurchases | 2,804 | |||
Transaction costs on share repurchases classified as non-cash financing activities | 2,800 | |||
Aggregate cost of shares purchased | $ 212,444 | |||
Starboard | Related Party | ||||
Class of Stock [Line Items] | ||||
Total number of shares purchased (in shares) | 2,176,928 | |||
Average price paid per share (in dollars per share) | $ 82.52 | |||
Aggregate cost of shares purchased | $ 179,600 | |||
Common stock repurchase program | ||||
Class of Stock [Line Items] | ||||
Stock repurchase program, authorized amount | $ 425,000 |
Common Stock - Dividends (Detai
Common Stock - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
May 02, 2024 | Mar. 31, 2024 | Mar. 26, 2023 | |
Subsequent Event [Line Items] | |||
Dividends paid | $ 15,068 | $ 14,603 | |
Dividends declared per common share (in dollars per share) | $ 0.46 | $ 0.42 | |
Dividends declared on common stock | $ 15,023 | $ 14,663 | |
Subsequent event | |||
Subsequent Event [Line Items] | |||
Dividends declared per common share (in dollars per share) | $ 0.46 | ||
Dividends declared on common stock | $ 15,200 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Earnings Per Share [Abstract] | ||
Basic net income available to common stockholders | $ 14,636 | $ 22,376 |
Diluted net income available to common stockholders | $ 14,636 | $ 22,376 |
Basic weighted average number of shares (in shares) | 32,644 | 34,155 |
Dilutive effect of outstanding equity awards (in shares) | 265 | 169 |
Diluted weighted average number of shares (in shares) | 32,909 | 34,324 |
Basic earnings per common share (in dollars per share) | $ 0.45 | $ 0.66 |
Diluted earnings per common share (in dollars per share) | $ 0.44 | $ 0.65 |
Antidilutive securities excluded from computation of earnings per share (in shares) | 103 | 22 |
Debt - Summary of Long Term Deb
Debt - Summary of Long Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Outstanding debt | $ 769,300 | $ 764,000 |
Unamortized debt issuance costs | (6,183) | (6,578) |
Current portion of long-term debt | (1,800) | 0 |
Total long-term debt, net | 761,317 | 757,422 |
Revolving facilities | ||
Debt Instrument [Line Items] | ||
Outstanding debt | 369,300 | 364,000 |
Senior notes | ||
Debt Instrument [Line Items] | ||
Outstanding debt | 400,000 | $ 400,000 |
PJMF Revolving Facility | ||
Debt Instrument [Line Items] | ||
Outstanding debt | 1,800 | |
Current portion of long-term debt | $ (1,800) |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Sep. 30, 2023 | Mar. 31, 2024 | Mar. 26, 2023 | Dec. 31, 2023 | Sep. 14, 2021 | |
Debt Instrument [Line Items] | |||||
Current portion of long-term debt | $ 1,800 | $ 0 | |||
Interest paid, including payments made or received under the swaps | $ 14,500 | $ 10,900 | |||
Senior notes | |||||
Debt Instrument [Line Items] | |||||
Face amount | $ 400,000 | ||||
Interest rate | 3.875% | 3.875% | |||
PJI Revolving Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 600,000 | ||||
Line of credit facility, remaining borrowing capacity | $ 232,500 | ||||
PJI Revolving Facility | Swingline Loan | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | 40,000 | ||||
PJI Revolving Facility | Letter of credit | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 80,000 | ||||
PJMF Revolving Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 30,000 | ||||
Applicable interest rate | 7.30% | ||||
Current portion of long-term debt | $ 1,800 | ||||
PJMF Revolving Facility | One month SOFR | |||||
Debt Instrument [Line Items] | |||||
Interest margin rate on debt | 1.975% |
Debt - Notional Amounts of Deri
Debt - Notional Amounts of Derivatives (Details) - Designated as hedging instrument - USD ($) $ in Millions | Mar. 31, 2024 | Jun. 23, 2023 | Apr. 30, 2023 |
Interest Rate Swap | |||
Derivative [Line Items] | |||
Floating Rate Debt | $ 100 | $ 125 | |
Interest rate swap one | |||
Derivative [Line Items] | |||
Floating Rate Debt | $ 50 | ||
Fixed Rates | 4.55% | ||
Interest rate swap two | |||
Derivative [Line Items] | |||
Floating Rate Debt | $ 50 | ||
Fixed Rates | 4.55% |
Debt - Location and Amount of D
Debt - Location and Amount of Derivatives in the Financial Statements (Details) - Interest Rate Swap - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets in Prepaid and other current assets | $ 367 | $ 107 |
Derivatives liabilities in Other long-term liabilities | $ 72 | $ 483 |
Debt - Effect of Derivatives on
Debt - Effect of Derivatives on the Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total Net Interest Expense on Condensed Consolidated Statements of Operations | $ (11,063) | $ (9,021) |
Interest Expense | Interest Rate Swap | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain or (Loss) Recognized in AOCL on Derivative | 672 | 259 |
Interest Expense | Interest Rate Swap | Reclassification out of Accumulated Other Comprehensive Income (Loss) | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of (Loss) or Gain Reclassified from AOCL into Income | $ 200 | $ (207) |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - International Transformation Plan $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) restaurant | |
Restructuring Cost and Reserve [Line Items] | |
Expected number of store closures | restaurant | 43 |
Restructuring related costs | $ 9,523 |
Restructuring related costs incurred since commencement of the plan | 11,700 |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Estimated pre-tax Restructuring related costs | 25,000 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Estimated pre-tax Restructuring related costs | $ 35,000 |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Long-lived asset impairment charges | $ 7,554 | $ 0 |
International Transformation Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Long-lived asset impairment charges | 7,554 | |
Restructuring charges | 1,989 | |
Total international transformation costs | 9,543 | |
Stock-based compensation forfeitures on unvested awards | (20) | |
Total international transformation costs, net of stock-based award forfeitures | 9,523 | |
International Transformation Plan | Employee severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 643 | |
International Transformation Plan | Professional services and other related costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 1,346 |
Restructuring - Changes in the
Restructuring - Changes in the Balance of Accrued Expenses Related to Approved Initiatives (Details) - International Transformation Plan $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 1,783 |
Charges | 1,989 |
Payments | (1,220) |
Ending balance | 2,552 |
Employee severance | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 1,227 |
Charges | 643 |
Payments | (648) |
Ending balance | 1,222 |
Professional services and other related costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 527 |
Charges | 1,346 |
Payments | (543) |
Ending balance | 1,330 |
Recruiting | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 29 |
Charges | 0 |
Payments | (29) |
Ending balance | $ 0 |
Litigation, Commitments and C_2
Litigation, Commitments and Contingencies (Details) $ in Millions | Apr. 14, 2022 USD ($) |
Settled litigation | Papa Johns Employee and Franchise Employee Antitrust Litigation | |
Loss Contingencies [Line Items] | |
Settlement amount | $ 5 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Mar. 31, 2024 segment entity | |
Revenue, Major Customer [Line Items] | |
Number of reportable segments | segment | 4 |
Sales | |
Revenue, Major Customer [Line Items] | |
Concentration risk, number | entity | 0 |
Segment Information - Schedule
Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 26, 2023 | Dec. 31, 2023 | |
Segment Reporting Information [Line Items] | |||
Total revenues | $ 513,916 | $ 527,049 | |
Total operating income | 33,718 | 37,796 | |
Accumulated depreciation and amortization | (574,112) | ||
Total property and equipment, net | 273,303 | $ 282,812 | |
International Transformation Plan | |||
Segment Reporting Information [Line Items] | |||
Restructuring related costs | 9,523 | ||
Domestic Company-owned restaurants | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 176,224 | 179,866 | |
North America franchising | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 35,697 | 36,072 | |
North America commissaries | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 203,287 | 212,566 | |
International | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 40,708 | 31,463 | |
All others | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 58,000 | 67,082 | |
Operating segments | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 513,916 | 527,049 | |
Operating segments | Domestic Company-owned restaurants | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 176,224 | 179,866 | |
Total operating income | 10,359 | 6,650 | |
Property and equipment, gross | 263,832 | ||
Operating segments | North America franchising | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 35,697 | 36,072 | |
Total operating income | 33,711 | 33,400 | |
Operating segments | North America commissaries | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 203,287 | 212,566 | |
Total operating income | 12,335 | 10,730 | |
Property and equipment, gross | 162,491 | ||
Operating segments | International | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 46,673 | 38,704 | |
Total operating income | (5,989) | 7,232 | |
Property and equipment, gross | 28,456 | ||
Operating segments | International | International Transformation Plan | |||
Segment Reporting Information [Line Items] | |||
Restructuring related costs | 9,500 | ||
Operating segments | All others | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 52,035 | 59,841 | |
Total operating income | 3,198 | 3,157 | |
Property and equipment, gross | 138,346 | ||
Eliminations | |||
Segment Reporting Information [Line Items] | |||
Total revenues | (63,488) | (69,704) | |
Total operating income | (254) | (7) | |
Eliminations | North America franchising | |||
Segment Reporting Information [Line Items] | |||
Total revenues | (1,049) | (1,052) | |
Eliminations | North America commissaries | |||
Segment Reporting Information [Line Items] | |||
Total revenues | (49,267) | (51,817) | |
Eliminations | All others | |||
Segment Reporting Information [Line Items] | |||
Total revenues | (13,172) | (16,835) | |
Unallocated corporate expenses | |||
Segment Reporting Information [Line Items] | |||
Total operating income | (19,642) | (23,366) | |
Property and equipment, gross | $ 254,290 | ||
Severance and related costs | $ 1,400 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 513,916 | $ 527,049 |
Domestic Company-owned restaurants | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 176,224 | 179,866 |
North America franchising | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 35,697 | 36,072 |
North America commissaries | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 203,287 | 212,566 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 40,708 | 31,463 |
International | International other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | (5,965) | (7,241) |
All others | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 58,000 | 67,082 |
All others | International other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 5,965 | 7,241 |
Operating segments | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 513,916 | 527,049 |
Operating segments | Company-owned restaurant sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 191,251 | 179,866 |
Operating segments | Franchise royalties and fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 48,202 | 49,615 |
Operating segments | Commissary sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 266,779 | 283,355 |
Operating segments | Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 71,172 | 83,917 |
Operating segments | Domestic Company-owned restaurants | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 176,224 | 179,866 |
Operating segments | Domestic Company-owned restaurants | Company-owned restaurant sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 176,224 | 179,866 |
Operating segments | North America franchising | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 35,697 | 36,072 |
Operating segments | North America franchising | Franchise royalties and fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 36,746 | 37,124 |
Operating segments | North America commissaries | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 203,287 | 212,566 |
Operating segments | North America commissaries | Commissary sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 252,554 | 264,383 |
Operating segments | International | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 46,673 | 38,704 |
Operating segments | International | Company-owned restaurant sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 15,027 | |
Operating segments | International | Franchise royalties and fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 11,456 | 12,491 |
Operating segments | International | Commissary sales | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 14,225 | 18,972 |
Operating segments | International | Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 5,965 | 7,241 |
Operating segments | All others | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 52,035 | 59,841 |
Operating segments | All others | Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 65,207 | 76,676 |
Eliminations | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | (63,488) | (69,704) |
Eliminations | North America franchising | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | (1,049) | (1,052) |
Eliminations | North America commissaries | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | (49,267) | (51,817) |
Eliminations | All others | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ (13,172) | $ (16,835) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 02, 2023 USD ($) restaurant | Sep. 24, 2023 USD ($) restaurant | Dec. 31, 2023 USD ($) | Mar. 31, 2024 USD ($) | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 76,206 | $ 75,975 | ||
UK franchisee acquisitions | ||||
Business Acquisition [Line Items] | ||||
Total consideration | 15,200 | |||
Noncash purchase consideration | 13,700 | |||
Property and equipment, net acquired | 10,600 | |||
Inventories and other assets acquired | 300 | |||
Goodwill | $ 4,300 | |||
Drake food service international, M25 division | ||||
Business Acquisition [Line Items] | ||||
Number of restaurants acquired | restaurant | 91 | |||
Total consideration | $ 13,700 | |||
Third quarter 2023 UK Franchisee Acquisition | ||||
Business Acquisition [Line Items] | ||||
Number of restaurants acquired | restaurant | 27 | |||
Total consideration | $ 1,500 |
Acquisitions - Changes in Goodw
Acquisitions - Changes in Goodwill by Reportable Segment (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 76,206 |
Acquisition accounting adjustments | 95 |
Foreign currency adjustments | (326) |
Ending balance | 75,975 |
Domestic Company-owned restaurants | |
Goodwill [Roll Forward] | |
Beginning balance | 56,609 |
Acquisition accounting adjustments | 0 |
Foreign currency adjustments | 0 |
Ending balance | 56,609 |
International | |
Goodwill [Roll Forward] | |
Beginning balance | 19,597 |
Acquisition accounting adjustments | 95 |
Foreign currency adjustments | (326) |
Ending balance | $ 19,366 |