Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 28, 2013 | Nov. 01, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'INVENTURE FOODS, INC. | ' |
Entity Central Index Key | '0000944508 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 28-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-29 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 19,420,060 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $819 | $419 |
Accounts receivable, net of allowance for doubtful accounts of $209 and $222 at September 28, 2013 and December 29, 2012, respectively | 22,228 | 17,547 |
Inventories | 41,505 | 27,071 |
Deferred income tax asset | 848 | 1,030 |
Other current assets | 1,072 | 1,323 |
Total current assets | 66,472 | 47,390 |
Property and equipment, net of accumulated depreciation of $32,472 and $28,524 at September 28, 2013 and December 29, 2012, respectively | 40,419 | 34,051 |
Goodwill | 14,763 | 11,616 |
Trademarks and other intangibles, net | 5,862 | 2,010 |
Other assets | 948 | 827 |
Total assets | 128,464 | 95,894 |
Current liabilities: | ' | ' |
Accounts payable | 12,733 | 12,178 |
Accrued liabilities | 17,424 | 8,415 |
Current portion of long-term debt | 2,785 | 1,646 |
Total current liabilities | 32,942 | 22,239 |
Long-term debt, less current portion | 14,013 | 6,897 |
Line of credit | 17,380 | 10,117 |
Deferred income tax liability | 4,019 | 3,968 |
Interest rate swaps | 577 | 766 |
Other liabilities | 2,849 | 808 |
Total liabilities | 71,780 | 44,795 |
Commitments and contingencies (Note 7) | ' | ' |
Shareholders' equity: | ' | ' |
Common stock, $.01 par value; 50,000 shares authorized; 19,842 and 19,571 shares issued and outstanding at September 28, 2013 and December 29, 2012, respectively | 198 | 196 |
Additional paid-in capital | 30,516 | 29,660 |
Accumulated other comprehensive loss | -262 | -378 |
Retained earnings | 26,703 | 22,092 |
Total shareholders' equity before treasury stock | 57,155 | 51,570 |
Less: treasury stock, at cost: 368 shares at September 28, 2013 and December 29, 2012 | -471 | -471 |
Total shareholders' equity | 56,684 | 51,099 |
Total liabilities and shareholders' equity | $128,464 | $95,894 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, except Per Share data, unless otherwise specified | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ' | ' |
Accounts receivable, allowance for doubtful accounts (in dollars) | $209 | $222 |
Accumulated depreciation (in dollars) | $32,472 | $28,524 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 50,000 | 50,000 |
Common stock, shares issued | 19,842 | 19,571 |
Common stock, shares outstanding | 19,842 | 19,571 |
Treasury stock, shares | 368 | 368 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME | ' | ' | ' | ' |
Net revenues | $54,514 | $46,601 | $156,728 | $141,637 |
Cost of revenues | 44,458 | 37,130 | 128,711 | 113,617 |
Gross profit | 10,056 | 9,471 | 28,017 | 28,020 |
Selling, general and administrative expenses | 6,395 | 6,535 | 20,241 | 19,415 |
Operating income | 3,661 | 2,936 | 7,776 | 8,605 |
Interest expense, net | 250 | 179 | 641 | 613 |
Income before income tax provision | 3,411 | 2,757 | 7,135 | 7,992 |
Income tax provision | 1,263 | 1,017 | 2,524 | 2,907 |
Net income | $2,148 | $1,740 | $4,611 | $5,085 |
Earnings per common share: | ' | ' | ' | ' |
Basic (in dollars per share) | $0.11 | $0.09 | $0.24 | $0.27 |
Diluted (in dollars per share) | $0.11 | $0.09 | $0.23 | $0.26 |
Weighted average number of common shares: | ' | ' | ' | ' |
Basic (in shares) | 19,473 | 19,031 | 19,329 | 18,737 |
Diluted (in shares) | 19,843 | 19,690 | 19,746 | 19,537 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ' | ' | ' | ' |
Net income | $2,148 | $1,740 | $4,611 | $5,085 |
Change in fair value of interest rate swaps, net of tax | 17 | 5 | 115 | 14 |
Comprehensive income | $2,165 | $1,745 | $4,726 | $5,099 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 |
Cash flows from operating activities: | ' | ' |
Net income | $4,611 | $5,085 |
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of acquisitions: | ' | ' |
Depreciation | 4,023 | 3,473 |
Amortization | 87 | 21 |
Provision for bad debts | -12 | -11 |
Deferred income taxes | 747 | -66 |
Excess income tax benefit from exercise of stock options | -544 | -106 |
Share-based compensation expense | 626 | 872 |
Loss (gain) on disposition of equipment | 16 | -20 |
Change assets and liabilities: | ' | ' |
Accounts receivable | -4,669 | -2,932 |
Inventories | -13,162 | 3,553 |
Other assets and liabilities | 274 | 1,100 |
Accounts payable and accrued liabilities | 8,293 | -1,591 |
Net cash provided by operating activities | 290 | 9,378 |
Cash flows from investing activities: | ' | ' |
Purchase of equipment | -7,056 | -5,254 |
Acquisition of Willamette Valley Fruit Company | -8,472 | ' |
Net cash used in investing activities | -15,528 | -5,254 |
Cash flows from financing activities: | ' | ' |
Net borrowings (repayments) on line of credit | 7,263 | -1,744 |
Proceeds from issuance of common stock under equity award plans | 133 | 81 |
Payments made on capital lease obligations | -365 | -382 |
Borrowings on equipment term loan | 10,048 | ' |
Payments made on long-term debt | -1,445 | -2,231 |
Payment of deferred financing fees | -96 | ' |
Excess income tax benefit from exercise of stock options | 544 | 106 |
Payment of payroll taxes on stock-based compensation through shares withheld | -444 | -26 |
Net cash provided by (used in) financing activities | 15,638 | -4,196 |
Net increase (decrease) in cash and cash equivalents | 400 | -72 |
Cash and cash equivalents at beginning of period | 419 | 664 |
Cash and cash equivalents at end of period | 819 | 592 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid during the period for interest | 547 | 620 |
Cash paid during the period for income taxes | 121 | 1,839 |
Supplemental disclosures of non-cash investing and financing transactions: | ' | ' |
Capital lease obligations for the acquisition of property and equipment | $16 | ' |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||||
Organization and Summary of Significant Accounting Policies | ' | ||||||||||||||||||
Organization and Summary of Significant Accounting Policies | ' | ||||||||||||||||||
1. Organization and Summary of Significant Accounting Policies | |||||||||||||||||||
Inventure Foods, Inc., a Delaware corporation (the “Company,” referred to as “we” “our” or “us”), is a leading marketer and manufacturer of healthy/natural and indulgent specialty snack food brands with more than $185 million in annual net revenues for the most recently completed fiscal year. | |||||||||||||||||||
On May 28, 2013, we completed our acquisition of the berry processing business of Willamette Valley Fruit Company (the “WVFC Acquisition”) for a cash purchase price of $9.3 million. An additional amount of up to $3.0 million is payable as contingent consideration in the form of an earn-out if certain performance thresholds are met during the period of up to 7 years following the closing. | |||||||||||||||||||
We specialize in two primary product categories: 1) Healthy/Natural Food Products 2) Indulgent Specialty Snack Products. We sell our products nationally through a number of channels including: Grocery, Natural, Mass Merchandisers, Drug, Club, Value, Vending, Food Service, Convenience Stores and International. Our goal is to have a diversified portfolio of brands, products, customers and distribution channels. | |||||||||||||||||||
In the Healthy/Natural portfolio, products include Rader Farms® frozen berries, Boulder Canyon Natural Foods® brand products, Willamette Valley Fruit CompanyTM, Jamba® branded blend-and-serve smoothie kits under license from Jamba Juice Company, Seattle’s Best Coffee® branded frozen coffee drinks under license from Seattle’s Best Coffee, LLC and private label frozen fruit and healthy/natural snacks. Production and distribution of our Seattle’s Best Coffee® products began during March of 2013. As part of the WVFC Acquisition we license the Willamette Valley Fruit Company trade name to the former owners of the berry processing business for certain products specified in the licensing agreement. | |||||||||||||||||||
In the Indulgent Specialty category, products include T.G.I. Friday’s® brand snacks under license from T.G.I. Friday’s Inc., Nathan’s Famous® brand snack products under license from Nathan’s Famous Corporation, Vidalia® brand snack products under license from Vidalia Brands, Inc., Poore Brothers® kettle cooked potato chips, Bob’s Texas Style® kettle cooked chips, and Tato Skins® brand potato snacks. We also manufacture private label snacks for certain grocery retail chains and co-pack products for other snack manufacturers. | |||||||||||||||||||
We operate manufacturing facilities in five locations. Our frozen berry products are manufactured in Lynden, Washington and two facilities in Salem, Oregon. Our frozen berry business grows, processes and markets premium berry blends, raspberries, blueberries, and rhubarb and purchases marionberries, cherries, cranberries, strawberries and other fruits from a select network of fruit growers for resale. The fruit is processed, frozen and packaged for sale and distribution to wholesale customers. Our frozen beverage products are packaged at our Lynden facility. We also use third party processors for certain frozen products and package certain frozen fruits for other manufacturers. Our snack products are manufactured at our Arizona and Indiana plants as well as some third party plants for certain products. | |||||||||||||||||||
Our fiscal year ends on the last Saturday occurring in the month of December of each calendar year. Accordingly, the third quarter of 2013 commenced June 30, 2013 and ended September 28, 2013. | |||||||||||||||||||
Basis of Presentation | |||||||||||||||||||
The consolidated financial statements include the accounts of Inventure Foods, Inc. and all of our wholly owned subsidiaries. All significant intercompany amounts and transactions have been eliminated. The financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not include all the information and footnotes required by accounting principles generally accepted in the United States of America. In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary in order to make the consolidated financial statements not misleading. A description of our accounting policies and other financial information is included in the audited financial statements filed with our Annual Report on Form 10-K for the fiscal year ended December 29, 2012. The results of operations for the quarter ended September 28, 2013 are not necessarily indicative of the results expected for the full year. | |||||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. We classify our investments based upon an established fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described as follows: | |||||||||||||||||||
Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||||
Level 2 Quoted prices in markets that are not considered to be active or financial instruments without quoted market prices, but for which all significant inputs are observable, either directly or indirectly; | |||||||||||||||||||
Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. | |||||||||||||||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | |||||||||||||||||||
At September 28, 2013 and December 29, 2012, the carrying value of cash, accounts receivable, accounts payable and accrued liabilities approximate fair values since they are short-term in nature. The carrying value of the long-term debt approximates fair-value based on the borrowing rates currently available to us for long-term borrowings with similar terms. The following table summarized the valuation of our assets and liabilities measured at fair value on a recurring basis (in thousands): | |||||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||||
Balance Sheet Classification | Interest Rate | Non-qualified | Earn-out | Interest Rate | Non-qualified | ||||||||||||||
Swaps | Deferred | Contingent | Swaps | Deferred | |||||||||||||||
Compensation | Consideration | Compensation | |||||||||||||||||
Plan | Obligation | Plan | |||||||||||||||||
Investments | Investments | ||||||||||||||||||
Other assets | Level 1 | $ | — | $ | 535 | $ | — | $ | — | $ | 440 | ||||||||
Interest rate swaps | Level 2 | $ | (577 | ) | $ | — | $ | — | $ | (766 | ) | $ | — | ||||||
Other liabilities | Level 3 | $ | — | $ | — | $ | 2,400 | $ | — | $ | — | ||||||||
Considerable judgment is required in interpreting market data to develop the estimate of fair value of our derivative instruments. Accordingly, the estimate may not be indicative of the amounts that we could realize in a current market exchange. The use of different market assumptions or valuation methodologies could have a material effect on the estimated fair value amounts. | |||||||||||||||||||
Our non-qualified deferred compensation plan assets consist of money market and mutual funds invested in domestic and international marketable securities that are directly observable in active markets. | |||||||||||||||||||
The fair value measurement of the earn-out contingent consideration obligation relates to the WVFC Acquisition in May 2013, and is included in other long-term liabilities in the condensed consolidated balance sheets. The fair value measurement is based upon significant inputs not observable in the market. Changes in the value of the obligation are recorded as income or expense in our condensed consolidated statements of income. We determined the fair value of the earn-out contingent consideration obligation using a discounted cash flow model. The key assumption used in applying the income approach is a discount rate of 5.4% which approximates our debt credit rating. There were no changes in the fair value of our Level 3 earn-out contingent consideration obligation during the quarter ended September 28, 2013. | |||||||||||||||||||
Income Taxes | |||||||||||||||||||
We use a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more likely than not of being realized upon ultimate settlement. | |||||||||||||||||||
We file income tax returns in the U.S. federal and various state jurisdictions. We are no longer subject to examination by the IRS for years before 2010. With few exceptions, we are no longer subject to examination by state tax authorities for years before 2009. We believe that our income tax filing positions and deductions would be sustained on audit and do not anticipate any adjustments that would result in a material change to our financial position. We do not anticipate that the amount of unrecognized tax benefits will change significantly within the next 12 months. | |||||||||||||||||||
It is our policy to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. We do not have any accrued interest or penalties associated with any unrecognized tax benefits as of September 28, 2013. | |||||||||||||||||||
For the quarters ended September 28, 2013 and September 29, 2012 our provisions for income taxes were $1.3 million and $1.0 million, respectively. The effective tax rate for the third quarter of 2013 was 37.0% compared with 36.9% for the third quarter of 2012. The change in the effective tax rate is due to a decrease in the benefits of domestic production activity deductions and research credits. | |||||||||||||||||||
For the nine months ended September 28, 2013 and September 29, 2012 our provisions for income taxes were $2.5 million and $2.9 million, respectively. Our effective tax rate for the nine months ended September 28, 2013 and September 29, 2012 was 35.4% and 36.4%, respectively. The change in the effective tax rate is due to an increase of benefits from domestic production activities. | |||||||||||||||||||
Earnings Per Common Share | |||||||||||||||||||
Basic earnings per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period and includes unvested restricted stock grants. Diluted earnings per share is calculated by including all dilutive common shares such as stock options. Unvested restricted stock grants that contain non-forfeitable rights to dividends or dividend equivalents are participating securities and, therefore, requires earnings per share to be presented pursuant to the two-class method. However, the application of this method would have no effect on basic and diluted earnings per common share and is therefore not presented. | |||||||||||||||||||
Options to purchase 215,010 and 266,898 shares of our common stock were excluded from the computation of diluted earnings per share for both the quarter and nine months ended September 28, 2013, respectively. Options to purchase 204,700 and 259,866 shares of our common stock were excluded from the computation of diluted earnings per share for the quarter and nine months ending September 29, 2012, respectively. These exclusions were made because the options’ exercise prices were greater than the average market price of our common stock for those periods. Exercises of outstanding stock options or warrants are assumed to occur for purposes of calculating diluted earnings per share for periods in which their effect would not be anti-dilutive. | |||||||||||||||||||
Earnings per common share was computed as follows for the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands, except per share data): | |||||||||||||||||||
Quarters Ended | Nine months ended | ||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||
Basic Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.24 | $ | 0.27 | |||||||||||
Diluted Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Incremental shares from assumed conversions of stock options and non-vested shares of restricted stock | 370 | 659 | 417 | 800 | |||||||||||||||
Adjusted weighted average number of common shares | 19,843 | 19,690 | 19,746 | 19,537 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.23 | $ | 0.26 | |||||||||||
Stock Options and Stock-Based Compensation | |||||||||||||||||||
Stock options and other stock based compensation awards expense are adjusted for estimated forfeitures and are recognized on a straight-line basis over the requisite service period of the award, which is currently five to ten years for stock options, and one to three years for restricted stock. We estimate future forfeiture rates based on our historical experience. | |||||||||||||||||||
Compensation costs related to all share-based payment arrangements, including employee stock options, are recognized in the financial statements based on the fair value method of accounting. Excess tax benefits related to share-based payment arrangements are classified as cash inflows from financing activities and cash outflows from operating activities. | |||||||||||||||||||
See Note 9 “Shareholder’s Equity” for additional information. | |||||||||||||||||||
Adoption of New Accounting Pronouncements | |||||||||||||||||||
We have adopted all recently issued accounting pronouncements. The adoption of the accounting pronouncements, including those not yet effective, is not anticipated to have a material effect on our financial position or results of operations. | |||||||||||||||||||
Acquisition
Acquisition | 9 Months Ended | |||||||||||||||
Sep. 28, 2013 | ||||||||||||||||
Acquisition | ' | |||||||||||||||
Acquisition | ' | |||||||||||||||
2. Acquisition | ||||||||||||||||
Willamette Valley Fruit Company | ||||||||||||||||
Effective May 28, 2013, we enhanced our berry purchase and freezing capabilities by acquiring Willamette Valley Fruit Company, LLC, one of the Pacific Northwest’s leading processors of high-quality berry products, for a cash purchase price of $9.3 million. Up to an additional $3.0 million in purchase price consideration may be due if certain performance thresholds are met during the period of up to seven years following the closing. Under the terms of the agreement, we acquired substantially all of the berry processing equipment assets, including a new Individually Quick Frozen (“IQF”) tunnel, and other intellectual property and inventory rights. We also entered into leases of the land and buildings containing the purchased assets. | ||||||||||||||||
The following table summarizes the purchase price and the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition and provides certain supplemental cash flow information (in thousands): | ||||||||||||||||
Purchase price paid as: | ||||||||||||||||
Cash and borrowings on revolving line of credit | $ | 8,472 | ||||||||||||||
Holdback consideration | 800 | |||||||||||||||
Contingent consideration | 2,400 | |||||||||||||||
Total purchase price | 11,672 | |||||||||||||||
Fair value of net assets acquired: | ||||||||||||||||
Inventory | $ | 1,272 | ||||||||||||||
Property and equipment | 3,335 | |||||||||||||||
Identifiable intangible assets | 3,940 | |||||||||||||||
Current liabilities | (22 | ) | ||||||||||||||
Total fair value of net assets acquired | 8,525 | |||||||||||||||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ | 3,147 | ||||||||||||||
Under the acquisition method of accounting, the purchase price as shown in the table above is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. The excess purchase price over fair value of net assets acquired was recorded as goodwill. The estimated values of current liabilities were based upon their historical costs on the date of acquisition due to their short-term nature. | ||||||||||||||||
Identified intangible assets acquired in the WVFC Acquisition totaled $3.9 million and consist of the following (in thousands): | ||||||||||||||||
Customer relationships | $ | 3,200 | ||||||||||||||
Trademark | 740 | |||||||||||||||
3,940 | ||||||||||||||||
Accumulated amortization | (80 | ) | ||||||||||||||
Intangible assets, net at September 28, 2013 | $ | 3,860 | ||||||||||||||
Amortization expense of the acquired customer relationships is determined using the straight-line method over an estimated economic life of 10 years. Amortization expense as of September 28, 2013 is estimated to be as follows (in thousands): | ||||||||||||||||
Years Ending, | ||||||||||||||||
2013 | $ | 80 | ||||||||||||||
2014 | 320 | |||||||||||||||
2015 | 320 | |||||||||||||||
2016 | 320 | |||||||||||||||
2017 | 320 | |||||||||||||||
Thereafter | 1,760 | |||||||||||||||
Total | $ | 3,120 | ||||||||||||||
Goodwill of $3.1 million represents the excess of the purchase price over the estimated fair value assigned to tangible and identifiable intangible assets acquired and liabilities assumed from WVFC, and was recorded entirely in our Frozen products segment. None of the goodwill is tax deductible. | ||||||||||||||||
The following unaudited pro forma consolidated results of operations (in thousands, except per share data) assumes the WVFC Acquisition occurred as of the beginning of the earliest period presented. The pro forma results are not necessarily indicative of the actual results that would have occurred had the acquisition been completed as of the beginning of each of the periods presented, nor are they necessarily indicative of future consolidated results. | ||||||||||||||||
Quarter Ended | Nine months ended | |||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net revenues | As reported | $ | 54,514 | $ | 46,601 | $ | 156,728 | $ | 141,637 | |||||||
Pro forma | $ | 54,514 | $ | 52,810 | $ | 163,159 | $ | 154,516 | ||||||||
Net income | As reported | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||
Pro forma | $ | 2,148 | $ | 2,291 | $ | 4,854 | $ | 5,666 | ||||||||
Diluted earnings per share | As reported | $ | 0.11 | $ | 0.09 | $ | 0.23 | $ | 0.26 | |||||||
Pro forma | $ | 0.11 | $ | 0.12 | $ | 0.25 | $ | 0.29 | ||||||||
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Inventories | ' | |||||||
Inventories | ' | |||||||
3. Inventories | ||||||||
Inventories consisted of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Finished goods | $ | 18,065 | $ | 9,469 | ||||
Raw materials | 23,440 | 17,602 | ||||||
$ | 41,505 | $ | 27,071 |
Goodwill_Trademarks_and_Other_
Goodwill, Trademarks and Other Intangibles | 9 Months Ended | |||||||||
Sep. 28, 2013 | ||||||||||
Goodwill, Trademarks and Other Intangibles | ' | |||||||||
Goodwill, Trademarks and Other Intangibles | ' | |||||||||
4. Goodwill, Trademarks and Other Intangibles | ||||||||||
Goodwill, trademarks and other intangibles, net consisted of the following (in thousands): | ||||||||||
Estimated | September 28, | December 29, | ||||||||
Useful Life | 2013 | 2012 | ||||||||
Goodwill: | ||||||||||
Inventure Foods, Inc. | $ | 5,986 | $ | 5,986 | ||||||
Rader Farms, Inc. | 5,630 | 5,630 | ||||||||
Willamette Valley Fruit Company | 3,147 | — | ||||||||
Total Goodwill | $ | 14,763 | $ | 11,616 | ||||||
Trademarks | ||||||||||
Inventure Foods, Inc. | $ | 896 | 896 | |||||||
Rader Farms, Inc. | 1,070 | 1,070 | ||||||||
Willamette Valley Fruit Company | 740 | — | ||||||||
Other intangibles: | ||||||||||
Rader - Customer relationship, gross carrying amount | 10 years | 100 | 100 | |||||||
Rader - Customer relationship, accum. amortization | (64 | ) | (56 | ) | ||||||
WVFC — Customer relationship, gross carrying amount | 10 years | 3,200 | — | |||||||
WVFC — Customer relationship, accum amortization | (80 | ) | — | |||||||
Total trademarks and other intangibles, net | $ | 5,862 | $ | 2,010 | ||||||
Our amortization expense related to these intangibles was $83,000 and $88,000 for the quarter and nine months ended September 28, 2013 respectively, and $3,000 and $21,000 for the quarter and nine months ended September 29, 2012, respectively. | ||||||||||
Goodwill and trademarks are reviewed for impairment annually in the fourth fiscal quarter, or more frequently if impairment indicators arise. We believe the carrying values of our intangible assets are appropriate as of September 28, 2013. | ||||||||||
Accrued_Liabilities
Accrued Liabilities | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Accrued Liabilities | ' | |||||||
Accrued Liabilities | ' | |||||||
5. Accrued Liabilities | ||||||||
Accrued liabilities consisted of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Accrued payroll and payroll taxes | $ | 2,068 | $ | 2,444 | ||||
Accrued royalties and commissions | 1,099 | 868 | ||||||
Accrued advertising and promotion | 1,812 | 1,767 | ||||||
Accrued berry purchase payments | 8,851 | 1,123 | ||||||
Accrued other | 3,594 | 2,213 | ||||||
$ | 17,424 | $ | 8,415 |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Long-Term Debt | ' | |||||||
Long-Term Debt | ' | |||||||
6. Long-Term Debt | ||||||||
Our long-term debt consists of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Equipment term loan A due monthly through March 2020 | 7,944 | — | ||||||
Equipment term loan B due monthly through September, 2020 | 1,531 | — | ||||||
Bluffton, IN mortgage loan due monthly through December 2016 | 1,938 | 2,000 | ||||||
Lynden, WA equipment term loan due monthly through May 2014 | 643 | 1,286 | ||||||
Lynden, WA real estate term loan due monthly through July 2017 | 2,861 | 3,028 | ||||||
Capital lease obligations, primarily due September 2017 | 1,881 | 2,229 | ||||||
16,798 | 8,543 | |||||||
Less current portion of long-term debt | (2,785 | ) | (1,646 | ) | ||||
Long-term debt, less current portion | $ | 14,013 | $ | 6,897 | ||||
On March 22, 2013, we entered into a Loan and Security Agreement (the “New Loan Agreement”) with U.S. Bank National Association (“U.S. Bank”). Each of our subsidiaries is a co-borrower under the New Loan Agreement, which is secured by all of the assets of our consolidated group. The New Loan Agreement amended and restated (a) the Loan Agreement (Revolving Line of Credit Loan and Term Loan) dated as of May 16, 2007, between us and U.S. Bank and (b) the Term Loan Agreement, dated as of June 28, 2007, between us and U.S. Bank ((a) and (b) collectively, the “Prior Agreement”). U.S. Bank extended certain term and revolving loans to us under the Prior Agreement. We entered into the New Loan Agreement in substitution of the Prior Agreement and not in satisfaction thereof. The additions to the New Loan Agreement consisted of: | ||||||||
· A $30.0 million revolving line of credit maturing on March 22, 2018; $17.4 million was outstanding at September 28, 2013. Based on eligible assets, there was $12.6 million of additional borrowing availability under the line of credit at September 28, 2013. The WVFC Acquisition was funded, in part, using borrowings under the revolving line of credit. All borrowings under the revolving line of credit will bearing interest at the 30-day LIBOR rate plus a floating rate of interest which is set quarterly between the range of 1.125% and 1.750% depending on our financial performance. As of September 28, 2013 the interest rate on the revolving line of credit was 1.6%. | ||||||||
· Equipment term loan A due March 2020; interest at 2.69%; secured by lien on certain equipment purchased after 2009 at all three of our manufacturing facilities as well as our personal property business assets. | ||||||||
· Equipment term loan B due September 2020; interest at 3.12%. On August 14, 2013, we entered into an Equipment Term Loan “Term B” to finance equipment located at Willamette Valley Fruit Company. | ||||||||
The New Loan Agreement maintained the terms and borrowing capacity of the Prior Agreement with respect to the following: | ||||||||
· Bluffton, IN mortgage loan due December 2016; interest rate at 30 day LIBOR plus 165 basis points, fixed through a swap agreement to 6.85%; collateralized by land and building in Bluffton, IN. | ||||||||
· Lynden, WA equipment term loan due May 2014; interest at LIBOR plus 165 basis points; collateralized by equipment purchased as part of the acquisition of Rader Farms, Inc. in Lynden, WA in May 2007. As of September 28, 2013 the interest rate on the equipment term loan was 1.6%. | ||||||||
· Lynden, WA real estate term loan due July 2017; interest at LIBOR plus 165 basis points; fixed through a swap agreement to 4.28%; secured by a leasehold interest in the real property in Lynden, WA. | ||||||||
As is customary in such financings, U.S. Bank may terminate its commitments and accelerate the repayment of amounts outstanding and exercise other remedies upon the occurrence of an event of default (as defined in the New Loan Agreement), subject, in certain instances, to the expiration of an applicable cure period. Certain events may trigger an acceleration of repayment of the amounts outstanding under the New Loan Agreement as defined in the agreement. As compared to the Prior Agreement, the maximum leverage ratio under the New Loan Agreement was increased to 3.25 from 3.0 to 1.0 and a minimum asset coverage ratio of 1.75 to 1.0 was added, the minimum fixed charge coverage ratio of 1.2 to 1.0 was not changed. At September 28, 2013, we were in compliance with all of the financial covenants. | ||||||||
The present value of minimum lease payments under our capital lease and the current portion thereof are included in our debt balances as summarized above. The value of the equipment held under the capital lease of $3.5 million is included in property and equipment. Accumulated depreciation on the capital lease assets was $1.1 million and $810,000 as of September 28, 2013 and December 29, 2012, respectively. | ||||||||
Interest Rate Swaps | ||||||||
To manage exposure to changing interest rates, we selectively enter into interest rate swap agreements. Our interest rate swaps qualify for and are designated as cash flow hedges. Changes in the fair value of a swap that is highly effective and that is designated and qualifies as a cash flow hedge to the extent that the hedge is effective, are recorded in other comprehensive income. | ||||||||
We entered into an interest rate swap in 2006 to convert the interest rate of the mortgage loan to purchase the Bluffton, Indiana plant from the contractual rate of 30 day LIBOR plus 165 basis points to a fixed rate of 6.85%. The swap has a fixed pay-rate of 6.85% and a notional amount of approximately $1.9 million at September 28, 2013 and expires in December 2016. The interest rate swap had fair value of $262,000 at September 28, 2013, which is recorded as a liability on the accompanying condensed consolidated balance sheet. The swap value was determined in accordance with the fair value measurement guidance discussed earlier using Level 2 observable inputs and approximates the loss that would have been realized if the contract had been settled on September 28, 2013. | ||||||||
We entered into another interest rate swap in January 2008 to effectively convert the interest rate on the real estate term loan to a fixed rate of 4.28%. The interest rate swap is structured with decreasing notional amounts to match the expected pay down of the debt. The notional value of the swap at September 28, 2013 was $2.9 million. The interest rate swap is accounted for as a cash flow hedge derivative and expires in July 2017. The interest rate swap had fair value of $315,000 at September 28, 2013, which is recorded as a liability on the accompanying condensed consolidated balance sheet. This value was determined in accordance with the fair value measurement guidance discussed earlier using Level 2 observable inputs and approximates the loss that would have been realized if the contract had been settled on September 28, 2013. | ||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 28, 2013 | |
Commitments and Contingencies | ' |
Commitments and Contingencies | ' |
7. Commitments and Contingencies | |
Contractual | |
Our future contractual obligations consist principally of long-term debt, operating leases, minimum commitments regarding third party warehouse operations services, forward purchase agreements and remaining minimum royalty payments due licensors pursuant to brand licensing agreements. | |
In order to mitigate the risks of volatility in commodity markets to which we are exposed, we have entered into forward purchase agreements with certain suppliers based on market prices, forward price projections and expected usage levels. Our purchase commitments for certain ingredients, packaging materials and energy are generally less than 12 months. | |
Legal Proceedings | |
We are periodically a party to various lawsuits arising in the ordinary course of business. Management believes, based on discussions with legal counsel, that the resolution of any such lawsuits, individually and in the aggregate, will not have a material adverse effect on our financial position or results of operations. | |
Under our license agreement with the Jamba Juice Company (“Jamba Juice”), we are obligated and have agreed to indemnify and defend Jamba Juice in the two matters identified herein, and Jamba Juice has tendered defense of these matters to us. | |
In March 2012, we learned that the Jamba Juice was named as a defendant in a putative class action filed in the Federal Court for the North District of California and captioned Anderson v. Jamba Juice Company (the “Anderson matter”). The plaintiff claims that the use of the words “all natural” to describe the Smoothie Kits is misleading and deceptive to consumers and violates various California consumer protection statutes and unfair competition statutes. The Anderson matter is one of several “all natural” lawsuits recently brought against various food manufacturers and distributors in California. In an amended complaint, the plaintiff also alleged violations of the federal Magnuson-Moss Warranty Act, but the court dismissed those claims in August 2012. In a second amended complaint filed in September 2012, we were added as a defendant. Pursuant to the parties’ stipulation, on September 3, 2013 the court dismissed the Anderson matter. | |
On June 28, 2013 a class action complaint against Jamba Juice Company and Inventure, captioned Lilly v. Jamba Juice Company et al (the “Lilly matter”), was filed in the Federal Court for the Northern District of California that makes nearly identical allegations as those made in the Anderson matter, except that the new complaint also includes two additional allegedly non-natural ingredients. The plaintiffs in this new action are represented by the same counsel that represented the plaintiff in the Anderson matter. While we currently believe the “all natural” claims on the Smoothie Kits are not misleading and in full compliance with FDA guidelines, we are investigating the claims asserted in the Lilly matter, and intend to vigorously defend against them. On September 17, 2013, we filed a motion to dismiss seeking to dismiss plaintiffs’ claims as to gelatin and the Orange Dream Machine smoothie kit. The motion to dismiss has been fully briefed, and oral argument is set for November 21, 2013. The plaintiffs are seeking to certify a class of all persons in California who bought certain of the Jamba Juice Smoothie Kits. The plaintiffs will file their motion for class certification within sixty days after Jamba Juice and Inventure have filed an answer in the case, or by February 3, 2014, whichever is later. | |
Business_Segments
Business Segments | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
Business Segments | ' | |||||||||||||
Business Segments | ' | |||||||||||||
8. Business Segments | ||||||||||||||
Our operations consist of two reportable segments: Frozen products and Snack products. The Frozen segment produces frozen berries and frozen beverages, for sale primarily to club stores, groceries, mass merchandisers and, with the acquisition of WVFC, to other companies as raw ingredients. The results of operations of WVFC have been consolidated into the Frozen segment since the WVFC Acquisition. The Snack segment produces potato chips, kettle chips, potato crisps, potato skins, pellet snacks, sheeted dough products and extruded products for sale primarily to snack food distributors and retailers. Our reportable segments offer different products and services. The majority of our revenues are attributable to external customers in the United States. We sell to external customers internationally; however, the revenues attributable to those customers are immaterial. All of our assets are located in the United States. | ||||||||||||||
We do not allocate assets, selling, general and administrative expenses, income taxes or other income and expense to our reportable segments. The following tables present information about our reportable segments for the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands): | ||||||||||||||
Frozen | Snack | Consolidated | ||||||||||||
Products | Products | |||||||||||||
Quarter ended September 28, 2013 | ||||||||||||||
Net revenues from external customers | $ | 27,480 | $ | 27,034 | $ | 54,514 | ||||||||
Depreciation and amortization included in segment gross profit | 306 | 584 | 890 | |||||||||||
Segment gross profit | 6,221 | 3,835 | 10,056 | |||||||||||
Goodwill | 8,777 | 5,986 | 14,763 | |||||||||||
Quarter ended September 29, 2012 | ||||||||||||||
Net revenues from external customers | $ | 22,801 | $ | 23,800 | $ | 46,601 | ||||||||
Depreciation and amortization included in segment gross profit | 257 | 507 | 764 | |||||||||||
Segment gross profit | 5,323 | 4,148 | 9,471 | |||||||||||
Goodwill | 5,630 | 5,986 | 11,616 | |||||||||||
Nine months ended September 28, 2013 | ||||||||||||||
Net revenues from external customers | $ | 82,037 | $ | 74,691 | $ | 156,728 | ||||||||
Depreciation and amortization included in segment gross profit | 842 | 1,603 | 2,445 | |||||||||||
Segment gross profit | 15,615 | 12,402 | 28,017 | |||||||||||
Goodwill | 8,777 | 5,986 | 14,763 | |||||||||||
Nine months ended September 29, 2012 | ||||||||||||||
Net revenues from external customers | $ | 68,806 | $ | 72,831 | $ | 141,637 | ||||||||
Depreciation and amortization included in segment gross profit | 690 | 1,498 | 2,188 | |||||||||||
Segment gross profit | 13,383 | 14,637 | 28,020 | |||||||||||
Goodwill | 5,630 | 5,986 | 11,616 | |||||||||||
The following table reconciles reportable segment gross profit to our consolidated income before income tax provision the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands): | ||||||||||||||
Quarters Ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Segment gross profit | $ | 10,056 | $ | 9,471 | $ | 28,017 | $ | 28,020 | ||||||
Unallocated amounts: | ||||||||||||||
Selling, general and administrative expenses | (6,395 | ) | (6,535 | ) | (20,241 | ) | (19,415 | ) | ||||||
Interest expense, net | (250 | ) | (179 | ) | (641 | ) | (613 | ) | ||||||
Income before income tax provision | $ | 3,411 | $ | 2,757 | $ | 7,135 | $ | 7,992 | ||||||
Shareholders_Equity
Shareholders' Equity | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
Shareholders' Equity | ' | |||||||||||||
Shareholders' Equity | ' | |||||||||||||
9. Shareholders’ Equity | ||||||||||||||
The 2005 Plan was approved at our 2005 Annual Meeting of Shareholders and initially reserved for issuance of 410,518 shares of Common Stock, which is the number of reserved but unissued shares available for issuance under the 1995 Plan. The number of shares of Common Stock reserved for issuance has been increased since 2005 to a total of 2,710,518 as of the date of this filing, pursuant to a series of amendments to the 2005 Plan approved by our shareholders. If any shares of Common Stock subject to awards granted under the 2005 Plan are canceled, those shares will be available for future awards under the 2005 Plan. The 2005 Plan expires in May 2015, and awards granted under the 2005 Plan may include: nonqualified stock options, incentive stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and stock-reference awards. Prior to May 2008, all stock option grants had a five year term. The fair value of these stock option grants is amortized to expense over the service period, generally five years for employees and one year for the Board of Directors. In May 2008, our Board of Directors approved a 10 year term for all future stock option grants, with vesting periods of five years and one year for employees and Board of Director members, respectively. | ||||||||||||||
Restricted Common Stock and Performance Shares | ||||||||||||||
Restricted share activity for the nine months ending September 28, 2013 was as follows: | ||||||||||||||
Number | Weighted | |||||||||||||
Average Grant | ||||||||||||||
Date Fair Value | ||||||||||||||
Balance, December 29, 2012 | 519,437 | $ | 4.64 | |||||||||||
Granted | 108,750 | $ | 7.34 | |||||||||||
Vested | (140,977 | ) | $ | 4.37 | ||||||||||
Forfeited | (100,860 | ) | $ | 3.39 | ||||||||||
Balance at September 28, 2013 | 386,350 | $ | 5.83 | |||||||||||
During the three months ended September 28, 2013 and September 29, 2012, we recorded total share-based compensation expense from restricted stock of $101,000 and $158,000, respectively. During the nine months ended September 28, 2013 and September 29, 2012, we recorded total share-based compensation expense from restricted stock of $196,000 and $270,000, respectively. As of September 28, 2013 the total unrecognized costs related to non-vested restricted stock awards granted was $619,000, which is expected to be recognized over a weighted average period of 1.10 years. This expected compensation expense does not reflect any new awards, or modifications to existing awards, that could occur in the future. | ||||||||||||||
Options | ||||||||||||||
The following table summarizes stock option activity during the nine months ended September 28, 2013: | ||||||||||||||
Options | Weighted | Aggregate | Weighted Average | |||||||||||
Outstanding | Average | Intrinsic Value | Remaining | |||||||||||
Exercise Price | (in-the-money | Contractual Life | ||||||||||||
options) | (in years) | |||||||||||||
Outstanding at December 29, 2012 | 1,222,727 | $ | 3.26 | |||||||||||
Granted | 227,500 | $ | 7.25 | |||||||||||
Exercised | (429,027 | ) | $ | 2.23 | ||||||||||
Forfeited or expired | (5,000 | ) | $ | 7.38 | ||||||||||
Outstanding at September 28, 2013 | 1,016,200 | $ | 4.57 | $ | 6,040,475 | 7.39 | ||||||||
The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on our closing stock price of $10.51 as of September 28, 2013, which would have been received by the option holders had all option holders exercised options and sold the underlying shares on that date. | ||||||||||||||
We recorded total share-based compensation expense from stock options of approximately $144,000 and $129,000 during the quarters ended September 28, 2013 and September 29, 2012, respectively. We recorded total share-based compensation expense from stock options of approximately $430,000 and $602,000 during the nine months ended September 28, 2013 and September 29, 2012, respectively. As of September 28, 2013 the total unrecognized costs related to non-vested stock option awards granted was $1.4 million, which is expected to be recognized over a weighted average period of 2.80 years. This expected compensation expense does not reflect any new awards, or modifications to existing awards, that could occur in the future. | ||||||||||||||
The following table summarizes information about stock options outstanding and exercisable at September 28, 2013: | ||||||||||||||
Range of | Options | Weighted | Weighted | Options | Weighted | |||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | |||||||||
Remaining | Exercise | Exercise | ||||||||||||
Contractual | Price | Price | ||||||||||||
Life | ||||||||||||||
(in years) | ||||||||||||||
$ 1.70 - $2.40 | 278,400 | 5.13 | $ | 2.02 | 184,400 | $ | 2.05 | |||||||
$ 3.12 - $4.16 | 316,900 | 7.13 | $ | 3.76 | 146,600 | $ | 3.7 | |||||||
$ 4.28 - $7.21 | 413,400 | 9.07 | $ | 6.83 | 69,400 | $ | 6.56 | |||||||
$ 7.61 - $9.68 | 7,500 | 9.77 | $ | 8.3 | — | $ | — | |||||||
1,016,200 | 7.39 | $ | 4.57 | 400,400 | $ | 3.44 | ||||||||
The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions for the quarters and nine months ended September 28, 2013 and September 29, 2012: | ||||||||||||||
Quarters Ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Expected dividend yield (%) | — | — | — | — | ||||||||||
Expected volatility (%) | 53-54 | 56 | 53-55 | 56-58 | ||||||||||
Risk-free interest rate (%) | 2.0-2.9 | 1.7 | 1.9 – 2.9 | 1.7 - 3.5 | ||||||||||
Expected life (years) | 5.5-6.5 | 5.5-6.5 | 5.5-6.5 | 5.5-6.5 | ||||||||||
The expected dividend yield was based on our expectation of future dividend payouts. The volatility assumption was based on historical volatility during the time period that corresponds to the expected life of the option. The expected life (estimated period of time outstanding) of stock options granted was estimated based on historical exercise activity. The risk-free interest rate assumption was based on the interest rate of U.S. Treasuries on the date the option was granted. | ||||||||||||||
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||||
Organization and Summary of Significant Accounting Policies | ' | ||||||||||||||||||
Basis of Presentation | ' | ||||||||||||||||||
Basis of Presentation | |||||||||||||||||||
The consolidated financial statements include the accounts of Inventure Foods, Inc. and all of our wholly owned subsidiaries. All significant intercompany amounts and transactions have been eliminated. The financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not include all the information and footnotes required by accounting principles generally accepted in the United States of America. In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary in order to make the consolidated financial statements not misleading. A description of our accounting policies and other financial information is included in the audited financial statements filed with our Annual Report on Form 10-K for the fiscal year ended December 29, 2012. The results of operations for the quarter ended September 28, 2013 are not necessarily indicative of the results expected for the full year. | |||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. We classify our investments based upon an established fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described as follows: | |||||||||||||||||||
Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||||
Level 2 Quoted prices in markets that are not considered to be active or financial instruments without quoted market prices, but for which all significant inputs are observable, either directly or indirectly; | |||||||||||||||||||
Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. | |||||||||||||||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | |||||||||||||||||||
At September 28, 2013 and December 29, 2012, the carrying value of cash, accounts receivable, accounts payable and accrued liabilities approximate fair values since they are short-term in nature. The carrying value of the long-term debt approximates fair-value based on the borrowing rates currently available to us for long-term borrowings with similar terms. The following table summarized the valuation of our assets and liabilities measured at fair value on a recurring basis (in thousands): | |||||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||||
Balance Sheet Classification | Interest Rate | Non-qualified | Earn-out | Interest Rate | Non-qualified | ||||||||||||||
Swaps | Deferred | Contingent | Swaps | Deferred | |||||||||||||||
Compensation | Consideration | Compensation | |||||||||||||||||
Plan | Obligation | Plan | |||||||||||||||||
Investments | Investments | ||||||||||||||||||
Other assets | Level 1 | $ | — | $ | 535 | $ | — | $ | — | $ | 440 | ||||||||
Interest rate swaps | Level 2 | $ | (577 | ) | $ | — | $ | — | $ | (766 | ) | $ | — | ||||||
Other liabilities | Level 3 | $ | — | $ | — | $ | 2,400 | $ | — | $ | — | ||||||||
Considerable judgment is required in interpreting market data to develop the estimate of fair value of our derivative instruments. Accordingly, the estimate may not be indicative of the amounts that we could realize in a current market exchange. The use of different market assumptions or valuation methodologies could have a material effect on the estimated fair value amounts. | |||||||||||||||||||
Our non-qualified deferred compensation plan assets consist of money market and mutual funds invested in domestic and international marketable securities that are directly observable in active markets. | |||||||||||||||||||
The fair value measurement of the earn-out contingent consideration obligation relates to the WVFC Acquisition in May 2013, and is included in other long-term liabilities in the condensed consolidated balance sheets. The fair value measurement is based upon significant inputs not observable in the market. Changes in the value of the obligation are recorded as income or expense in our condensed consolidated statements of income. We determined the fair value of the earn-out contingent consideration obligation using a discounted cash flow model. The key assumption used in applying the income approach is a discount rate of 5.4% which approximates our debt credit rating. There were no changes in the fair value of our Level 3 earn-out contingent consideration obligation during the quarter ended September 28, 2013. | |||||||||||||||||||
Income Taxes | ' | ||||||||||||||||||
Income Taxes | |||||||||||||||||||
We use a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more likely than not of being realized upon ultimate settlement. | |||||||||||||||||||
We file income tax returns in the U.S. federal and various state jurisdictions. We are no longer subject to examination by the IRS for years before 2010. With few exceptions, we are no longer subject to examination by state tax authorities for years before 2009. We believe that our income tax filing positions and deductions would be sustained on audit and do not anticipate any adjustments that would result in a material change to our financial position. We do not anticipate that the amount of unrecognized tax benefits will change significantly within the next 12 months. | |||||||||||||||||||
It is our policy to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. We do not have any accrued interest or penalties associated with any unrecognized tax benefits as of September 28, 2013. | |||||||||||||||||||
For the quarters ended September 28, 2013 and September 29, 2012 our provisions for income taxes were $1.3 million and $1.0 million, respectively. The effective tax rate for the third quarter of 2013 was 37.0% compared with 36.9% for the third quarter of 2012. The change in the effective tax rate is due to a decrease in the benefits of domestic production activity deductions and research credits. | |||||||||||||||||||
For the nine months ended September 28, 2013 and September 29, 2012 our provisions for income taxes were $2.5 million and $2.9 million, respectively. Our effective tax rate for the nine months ended September 28, 2013 and September 29, 2012 was 35.4% and 36.4%, respectively. The change in the effective tax rate is due to an increase of benefits from domestic production activities. | |||||||||||||||||||
Earnings Per Common Share | ' | ||||||||||||||||||
Earnings Per Common Share | |||||||||||||||||||
Basic earnings per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period and includes unvested restricted stock grants. Diluted earnings per share is calculated by including all dilutive common shares such as stock options. Unvested restricted stock grants that contain non-forfeitable rights to dividends or dividend equivalents are participating securities and, therefore, requires earnings per share to be presented pursuant to the two-class method. However, the application of this method would have no effect on basic and diluted earnings per common share and is therefore not presented. | |||||||||||||||||||
Options to purchase 215,010 and 266,898 shares of our common stock were excluded from the computation of diluted earnings per share for both the quarter and nine months ended September 28, 2013, respectively. Options to purchase 204,700 and 259,866 shares of our common stock were excluded from the computation of diluted earnings per share for the quarter and nine months ending September 29, 2012, respectively. These exclusions were made because the options’ exercise prices were greater than the average market price of our common stock for those periods. Exercises of outstanding stock options or warrants are assumed to occur for purposes of calculating diluted earnings per share for periods in which their effect would not be anti-dilutive. | |||||||||||||||||||
Earnings per common share was computed as follows for the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands, except per share data): | |||||||||||||||||||
Quarters Ended | Nine months ended | ||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||
Basic Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.24 | $ | 0.27 | |||||||||||
Diluted Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Incremental shares from assumed conversions of stock options and non-vested shares of restricted stock | 370 | 659 | 417 | 800 | |||||||||||||||
Adjusted weighted average number of common shares | 19,843 | 19,690 | 19,746 | 19,537 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.23 | $ | 0.26 | |||||||||||
Stock Options and Stock-Based Compensation | ' | ||||||||||||||||||
Stock Options and Stock-Based Compensation | |||||||||||||||||||
Stock options and other stock based compensation awards expense are adjusted for estimated forfeitures and are recognized on a straight-line basis over the requisite service period of the award, which is currently five to ten years for stock options, and one to three years for restricted stock. We estimate future forfeiture rates based on our historical experience. | |||||||||||||||||||
Compensation costs related to all share-based payment arrangements, including employee stock options, are recognized in the financial statements based on the fair value method of accounting. Excess tax benefits related to share-based payment arrangements are classified as cash inflows from financing activities and cash outflows from operating activities. | |||||||||||||||||||
See Note 9 “Shareholder’s Equity” for additional information. | |||||||||||||||||||
Adoption of New Accounting Pronouncements | ' | ||||||||||||||||||
Adoption of New Accounting Pronouncements | |||||||||||||||||||
We have adopted all recently issued accounting pronouncements. The adoption of the accounting pronouncements, including those not yet effective, is not anticipated to have a material effect on our financial position or results of operations. | |||||||||||||||||||
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||||
Organization and Summary of Significant Accounting Policies | ' | ||||||||||||||||||
Summary of the valuation assets and liabilities measured at fair value on a recurring basis | ' | ||||||||||||||||||
The following table summarized the valuation of our assets and liabilities measured at fair value on a recurring basis (in thousands): | |||||||||||||||||||
September 28, 2013 | December 29, 2012 | ||||||||||||||||||
Balance Sheet Classification | Interest Rate | Non-qualified | Earn-out | Interest Rate | Non-qualified | ||||||||||||||
Swaps | Deferred | Contingent | Swaps | Deferred | |||||||||||||||
Compensation | Consideration | Compensation | |||||||||||||||||
Plan | Obligation | Plan | |||||||||||||||||
Investments | Investments | ||||||||||||||||||
Other assets | Level 1 | $ | — | $ | 535 | $ | — | $ | — | $ | 440 | ||||||||
Interest rate swaps | Level 2 | $ | (577 | ) | $ | — | $ | — | $ | (766 | ) | $ | — | ||||||
Other liabilities | Level 3 | $ | — | $ | — | $ | 2,400 | $ | — | $ | — | ||||||||
Schedule of earnings per common share | ' | ||||||||||||||||||
Earnings per common share was computed as follows for the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands, except per share data): | |||||||||||||||||||
Quarters Ended | Nine months ended | ||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||
Basic Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.24 | $ | 0.27 | |||||||||||
Diluted Earnings Per Share: | |||||||||||||||||||
Net income | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||||||
Weighted average number of common shares | 19,473 | 19,031 | 19,329 | 18,737 | |||||||||||||||
Incremental shares from assumed conversions of stock options and non-vested shares of restricted stock | 370 | 659 | 417 | 800 | |||||||||||||||
Adjusted weighted average number of common shares | 19,843 | 19,690 | 19,746 | 19,537 | |||||||||||||||
Earnings per common share | $ | 0.11 | $ | 0.09 | $ | 0.23 | $ | 0.26 | |||||||||||
Acquisition_Tables
Acquisition (Tables) | 9 Months Ended | |||||||||||||||
Sep. 28, 2013 | ||||||||||||||||
Acquisition | ' | |||||||||||||||
Summary of the purchase price and the estimated fair value of the assets acquired and liabilities assumed and certain supplemental cash flow information | ' | |||||||||||||||
The following table summarizes the purchase price and the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition and provides certain supplemental cash flow information (in thousands): | ||||||||||||||||
Purchase price paid as: | ||||||||||||||||
Cash and borrowings on revolving line of credit | $ | 8,472 | ||||||||||||||
Holdback consideration | 800 | |||||||||||||||
Contingent consideration | 2,400 | |||||||||||||||
Total purchase price | 11,672 | |||||||||||||||
Fair value of net assets acquired: | ||||||||||||||||
Inventory | $ | 1,272 | ||||||||||||||
Property and equipment | 3,335 | |||||||||||||||
Identifiable intangible assets | 3,940 | |||||||||||||||
Current liabilities | (22 | ) | ||||||||||||||
Total fair value of net assets acquired | 8,525 | |||||||||||||||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ | 3,147 | ||||||||||||||
Schedule of identified intangible assets acquired | ' | |||||||||||||||
Identified intangible assets acquired in the WVFC Acquisition totaled $3.9 million and consist of the following (in thousands): | ||||||||||||||||
Customer relationships | $ | 3,200 | ||||||||||||||
Trademark | 740 | |||||||||||||||
3,940 | ||||||||||||||||
Accumulated amortization | (80 | ) | ||||||||||||||
Intangible assets, net at September 28, 2013 | $ | 3,860 | ||||||||||||||
Schedule of estimated amortization expense | ' | |||||||||||||||
Amortization expense of the acquired customer relationships is determined using the straight-line method over an estimated economic life of 10 years. Amortization expense as of September 28, 2013 is estimated to be as follows (in thousands): | ||||||||||||||||
Years Ending, | ||||||||||||||||
2013 | $ | 80 | ||||||||||||||
2014 | 320 | |||||||||||||||
2015 | 320 | |||||||||||||||
2016 | 320 | |||||||||||||||
2017 | 320 | |||||||||||||||
Thereafter | 1,760 | |||||||||||||||
Total | $ | 3,120 | ||||||||||||||
Schedule of Unaudited pro forma consolidated results of operations | ' | |||||||||||||||
Quarter Ended | Nine months ended | |||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net revenues | As reported | $ | 54,514 | $ | 46,601 | $ | 156,728 | $ | 141,637 | |||||||
Pro forma | $ | 54,514 | $ | 52,810 | $ | 163,159 | $ | 154,516 | ||||||||
Net income | As reported | $ | 2,148 | $ | 1,740 | $ | 4,611 | $ | 5,085 | |||||||
Pro forma | $ | 2,148 | $ | 2,291 | $ | 4,854 | $ | 5,666 | ||||||||
Diluted earnings per share | As reported | $ | 0.11 | $ | 0.09 | $ | 0.23 | $ | 0.26 | |||||||
Pro forma | $ | 0.11 | $ | 0.12 | $ | 0.25 | $ | 0.29 | ||||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Inventories | ' | |||||||
Schedule of inventories | ' | |||||||
Inventories consisted of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Finished goods | $ | 18,065 | $ | 9,469 | ||||
Raw materials | 23,440 | 17,602 | ||||||
$ | 41,505 | $ | 27,071 |
Goodwill_Trademarks_and_Other_1
Goodwill, Trademarks and Other Intangibles (Tables) | 9 Months Ended | |||||||||
Sep. 28, 2013 | ||||||||||
Goodwill, Trademarks and Other Intangibles | ' | |||||||||
Schedule of goodwill, trademarks and other intangibles, net | ' | |||||||||
Goodwill, trademarks and other intangibles, net consisted of the following (in thousands): | ||||||||||
Estimated | September 28, | December 29, | ||||||||
Useful Life | 2013 | 2012 | ||||||||
Goodwill: | ||||||||||
Inventure Foods, Inc. | $ | 5,986 | $ | 5,986 | ||||||
Rader Farms, Inc. | 5,630 | 5,630 | ||||||||
Willamette Valley Fruit Company | 3,147 | — | ||||||||
Total Goodwill | $ | 14,763 | $ | 11,616 | ||||||
Trademarks | ||||||||||
Inventure Foods, Inc. | $ | 896 | 896 | |||||||
Rader Farms, Inc. | 1,070 | 1,070 | ||||||||
Willamette Valley Fruit Company | 740 | — | ||||||||
Other intangibles: | ||||||||||
Rader - Customer relationship, gross carrying amount | 10 years | 100 | 100 | |||||||
Rader - Customer relationship, accum. amortization | (64 | ) | (56 | ) | ||||||
WVFC — Customer relationship, gross carrying amount | 10 years | 3,200 | — | |||||||
WVFC — Customer relationship, accum amortization | (80 | ) | — | |||||||
Total trademarks and other intangibles, net | $ | 5,862 | $ | 2,010 |
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Accrued Liabilities | ' | |||||||
Schedule of accrued liabilities | ' | |||||||
Accrued liabilities consisted of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Accrued payroll and payroll taxes | $ | 2,068 | $ | 2,444 | ||||
Accrued royalties and commissions | 1,099 | 868 | ||||||
Accrued advertising and promotion | 1,812 | 1,767 | ||||||
Accrued berry purchase payments | 8,851 | 1,123 | ||||||
Accrued other | 3,594 | 2,213 | ||||||
$ | 17,424 | $ | 8,415 |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
Long-Term Debt | ' | |||||||
Schedule of long-term debt | ' | |||||||
Our long-term debt consists of the following (in thousands): | ||||||||
September 28, | December 29, | |||||||
2013 | 2012 | |||||||
Equipment term loan A due monthly through March 2020 | 7,944 | — | ||||||
Equipment term loan B due monthly through September, 2020 | 1,531 | — | ||||||
Bluffton, IN mortgage loan due monthly through December 2016 | 1,938 | 2,000 | ||||||
Lynden, WA equipment term loan due monthly through May 2014 | 643 | 1,286 | ||||||
Lynden, WA real estate term loan due monthly through July 2017 | 2,861 | 3,028 | ||||||
Capital lease obligations, primarily due September 2017 | 1,881 | 2,229 | ||||||
16,798 | 8,543 | |||||||
Less current portion of long-term debt | (2,785 | ) | (1,646 | ) | ||||
Long-term debt, less current portion | $ | 14,013 | $ | 6,897 | ||||
Business_Segments_Tables
Business Segments (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
Business Segments | ' | |||||||||||||
Schedule of information by reportable segments | ' | |||||||||||||
The following tables present information about our reportable segments for the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands): | ||||||||||||||
Frozen | Snack | Consolidated | ||||||||||||
Products | Products | |||||||||||||
Quarter ended September 28, 2013 | ||||||||||||||
Net revenues from external customers | $ | 27,480 | $ | 27,034 | $ | 54,514 | ||||||||
Depreciation and amortization included in segment gross profit | 306 | 584 | 890 | |||||||||||
Segment gross profit | 6,221 | 3,835 | 10,056 | |||||||||||
Goodwill | 8,777 | 5,986 | 14,763 | |||||||||||
Quarter ended September 29, 2012 | ||||||||||||||
Net revenues from external customers | $ | 22,801 | $ | 23,800 | $ | 46,601 | ||||||||
Depreciation and amortization included in segment gross profit | 257 | 507 | 764 | |||||||||||
Segment gross profit | 5,323 | 4,148 | 9,471 | |||||||||||
Goodwill | 5,630 | 5,986 | 11,616 | |||||||||||
Nine months ended September 28, 2013 | ||||||||||||||
Net revenues from external customers | $ | 82,037 | $ | 74,691 | $ | 156,728 | ||||||||
Depreciation and amortization included in segment gross profit | 842 | 1,603 | 2,445 | |||||||||||
Segment gross profit | 15,615 | 12,402 | 28,017 | |||||||||||
Goodwill | 8,777 | 5,986 | 14,763 | |||||||||||
Nine months ended September 29, 2012 | ||||||||||||||
Net revenues from external customers | $ | 68,806 | $ | 72,831 | $ | 141,637 | ||||||||
Depreciation and amortization included in segment gross profit | 690 | 1,498 | 2,188 | |||||||||||
Segment gross profit | 13,383 | 14,637 | 28,020 | |||||||||||
Goodwill | 5,630 | 5,986 | 11,616 | |||||||||||
Schedule of reconciliation of reportable segment gross profit to consolidated income before income tax provision | ' | |||||||||||||
The following table reconciles reportable segment gross profit to our consolidated income before income tax provision the quarters and nine months ended September 28, 2013 and September 29, 2012 (in thousands): | ||||||||||||||
Quarters Ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Segment gross profit | $ | 10,056 | $ | 9,471 | $ | 28,017 | $ | 28,020 | ||||||
Unallocated amounts: | ||||||||||||||
Selling, general and administrative expenses | (6,395 | ) | (6,535 | ) | (20,241 | ) | (19,415 | ) | ||||||
Interest expense, net | (250 | ) | (179 | ) | (641 | ) | (613 | ) | ||||||
Income before income tax provision | $ | 3,411 | $ | 2,757 | $ | 7,135 | $ | 7,992 | ||||||
Shareholders_Equity_Tables
Shareholders' Equity (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
Shareholders' Equity | ' | |||||||||||||
Schedule of restricted share activity | ' | |||||||||||||
Number | Weighted | |||||||||||||
Average Grant | ||||||||||||||
Date Fair Value | ||||||||||||||
Balance, December 29, 2012 | 519,437 | $ | 4.64 | |||||||||||
Granted | 108,750 | $ | 7.34 | |||||||||||
Vested | (140,977 | ) | $ | 4.37 | ||||||||||
Forfeited | (100,860 | ) | $ | 3.39 | ||||||||||
Balance at September 28, 2013 | 386,350 | $ | 5.83 | |||||||||||
Summary of stock option activity | ' | |||||||||||||
Options | Weighted | Aggregate | Weighted Average | |||||||||||
Outstanding | Average | Intrinsic Value | Remaining | |||||||||||
Exercise Price | (in-the-money | Contractual Life | ||||||||||||
options) | (in years) | |||||||||||||
Outstanding at December 29, 2012 | 1,222,727 | $ | 3.26 | |||||||||||
Granted | 227,500 | $ | 7.25 | |||||||||||
Exercised | (429,027 | ) | $ | 2.23 | ||||||||||
Forfeited or expired | (5,000 | ) | $ | 7.38 | ||||||||||
Outstanding at September 28, 2013 | 1,016,200 | $ | 4.57 | $ | 6,040,475 | 7.39 | ||||||||
Summary of stock options outstanding and exercisable | ' | |||||||||||||
Range of | Options | Weighted | Weighted | Options | Weighted | |||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | |||||||||
Remaining | Exercise | Exercise | ||||||||||||
Contractual | Price | Price | ||||||||||||
Life | ||||||||||||||
(in years) | ||||||||||||||
$ 1.70 - $2.40 | 278,400 | 5.13 | $ | 2.02 | 184,400 | $ | 2.05 | |||||||
$ 3.12 - $4.16 | 316,900 | 7.13 | $ | 3.76 | 146,600 | $ | 3.7 | |||||||
$ 4.28 - $7.21 | 413,400 | 9.07 | $ | 6.83 | 69,400 | $ | 6.56 | |||||||
$ 7.61 - $9.68 | 7,500 | 9.77 | $ | 8.3 | — | $ | — | |||||||
1,016,200 | 7.39 | $ | 4.57 | 400,400 | $ | 3.44 | ||||||||
Schedule of weighted-average assumptions used to estimate fair value of each stock option grant | ' | |||||||||||||
Quarters Ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Expected dividend yield (%) | — | — | — | — | ||||||||||
Expected volatility (%) | 53-54 | 56 | 53-55 | 56-58 | ||||||||||
Risk-free interest rate (%) | 2.0-2.9 | 1.7 | 1.9 – 2.9 | 1.7 - 3.5 | ||||||||||
Expected life (years) | 5.5-6.5 | 5.5-6.5 | 5.5-6.5 | 5.5-6.5 | ||||||||||
Organization_and_Summary_of_Si3
Organization and Summary of Significant Accounting Policies (Details) (USD $) | 9 Months Ended | 0 Months Ended | |
Sep. 28, 2013 | 28-May-13 | 28-May-13 | |
item | WVFC | WVFC | |
Maximum | |||
Acquisition | ' | ' | ' |
Cash purchase price | ' | $9,300,000 | ' |
Contingent consideration payable | ' | 2,400,000 | 3,000,000 |
Period following the closing over which performance thresholds are to be met for additional purchase price consideration | ' | ' | '7 years |
Minimum annual net revenues | $185,000,000 | ' | ' |
Number of primary product segments | 2 | ' | ' |
Number of locations in which manufacturing facilities are operated | 5 | ' | ' |
Number of manufacturing facilities in Salem, Oregon | 2 | ' | ' |
Organization_and_Summary_of_Si4
Organization and Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | ||||||||
Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Dec. 29, 2012 | Sep. 28, 2013 | Dec. 29, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Dec. 29, 2012 | |
Level 1 | Level 1 | Level 2 | Level 2 | Level 3 | Total | Total | |||||
Liabilities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate swaps | ' | ' | ' | ' | ' | ' | ($577,000) | ($766,000) | ' | ($577,000) | ($766,000) |
Earn-out Contingent Consideration Obligation | ' | ' | ' | ' | ' | ' | ' | ' | 2,400,000 | 2,400,000 | ' |
Changes in fair value of earn-out contingent consideration obligation | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-qualified Deferred Compensation Plan Investments | ' | ' | ' | ' | 535,000 | 440,000 | ' | ' | ' | 535,000 | 440,000 |
Discount rate used in applying the income approach (as a percent) | ' | ' | 5.40% | ' | ' | ' | ' | ' | ' | ' | ' |
Income Taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Provisions for income taxes | $1,263,000 | $1,017,000 | $2,524,000 | $2,907,000 | ' | ' | ' | ' | ' | ' | ' |
Effective tax rate (as a percent) | 37.00% | 36.90% | 35.40% | 36.40% | ' | ' | ' | ' | ' | ' | ' |
Organization_and_Summary_of_Si5
Organization and Summary of Significant Accounting Policies (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Earnings per common share | ' | ' | ' | ' |
Anti-dilutive options excluded from computation of diluted earnings per share (in shares) | 215,010 | 204,700 | 266,898 | 259,866 |
Basic Earnings Per Share: | ' | ' | ' | ' |
Net income | $2,148 | $1,740 | $4,611 | $5,085 |
Weighted average number of common shares | 19,473,000 | 19,031,000 | 19,329,000 | 18,737,000 |
Earnings per common share (in dollars per share) | $0.11 | $0.09 | $0.24 | $0.27 |
Diluted Earnings Per Share: | ' | ' | ' | ' |
Net income | $2,148 | $1,740 | $4,611 | $5,085 |
Weighted average number of common shares | 19,473,000 | 19,031,000 | 19,329,000 | 18,737,000 |
Incremental shares from assumed conversions of stock options and non-vested shares of restricted stock | 370,000 | 659,000 | 417,000 | 800,000 |
Adjusted weighted average number of common shares | 19,843,000 | 19,690,000 | 19,746,000 | 19,537,000 |
Earnings per common share (in dollars per share) | $0.11 | $0.09 | $0.23 | $0.26 |
Organization_and_Summary_of_Si6
Organization and Summary of Significant Accounting Policies (Details 4) | 9 Months Ended |
Sep. 28, 2013 | |
Stock options | Minimum | ' |
Stock Options and Stock-Based Compensation | ' |
Requisite period of the award over which stock based compensation award expenses are recognized | '5 years |
Stock options | Maximum | ' |
Stock Options and Stock-Based Compensation | ' |
Requisite period of the award over which stock based compensation award expenses are recognized | '10 years |
Restricted stock | Minimum | ' |
Stock Options and Stock-Based Compensation | ' |
Requisite period of the award over which stock based compensation award expenses are recognized | '1 year |
Restricted stock | Maximum | ' |
Stock Options and Stock-Based Compensation | ' |
Requisite period of the award over which stock based compensation award expenses are recognized | '3 years |
Acquisition_Details
Acquisition (Details) (USD $) | 9 Months Ended | 0 Months Ended | 0 Months Ended | |
Sep. 28, 2013 | 28-May-13 | Sep. 28, 2013 | 28-May-13 | |
WVFC | WVFC | WVFC | ||
Maximum | ||||
Acquisition | ' | ' | ' | ' |
Cash purchase price | ' | $9,300,000 | ' | ' |
Maximum additional purchase price consideration for meeting certain performance thresholds | ' | 3,000,000 | ' | ' |
Period following the closing over which performance thresholds are to be met for additional purchase price consideration | ' | ' | ' | '7 years |
Purchase price paid as: | ' | ' | ' | ' |
Cash and borrowings on revolving line of credit | 8,472,000 | 8,472,000 | ' | ' |
Holdback consideration | ' | 800,000 | ' | ' |
Contingent consideration | ' | 2,400,000 | ' | 3,000,000 |
Total purchase price | ' | 11,672,000 | ' | ' |
Fair value of net assets acquired: | ' | ' | ' | ' |
Inventory | ' | 1,272,000 | ' | ' |
Property and equipment | ' | 3,335,000 | ' | ' |
Identifiable intangible assets | ' | 3,940,000 | ' | ' |
Current liabilities | ' | -22,000 | ' | ' |
Total fair value of net assets acquired | ' | 8,525,000 | ' | ' |
Excess purchase price over fair value of net assets acquired ("goodwill") | ' | $3,147,000 | $3,100,000 | ' |
Acquisition_Details_2
Acquisition (Details 2) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 |
In Thousands, unless otherwise specified | WVFC | Customer relationships | Trademarks | ||
WVFC | WVFC | ||||
Identified intangible assets acquired in the acquisition of WVFC | ' | ' | ' | ' | ' |
Intangible assets, gross | ' | ' | $3,940 | ' | ' |
Accumulated amortization | ' | ' | -80 | ' | ' |
Intangible assets, net | 5,862 | 2,010 | 3,860 | 3,200 | 740 |
Estimated economic life of acquired intangible assets | ' | ' | ' | '10 years | ' |
Estimated amortization expense | ' | ' | ' | ' | ' |
2013 | ' | ' | ' | 80 | ' |
2014 | ' | ' | ' | 320 | ' |
2015 | ' | ' | ' | 320 | ' |
2016 | ' | ' | ' | 320 | ' |
2017 | ' | ' | ' | 320 | ' |
Thereafter | ' | ' | ' | 1,760 | ' |
Total | ' | ' | ' | $3,120 | ' |
Acquisition_Details_3
Acquisition (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | 28-May-13 | |
Acquisition | ' | ' | ' | ' | ' |
Net revenues | $54,514,000 | $46,601,000 | $156,728,000 | $141,637,000 | ' |
Net income | 2,148,000 | 1,740,000 | 4,611,000 | 5,085,000 | ' |
Diluted earnings per share (in dollars per share) | $0.11 | $0.09 | $0.23 | $0.26 | ' |
WVFC | ' | ' | ' | ' | ' |
Acquisition | ' | ' | ' | ' | ' |
Excess purchase price over fair value of net assets acquired ("goodwill") | 3,100,000 | ' | 3,100,000 | ' | 3,147,000 |
Tax deductible amount of goodwill | 0 | ' | 0 | ' | ' |
Net revenues | 54,514,000 | 46,601,000 | 156,728,000 | 141,637,000 | ' |
Pro forma net revenues | 54,514,000 | 52,810,000 | 163,159,000 | 154,516,000 | ' |
Net income | 2,148,000 | 1,740,000 | 4,611,000 | 5,085,000 | ' |
Pro forma net income | $2,148,000 | $2,291,000 | $4,854,000 | $5,666,000 | ' |
Diluted earnings per share (in dollars per share) | $0.11 | $0.09 | $0.23 | $0.26 | ' |
Pro forma Diluted earnings per share (in dollars per share) | $0.11 | $0.12 | $0.25 | $0.29 | ' |
Inventories_Details
Inventories (Details) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Inventories | ' | ' |
Finished goods | $18,065 | $9,469 |
Raw materials | 23,440 | 17,602 |
Total inventories | $41,505 | $27,071 |
Goodwill_Trademarks_and_Other_2
Goodwill, Trademarks and Other Intangibles (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 29, 2012 | |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Goodwill | $14,763,000 | $11,616,000 | $14,763,000 | $11,616,000 | $11,616,000 |
Other intangibles: | ' | ' | ' | ' | ' |
Total trademarks and other intangibles, net | 5,862,000 | ' | 5,862,000 | ' | 2,010,000 |
Amortization expense related to intangibles | 83,000 | 3,000 | 88,000 | 21,000 | ' |
Inventure Foods, Inc. | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Goodwill | 5,986,000 | ' | 5,986,000 | ' | 5,986,000 |
Inventure Foods, Inc. | Trademarks | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Trademarks | 896,000 | ' | 896,000 | ' | 896,000 |
Rader Farms, Inc. | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Goodwill | 5,630,000 | ' | 5,630,000 | ' | 5,630,000 |
Rader Farms, Inc. | Customer relationships | ' | ' | ' | ' | ' |
Other intangibles: | ' | ' | ' | ' | ' |
Estimated useful life | ' | ' | '10 years | ' | ' |
Gross carrying amount | 100,000 | ' | 100,000 | ' | 100,000 |
Accum. amortization | -64,000 | ' | -64,000 | ' | -56,000 |
Rader Farms, Inc. | Trademarks | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Trademarks | 1,070,000 | ' | 1,070,000 | ' | 1,070,000 |
Willamette Valley Fruit Company | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Goodwill | 3,147,000 | ' | 3,147,000 | ' | ' |
Willamette Valley Fruit Company | Customer relationships | ' | ' | ' | ' | ' |
Other intangibles: | ' | ' | ' | ' | ' |
Estimated useful life | ' | ' | '10 years | ' | ' |
Gross carrying amount | 3,200,000 | ' | 3,200,000 | ' | ' |
Accum. amortization | -80,000 | ' | -80,000 | ' | ' |
Willamette Valley Fruit Company | Trademarks | ' | ' | ' | ' | ' |
Goodwill, trademarks and other intangible assets | ' | ' | ' | ' | ' |
Trademarks | $740,000 | ' | $740,000 | ' | ' |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Sep. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities | ' | ' |
Accrued payroll and payroll taxes | $2,068 | $2,444 |
Accrued royalties and commissions | 1,099 | 868 |
Accrued advertising and promotion | 1,812 | 1,767 |
Accrued berry purchase payments | 8,851 | 1,123 |
Accrued other | 3,594 | 2,213 |
Total accrued liabilities | $17,424 | $8,415 |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 9 Months Ended | |
Sep. 28, 2013 | Dec. 29, 2012 | |
Long-term debt and line of credit | ' | ' |
Long-term debt | $16,798,000 | $8,543,000 |
Less current portion of long-term debt | -2,785,000 | -1,646,000 |
Long-term debt, less current portion | 14,013,000 | 6,897,000 |
Outstanding credit facility | 17,380,000 | 10,117,000 |
Accumulated depreciation on the capital lease assets | 32,472,000 | 28,524,000 |
Equipment term loan A due monthly through March 2020 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 7,944,000 | ' |
Stated interest rate (as a percent) | 2.69% | ' |
Number of manufacturing facilities containing equipment used to secure credit | 3 | ' |
Equipment term loan B due monthly through September 2020 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 1,531,000 | ' |
Stated interest rate (as a percent) | 3.12% | ' |
Bluffton, IN mortgage loan due monthly through December 2016 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 1,938,000 | 2,000,000 |
Variable rate basis | '30 day LIBOR | ' |
Basis points added to base rate (as a percent) | 1.65% | ' |
Bluffton, IN mortgage loan due monthly through December 2016 | Cash flow hedge | ' | ' |
Long-term debt and line of credit | ' | ' |
Fixed interest rate through swap agreement (as a percent) | 6.85% | ' |
Interest Rate Cash Flow Hedges | ' | ' |
Notional value of interest rate swap | 1,900,000 | ' |
Fair value of interest rate swap | 262,000 | ' |
Lynden, WA equipment term loan due monthly through May 2014 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 643,000 | 1,286,000 |
Variable rate basis | 'LIBOR | ' |
Basis points added to base rate (as a percent) | 1.65% | ' |
Interest rate (as a percent) | 1.60% | ' |
Lynden, WA real estate term loan due monthly through July 2017 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 2,861,000 | 3,028,000 |
Variable rate basis | 'LIBOR | ' |
Basis points added to base rate (as a percent) | 1.65% | ' |
Lynden, WA real estate term loan due monthly through July 2017 | Cash flow hedge | ' | ' |
Long-term debt and line of credit | ' | ' |
Fixed interest rate through swap agreement (as a percent) | 4.28% | ' |
Interest Rate Cash Flow Hedges | ' | ' |
Notional value of interest rate swap | 2,900,000 | ' |
Fair value of interest rate swap | 315,000 | ' |
Capital Lease Obligations, primarily due September 2017 | ' | ' |
Long-term debt and line of credit | ' | ' |
Long-term debt | 1,881,000 | 2,229,000 |
Amount of equipment held under capital lease | 3,500,000 | ' |
Accumulated depreciation on the capital lease assets | 1,100,000 | 810,000 |
Revolving line of credit | ' | ' |
Long-term debt and line of credit | ' | ' |
Variable rate basis | '30-day LIBOR | ' |
Maximum borrowing capacity | 30,000,000 | ' |
Outstanding credit facility | 17,400,000 | ' |
Additional borrowing availability | $12,600,000 | ' |
Interest rate (as a percent) | 1.60% | ' |
Revolving line of credit | Minimum | ' | ' |
Long-term debt and line of credit | ' | ' |
Basis points added to base rate (as a percent) | 1.13% | ' |
Revolving line of credit | Maximum | ' | ' |
Long-term debt and line of credit | ' | ' |
Basis points added to base rate (as a percent) | 1.75% | ' |
New term loans | Minimum | ' | ' |
Long-term debt and line of credit | ' | ' |
Minimum asset coverage ratio | 1.75 | ' |
Minimum fixed charge coverage ratio | 1.2 | ' |
New term loans | Maximum | ' | ' |
Long-term debt and line of credit | ' | ' |
Maximum leverage ratio under the New Loan Agreement | 3.25 | ' |
Maximum leverage ratio under the Prior Agreement | 3 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |
Sep. 17, 2013 | Jun. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | |
item | item | |||
Commitments and Contingencies | ' | ' | ' | ' |
Maximum period for purchase commitments for certain ingredients, packaging materials and energy | ' | ' | ' | '12 months |
Number of matters in which the entity is obligated and have agreed to indemnify and defend | ' | ' | 2 | ' |
Number additional allegedly non-natural ingredients | ' | 2 | ' | ' |
Number of days within which plaintiffs will file their motion for class certification | '60 days | ' | ' | ' |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 29, 2012 |
item | |||||
Business segments and significant customers | ' | ' | ' | ' | ' |
Number of reportable segments | ' | ' | 2 | ' | ' |
Net revenues from external customers | $54,514 | $46,601 | $156,728 | $141,637 | ' |
Depreciation and amortization included in segment gross profit | 890 | 764 | 2,445 | 2,188 | ' |
Segment gross profit | 10,056 | 9,471 | 28,017 | 28,020 | ' |
Goodwill | 14,763 | 11,616 | 14,763 | 11,616 | 11,616 |
Reconciliation of reportable segment gross profit to consolidated income before income tax provision | ' | ' | ' | ' | ' |
Segment gross profit | 10,056 | 9,471 | 28,017 | 28,020 | ' |
Selling, general and administrative expenses | -6,395 | -6,535 | -20,241 | -19,415 | ' |
Interest expense, net | -250 | -179 | -641 | -613 | ' |
Income before income tax provision | 3,411 | 2,757 | 7,135 | 7,992 | ' |
Frozen Products | ' | ' | ' | ' | ' |
Business segments and significant customers | ' | ' | ' | ' | ' |
Net revenues from external customers | 27,480 | 22,801 | 82,037 | 68,806 | ' |
Depreciation and amortization included in segment gross profit | 306 | 257 | 842 | 690 | ' |
Segment gross profit | 6,221 | 5,323 | 15,615 | 13,383 | ' |
Goodwill | 8,777 | 5,630 | 8,777 | 5,630 | ' |
Reconciliation of reportable segment gross profit to consolidated income before income tax provision | ' | ' | ' | ' | ' |
Segment gross profit | 6,221 | 5,323 | 15,615 | 13,383 | ' |
Snack Products | ' | ' | ' | ' | ' |
Business segments and significant customers | ' | ' | ' | ' | ' |
Net revenues from external customers | 27,034 | 23,800 | 74,691 | 72,831 | ' |
Depreciation and amortization included in segment gross profit | 584 | 507 | 1,603 | 1,498 | ' |
Segment gross profit | 3,835 | 4,148 | 12,402 | 14,637 | ' |
Goodwill | 5,986 | 5,986 | 5,986 | 5,986 | ' |
Reconciliation of reportable segment gross profit to consolidated income before income tax provision | ' | ' | ' | ' | ' |
Segment gross profit | $3,835 | $4,148 | $12,402 | $14,637 | ' |
Shareholders_Equity_Details
Shareholders' Equity (Details) (USD $) | Sep. 28, 2013 | Dec. 31, 2005 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 |
2005 Plan | 2005 Plan | Restricted stock | Restricted stock | Restricted stock | Restricted stock | Restricted stock | Restricted stock | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock option granted prior to May 2008 | Stock option granted prior to May 2008 | Stock option granted prior to May 2008 | |
Minimum | Maximum | Minimum | Minimum | Minimum | Minimum | Maximum | Maximum | Maximum | Maximum | Employees | Board of Directors | Employees | Board of Directors | ||||||||||||
Shareholders equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares reserved for issuance but unissued | ' | 410,518 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares authorized | 2,710,518 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expiration term of awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' |
Service period | ' | ' | ' | ' | ' | ' | '1 year | '3 years | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | '10 years | ' | '5 years | '1 year | ' | '5 years | '1 year |
Number of Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | ' | 519,437 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | 108,750 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in shares) | ' | ' | ' | ' | -140,977 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in shares) | ' | ' | ' | ' | -100,860 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in shares) | ' | ' | 386,350 | ' | 386,350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | ' | ' | ' | ' | $4.64 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | $7.34 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in dollars per share) | ' | ' | ' | ' | $4.37 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in dollars per share) | ' | ' | ' | ' | $3.39 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | $5.83 | ' | $5.83 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,222,727 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 227,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -429,027 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited or expired (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 1,016,200 | ' | 1,016,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3.26 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.23 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited or expired (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.38 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $4.57 | ' | $4.57 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate Intrinsic Value (in-the-money option) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intrinsic value related to options outstanding | ' | ' | ' | ' | ' | ' | ' | ' | $6,040,475 | ' | $6,040,475 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing stock price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $10.51 | ' | $10.51 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Remaining Contractual Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Remaining Contractual Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years 4 months 20 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional disclosures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation expense | ' | ' | 101,000 | 158,000 | 196,000 | 270,000 | ' | ' | 144,000 | 129,000 | 430,000 | 602,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized costs related to non-vested stock option awards granted | ' | ' | 619,000 | ' | 619,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average period for recognition of unrecognized compensation costs | ' | ' | ' | ' | '1 year 1 month 6 days | ' | ' | ' | ' | ' | '2 years 9 months 18 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized costs related to non-vested awards granted | ' | ' | ' | ' | ' | ' | ' | ' | $1,400,000 | ' | $1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average assumptions used to estimate fair value of each stock option grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 56.00% | ' | ' | 53.00% | ' | 53.00% | 56.00% | 54.00% | ' | 55.00% | 58.00% | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.70% | ' | ' | 2.00% | ' | 1.90% | 1.70% | 2.90% | ' | 2.90% | 3.50% | ' | ' | ' | ' | ' |
Expected life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years 6 months | '5 years 6 months | '5 years 6 months | '5 years 6 months | '6 years 6 months | '6 years 6 months | '6 years 6 months | '6 years 6 months | ' | ' | ' | ' | ' |
Shareholders_Equity_Details_2
Shareholders' Equity (Details 2) (USD $) | 9 Months Ended |
Sep. 28, 2013 | |
Shareholders' Equity | ' |
Options Outstanding (in shares) | 1,016,200 |
Weighted Average Remaining Contractual Life | '7 years 4 months 20 days |
Weighted Average Exercise Price (in dollars per share) | $4.57 |
Options Exercisable (in shares) | 400,400 |
Weighted Average Exercise Price (in dollars per share) | $3.44 |
Stock options | Range of exercise price per share from $1.70 to $2.40 | ' |
Shareholders' Equity | ' |
Exercise price, low end of range (in dollars per share) | $1.70 |
Exercise price, high end of range (in dollars per share) | $2.40 |
Options Outstanding (in shares) | 278,400 |
Weighted Average Remaining Contractual Life | '5 years 1 month 17 days |
Weighted Average Exercise Price (in dollars per share) | $2.02 |
Options Exercisable (in shares) | 184,400 |
Weighted Average Exercise Price (in dollars per share) | $2.05 |
Stock options | Range of exercise price per share from $3.12 to $4.16 | ' |
Shareholders' Equity | ' |
Exercise price, low end of range (in dollars per share) | $3.12 |
Exercise price, high end of range (in dollars per share) | $4.16 |
Options Outstanding (in shares) | 316,900 |
Weighted Average Remaining Contractual Life | '7 years 1 month 17 days |
Weighted Average Exercise Price (in dollars per share) | $3.76 |
Options Exercisable (in shares) | 146,600 |
Weighted Average Exercise Price (in dollars per share) | $3.70 |
Stock options | Range of exercise price per share from $4.28 to $7.21 | ' |
Shareholders' Equity | ' |
Exercise price, low end of range (in dollars per share) | $4.28 |
Exercise price, high end of range (in dollars per share) | $7.21 |
Options Outstanding (in shares) | 413,400 |
Weighted Average Remaining Contractual Life | '9 years 25 days |
Weighted Average Exercise Price (in dollars per share) | $6.83 |
Options Exercisable (in shares) | 69,400 |
Weighted Average Exercise Price (in dollars per share) | $6.56 |
Stock options | Range of exercise price per share from $7.61to $9.68 | ' |
Shareholders' Equity | ' |
Exercise price, low end of range (in dollars per share) | $7.61 |
Exercise price, high end of range (in dollars per share) | $9.38 |
Options Outstanding (in shares) | 7,500 |
Weighted Average Remaining Contractual Life | '9 years 9 months 7 days |
Weighted Average Exercise Price (in dollars per share) | $8.30 |