Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Apr. 03, 2021 | Apr. 28, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 3, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | WW | |
Entity Registrant Name | WW INTERNATIONAL, INC. | |
Entity Central Index Key | 0000105319 | |
Current Fiscal Year End Date | --01-01 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 69,520,571 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-16769 | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 11-6040273 | |
Entity Address, Address Line One | 675 Avenue of the Americas | |
Entity Address, Address Line Two | 6th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10010 | |
City Area Code | 212 | |
Local Phone Number | 589-2700 | |
Title of 12(b) Security | Common Stock, no par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 113,313 | $ 165,887 |
Receivables (net of allowances: April 3, 2021 - $2,211 and January 2, 2021 - $2,298) | 39,889 | 34,555 |
Inventories | 34,369 | 39,456 |
Prepaid income taxes | 31,079 | 20,028 |
Prepaid marketing and advertising | 6,344 | 15,656 |
Prepaid expenses and other current assets | 26,182 | 23,610 |
TOTAL CURRENT ASSETS | 251,176 | 299,192 |
Property and equipment, net | 46,893 | 51,935 |
Operating lease assets | 108,138 | 119,102 |
Franchise rights acquired | 786,371 | 765,850 |
Goodwill | 155,781 | 155,617 |
Other intangible assets, net | 59,468 | 59,709 |
Deferred income taxes | 13,045 | 13,625 |
Other noncurrent assets | 15,502 | 16,144 |
TOTAL ASSETS | 1,436,374 | 1,481,174 |
CURRENT LIABILITIES | ||
Portion of long-term debt due within one year | 77,000 | 77,000 |
Portion of operating lease liabilities due within one year | 24,045 | 28,551 |
Accounts payable | 21,030 | 23,052 |
Salaries and wages payable | 60,483 | 58,047 |
Accrued marketing and advertising | 10,070 | 15,556 |
Accrued interest | 9,352 | 2,710 |
Other accrued liabilities | 48,145 | 48,615 |
Derivative payable | 23,053 | 28,283 |
Income taxes payable | 4,132 | 7,810 |
Deferred revenue | 50,016 | 50,475 |
TOTAL CURRENT LIABILITIES | 327,326 | 340,099 |
Long-term debt, net | 1,391,019 | 1,408,800 |
Long-term operating lease liabilities | 93,552 | 101,561 |
Deferred income taxes | 172,765 | 173,713 |
Other | 7,490 | 5,212 |
TOTAL LIABILITIES | 1,992,152 | 2,029,385 |
TOTAL DEFICIT | ||
Common stock, $0 par value; 1,000,000 shares authorized; 121,801 shares issued at April 3, 2021 and 121,470 shares issued at January 2, 2021 | 0 | 0 |
Treasury stock, at cost, 52,471 shares at April 3, 2021 and 52,497 shares at January 2, 2021 | (3,139,855) | (3,140,903) |
Retained earnings | 2,606,171 | 2,617,841 |
Accumulated other comprehensive loss | (22,094) | (25,149) |
TOTAL DEFICIT | (555,778) | (548,211) |
TOTAL LIABILITIES AND TOTAL DEFICIT | $ 1,436,374 | $ 1,481,174 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowances | $ 2,211 | $ 2,298 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 121,801,000 | 121,470,000 |
Treasury stock, shares | 52,471,000 | 52,497,000 |
CONSOLIDATED STATEMENTS OF NET
CONSOLIDATED STATEMENTS OF NET INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Revenues, net | $ 331,796 | $ 400,361 |
Cost of revenues | 138,361 | 189,370 |
Gross profit | 193,435 | 210,991 |
Marketing expenses | 116,933 | 117,933 |
Selling, general and administrative expenses | 73,671 | 64,526 |
Goodwill impairment | 3,665 | |
Operating income | 2,831 | 24,867 |
Interest expense | 29,123 | 31,551 |
Other (income) expense, net | (237) | 24 |
Loss before income taxes | (26,055) | (6,708) |
Benefit from income taxes | (7,828) | (651) |
Net loss | (18,227) | (6,057) |
Net income attributable to the noncontrolling interest | (6) | |
Net loss attributable to WW International, Inc. | $ (18,227) | $ (6,063) |
Net loss per share attributable to WW International, Inc. | ||
Basic | $ (0.26) | $ (0.09) |
Diluted | $ (0.26) | $ (0.09) |
Weighted average common shares outstanding | ||
Basic | 69,084 | 67,436 |
Diluted | 69,084 | 67,436 |
Subscription | ||
Revenues, net | $ 279,820 | $ 324,657 |
Cost of revenues | 99,103 | 135,566 |
Product and Other | ||
Revenues, net | 51,976 | 75,704 |
Cost of revenues | $ 39,258 | $ 53,804 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (18,227) | $ (6,057) |
Other comprehensive gain (loss): | ||
Foreign currency translation loss | (1,120) | (9,820) |
Income tax benefit on foreign currency translation loss | 282 | 2,499 |
Foreign currency translation loss, net of taxes | (838) | (7,321) |
Gain (loss) on derivatives | 5,204 | (12,956) |
Income tax (expense) benefit on gain (loss) on derivatives | (1,311) | 3,305 |
Gain (loss) on derivatives, net of taxes | 3,893 | (9,651) |
Total other comprehensive gain (loss) | 3,055 | (16,972) |
Comprehensive loss | (15,172) | (23,029) |
Net income attributable to the noncontrolling interest | (6) | |
Foreign currency translation loss, net of taxes attributable to the noncontrolling interest | 98 | |
Comprehensive loss attributable to the noncontrolling interest | 92 | |
Comprehensive loss attributable to WW International, Inc. | $ (15,172) | $ (22,937) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN TOTAL DEFICIT - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Noncontrolling Interest | Common Stock | Treasury Stock | Accumulated Other Comprehensive Loss | Retained Earnings |
Beginning Balance at Dec. 28, 2019 | $ (685,543) | $ 3,722 | $ 0 | $ (3,158,274) | $ (27,352) | $ 2,500,083 |
Beginning balance (in shares) at Dec. 28, 2019 | 120,352 | 52,933 | ||||
Comprehensive income (loss) | (22,937) | (92) | (16,874) | (6,063) | ||
Issuance of treasury stock under stock plans | 42 | $ 1,367 | (1,325) | |||
Issuance of treasury stock under stock plans (in shares) | (34) | |||||
Compensation expense on share- based awards | 3,965 | 3,965 | ||||
Ending balance at Mar. 28, 2020 | (704,473) | $ 3,630 | $ 0 | $ (3,156,907) | (44,226) | 2,496,660 |
Ending balance (in shares) at Mar. 28, 2020 | 120,352 | 52,899 | ||||
Beginning Balance at Jan. 02, 2021 | (548,211) | $ 0 | $ (3,140,903) | (25,149) | 2,617,841 | |
Beginning balance (in shares) at Jan. 02, 2021 | 121,470 | 52,497 | ||||
Comprehensive income (loss) | (15,172) | 3,055 | (18,227) | |||
Issuance of treasury stock under stock plans | (35) | $ 1,048 | (1,083) | |||
Issuance of treasury stock under stock plans (in shares) | (26) | |||||
Compensation expense on share- based awards | 5,340 | 5,340 | ||||
Issuance of common stock | 2,300 | 2,300 | ||||
Issuance of common stock (in shares) | 331 | |||||
Ending balance at Apr. 03, 2021 | $ (555,778) | $ 0 | $ (3,139,855) | $ (22,094) | $ 2,606,171 | |
Ending balance (in shares) at Apr. 03, 2021 | 121,801 | 52,471 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Operating activities: | ||
Net loss | $ (18,227) | $ (6,057) |
Adjustments to reconcile net loss to cash (used for) provided by operating activities: | ||
Depreciation and amortization | 13,180 | 12,211 |
Amortization of deferred financing costs and debt discount | 2,231 | 2,184 |
Goodwill impairment | 3,665 | |
Impairment of intangible and long-lived assets | 184 | |
Share-based compensation expense | 5,341 | 3,965 |
Deferred tax (benefit) provision | (1,361) | 14,624 |
Allowance for doubtful accounts | (12) | (221) |
Reserve for inventory obsolescence | 2,416 | 2,664 |
Foreign currency exchange rate (gain) loss | (372) | 916 |
Changes in cash due to: | ||
Receivables | (6,008) | (12,275) |
Inventories | 2,792 | (9,690) |
Prepaid expenses | (4,313) | (9,287) |
Accounts payable | (842) | 15,400 |
Accrued liabilities | (1,756) | (6,799) |
Deferred revenue | (211) | (487) |
Other long term assets and liabilities, net | (738) | (384) |
Income taxes | (4,182) | (2,013) |
Cash (used for) provided by operating activities | (11,878) | 8,416 |
Investing activities: | ||
Capital expenditures | (688) | (13,533) |
Capitalized software expenditures | (9,447) | (7,330) |
Cash paid for acquisitions | (10,849) | |
Other items, net | (16) | (5,051) |
Cash used for investing activities | (21,000) | (25,914) |
Financing activities: | ||
Net borrowings on revolver | 148,000 | |
Payments on long-term debt | (19,250) | (19,250) |
Taxes paid related to net share settlement of equity awards | (237) | (600) |
Proceeds from stock options exercised | 2,468 | 120 |
Other items, net | (43) | (64) |
Cash (used for) provided by financing activities | (17,062) | 128,206 |
Effect of exchange rate changes on cash and cash equivalents | (2,634) | (1,171) |
Net (decrease) increase in cash and cash equivalents | (52,574) | 109,537 |
Cash and cash equivalents, beginning of period | 165,887 | 182,736 |
Cash and cash equivalents, end of period | $ 113,313 | $ 292,273 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Apr. 03, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. The accompanying consolidated financial statements include the accounts of WW International, Inc. and all of its subsidiaries. The terms “Company” and “WW” as used throughout these notes are used to indicate WW International, Inc. and all of its operations consolidated for purposes of its financial statements. The Company’s “Digital” business refers to providing subscriptions to the Company’s digital product offerings, including Personal Coaching + Digital. The Company’s “ Workshops + Digital” (formerly known as “Studio + Digital”) business refers to providing access to the Company’s workshops combined with the Company’s digital subscription product offerings to commitment plan subscribers. It also includes the provision of access to workshops for members who do not subscribe to commitment plans, including the Company’s The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and include amounts that are based on management’s best estimates and judgments. While all available information has been considered, actual amounts could differ from those estimates. For example, the global outbreak of the coronavirus (COVID-19) has had and will continue to have a significant adverse impact on the Company’s business as well as on the business environment and the markets in which it operates. This global health crisis has also had a significant adverse effect on overall economic conditions and the Company expects consumer demand to continue to be negatively impacted due to changes in consumer behavior and confidence and health concerns. The situation remains dynamic and subject to rapid and possibly significant change, with the United States and other countries continuing to struggle with rolling outbreaks of the virus. Accordingly, the full extent of the magnitude and duration of the negative impact to the Company’s business from the COVID-19 pandemic cannot be predicted with certainty. The Company considered the impact of COVID-19 on the assumptions and estimates used when preparing its Quarterly Report on Form 10-Q quarterly financial statements. These assumptions and estimates may change as new events occur and additional information is obtained, and such future changes may have an adverse impact on the Company's results of operations, financial position and liquidity. The consolidated financial statements include all of the Company’s majority-owned subsidiaries. All entities acquired, and any entity of which a majority interest was acquired, are included in the consolidated financial statements from the date of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s operating results for any interim period are not necessarily indicative of future or annual results. The consolidated financial statements are unaudited and, accordingly, they do not include all of the information necessary for a comprehensive presentation of results of operations, financial position and cash flow activity required by GAAP for complete financial statements but, in the opinion of management, reflect all adjustments including those of a normal recurring nature necessary for a fair statement of the interim results presented. These statements should be read in conjunction with the Company’s Annual Report on Form 10-K, as amended by Form 10-K/A, for fiscal 2020 filed on February 25, 2021 and March 30, 2021, respectively, which include additional information about the Company, its results of operations, its financial position and its cash flows. |
Accounting Standards Adopted in
Accounting Standards Adopted in Current Year | 3 Months Ended |
Apr. 03, 2021 | |
Accounting Changes And Error Corrections [Abstract] | |
Accounting Standards Adopted in Current Year | 2 . In December 2019, the Financial Accounting Standards Board (the “FASB”) issued updated guidance simplifying the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 as well as by improving consistent application of GAAP by clarifying and amending existing guidance. The effective date of the new guidance for public companies is for fiscal years beginning after December 15, 20 20 and interim periods within those fiscal years. Early adoption is permitted. On January 3, 2021 , the Company adopted the updated guidance simplifying the accounting for income taxes on a prospective basis, which did no t have a material impact on the Company’s consolidated financial statements. |
Leases
Leases | 3 Months Ended |
Apr. 03, 2021 | |
Leases [Abstract] | |
Leases | 3 . Leases A lease is defined as an arrangement that contractually specifies the right to use and control an identified asset for a specific period of time in exchange for consideration. Operating leases are included in operating lease assets, portion of operating lease liabilities due within one year, and long-term operating lease liabilities in the Company’s consolidated balance sheets. Finance leases are included in property and equipment, net, other accrued liabilities, and other long-term liabilities in the Company’s consolidated balance sheets. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term, using the Company’s incremental borrowing rate commensurate with the lease term, since the Company’s lessors do not provide an implicit rate, nor is one readily available. The incremental borrowing rate is calculated based on the Company’s credit yield curve and adjusted for collateralization, credit quality and economic environment impact, all where applicable. The lease asset includes scheduled lease payments and excludes lease incentives, such as free rent periods and tenant improvement allowances. The Company has certain leases that may include an option to renew and when it is reasonably probable to exercise such option, the Company will include the renewal option terms in determining the lease asset and lease liability. The Company does not have any renewal options that would have a material impact on the terms of the leases and that are also reasonably expected to be exercised as of April 3, 2021. A lease may contain both fixed and variable payments. Variable lease payments that are linked to an index or rate are measured based on the current index or rate at the implementation of the lease accounting standard, or lease commencement date for new leases, with the impact of future changes in the index or rate being recorded as a period expense. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company’s operating and finance leases are primarily for its studios, corporate offices, data centers and certain equipment, including automobiles. At April 3, 2021 and January 2, 2021, the Company’s lease assets and lease liabilities were as follows: April 3, 2021 January 2, 2021 Assets: Operating lease assets $ 108,138 $ 119,102 Finance lease assets 161 207 Total leased assets $ 108,299 $ 119,309 Liabilities: Current Operating $ 24,045 $ 28,551 Finance 54 88 Noncurrent Operating $ 93,552 $ 101,561 Finance 84 93 Total lease liabilities $ 117,735 $ 130,293 For the three months ended April 3, 2021 and March 28, 2020, the components of the Company’s lease expense were as follows: Three Months Ended April 3, March 28, 2021 2020 Operating lease cost: Fixed lease cost $ 11,044 $ 12,641 Lease termination cost 3,152 — Variable lease cost 5 11 Total operating lease cost $ 14,201 $ 12,652 Finance lease cost: Amortization of leased assets 43 64 Interest on lease liabilities 2 3 Total finance lease cost $ 45 $ 67 Total lease cost $ 14,246 $ 12,719 At April 3, 2021 and January 2, 2021, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: April 3, 2021 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.26 7.08 Finance leases 2.49 2.35 Weighted Average Discount Rate Operating leases 7.02 6.95 Finance leases 5.46 5.51 The Company’s leases have remaining lease terms of 0 to 11 years with a weighted average lease term of 7.26 years as of April 3, 2021. At April 3, 2021, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Leases Finance Leases Total Remainder of fiscal 2021 $ 23,754 $ 52 $ 23,806 2022 27,251 64 27,315 2023 20,721 26 20,747 2024 16,025 5 16,030 2025 11,572 — 11,572 Thereafter 54,542 — 54,542 Total lease payments $ 153,865 $ 147 $ 154,012 Less imputed interest 36,268 9 36,277 Present value of lease liabilities $ 117,597 $ 138 $ 117,735 Supplemental cash flow information related to leases for the three months ended April 3, 2021 and March 28, 2020 were as follows: Three Months Ended April 3, March 28, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 11,772 $ 12,701 Operating cash flows from finance leases $ 2 $ 3 Financing cash flows from finance leases $ 43 $ 64 Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities $ (1,892 ) $ 8,488 Leased assets obtained in exchange for new finance lease liabilities $ — $ — |
Revenue
Revenue | 3 Months Ended |
Apr. 03, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 4 . Revenue Revenues are recognized when control of the promised services or goods is transferred to the Company’s customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those services or goods. The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended April 3, March 28, 2021 2020 Digital Subscription Revenues $ 206,062 $ 174,545 Workshops + Digital Fees 73,758 150,112 Subscription Revenues, net $ 279,820 $ 324,657 Product sales and other, net 51,976 75,704 Revenues, net $ 331,796 $ 400,361 The following tables present the Company’s revenues disaggregated by revenue source and segment: Three Months Ended April 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 132,090 $ 58,915 $ 9,809 $ 5,248 $ 206,062 Workshops + Digital Fees 54,904 10,940 5,169 2,745 73,758 Subscription Revenues, net $ 186,994 $ 69,855 $ 14,978 $ 7,993 $ 279,820 Product sales and other, net 34,321 12,041 4,089 1,525 51,976 Revenues, net $ 221,315 $ 81,896 $ 19,067 $ 9,518 $ 331,796 Three Months Ended March 28, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 116,349 $ 46,638 $ 7,576 $ 3,982 $ 174,545 Workshops + Digital Fees 112,843 21,519 11,129 4,621 150,112 Subscription Revenues, net $ 229,192 $ 68,157 $ 18,705 $ 8,603 $ 324,657 Product sales and other, net 54,514 11,833 6,323 3,034 75,704 Revenues, net $ 283,706 $ 79,990 $ 25,028 $ 11,637 $ 400,361 Information about Contract Balances For Subscription Revenues, the Company can collect payment in advance of providing services. Any amounts collected in advance of services being provided are recorded in deferred revenue. In the case where amounts are not collected, but the service has been provided and the revenue has been recognized, the amounts are recorded in accounts receivable. The opening and ending balances of the Company’s deferred revenues are as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of January 2, 2021 $ 50,475 $ 44 Net decrease during the period (459 ) (18 ) Balance as of April 3, 2021 $ 50,016 $ 26 Revenue recognized from amounts included in current deferred revenue as of January 2, 2021 was $45,275 for the three months ended April 3, 2021. The Company’s long-term deferred revenue, which is included in other liabilities on the Company’s consolidated balance sheet, had a balance of $26 and $44 at April 3, 2021 and January 2, 2021, respectively, for revenue that will not be recognized during the next fiscal year and is generally related to upfront payments received as an inducement for entering into certain sales-based royalty agreements with third party licensees. This revenue is amortized on a straight-line basis over the term of the applicable agreement. |
Acquisitions
Acquisitions | 3 Months Ended |
Apr. 03, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 5 . Acquisitions Acquisition of Franchisees On March 22, 2021, the Company acquired substantially all of the assets of its Michigan franchisee, The WW Group, Inc., and its Ontario, Canada franchisee, The WW Group Co., as follows: (a) The Company acquired substantially all of the assets of The WW Group, Inc., which operated franchises in certain territories in Michigan, for an aggregate purchase price of $17,500. Payment was in the form of cash ($8,255), cash payable on July 30, 2021 ($8,750), and assumed net liabilities ($495). Of the $8,750 of cash payable on July 30, 2021, $2,300 will be cash held in reserves. The total purchase price has been allocated to franchise rights acquired ($16,885), customer relationship value ($408), inventories ($162), property and equipment, net ($41) and other assets ($4); and (b) The Company acquired substantially all of the assets of The WW Group Co., which operated franchises in certain territories in Ontario, Canada, for an aggregate purchase price of $3,114. Payment was in the form of cash ($2,605), cash in reserves ($599) and assumed net assets ($90). The total purchase price has been allocated to franchise rights acquired ($3,040), customer relationship value ($42), property and equipment, net ($25), inventories ($6) and other assets ($1). Both acquisitions have been accounted for under the purchase method of accounting and, accordingly, earnings of the acquired franchises have been included in the consolidated operating results of the Company since the date of acquisition. |
Franchise Rights Acquired, Good
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 3 Months Ended |
Apr. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 6 . Franchise Rights Acquired, Goodwill and Other Intangible Assets Franchise rights acquired are due to acquisitions of the Company’s franchised territories as well as the acquisition of franchise promotion agreements and other factors associated with the acquired franchise territories. For the three months ended April 3, 2021, the change in the carrying value of franchise rights acquired was due to the franchisee acquisitions as described in Note 5 and the effect of exchange rate changes. Goodwill primarily relates to the acquisition of the Company by The Kraft Heinz Company (successor to H.J. Heinz Company) in 1978, and the Company’s acquisitions of WW.com, Inc. (formerly known as WeightWatchers.com, Inc.) in 2005 and the Company’s franchised territories . For the three months ended April 3, 2021 , the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: North Continental United America Europe Kingdom Other Total Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Effect of exchange rate changes 515 (351 ) 15 (15 ) 164 Balance as of April 3, 2021 $ 145,586 $ 7,441 $ 1,283 $ 1,471 $ 155,781 Finite-lived Intangible Assets The carrying values of finite-lived intangible assets as of April 3, 2021 and January 2, 2021 were as follows: April 3, 2021 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 133,242 $ 111,540 $ 131,420 $ 109,170 Website development costs 100,461 71,928 95,718 67,656 Trademarks 12,018 11,512 11,999 11,457 Other 14,055 5,328 14,093 5,238 Trademarks and other intangible assets $ 259,776 $ 200,308 $ 253,230 $ 193,521 Franchise rights acquired 7,844 4,547 7,925 4,575 Total finite-lived intangible assets $ 267,620 $ 204,855 $ 261,155 $ 198,096 Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $7,998 and $7,165 for the three months ended April 3, 2021 and March 28, 2020, respectively. Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2021 $ 21,633 Fiscal 2022 $ 20,029 Fiscal 2023 $ 9,876 Fiscal 2024 $ 1,804 Fiscal 2025 and thereafter $ 9,423 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Apr. 03, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 7 . The components of the Company’s long-term debt were as follows: April 3, 2021 January 2, 2021 Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Revolving Credit Facility due November 29, 2022 $ — $ — $ — 0.00 % $ — $ — $ — 3.03 % Term Loan Facility due November 29, 2024 1,189,750 4,787 16,133 6.08 % 1,209,000 5,113 17,233 6.60 % Notes due December 1, 2025 300,000 811 — 8.61 % 300,000 854 — 8.71 % Total $ 1,489,750 $ 5,598 $ 16,133 6.59 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion 77,000 77,000 Unamortized deferred financing costs 5,598 5,967 Unamortized debt discount 16,133 17,233 Total long-term debt $ 1,391,019 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. On November 29, 2017, the Company refinanced its then-existing credit facilities (hereinafter referred to as “the November 2017 debt refinancing”) with proceeds received from $1,565,000 in an aggregate principal amount of borrowings under its new credit facilities, consisting of a $1,540,000 term loan facility and a $150,000 revolving credit facility (of which $25,000 was drawn upon at the time of the November 2017 debt refinancing) (collectively, as amended from time to time, the “Credit Facilities”) and proceeds received from the issuance of $300,000 in aggregate principal amount of 8.625% Senior Notes due 2025 (the “Notes”). Senior Secured Credit Facilities The Credit Facilities were issued under a new credit agreement, dated November 29, 2017 (as amended from time to time, the “Credit Agreement”), among the Company, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent and an issuing bank, Bank of America, N.A., as an issuing bank, and Citibank, N.A., as an issuing bank. The Credit Facilities initially consisted of (1) $1,540,000 in aggregate principal amount of senior secured tranche B term loans due in 2024 (the “Term Loan Facility”) and (2) a $150,000 in an aggregate principal amount of commitments under a senior secured revolving credit facility (which included borrowing capacity available for letters of credit) due in 2022 (the “Revolving Credit Facility”). On June 14, 2020, the Company entered into an amendment to the Credit Agreement (the “Credit Agreement Amendment”) that provided for an increase in the aggregate principal amount of commitments under the Company’s Revolving Credit Facility by $25,000, providing the Company with $175,000 in aggregate principal amount of commitments under the Revolving Credit Facility, and that included certain other amendments to the Credit Agreement, which among other things, relaxed the requirements of the financial maintenance covenant under the Credit Agreement until the end of the second fiscal quarter of 2022, as further detailed below. On both May 31, 2019 and October 10, 2019 As previously disclosed, on March 23, 2020, as a precautionary measure in light of the COVID-19 outbreak, the Company drew down $148,000 in an aggregate principal amount under the Revolving Credit Facility in order to enhance its cash position and to provide additional financial flexibility. The revolver borrowing was classified as a short-term liability in connection with the Company’s monthly interest elections. The Company repaid $148,000 in aggregate principal amount of borrowings under the Revolving Credit Facility on June 5, 2020. As of April 3, 2021, the Company had $1,189,750 in an aggregate principal amount of loans outstanding under its Credit Facilities, with $173,846 of availability and $1,154 in issued but undrawn letters of credit outstanding under the Revolving Credit Facility. There were no outstanding borrowings under the Revolving Credit Facility as of April 3, 2021. All obligations under the Credit Agreement are guaranteed by, subject to certain exceptions, each of the Company’s current and future wholly-owned material domestic restricted subsidiaries. All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the assets of the Company and each guarantor, subject to customary exceptions, including: • a pledge of 100% of the equity interests directly held by the Company and each guarantor in any wholly-owned domestic material subsidiary of the Company or any guarantor (which pledge, in the case of any non-U.S. subsidiary of a U.S. subsidiary, will not include more than 65% of the voting stock of such first-tier non-U.S. subsidiary), subject to certain exceptions; and • a security interest in substantially all other tangible and intangible assets of the Company and each guarantor, subject to certain exceptions. Under the terms of the Credit Agreement, depending on the Company’s Consolidated First Lien Leverage Ratio (as defined in the Credit Agreement), on an annual basis on or about the time the Company is required to deliver its financial statements for any fiscal year, the Company is obligated to offer to prepay a portion of the outstanding principal amount of the Term Loan Facility in an aggregate amount determined by a percentage of its annual excess cash flow (as defined in the Credit Agreement) (said payment, a “Cash Flow Sweep”). Borrowings under the Term Loan Facility and, after giving effect to the Credit Agreement Amendment, the Revolving Credit Facility, in each case, bear interest at a rate per annum equal to, at the Company’s option, either (1) an applicable margin plus a base rate determined by reference to the highest of (a) 0.50% per annum plus the higher of (i) the Federal Funds Effective Rate and (ii) the Overnight Bank Funding Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of JPMorgan Chase and (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%; provided that such rate is not lower than a floor of 1.75% or (2) an applicable margin plus a LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, provided that LIBOR is not lower than a floor of 0.75%. Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid (except as otherwise described below), plus, at the Company’s option, either (1) a base rate determined by reference to the highest of (a) 0.50% per annum plus the higher of (i) the Federal Funds Effective Rate and (ii) the Overnight Bank Funding Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of JPMorgan Chase and (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00% or (2) a LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs. Under the terms of the Credit Agreement Amendment, a new level in the leverage based pricing grid was added providing for an applicable margin for extensions of credit under the Revolving Credit Facility of 3.00% when the Consolidated First Lien Leverage Ratio discussed below is greater than or equal to 3.75:1.00. As of April 3, 2021, the applicable margins for the LIBOR rate borrowings under the Term Loan Facility and the Revolving Credit Facility were 4.75% and 2.25%, respectively. In the event that LIBOR is phased out as is currently expected, the Credit Agreement provides that the Company and the administrative agent may amend the Credit Agreement to replace the LIBOR definition therein with a successor rate subject to notifying the lending syndicate of such change and not receiving within five business days of such notification objections to such replacement rate from lenders holding at least a majority of the aggregate principal amount of loans and commitments then outstanding under the Credit Agreement. If the Company fails to do so, its borrowings will be based off of the alternative base rate plus a margin. On a quarterly basis, the Company pays a commitment fee to the lenders under the Revolving Credit Facility in respect of unutilized commitments thereunder, which commitment fee fluctuates depending upon the Company’s Consolidated First Lien Leverage Ratio. Under the terms of the Credit Agreement Amendment, a new level in the leverage based pricing grid was added providing for a commitment fee of 0.625% when the Consolidated First Lien Leverage Ratio discussed below is greater than or equal to 3.75:1.00. Based on the Company’s Consolidated First Lien Leverage Ratio as of April 3, 2021, the commitment fee was 0.35% per annum. The Company’s Consolidated First Lien Leverage Ratio as of April 3, 2021 was 3.01:1.00. The Credit Agreement contains other customary terms, including (1) representations, warranties and affirmative covenants, (2) negative covenants, including limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt, amendments of material agreements governing subordinated indebtedness, changes to lines of business and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions, and (3) customary events of default. The availability of certain baskets and the ability to enter into certain transactions are also subject to compliance with certain financial ratios. In addition, if the aggregate principal amount of extensions of credit outstanding under the Revolving Credit Facility as of any fiscal quarter end exceeds 33 1/3 , commencing with the second fiscal quarter of 2020 through the end of fiscal 2020, with a further step up to 5.00:1.00 for fiscal 2021, before stepping down to 4.50:1.00 for the first fiscal quarter of 2022, and again to 3.75:1.00, commencing with the second fiscal quarter of 2022 (such increases in the Consolidated First Lien Leverage Ratio and the timing applicable thereto, collectively, the “Financial Covenant Relief Period”). The Financial Covenant Relief Period is subject to the Company’s continued compliance with certain conditions, which include meeting a Consolidated First Lien Leverage Ratio of 3.75:1.00 with respect to certain types of investments, restricted payments and prepayments of junior debt during the Financial Covenant Relief Period. Financial Covenant Relief Period Financial Covenant Relief Period Financial Covenant Relief Period Senior Notes The Notes were issued pursuant to an Indenture, dated as of November 29, 2017 (the “Indenture”), among the Company, the guarantors named therein and The Bank of New York Mellon, as trustee. The Indenture contains customary covenants, events of default and other provisions for an issuer of non-investment grade debt securities. These covenants include limitations on indebtedness, liens, mergers, acquisitions, asset sales, investments, distributions, prepayments of subordinated debt and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions. The Notes accrue interest at a rate per annum equal to 8.625% and are due on December 1, 2025. Interest on the Notes is payable semi-annually on June 1 and December 1 of each year, beginning on June 1, 2018. On or after December 1, 2020, the Company may on any one or more occasions redeem some or all of the Notes at a purchase price equal to 104.313% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 102.156% on or after December 1, 2021 and to 100.000% on or after December 1, 2022. If a change of control occurs, the Company must offer to purchase for cash the Notes at a purchase price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. Following the sale of certain assets and subject to certain conditions, the Company must offer to purchase for cash the Notes at a purchase price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. The Notes are guaranteed on a senior unsecured basis by the Company’s subsidiaries that guarantee the Credit Facilities. Outstanding Debt At April 3, 2021, the Company had $1,489,750 outstanding under the Credit Facilities and the Notes, consisting of borrowings under the Term Loan Facility of $1,189,750, $0 drawn down on the Revolving Credit Facility and $300,000 in aggregate principal amount of Notes issued and outstanding. At April 3, 2021 and January 2, 2021, the Company’s debt consisted of both fixed and variable-rate instruments. Interest rate swaps were entered into to hedge a portion of the cash flow exposure associated with the Company’s variable-rate borrowings. See Note 11 for information on the Company’s interest rate swaps. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, exclusive of the impact of the swaps then in effect, was approximately 6.59% and 7.03% per annum at April 3, 2021 and January 2, 2021, respectively, based on interest rates on these dates. The weighted average interest rate (which includes amortization of deferred financing costs and debt discount) on the Company’s outstanding debt, including the impact of the swaps then in effect, was approximately 7.06% and 7.41% per annum at April 3, 2021 and January 2, 2021, respectively, based on interest rates on these dates. In April 2021, the Company refinanced its existing debt. See Note 17 for information relating to the debt refinancing . |
Per Share Data
Per Share Data | 3 Months Ended |
Apr. 03, 2021 | |
Earnings Per Share [Abstract] | |
Per Share Data | 8. Basic net loss per share is calculated utilizing the weighted average number of common shares outstanding during the periods presented. Diluted net loss per share is calculated utilizing the weighted average number of common shares outstanding during the periods presented adjusted for the effect of dilutive common stock equivalents. The following table sets forth the computation of basic and diluted loss per share data: Three Months Ended April 3, March 28, 2021 2020 Numerator: Net loss attributable to WW International, Inc. $ (18,227 ) $ (6,063 ) Denominator: Weighted average shares of common stock outstanding 69,084 67,436 Effect of dilutive common stock equivalents — — Weighted average diluted common shares outstanding 69,084 67,436 Net loss per share attributable to WW International, Inc. Basic $ (0.26 ) $ (0.09 ) Diluted $ (0.26 ) $ (0.09 ) The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted net loss per share was 6,360 and 4,042 for the three months ended April 3, 2021 and March 28, 2020, respectively. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 03, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. The effective tax rates for the three months ended April 3, 2021 and March 28, 2020 were 30.0% and 9.7%, respectively. For the three months ended April 3, 2021, the difference between the U.S. federal statutory tax rate and the Company’s consolidated effective tax rate was primarily due to state income tax expense and tax expense from income earned in foreign jurisdictions, partially offset by a tax benefit related to f oreign-derived intangible income a |
Legal
Legal | 3 Months Ended |
Apr. 03, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal | 10. Securities Class Action and Derivative Matters In March 2019, two substantially identical class action complaints alleging violations of the federal securities laws were filed by individual shareholders against the Company, certain of the Company’s current officers and the Company’s former controlling shareholder, Artal Group S.A. (“Artal”), in the United States District Court for the Southern District of New York. The actions were consolidated and lead plaintiffs were appointed in June 2019. A consolidated amended complaint was filed on July 29, 2019, naming as defendants the Company, certain of the Company’s current officers and directors, and Artal and certain of its affiliates. A second consolidated amended complaint was filed on September 27, 2019. The operative complaint asserts claims on behalf of all purchasers of the Company’s common stock between May 4, 2018 and February 26, 2019, inclusive (the “Class Period”), including purchasers of the Company’s common stock traceable to the May 2018 secondary offering of the Company’s common stock by certain of its shareholders. The complaint alleges that, during the Class Period, the defendants disseminated materially false and misleading statements and/or concealed or recklessly disregarded material adverse facts. The complaint alleges claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, and with respect to the secondary offering, under Sections 11, 12(a)(2), and 15 of the Securities Act of 1933, as amended. The plaintiffs sought to recover unspecified damages on behalf of the class members. The Company filed a motion to dismiss the complaint on October 31, 2019. On November 30, 2020, the Court granted the Company’s motion to dismiss in full and dismissed the complaint. The plaintiffs did not appeal. Between March and July 2019 Member Class Action Matter In June 2020, a Workshops + Digital (then known as Studio + Digital) member filed a class action complaint against the Company in the Superior Court of California in Ventura County. The complaint was filed on behalf of all Workshops + Digital members nationwide and regards the fees charged for Workshops + Digital memberships since the replacement of in-person workshops with virtual workshops in March 2020 in response to the COVID-19 pandemic. The complaint alleged, among other things, that the Company’s decision to charge its members the full Workshops + Digital membership fee while only providing a virtual workshop experience violated California state consumer protection laws and gave rise to claims for breach of contract, fraud, and other tort causes of action based on the same factual allegations that are the basis for the breach of contract claim. The plaintiff seeks to recover damages plus injunctive relief to enjoin the Company from engaging in similar conduct in the future on behalf of the class members. On July 30, 2020, the Company filed a notice to remove the matter to the United States District Court for the Central District of California, and per the parties’ stipulation, on August 7, 2020, the case was transferred to the United States District Court for the Southern District of New York. On September 23, 2020, the Company filed a motion to dismiss all of the plaintiff’s claims with prejudice. At the parties’ September 29, 2020 preliminary conference, the court issued an order permitting the plaintiff to either submit her opposition to the motion to dismiss or file an amended complaint by October 14, 2020. On October 14, 2020, the plaintiff filed an amended complaint with predominantly the same claims. The Company filed another motion to dismiss the matter on November 4, 2020. The plaintiff filed her opposition brief on November 19, 2020, and the Company filed its reply brief on November 25, 2020. The Company believes that this matter is without merit and intends to vigorously defend it. Other Litigation Matters Due to the nature of the Company’s activities, it is also, at times, subject to other pending and threatened legal actions that arise out of the ordinary course of business. In the opinion of management, the disposition of any such matters is not expected, individually or in the aggregate, to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that the Company’s results of operations, financial condition or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 3 Months Ended |
Apr. 03, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | 1 1 . As of April 3, 2021 and January 2, 2021, the Company had in effect interest rate swaps with an aggregate notional amount totaling $500,000 and $750,000, respectively. On June 11, 2018, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (the “2018 swap”) with an effective date of April 2, 2020 and a termination date of March 31, 2024. The initial notional amount of this swap is $500,000. During the term of this swap, the notional amount decreased from $500,000 effective April 2, 2020 to $250,000 on March 31, 2021. This interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 3.1005%. On June 7, 2019, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap (together with the 2018 swap, the “current swaps”) with an effective date of April 2, 2020 and a termination date of March 31, 2024. The notional amount of this swap is $250,000. This interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 1.901%. The current swaps qualify for hedge accounting and, therefore, changes in the fair value of the current swaps have been recorded in accumulated other comprehensive loss. As of April 3, 2021 and January 2, 2021, cumulative unrealized losses for qualifying hedges were reported as a component of accumulated other comprehensive loss in the amounts of $17,086 ($22,956 before taxes) and $20,979 ($28,161 before taxes), respectively. As of April 3, 2021 and January 2, 2021, the aggregate fair values of the Company’s current swaps were liabilities of $23,053 and $28,283, respectively, which were included in derivative payable in the consolidated balance sheets. The Company is hedging forecasted transactions for periods not exceeding the next three years. The Company expects approximately $3,852 ($5,150 before taxes) of derivative losses included in accumulated other comprehensive loss at April 3, 2021, based on current market rates, will be reclassified into earnings within the next 12 months. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Apr. 03, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 1 2 . Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. When measuring fair value, the Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs. Fair Value of Financial Instruments The Company’s significant financial instruments include long-term debt and interest rate swap agreements as of April 3, 2021 and January 2, 2021. The fair value of the Company’s borrowings under the Revolving Credit Facility approximated a carrying value of $0 at both April 3, 2021 and January 2, 2021. The fair value of the Company’s Credit Facilities is determined by utilizing average bid prices on or near the end of each fiscal quarter (Level 2 input). As of April 3, 2021 and January 2, 2021, the fair value of the Company’s long-term debt was approximately $1,484,132 and $1,501,148, respectively, as compared to the carrying value (net of deferred financing costs and debt discount) of $1,468,019 and $1,485,800, respectively. Derivative Financial Instruments The fair values for the Company’s derivative financial instruments are determined using observable current market information such as the prevailing LIBOR interest rate and LIBOR yield curve rates and include consideration of counterparty credit risk. See Note 11 for disclosures related to derivative financial instruments. The following table presents the aggregate fair value of the Company’s derivative financial instruments: Fair Value Measurements Using: Total Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Interest rate swap liability at April 3, 2021 $ 23,053 $ — $ 23,053 $ — Interest rate swap liability at January 2, 2021 $ 28,283 $ — $ 28,283 $ — The Company did not have any transfers into or out of Levels 1 and 2 and did not maintain any assets or liabilities classified as Level 3 during the three months ended April 3, 2021 and the fiscal year ended January 2, 2021. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Apr. 03, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 1 3 . Amounts reclassified out of accumulated other comprehensive loss are as follows: Changes in Accumulated Other Comprehensive Loss by Component (a) Three Months Ended April 3, 2021 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) Other comprehensive income (loss) before reclassifications, net of tax 1,175 (838 ) 337 Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 2,718 — 2,718 Net current period other comprehensive income (loss) 3,893 (838 ) 3,055 Ending balance at April 3, 2021 $ (17,086 ) $ (5,008 ) $ (22,094 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Three Months Ended March 28, 2020 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) Other comprehensive loss before reclassifications, net of tax (10,471 ) (7,321 ) (17,792 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 820 — 820 Net current period other comprehensive loss including noncontrolling interest (9,651 ) (7,321 ) (16,972 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 98 98 Ending balance at March 28, 2020 $ (25,180 ) $ (19,046 ) $ (44,226 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Reclassifications out of Accumulated Other Comprehensive Loss (a) Three Months Ended April 3, March 28, 2021 2020 Details about Other Comprehensive Loss Components Amounts Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Loss on Qualifying Hedges Interest rate contracts $ (3,633 ) $ (1,099 ) Interest expense (3,633 ) (1,099 ) Loss before income taxes 915 279 Benefit from income taxes $ (2,718 ) $ (820 ) Net loss (a) Amounts in parentheses indicate debits to profit/loss |
Segment Data
Segment Data | 3 Months Ended |
Apr. 03, 2021 | |
Segment Reporting [Abstract] | |
Segment Data | 1 4 . The Company has four reportable segments based on an integrated geographical structure as follows: North America, Continental Europe (CE), United Kingdom and Other. Other consists of Australia, New Zealand and emerging markets operations and franchise revenues and related costs, all of which have been grouped together as if they were a single reportable segment because they do not meet any of the quantitative thresholds and are immaterial for separate disclosure. To be consistent with the information that is presented to the chief operating decision maker, the Company does not include intercompany activity in the segment results. Information about the Company’s reportable segments is as follows: Total Revenue, net Three Months Ended April 3, 2021 March 28, 2020 North America $ 221,315 $ 283,706 Continental Europe 81,896 79,990 United Kingdom 19,067 25,028 Other 9,518 11,637 Total revenue, net $ 331,796 $ 400,361 Net Loss Three Months Ended April 3, 2021 March 28, 2020 Segment operating income: North America $ 27,582 $ 45,253 Continental Europe 20,054 13,572 United Kingdom 543 (837 ) Other 103 (2,776 ) Total segment operating income 48,282 55,212 General corporate expenses 45,451 30,345 Interest expense 29,123 31,551 Other (income) expense, net (237 ) 24 Benefit from income taxes (7,828 ) (651 ) Net loss $ (18,227 ) $ (6,057 ) Net income attributable to the noncontrolling interest — (6 ) Net loss attributable to WW International, Inc. $ (18,227 ) $ (6,063 ) Depreciation and Amortization Three Months Ended April 3, 2021 March 28, 2020 North America $ 10,312 $ 10,527 Continental Europe 434 388 United Kingdom 257 262 Other 113 97 Total segment depreciation and amortization 11,116 11,274 General corporate depreciation and amortization 4,295 3,121 Depreciation and amortization $ 15,411 $ 14,395 |
Related Party
Related Party | 3 Months Ended |
Apr. 03, 2021 | |
Related Party Transactions [Abstract] | |
Related Party | 1 5 . As previously disclosed, on October 18, 2015, the Company entered into the Strategic Collaboration Agreement with Oprah Winfrey, under which she would consult with the Company and participate in developing, planning, executing and enhancing the WW program and related initiatives, and provide it with services in her discretion to promote the Company and its programs, products and services for an initial term of five years (the “Initial Term”). As previously disclosed, on December 15, 2019, the Company entered into an amendment of the Strategic Collaboration Agreement with Ms. Winfrey, pursuant to which, among other things, the Initial Term of the Strategic Collaboration Agreement was extended until April 17, 2023 (with no additional successive renewal terms) after which a second shares of the Company’s common stock (the "Winfrey Amendment Option") which became exercisable on May 6, 2020, the date on which shareholder approval of such option was obtained. The amendment to the Strategic Collaboration Agreement became operative on May 6, 2020 when the Company’s shareholders approved the Winfrey Amendment Option. Based on the Black Scholes option pricing method as of May 6, 2020, the Company recorded $32,686 of compensation expense in the second quarter of fiscal 2020 for the Winfrey Amendment Option. The Company used a dividend yield of 0.0%, 63.68% volatility and a risk-free interest rate of 0.41%. Compensation expense is included as a component of selling, general and administrative expenses. In addition to the Strategic Collaboration Agreement, Ms. Winfrey and her related entities provided services to the Company totaling $474 and $938 for the three months ended April 3, 2021 and March 28, 2020, respectively, which services included advertising, production and related fees. Entities related to Ms. Winfrey were reimbursed for actual costs incurred in connection with the WW Presents: Oprah’s 2020 Vision The Company’s accounts payable to parties related to Ms. Winfrey at April 3, 2021 and January 2, 2021 was $0 and $76, respectively. In March 2021, as permitted by the transfer provisions set forth in the previously disclosed Share Purchase Agreement, dated October 18, 2015, between the Company and Ms. Winfrey, as amended, and the previously disclosed Winfrey Option Agreement, dated October 18, 2015, between the Company and Ms. Winfrey, Ms. Winfrey sold 875 of the shares she purchased under such purchase agreement and exercised a portion of her stock options granted in 2015 resulting in the sale of 330 shares issuable under such options, respectively . |
Restructuring
Restructuring | 3 Months Ended |
Apr. 03, 2021 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | 16. Restructuring As previously disclosed, in the first quarter of fiscal 2021, as the Company continued to evaluate its cost structure, anticipate consumer demand and focus on costs, the Company committed to a plan which has resulted and will result in the termination of operating leases and elimination of certain positions worldwide. The Company had previously estimated this plan would cost approximately $18,000 in fiscal 2021. The Company revised its estimate and currently expects to record restructuring expenses of approximately $11,000 in fiscal 2021 related to this plan. The Company recorded expenses in connection with lease termination and other related costs of $4,720 and employee termination benefit costs of $818, totaling $5,538 ($4,143 after tax) for the ended April 3, 2021 . These expenses impacted cost of revenues by $5,202 and selling, general and administrative expenses by $336 for the ended April 3, 2021 . All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the ended April 3, 2021 , the Company made payments of $607 towards the liability for the lease termination costs. For the ended April 3, 2021 , the Company made payments of $115 towards the liability for these employee termination benefit costs. The Company expects the remaining lease termination liability of $2,953 and the remaining employee termination benefit liability of $703 to be paid in full no later than the end of fiscal 2023. As previously disclosed, in the second quarter of fiscal 2020, in connection with its cost-savings initiative, and its continued response to the COVID-19 pandemic and the related shift in market conditions, the Company committed to a plan of reduction in force which has resulted in the elimination of certain positions and termination of employment for certain employees worldwide. To adjust to anticipated consumer demand, the Company evolved its workshop strategy and expanded its restructuring plan to include lease termination and other related costs . The Company recorded expenses in connection with employee termination benefit costs of $25,103 and lease termination and other related costs of $7,989, totaling $33,092 ($24,756 after tax) for the fiscal year ended January 2, 2021 . These expenses impacted cost of revenues by $23,300 and selling, general and administrative expenses by $9,792 for the fiscal year ended January 2, 2021 . All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the fiscal year ended January 2, 2021 , the Company made payments of $15,434 towards the liability for these employee termination benefit costs and increased provision estimates by $180. For the fiscal year ended January 2, 2021 , the Company made payments of $645 towards the liability for these lease termination and related costs. For the three months ended April 3, 2021 , the Company made payments of $3,666 towards the liability for these employee termination benefit costs and decreased provision estimates by $49. For the three months ended April 3, 2021 , the Company made payments of $3,483 towards the liability for the lease termination costs and decreased provision estimates by $441. The Company expects the remaining employee termination benefit liability of $6,134 and the remaining lease termination liability of $1,397 to be paid in full no later than the end of fiscal 2023 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 03, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. On April 13, 2021, the Company repaid in full approximately $1,189,750 of borrowings under the Credit Facilities and redeemed all of the $300,000 aggregate principal amount of Senior Notes with proceeds received from approximately $1,000,000 in an aggregate principal amount of borrowings under the Company’s new credit facilities and proceeds received from the issuance of $500,000 in aggregate principal amount of 4.500% Senior Secured Notes due 2029. The Company’s new credit facilities consist of a $1,000,000 term loan facility and a $175,000 revolving credit facility (which includes borrowing capacity available for letters of credit). |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Leases [Abstract] | |
Schedule of Lease Assets and Lease Liabilities | At April 3, 2021 and January 2, 2021, the Company’s lease assets and lease liabilities were as follows: April 3, 2021 January 2, 2021 Assets: Operating lease assets $ 108,138 $ 119,102 Finance lease assets 161 207 Total leased assets $ 108,299 $ 119,309 Liabilities: Current Operating $ 24,045 $ 28,551 Finance 54 88 Noncurrent Operating $ 93,552 $ 101,561 Finance 84 93 Total lease liabilities $ 117,735 $ 130,293 |
Schedule of Components of Lease Expense | For the three months ended April 3, 2021 and March 28, 2020, the components of the Company’s lease expense were as follows Three Months Ended April 3, March 28, 2021 2020 Operating lease cost: Fixed lease cost $ 11,044 $ 12,641 Lease termination cost 3,152 — Variable lease cost 5 11 Total operating lease cost $ 14,201 $ 12,652 Finance lease cost: Amortization of leased assets 43 64 Interest on lease liabilities 2 3 Total finance lease cost $ 45 $ 67 Total lease cost $ 14,246 $ 12,719 |
Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates | At April 3, 2021 and January 2, 2021, the Company’s weighted average remaining lease term and weighted average discount rates were as follows: April 3, 2021 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.26 7.08 Finance leases 2.49 2.35 Weighted Average Discount Rate Operating leases 7.02 6.95 Finance leases 5.46 5.51 |
Schedule of Maturity of Lease Liabilities | At April 3, 2021, the maturity of the Company’s lease liabilities in each of the next five fiscal years and thereafter were as follows: Operating Leases Finance Leases Total Remainder of fiscal 2021 $ 23,754 $ 52 $ 23,806 2022 27,251 64 27,315 2023 20,721 26 20,747 2024 16,025 5 16,030 2025 11,572 — 11,572 Thereafter 54,542 — 54,542 Total lease payments $ 153,865 $ 147 $ 154,012 Less imputed interest 36,268 9 36,277 Present value of lease liabilities $ 117,597 $ 138 $ 117,735 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the three months ended April 3, 2021 and March 28, 2020 were as follows: Three Months Ended April 3, March 28, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 11,772 $ 12,701 Operating cash flows from finance leases $ 2 $ 3 Financing cash flows from finance leases $ 43 $ 64 Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities $ (1,892 ) $ 8,488 Leased assets obtained in exchange for new finance lease liabilities $ — $ — |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source | The following table presents the Company’s revenues disaggregated by revenue source: Three Months Ended April 3, March 28, 2021 2020 Digital Subscription Revenues $ 206,062 $ 174,545 Workshops + Digital Fees 73,758 150,112 Subscription Revenues, net $ 279,820 $ 324,657 Product sales and other, net 51,976 75,704 Revenues, net $ 331,796 $ 400,361 |
Schedule of Revenues Disaggregated by Revenue Source and Segment | The following tables present the Company’s revenues disaggregated by revenue source and segment: Three Months Ended April 3, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 132,090 $ 58,915 $ 9,809 $ 5,248 $ 206,062 Workshops + Digital Fees 54,904 10,940 5,169 2,745 73,758 Subscription Revenues, net $ 186,994 $ 69,855 $ 14,978 $ 7,993 $ 279,820 Product sales and other, net 34,321 12,041 4,089 1,525 51,976 Revenues, net $ 221,315 $ 81,896 $ 19,067 $ 9,518 $ 331,796 Three Months Ended March 28, 2020 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 116,349 $ 46,638 $ 7,576 $ 3,982 $ 174,545 Workshops + Digital Fees 112,843 21,519 11,129 4,621 150,112 Subscription Revenues, net $ 229,192 $ 68,157 $ 18,705 $ 8,603 $ 324,657 Product sales and other, net 54,514 11,833 6,323 3,034 75,704 Revenues, net $ 283,706 $ 79,990 $ 25,028 $ 11,637 $ 400,361 |
Schedule of Accounts Receivable and Deferred Revenues | The opening and ending balances of the Company’s deferred revenues are as follows: Deferred Deferred Revenue Revenue-Long Term Balance as of January 2, 2021 $ 50,475 $ 44 Net decrease during the period (459 ) (18 ) Balance as of April 3, 2021 $ 50,016 $ 26 |
Franchise Rights Acquired, Go_2
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | For the three months ended April 3, 2021 , the change in the carrying amount of goodwill was due to the effect of exchange rate changes as follows: North Continental United America Europe Kingdom Other Total Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Effect of exchange rate changes 515 (351 ) 15 (15 ) 164 Balance as of April 3, 2021 $ 145,586 $ 7,441 $ 1,283 $ 1,471 $ 155,781 |
Schedule of Carrying Values of Finite-lived Intangible Assets | The carrying values of finite-lived intangible assets as of April 3, 2021 and January 2, 2021 were as follows: April 3, 2021 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 133,242 $ 111,540 $ 131,420 $ 109,170 Website development costs 100,461 71,928 95,718 67,656 Trademarks 12,018 11,512 11,999 11,457 Other 14,055 5,328 14,093 5,238 Trademarks and other intangible assets $ 259,776 $ 200,308 $ 253,230 $ 193,521 Franchise rights acquired 7,844 4,547 7,925 4,575 Total finite-lived intangible assets $ 267,620 $ 204,855 $ 261,155 $ 198,096 |
Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets | Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter is as follows: Remainder of fiscal 2021 $ 21,633 Fiscal 2022 $ 20,029 Fiscal 2023 $ 9,876 Fiscal 2024 $ 1,804 Fiscal 2025 and thereafter $ 9,423 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The components of the Company’s long-term debt were as follows: April 3, 2021 January 2, 2021 Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Principal Balance Unamortized Deferred Financing Costs Unamortized Debt Discount Effective Rate (1) Revolving Credit Facility due November 29, 2022 $ — $ — $ — 0.00 % $ — $ — $ — 3.03 % Term Loan Facility due November 29, 2024 1,189,750 4,787 16,133 6.08 % 1,209,000 5,113 17,233 6.60 % Notes due December 1, 2025 300,000 811 — 8.61 % 300,000 854 — 8.71 % Total $ 1,489,750 $ 5,598 $ 16,133 6.59 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion 77,000 77,000 Unamortized deferred financing costs 5,598 5,967 Unamortized debt discount 16,133 17,233 Total long-term debt $ 1,391,019 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. |
Per Share Data (Tables)
Per Share Data (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Loss Per Share | The following table sets forth the computation of basic and diluted loss per share data: Three Months Ended April 3, March 28, 2021 2020 Numerator: Net loss attributable to WW International, Inc. $ (18,227 ) $ (6,063 ) Denominator: Weighted average shares of common stock outstanding 69,084 67,436 Effect of dilutive common stock equivalents — — Weighted average diluted common shares outstanding 69,084 67,436 Net loss per share attributable to WW International, Inc. Basic $ (0.26 ) $ (0.09 ) Diluted $ (0.26 ) $ (0.09 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Fair Value Disclosures [Abstract] | |
Aggregate Fair Value of Derivative Financial Instruments | The following table presents the aggregate fair value of the Company’s derivative financial instruments: Fair Value Measurements Using: Total Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Interest rate swap liability at April 3, 2021 $ 23,053 $ — $ 23,053 $ — Interest rate swap liability at January 2, 2021 $ 28,283 $ — $ 28,283 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss by Component | Amounts reclassified out of accumulated other comprehensive loss are as follows: Changes in Accumulated Other Comprehensive Loss by Component (a) Three Months Ended April 3, 2021 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) Other comprehensive income (loss) before reclassifications, net of tax 1,175 (838 ) 337 Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 2,718 — 2,718 Net current period other comprehensive income (loss) 3,893 (838 ) 3,055 Ending balance at April 3, 2021 $ (17,086 ) $ (5,008 ) $ (22,094 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications Three Months Ended March 28, 2020 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) Other comprehensive loss before reclassifications, net of tax (10,471 ) (7,321 ) (17,792 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (b) 820 — 820 Net current period other comprehensive loss including noncontrolling interest (9,651 ) (7,321 ) (16,972 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 98 98 Ending balance at March 28, 2020 $ (25,180 ) $ (19,046 ) $ (44,226 ) (a) Amounts in parentheses indicate debits (b) See separate table below for details about these reclassifications |
Reclassifications out of Accumulated Other Comprehensive Loss | Reclassifications out of Accumulated Other Comprehensive Loss (a) Three Months Ended April 3, March 28, 2021 2020 Details about Other Comprehensive Loss Components Amounts Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement Where Net Income is Presented Loss on Qualifying Hedges Interest rate contracts $ (3,633 ) $ (1,099 ) Interest expense (3,633 ) (1,099 ) Loss before income taxes 915 279 Benefit from income taxes $ (2,718 ) $ (820 ) Net loss (a) Amounts in parentheses indicate debits to profit/loss |
Segment Data (Tables)
Segment Data (Tables) | 3 Months Ended |
Apr. 03, 2021 | |
Segment Reporting [Abstract] | |
Information About Reportable Segments | Information about the Company’s reportable segments is as follows: Total Revenue, net Three Months Ended April 3, 2021 March 28, 2020 North America $ 221,315 $ 283,706 Continental Europe 81,896 79,990 United Kingdom 19,067 25,028 Other 9,518 11,637 Total revenue, net $ 331,796 $ 400,361 Net Loss Three Months Ended April 3, 2021 March 28, 2020 Segment operating income: North America $ 27,582 $ 45,253 Continental Europe 20,054 13,572 United Kingdom 543 (837 ) Other 103 (2,776 ) Total segment operating income 48,282 55,212 General corporate expenses 45,451 30,345 Interest expense 29,123 31,551 Other (income) expense, net (237 ) 24 Benefit from income taxes (7,828 ) (651 ) Net loss $ (18,227 ) $ (6,057 ) Net income attributable to the noncontrolling interest — (6 ) Net loss attributable to WW International, Inc. $ (18,227 ) $ (6,063 ) Depreciation and Amortization Three Months Ended April 3, 2021 March 28, 2020 North America $ 10,312 $ 10,527 Continental Europe 434 388 United Kingdom 257 262 Other 113 97 Total segment depreciation and amortization 11,116 11,274 General corporate depreciation and amortization 4,295 3,121 Depreciation and amortization $ 15,411 $ 14,395 |
Accounting Standards Adopted _2
Accounting Standards Adopted in Current Year - Additional Information (Detail) - ASU 2019-12 | Apr. 03, 2021 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Change in accounting principle, accounting standards update, adopted | true |
Change in accounting principle, accounting standards update, adoption date | Jan. 3, 2021 |
Change in accounting principle, accounting standards update, immaterial effect | true |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
Assets: | ||
Operating lease assets | $ 108,138 | $ 119,102 |
Finance lease assets | 161 | 207 |
Total leased assets | 108,299 | 119,309 |
Current | ||
Operating | 24,045 | 28,551 |
Finance | 54 | 88 |
Noncurrent | ||
Operating | 93,552 | 101,561 |
Finance | 84 | 93 |
Total lease liabilities | $ 117,735 | $ 130,293 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Operating lease cost: | ||
Fixed lease cost | $ 11,044 | $ 12,641 |
Lease termination cost | 3,152 | |
Variable lease cost | 5 | 11 |
Total operating lease cost | 14,201 | 12,652 |
Finance lease cost: | ||
Amortization of leased assets | 43 | 64 |
Interest on lease liabilities | 2 | 3 |
Total finance lease cost | 45 | 67 |
Total lease cost | $ 14,246 | $ 12,719 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates (Detail) | Apr. 03, 2021 | Jan. 02, 2021 |
Weighted Average Remaining Lease Term (years) | ||
Operating leases | 7 years 3 months 3 days | 7 years 29 days |
Finance leases | 2 years 5 months 26 days | 2 years 4 months 6 days |
Weighted Average Discount Rate | ||
Operating leases | 7.02% | 6.95% |
Finance leases | 5.46% | 5.51% |
Leases - Additional Information
Leases - Additional Information (Detail) | 3 Months Ended |
Apr. 03, 2021 | |
Lessee Lease Description [Line Items] | |
Lease weighted average remaining lease term | 7 years 3 months 3 days |
Minimum | |
Lessee Lease Description [Line Items] | |
Leases, remaining lease term | 0 years |
Maximum | |
Lessee Lease Description [Line Items] | |
Leases, remaining lease term | 11 years |
Leases - Schedule of Maturity o
Leases - Schedule of Maturity of Lease Liabilities (Detail) - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
Operating Leases | ||
Remainder of fiscal 2021 | $ 23,754 | |
2022 | 27,251 | |
2023 | 20,721 | |
2024 | 16,025 | |
2025 | 11,572 | |
Thereafter | 54,542 | |
Total lease payments | 153,865 | |
Less imputed interest | 36,268 | |
Present value of lease liabilities | 117,597 | |
Finance Leases | ||
Remainder of fiscal 2021 | 52 | |
2022 | 64 | |
2023 | 26 | |
2024 | 5 | |
Total lease payments | 147 | |
Less imputed interest | 9 | |
Present value of lease liabilities | 138 | |
Total | ||
Remainder of fiscal 2021 | 23,806 | |
2022 | 27,315 | |
2023 | 20,747 | |
2024 | 16,030 | |
2025 | 11,572 | |
Thereafter | 54,542 | |
Total lease payments | 154,012 | |
Less imputed interest | 36,277 | |
Present value of lease liabilities | $ 117,735 | $ 130,293 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from operating leases | $ 11,772 | $ 12,701 |
Operating cash flows from finance leases | 2 | 3 |
Financing cash flows from finance leases | 43 | 64 |
Leased assets (modified) obtained in exchange for (modified) new operating lease liabilities | $ (1,892) | $ 8,488 |
Revenue - Schedule of Revenues
Revenue - Schedule of Revenues Disaggregated by Revenue Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | $ 331,796 | $ 400,361 |
Digital Subscription Revenues | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 206,062 | 174,545 |
Workshops + Digital Fees | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 73,758 | 150,112 |
Subscription | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 279,820 | 324,657 |
Product sales and other, net | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | $ 51,976 | $ 75,704 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenues Disaggregated by Revenue Source and Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | $ 331,796 | $ 400,361 |
North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 221,315 | 283,706 |
Continental Europe | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 81,896 | 79,990 |
United Kingdom | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 19,067 | 25,028 |
Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 9,518 | 11,637 |
Digital Subscription Revenues | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 206,062 | 174,545 |
Digital Subscription Revenues | North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 132,090 | 116,349 |
Digital Subscription Revenues | Continental Europe | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 58,915 | 46,638 |
Digital Subscription Revenues | United Kingdom | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 9,809 | 7,576 |
Digital Subscription Revenues | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 5,248 | 3,982 |
Workshops + Digital Fees | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 73,758 | 150,112 |
Workshops + Digital Fees | North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 54,904 | 112,843 |
Workshops + Digital Fees | Continental Europe | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 10,940 | 21,519 |
Workshops + Digital Fees | United Kingdom | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 5,169 | 11,129 |
Workshops + Digital Fees | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 2,745 | 4,621 |
Subscription | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 279,820 | 324,657 |
Subscription | North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 186,994 | 229,192 |
Subscription | Continental Europe | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 69,855 | 68,157 |
Subscription | United Kingdom | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 14,978 | 18,705 |
Subscription | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 7,993 | 8,603 |
Product sales and other, net | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 51,976 | 75,704 |
Product sales and other, net | North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 34,321 | 54,514 |
Product sales and other, net | Continental Europe | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 12,041 | 11,833 |
Product sales and other, net | United Kingdom | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | 4,089 | 6,323 |
Product sales and other, net | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenues, net | $ 1,525 | $ 3,034 |
Revenue - Schedule of Accounts
Revenue - Schedule of Accounts Receivable and Deferred Revenues (Detail) $ in Thousands | 3 Months Ended |
Apr. 03, 2021USD ($) | |
Deferred Revenue - Short Term | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred Revenue, Beginning balance | $ 50,475 |
Net decrease during the period | (459) |
Deferred Revenue, Ending balance | 50,016 |
Deferred Revenue - Long Term | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred Revenue, Beginning balance | 44 |
Net decrease during the period | (18) |
Deferred Revenue, Ending balance | $ 26 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Jan. 02, 2021 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Deferred revenue recognized | $ 45,275 | |
Other Liabilities | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Long-term deferred revenue | $ 26 | $ 44 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 30, 2021 | Mar. 22, 2021 |
The WW Group, Inc. | ||
Business Acquisition [Line Items] | ||
Business acquisition, aggregate purchase price | $ 17,500 | |
Business acquisition, cash payment | 8,255 | |
Business acquisition, assumed net liabilities | 495 | |
Business acquisition, purchase price allocation, inventories | 162 | |
Business acquisition, purchase price allocation, property and equipment | 41 | |
Business acquisition, purchase price allocation, other assets | 4 | |
The WW Group, Inc. | Scenario, Forecast | ||
Business Acquisition [Line Items] | ||
Business acquisition, cash payable | $ 8,750 | |
Business acquisition, cash in reserves | $ 2,300 | |
The WW Group, Inc. | Franchise Rights | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 16,885 | |
The WW Group, Inc. | Customer Relationship | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, finite lived intangible assets | 408 | |
The WW Group Co. | ||
Business Acquisition [Line Items] | ||
Business acquisition, aggregate purchase price | 3,114 | |
Business acquisition, cash payment | 2,605 | |
Business acquisition, cash in reserves | 599 | |
Business acquisition, purchase price allocation, inventories | 6 | |
Business acquisition, purchase price allocation, property and equipment | 25 | |
Business acquisition, purchase price allocation, other assets | 1 | |
Business acquisition, assumed net assets | 90 | |
The WW Group Co. | Franchise Rights | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 3,040 | |
The WW Group Co. | Customer Relationship | ||
Business Acquisition [Line Items] | ||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 42 |
Franchise Rights Acquired, Go_3
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 3 Months Ended |
Apr. 03, 2021USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 155,617 |
Effect of exchange rate changes | 164 |
Ending balance | 155,781 |
North America | |
Goodwill [Line Items] | |
Beginning balance | 145,071 |
Effect of exchange rate changes | 515 |
Ending balance | 145,586 |
Continental Europe | |
Goodwill [Line Items] | |
Beginning balance | 7,792 |
Effect of exchange rate changes | (351) |
Ending balance | 7,441 |
United Kingdom | |
Goodwill [Line Items] | |
Beginning balance | 1,268 |
Effect of exchange rate changes | 15 |
Ending balance | 1,283 |
Other | |
Goodwill [Line Items] | |
Beginning balance | 1,486 |
Effect of exchange rate changes | (15) |
Ending balance | $ 1,471 |
Franchise Rights Acquired, Go_4
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Carrying Values of Finite-lived Intangible Assets (Detail) - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 267,620 | $ 261,155 |
Accumulated Amortization | 204,855 | 198,096 |
Capitalized software costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 133,242 | 131,420 |
Accumulated Amortization | 111,540 | 109,170 |
Website development costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 100,461 | 95,718 |
Accumulated Amortization | 71,928 | 67,656 |
Trademarks | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 12,018 | 11,999 |
Accumulated Amortization | 11,512 | 11,457 |
Other | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 14,055 | 14,093 |
Accumulated Amortization | 5,328 | 5,238 |
Trademarks and other intangible assets | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 259,776 | 253,230 |
Accumulated Amortization | 200,308 | 193,521 |
Franchise Rights | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 7,844 | 7,925 |
Accumulated Amortization | $ 4,547 | $ 4,575 |
Franchise Rights Acquired, Go_5
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Finite-lived intangible assets, aggregate amortization expense | $ 7,998 | $ 7,165 |
Franchise Rights Acquired, Go_6
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Estimated Amortization Expense of Finite-lived Intangible Assets (Detail) $ in Thousands | Apr. 03, 2021USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remainder of fiscal 2021 | $ 21,633 |
Fiscal 2022 | 20,029 |
Fiscal 2023 | 9,876 |
Fiscal 2024 | 1,804 |
Fiscal 2025 and thereafter | $ 9,423 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Detail) - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 | |
Debt Instrument | |||
Total Debt | $ 1,489,750 | $ 1,509,000 | |
Less: Current portion | 77,000 | 77,000 | |
Unamortized Deferred Financing Costs | 5,598 | 5,967 | |
Unamortized Debt discount | 16,133 | 17,233 | |
Total long-term debt | $ 1,391,019 | $ 1,408,800 | |
Effective Interest Rate | [1] | 6.59% | 6.94% |
Term Loan Facility due November 29, 2024 | |||
Debt Instrument | |||
Total Debt | $ 1,189,750 | $ 1,209,000 | |
Unamortized Deferred Financing Costs | 4,787 | 5,113 | |
Unamortized Debt discount | $ 16,133 | $ 17,233 | |
Effective Interest Rate | [1] | 6.08% | 6.60% |
Notes due December 1, 2025 | |||
Debt Instrument | |||
Total Debt | $ 300,000 | $ 300,000 | |
Unamortized Deferred Financing Costs | $ 811 | $ 854 | |
Effective Interest Rate | [1] | 8.61% | 8.71% |
Revolving Credit Facility due November 29, 2022 | |||
Debt Instrument | |||
Total Debt | $ 0 | ||
Effective Interest Rate | [1] | 0.00% | 3.03% |
[1] | Includes amortization of deferred financing costs and debt discount. |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Jun. 14, 2020USD ($) | Jun. 05, 2020USD ($) | Mar. 23, 2020USD ($) | Oct. 10, 2019USD ($) | May 31, 2019USD ($) | Nov. 29, 2017USD ($) | Jul. 02, 2022 | Apr. 02, 2022 | Apr. 03, 2021USD ($) | Jan. 02, 2021USD ($) | Jan. 01, 2022 | Jan. 02, 2021USD ($) | Dec. 28, 2019USD ($) | |
Debt Instrument | ||||||||||||||
Loan outstanding amount | $ 1,489,750,000 | $ 1,509,000,000 | $ 1,509,000,000 | |||||||||||
Percentage of equity interests pledged | 100.00% | |||||||||||||
Effective Interest Rate | [1] | 6.59% | 6.94% | 6.94% | ||||||||||
Average interest rate on outstanding debt, exclusive the impact of swap | 6.59% | 7.03% | 7.03% | |||||||||||
Average interest rate on outstanding debt, including the impact of swap | 7.06% | 7.41% | ||||||||||||
Scenario Forecast | ||||||||||||||
Debt Instrument | ||||||||||||||
Increase decrease in consolidated first lien leverage ratio | 3.75 | 4.50 | ||||||||||||
Maximum | ||||||||||||||
Debt Instrument | ||||||||||||||
Pledge percentage of first tier foreign subsidiaries directly owned by company or wholly owned subsidiaries | 65.00% | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Total Debt | $ 150,000,000 | $ 1,468,019,000 | $ 1,485,800,000 | $ 1,485,800,000 | ||||||||||
Line of credit facility drawn amount | 0 | $ 0 | $ 0 | |||||||||||
Credit Facility, maximum borrowing capacity | $ 175,000,000 | |||||||||||||
Credit Facility, increase in amount | $ 25,000,000 | |||||||||||||
Repayment of line of credit | $ 148,000,000 | |||||||||||||
Loan outstanding amount | 0 | |||||||||||||
Credit facility available amount | 173,846,000 | |||||||||||||
Line of credit facility, issued but undrawn letters of credit | $ 1,154,000 | |||||||||||||
Consolidated first lien leverage ratio | 3.75 | 3.01 | ||||||||||||
Effective Interest Rate | [1] | 0.00% | 3.03% | 3.03% | ||||||||||
Percentage of equity interests pledged | 0.625% | 0.35% | ||||||||||||
Minimum outstanding amount to compliance springing maintenance covenant | 33.33% | |||||||||||||
Increase decrease in consolidated first lien leverage ratio | 4.50 | |||||||||||||
Maximum decrease amount not compliance with maintenance covenant | $ 58,333,000,000 | |||||||||||||
Revolving Credit Facility | Scenario Forecast | ||||||||||||||
Debt Instrument | ||||||||||||||
Increase decrease in consolidated first lien leverage ratio | 5 | |||||||||||||
Credit Facilities | ||||||||||||||
Debt Instrument | ||||||||||||||
Total Debt | 1,565,000,000 | 1,489,750,000 | ||||||||||||
Line of credit facility drawn amount | 25,000,000 | |||||||||||||
Term Loan Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Total Debt | 1,540,000,000 | $ 1,189,750,000 | ||||||||||||
Term Loan Facility | Higher of Federal Funds Effective Rate and Overnight Bank Funding Rate | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit facility, interest rate | 0.50% | |||||||||||||
Term Loan Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit facility, interest rate | 1.00% | |||||||||||||
Debt instrument variable rate floor percent determined option one | 0.75% | |||||||||||||
Effective Interest Rate | 4.75% | |||||||||||||
Term Loan Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt instrument variable rate floor percent determined option one | 1.75% | |||||||||||||
Notes due December 1, 2025 | ||||||||||||||
Debt Instrument | ||||||||||||||
Total Debt | $ 300,000,000 | $ 300,000,000 | ||||||||||||
Debt Instrument Interest Rate Stated Percentage | 8.625% | 8.625% | ||||||||||||
Loan outstanding amount | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |||||||||||
Effective Interest Rate | [1] | 8.61% | 8.71% | 8.71% | ||||||||||
Debt instrument issued date | Nov. 29, 2017 | |||||||||||||
Debt instrument, due date | Dec. 1, 2025 | |||||||||||||
Debt instrument interest payment term | Interest on the Notes is payable semi-annually on June 1 and December 1 of each year, beginning on June 1, 2018. | |||||||||||||
Debt Instrument, redemption, description | On or after December 1, 2020, the Company may on any one or more occasions redeem some or all of the Notes at a purchase price equal to 104.313% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 102.156% on or after December 1, 2021 and to 100.000% on or after December 1, 2022. | |||||||||||||
Notes due December 1, 2025 | Change of Control | ||||||||||||||
Debt Instrument | ||||||||||||||
Repurchase price of principal amount of notes plus accrued and unpaid interest | 101.00% | |||||||||||||
Notes due December 1, 2025 | Sale of Assets | ||||||||||||||
Debt Instrument | ||||||||||||||
Repurchase price of principal amount of notes plus accrued and unpaid interest | 100.00% | |||||||||||||
Notes due December 1, 2025 | Debt Instrument Redemption Date, December 1, 2020 | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 104.313% | |||||||||||||
Debt Instrument, redemption date | Dec. 1, 2020 | |||||||||||||
Notes due December 1, 2025 | Debt Instrument Redemption Date, December 1, 2021 | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 102.156% | |||||||||||||
Debt Instrument, redemption date | Dec. 1, 2021 | |||||||||||||
Notes due December 1, 2025 | Debt Instrument Redemption Date, December 1, 2022 | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 100.00% | |||||||||||||
Debt Instrument, redemption date | Dec. 1, 2022 | |||||||||||||
Senior Secured Tranche B Term Loan | Term Loan Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit Facility, maximum borrowing capacity | $ 1,540,000,000 | |||||||||||||
Debt Instrument, maturity year | 2024 | |||||||||||||
Prepayment of principal amount | $ 50,000,000 | $ 50,000,000 | ||||||||||||
Write-off deferred financing fees | $ 526,000 | |||||||||||||
Senior Secured Revolving Credit Facility | Revolving Credit Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit Facility, maximum borrowing capacity | $ 150,000,000 | |||||||||||||
Debt Instrument, maturity year | 2022 | |||||||||||||
Credit facility, amount drew | $ 148,000,000 | |||||||||||||
Term Loan | Senior Secured Credit Facilities | ||||||||||||||
Debt Instrument | ||||||||||||||
Loan outstanding amount | $ 1,189,750,000 | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Total Debt | $ 0 | |||||||||||||
Revolving Credit Facility | Higher of Federal Funds Effective Rate and Overnight Bank Funding Rate | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit facility, interest rate | 0.50% | |||||||||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit facility, interest rate | 1.00% | |||||||||||||
Effective Interest Rate | 2.25% | |||||||||||||
Revolving Credit Facility | Consolidated First Lien Leverage Ratio Greater Than Or Equal To Three Point Seven Five | ||||||||||||||
Debt Instrument | ||||||||||||||
Credit facility, interest rate | 3.00% | |||||||||||||
Consolidated first lien leverage ratio | 3.75 | |||||||||||||
[1] | Includes amortization of deferred financing costs and debt discount. |
Per Share Data - Computation of
Per Share Data - Computation of Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Numerator: | ||
Net loss attributable to WW International, Inc. | $ (18,227) | $ (6,063) |
Denominator: | ||
Weighted average shares of common stock outstanding | 69,084 | 67,436 |
Weighted average diluted common shares outstanding | 69,084 | 67,436 |
Net loss per share attributable to WW International, Inc. | ||
Basic | $ (0.26) | $ (0.09) |
Diluted | $ (0.26) | $ (0.09) |
Per Share Data - Additional Inf
Per Share Data - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Earnings Per Share [Abstract] | ||
Anti-dilutive common stock equivalents excluded from the calculation of diluted net loss per share | 6,360 | 4,042 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 30.00% | 9.70% |
Derivative Instruments and He_2
Derivative Instruments and Hedging - Additional Information (Detail) - USD ($) | Jun. 07, 2019 | Jun. 11, 2018 | Apr. 03, 2021 | Jan. 02, 2021 |
Derivative | ||||
Maximum length of time hedging forecasted | 3 years | |||
Derivative loss included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next 12 months, net of tax | $ 3,852,000 | |||
Derivative loss included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next 12 months, before tax | 5,150,000 | |||
Interest Rate Swap | ||||
Derivative | ||||
Forward-starting interest rate swap, effective date | Apr. 2, 2020 | Apr. 2, 2020 | ||
Forward starting interest rate swap, termination date | Mar. 31, 2024 | Mar. 31, 2024 | ||
Derivative interest rate swap percentage | 1.901% | 3.1005% | ||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss net of tax | 17,086,000 | $ 20,979,000 | ||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss before tax | 22,956,000 | 28,161,000 | ||
Interest Rate Swap | Cash Flow Hedging | ||||
Derivative | ||||
Notional amount | $ 250,000,000 | $ 500,000,000 | 500,000,000 | 750,000,000 |
Interest Rate Swap | Cash Flow Hedging | April 2, 2020 | ||||
Derivative | ||||
Notional amount | $ 500,000,000 | |||
Forward-starting interest rate swap, effective date | Apr. 2, 2020 | |||
Interest Rate Swap | Cash Flow Hedging | March 31, 2021 | ||||
Derivative | ||||
Notional amount | $ 250,000,000 | |||
Forward-starting interest rate swap, effective date | Mar. 31, 2021 | |||
Current Swap | Derivative Payable | ||||
Derivative | ||||
Interest rate swap liability | $ 23,053,000 | $ 28,283,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Apr. 03, 2021 | Jan. 02, 2021 | Nov. 29, 2017 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Fair value assets, transfer between level 1 to level 2 | $ 0 | $ 0 | |
Fair value liabilities, transfer between level 1 to level 2 | 0 | 0 | |
Fair value assets, transfer between level 2 to level 1 | 0 | 0 | |
Fair value liabilities, transfer between level 2 to level 1 | 0 | 0 | |
Revolving Credit Facility | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Carrying value of long-term debt | 0 | 0 | |
Fair value of long-term debt | 1,484,132,000 | 1,501,148,000 | |
Debt outstanding amount | $ 1,468,019,000 | $ 1,485,800,000 | $ 150,000,000 |
Fair Value Measurements - Aggre
Fair Value Measurements - Aggregate Fair Value of Derivative Financial Instruments (Detail) - Fair Value, Measurements, Recurring - Interest Rate Swap - USD ($) $ in Thousands | Apr. 03, 2021 | Jan. 02, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap liability | $ 23,053 | $ 28,283 |
Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap liability | $ 23,053 | $ 28,283 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss by Component (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | $ (548,211) | $ (685,543) | |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 337 | (17,792) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 2,718 | 820 |
Net current period other comprehensive income (loss) including noncontrolling interest | [1] | 3,055 | (16,972) |
Less: Net current period other comprehensive loss attributable to the noncontrolling interest | [1] | 98 | |
Ending balance | (555,778) | (704,473) | |
Loss on Qualifying Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (20,979) | (15,529) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 1,175 | (10,471) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 2,718 | 820 |
Net current period other comprehensive income (loss) including noncontrolling interest | [1] | 3,893 | (9,651) |
Ending balance | [1] | (17,086) | (25,180) |
Loss on Foreign Currency Translation | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (4,170) | (11,823) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | (838) | (7,321) |
Net current period other comprehensive income (loss) including noncontrolling interest | [1] | (838) | (7,321) |
Less: Net current period other comprehensive loss attributable to the noncontrolling interest | [1] | 98 | |
Ending balance | [1] | (5,008) | (19,046) |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | [1] | (25,149) | (27,352) |
Ending balance | [1] | $ (22,094) | $ (44,226) |
[1] | Amounts in parentheses indicate debits | ||
[2] | See separate table below for details about these reclassifications |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reclassifications out of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 03, 2021 | Mar. 28, 2020 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Interest expense | $ (29,123) | $ (31,551) | |
Loss before income taxes | 26,055 | 6,708 | |
Benefit from income taxes | (7,828) | (651) | |
Net loss | 18,227 | 6,057 | |
Loss on Qualifying Hedges | Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Loss before income taxes | [1] | (3,633) | (1,099) |
Benefit from income taxes | [1] | 915 | 279 |
Net loss | [1] | (2,718) | (820) |
Loss on Qualifying Hedges | Interest Rate Contract | Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Interest expense | [1] | $ (3,633) | $ (1,099) |
[1] | Amounts in parentheses indicate debits to profit/loss |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 3 Months Ended |
Apr. 03, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment Data - Information Abou
Segment Data - Information About Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2021 | Mar. 28, 2020 | |
Segment Reporting Information [Line Items] | ||
Net revenue | $ 331,796 | $ 400,361 |
Operating income | 2,831 | 24,867 |
Interest expense | 29,123 | 31,551 |
Other (income) expense, net | (237) | 24 |
Benefit from income taxes | (7,828) | (651) |
Net loss | (18,227) | (6,057) |
Net income attributable to the noncontrolling interest | (6) | |
Net loss attributable to WW International, Inc. | (18,227) | (6,063) |
Depreciation and amortization | 15,411 | 14,395 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating income | 48,282 | 55,212 |
Depreciation and amortization | 11,116 | 11,274 |
General corporate expenses | ||
Segment Reporting Information [Line Items] | ||
General corporate expenses | 45,451 | 30,345 |
Depreciation and amortization | 4,295 | 3,121 |
North America | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 221,315 | 283,706 |
North America | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating income | 27,582 | 45,253 |
Depreciation and amortization | 10,312 | 10,527 |
Continental Europe | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 81,896 | 79,990 |
Continental Europe | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating income | 20,054 | 13,572 |
Depreciation and amortization | 434 | 388 |
United Kingdom | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 19,067 | 25,028 |
United Kingdom | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating income | 543 | (837) |
Depreciation and amortization | 257 | 262 |
Other | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 9,518 | 11,637 |
Other | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating income | 103 | (2,776) |
Depreciation and amortization | $ 113 | $ 97 |
Related Party - Additional Info
Related Party - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | Dec. 15, 2019 | Oct. 18, 2015 | Mar. 31, 2021 | Apr. 03, 2021 | Jun. 27, 2020 | Mar. 28, 2020 | Jan. 02, 2021 |
Related Party Transaction [Line Items] | |||||||
Initial agreement term | 5 years | ||||||
Ms. Winfrey | |||||||
Related Party Transaction [Line Items] | |||||||
Fully vested option to purchase shares of common stock | 3,276 | ||||||
Dividend yield | 0.00% | ||||||
Volatility rate | 63.68% | ||||||
Risk-free interest rate | 0.41% | ||||||
Accounts payable to related parties | $ 0 | $ 76 | |||||
Number of shares sold by related party | 875 | ||||||
Stock options exercised | 330 | ||||||
Ms. Winfrey | Selling, General and Administrative Expenses | |||||||
Related Party Transaction [Line Items] | |||||||
Compensation expense | $ 32,686 | ||||||
Ms. Winfrey and her related entities | |||||||
Related Party Transaction [Line Items] | |||||||
Related Party Transaction, service provided by related party | $ 474 | $ 938 | |||||
Related Party Transaction, actual costs reimbursed | $ 1,509 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Apr. 03, 2021 | Jan. 01, 2022 | Jan. 02, 2021 | |
Restructuring Cost And Reserve [Line Items] | |||
Lease termination and other related costs | $ 4,720 | $ 7,989 | |
Employee termination benefit costs net | 818 | 25,103 | |
Restructuring charges | 5,538 | 33,092 | |
Restructuring charges after tax | 4,143 | 24,756 | |
Fiscal 2021 | |||
Restructuring Cost And Reserve [Line Items] | |||
Remaining employee termination benefit liability | 703 | ||
Remaining lease termination and related cost liability | 2,953 | ||
Fiscal 2021 | Scenario, Forecast | |||
Restructuring Cost And Reserve [Line Items] | |||
Estimates cost | $ 18,000 | ||
Estimate revision cost | 11,000 | ||
Fiscal 2021 | Lease Termination Costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Payments for expenses | 607 | ||
Fiscal 2021 | Employee Severance | |||
Restructuring Cost And Reserve [Line Items] | |||
Payments for expenses | 115 | ||
Fiscal 2020 | |||
Restructuring Cost And Reserve [Line Items] | |||
Remaining employee termination benefit liability | 6,134 | ||
Remaining lease termination and related cost liability | 1,397 | ||
Fiscal 2020 | Lease Termination Costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Payments for expenses | 3,483 | 645 | |
Provisions | (441) | ||
Fiscal 2020 | Employee Severance | |||
Restructuring Cost And Reserve [Line Items] | |||
Payments for expenses | 3,666 | 15,434 | |
Provisions | (49) | $ 180 | |
Cost of Revenues | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges | 5,202 | 23,300 | |
Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges | $ 336 | $ 9,792 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 13, 2021 | Jun. 05, 2020 | Apr. 03, 2021 | Jan. 02, 2021 | Nov. 29, 2017 |
4.500% Senior Secured Notes due 2029 | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 500,000 | ||||
Debt Instrument Interest Rate Stated Percentage | 450.00% | ||||
Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 300,000 | $ 300,000 | |||
Debt Instrument Interest Rate Stated Percentage | 8.625% | 8.625% | |||
Senior Notes | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Debt instrument redeemed amount | $ 300,000 | ||||
Credit Facilities | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 1,489,750 | $ 1,565,000 | |||
Credit Facilities | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | 1,000,000 | ||||
Term Loan | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | 1,000,000 | ||||
Senior Secured Credit Facilities | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Repayment of line of credit | 1,189,750 | ||||
Revolving Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Repayment of line of credit | $ 148,000 | ||||
Aggregate principal amount | $ 1,468,019 | $ 1,485,800 | $ 150,000 | ||
Revolving Credit Facility | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 175,000 |