Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 01, 2022 | Feb. 01, 2022 | Jul. 02, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 1, 2022 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WW | ||
Entity Registrant Name | WW INTERNATIONAL, INC. | ||
Entity Central Index Key | 0000105319 | ||
Current Fiscal Year End Date | --01-01 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Common Stock, Shares Outstanding | 70,076,953 | ||
Entity Public Float | $ 1,954,624,188 | ||
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 Annual Report | true | ||
Document Transition Report | false | ||
Auditor Name | PricewaterhouseCoopers LLP | ||
Auditor Location | New York, New York | ||
Auditor Firm ID | 238 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive Proxy Statement for its 2022 annual meeting of shareholders are incorporated herein by reference in Part III, Items 10-14. Such Proxy Statement will be filed with the SEC no later than 120 days after the registrant’s fiscal year ended January 1, 2022. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 153,794 | $ 165,887 |
Receivables (net of allowances: January 1, 2022 - $1,726 and January 2, 2021 - $2,298) | 29,321 | 34,555 |
Inventories | 30,566 | 39,456 |
Prepaid income taxes | 30,478 | 20,028 |
Prepaid marketing and advertising | 5,981 | 15,656 |
Prepaid expenses and other current assets | 21,033 | 23,610 |
TOTAL CURRENT ASSETS | 271,173 | 299,192 |
Property and equipment, net | 37,219 | 51,935 |
Operating lease assets | 89,902 | 119,102 |
Franchise rights acquired | 785,195 | 765,850 |
Goodwill | 157,374 | 155,617 |
Other intangible assets, net | 61,126 | 59,709 |
Deferred income taxes | 11,259 | 13,625 |
Other noncurrent assets | 15,686 | 16,144 |
TOTAL ASSETS | 1,428,934 | 1,481,174 |
CURRENT LIABILITIES | ||
Portion of long-term debt due within one year | 77,000 | |
Portion of operating lease liabilities due within one year | 20,297 | 28,551 |
Accounts payable | 22,444 | 23,052 |
Salaries and wages payable | 57,401 | 58,047 |
Accrued marketing and advertising | 15,904 | 15,556 |
Accrued interest | 5,085 | 2,710 |
Other accrued liabilities | 45,728 | 48,615 |
Derivative payable | 14,670 | 28,283 |
Income taxes payable | 1,748 | 7,810 |
Deferred revenue | 45,855 | 50,475 |
TOTAL CURRENT LIABILITIES | 229,132 | 340,099 |
Long-term debt, net | 1,418,104 | 1,408,800 |
Long-term operating lease liabilities | 78,157 | 101,561 |
Deferred income taxes | 157,718 | 173,713 |
Other | 2,227 | 5,212 |
TOTAL LIABILITIES | 1,885,338 | 2,029,385 |
Commitments and contingencies (Note 16) | ||
TOTAL DEFICIT | ||
Common stock, $0 par value; 1,000,000 shares authorized; 122,052 shares issued at January 1, 2022 and 121,470 shares issued at January 2, 2021 | 0 | 0 |
Treasury stock, at cost, 51,988 shares at January 1, 2022 and 52,497 shares at January 2, 2021 | (3,120,149) | (3,140,903) |
Retained earnings | 2,682,349 | 2,617,841 |
Accumulated other comprehensive loss | (18,604) | (25,149) |
TOTAL DEFICIT | (456,404) | (548,211) |
TOTAL LIABILITIES AND TOTAL DEFICIT | $ 1,428,934 | $ 1,481,174 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowances | $ 1,726 | $ 2,298 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 122,052,000 | 121,470,000 |
Treasury stock, shares | 51,988,000 | 52,497,000 |
CONSOLIDATED STATEMENTS OF NET
CONSOLIDATED STATEMENTS OF NET INCOME - USD ($) shares in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Revenues, net | $ 1,212,463,000 | $ 1,378,124,000 | $ 1,413,337,000 |
Cost of revenues | 486,108,000 | 600,283,000 | 626,655,000 |
Gross profit | 726,355,000 | 777,841,000 | 786,682,000 |
Marketing expenses | 261,457,000 | 260,727,000 | 243,998,000 |
Selling, general and administrative expenses | 268,614,000 | 297,287,000 | 254,699,000 |
Goodwill impairment | 3,665,000 | ||
Operating income | 196,284,000 | 216,162,000 | 287,985,000 |
Interest expense | 87,909,000 | 123,310,000 | 135,267,000 |
Other expense, net | 1,358,000 | 349,000 | 1,758,000 |
Early extinguishment of debt | 30,352,000 | ||
Income before income taxes | 76,665,000 | 92,503,000 | 150,960,000 |
Provision for income taxes | 9,773,000 | 17,462,000 | 31,513,000 |
Net income | 66,892,000 | 75,041,000 | 119,447,000 |
Net loss attributable to the noncontrolling interest | 38,000 | 169,000 | |
Net income attributable to WW International, Inc. | $ 66,892,000 | $ 75,079,000 | $ 119,616,000 |
Earnings per share attributable to WW International, Inc. | |||
Basic | $ 0.96 | $ 1.11 | $ 1.78 |
Diluted | $ 0.95 | $ 1.07 | $ 1.72 |
Weighted average common shares outstanding | |||
Basic | 69,640 | 67,849 | 67,188 |
Diluted | 70,744 | 70,020 | 69,550 |
Subscription | |||
Revenues, net | $ 1,063,039,000 | $ 1,186,489,000 | $ 1,207,266,000 |
Cost of revenues | 370,064,000 | 452,882,000 | 502,907,000 |
Product and Other | |||
Revenues, net | 149,424,000 | 191,635,000 | 206,071,000 |
Cost of revenues | $ 116,044,000 | $ 147,401,000 | $ 123,748,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 66,892 | $ 75,041 | $ 119,447 |
Other comprehensive gain (loss): | |||
Foreign currency translation (loss) gain | (4,797) | 10,088 | 3,676 |
Income tax benefit (expense) on foreign currency translation (loss) gain | 1,206 | (2,533) | (939) |
Foreign currency translation (loss) gain, net of taxes | (3,591) | 7,555 | 2,737 |
Gain (loss) on derivatives | 13,539 | (7,305) | (19,222) |
Income tax (expense) benefit on gain (loss) on derivatives | (3,403) | 1,855 | 4,868 |
Gain (loss) on derivatives, net of taxes | 10,136 | (5,450) | (14,354) |
Total other comprehensive gain (loss) | 6,545 | 2,105 | (11,617) |
Comprehensive income | 73,437 | 77,146 | 107,830 |
Net loss attributable to the noncontrolling interest | 38 | 169 | |
Foreign currency translation loss, net of taxes attributable to the noncontrolling interest | 98 | 22 | |
Comprehensive loss attributable to the noncontrolling interest | 136 | 191 | |
Comprehensive income attributable to WW International, Inc. | $ 73,437 | $ 77,282 | $ 108,021 |
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. 29, 2018 | $ (808,943) | $ 3,913 | $ 0 | $ (3,175,624) | $ (15,757) | $ 2,382,438 |
Beginning balance (in shares) at Dec. 29, 2018 | 120,352 | 53,396 | ||||
Comprehensive income (loss) | 108,021 | (191) | (11,595) | 119,616 | ||
Issuance of treasury stock under stock plans | (5,092) | $ 17,350 | (22,442) | |||
Issuance of treasury stock under stock plans (in shares) | (463) | |||||
Compensation expense on share-based awards | 20,471 | 20,471 | ||||
Ending balance at Dec. 28, 2019 | (685,543) | 3,722 | $ 0 | $ (3,158,274) | (27,352) | 2,500,083 |
Ending balance (in shares) at Dec. 28, 2019 | 120,352 | 52,933 | ||||
Comprehensive income (loss) | 77,282 | (136) | 2,203 | 75,079 | ||
Issuance of treasury stock under stock plans | (5,810) | $ 17,371 | (23,181) | |||
Issuance of treasury stock under stock plans (in shares) | (436) | |||||
Compensation expense on share-based awards | 55,013 | 55,013 | ||||
Acquisition of minority interest | 3,054 | $ (3,586) | 3,054 | |||
Issuance of common stock | 7,793 | 7,793 | ||||
Issuance of common stock (in shares) | 1,118 | |||||
Ending balance at Jan. 02, 2021 | (548,211) | $ 0 | $ (3,140,903) | (25,149) | 2,617,841 | |
Ending balance (in shares) at Jan. 02, 2021 | 121,470 | 52,497 | ||||
Comprehensive income (loss) | 73,437 | 6,545 | 66,892 | |||
Issuance of treasury stock under stock plans | (7,029) | $ 20,754 | (27,783) | |||
Issuance of treasury stock under stock plans (in shares) | (509) | |||||
Compensation expense on share-based awards | 21,348 | 21,348 | ||||
Issuance of common stock | 4,051 | 4,051 | ||||
Issuance of common stock (in shares) | 582 | |||||
Ending balance at Jan. 01, 2022 | $ (456,404) | $ 0 | $ (3,120,149) | $ (18,604) | $ 2,682,349 | |
Ending balance (in shares) at Jan. 01, 2022 | 122,052 | 51,988 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Operating activities: | |||
Net income | $ 66,892,000 | $ 75,041,000 | $ 119,447,000 |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation and amortization | 48,550,000 | 50,677,000 | 45,017,000 |
Amortization of deferred financing costs and debt discount | 6,136,000 | 8,845,000 | 9,318,000 |
Goodwill impairment | 3,665,000 | ||
Impairment of intangible and long-lived assets | 521,000 | 1,372,000 | 307,000 |
Share-based compensation expense | 21,348,000 | 55,013,000 | 20,471,000 |
Deferred tax benefit | (15,565,000) | (1,440,000) | (9,424,000) |
Allowance for doubtful accounts | (214,000) | 411,000 | (123,000) |
Reserve for inventory obsolescence | 7,657,000 | 16,425,000 | 8,710,000 |
Foreign currency exchange rate loss | 744,000 | 719,000 | 1,235,000 |
Early extinguishment of debt | 30,352,000 | ||
Changes in cash due to: | |||
Receivables | 4,707,000 | (3,600,000) | 1,331,000 |
Inventories | 1,816,000 | (25,940,000) | (9,127,000) |
Prepaid expenses | 1,554,000 | (5,081,000) | 13,619,000 |
Accounts payable | 373,000 | (4,045,000) | 1,347,000 |
Accrued liabilities | 1,272,000 | (29,421,000) | (6,968,000) |
Deferred revenue | (3,886,000) | (11,583,000) | 6,199,000 |
Other long term assets and liabilities, net | (7,962,000) | 1,859,000 | (878,000) |
Income taxes | (7,014,000) | 3,023,000 | (18,098,000) |
Cash provided by operating activities | 157,281,000 | 135,940,000 | 182,383,000 |
Investing activities: | |||
Capital expenditures | (2,446,000) | (21,490,000) | (17,159,000) |
Capitalized software expenditures | (35,205,000) | (28,941,000) | (30,824,000) |
Cash paid for acquisitions | (12,836,000) | (10,037,000) | (4,060,000) |
Other items, net | (2,266,000) | (5,123,000) | (580,000) |
Cash used for investing activities | (52,753,000) | (65,591,000) | (52,623,000) |
Financing activities: | |||
Net (payments) borrowings on revolver | 0 | 0 | 0 |
Proceeds from long term debt | 1,500,000,000 | ||
Financing costs and debt discount | (37,910,000) | (475,000) | |
Payments on long-term debt | (1,564,000,000) | (96,250,000) | (177,000,000) |
Taxes paid related to net share settlement of equity awards | (7,494,000) | (6,798,000) | (6,582,000) |
Proceeds from stock options exercised | 4,469,000 | 8,176,000 | 1,076,000 |
Cash paid for acquisitions | (6,450,000) | ||
Other items, net | (151,000) | (192,000) | (487,000) |
Cash used for financing activities | (111,536,000) | (95,539,000) | (182,993,000) |
Effect of exchange rate changes on cash and cash equivalents | (5,085,000) | 8,341,000 | (1,005,000) |
Net decrease in cash and cash equivalents | (12,093,000) | (16,849,000) | (54,238,000) |
Cash and cash equivalents, beginning of period | 165,887,000 | 182,736,000 | 236,974,000 |
Cash and cash equivalents, end of period | $ 153,794,000 | $ 165,887,000 | $ 182,736,000 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Jan. 01, 2022 | |
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 Digital 360 and Personal Coaching + Digital. The Company’s “Workshops + (formerly known as “Studio + Digital”) “pay-as-you-go” members. The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) and 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. In the fourth quarter of fiscal 2020, the remaining 20% interest in Vigilantes do Peso Marketing Ltda. was transferred to the Company in a cashless exchange, resulting in the reclassification of the redeemable noncontrolling interest to equity. All intercompany accounts and transactions have been eliminated in consolidation. In fiscal 2020, the Company identified and recorded out-of-period adjustments related to income tax errors resulting from income tax receivables that should have been adjusted in prior fiscal years. The impact of correcting these errors, which were immaterial to prior period financial statements and corrected in the fourth quarter of fiscal 2020, increased provision for income taxes by $2,278 and decreased net income attributable to the Company by $2,278 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Fiscal Year The Company’s fiscal year ends on the Saturday closest to December 31 st Use of Estimates The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates and judgments, including those related to inventories, the impairment analysis for goodwill and other indefinite-lived intangible assets, revenue, share-based compensation, income taxes, tax contingencies and litigation. The Company bases its estimates on historical experience and on various other factors and assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. While all available information has been considered For example, the global outbreak of the coronavirus ( COVID-19) has had and will continue to have an 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 . 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 this Annual Report on Form 10-K and the accompanying consolidated 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. Translation of Foreign Currencies For all foreign operations, the functional currency is the local currency. Assets and liabilities of these operations are translated into U.S. dollars using the exchange rate in effect at the end of each reporting period. Income statement accounts Foreign currency gains and losses arising from the translation of intercompany receivables and intercompany payables with the Company’s international subsidiaries are recorded as a component of other expense, net, unless the receivable or payable is considered long-term in nature, in which case the foreign currency gains and losses are recorded as a component of accumulated other comprehensive loss. Cash Equivalents Cash and cash equivalents are defined as highly liquid investments with original maturities of three months or less. Cash balances may, at times, exceed insurable amounts. The Company believes it mitigates this risk by investing in or through major financial institutions. Cash includes balances due from third-party credit card companies. Inventories Inventories, which consist of finished goods, are stated at the lower of cost or net realizable value on a first-in, first-out basis, net of reserves for obsolescence and shrinkage. Property and Equipment Property and equipment are recorded at cost. For financial reporting purposes, equipment is depreciated on the straight-line method over the estimated useful lives of the assets (3 to 10 years). Leasehold improvements are amortized on the straight-line method over the shorter of the term of the lease or the useful life of the related assets. Expenditures for new facilities and improvements that substantially extend the useful life of an asset are capitalized. Ordinary repairs and maintenance are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related depreciation are removed from the accounts and any related gains or losses are included in income. Impairment of Long Lived Assets The Company reviews long-lived assets, including amortizable intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. In fiscal 2021, fiscal 2020 and fiscal 2019, the Company recorded impairment charges of $5, $62 and $307, respectively, related to internal-use computer software that was not expected to provide substantive service potential. In fiscal 2021, fiscal 2020 and fiscal 2019, the Company recorded impairment charges of $516, $1,310 and $0, respectively, related to property, plant and equipment that were expected to be disposed of before the end of their estimated useful lives. Franchise Rights Acquired Finite-lived franchise rights acquired are amortized over the remaining contractual period, which is generally less than one year. Indefinite-lived franchise rights acquired are tested on an annual basis for impairment. In performing the impairment analysis for indefinite-lived franchise rights acquired, the fair value for franchise rights acquired is estimated using a discounted cash flow approach referred to as the hypothetical start-up approach for franchise rights related to the Company’s Workshops Workshops In its hypothetical start-up approach analysis for fiscal 2021, the Company assumed that the year of maturity was reached after 7 years. Subsequent to the year of maturity, the Company estimated future cash flows for the Workshops Workshops Goodwill In performing the impairment analysis for goodwill, the fair value for the Company’s reporting units is estimated using a discounted cash flow approach. This approach involves projecting future cash flows attributable to the reporting unit and discounting those estimated cash flows using an appropriate discount rate. The estimated fair value is then compared to the carrying value of the reporting unit. The Company has determined the appropriate reporting unit for purposes of assessing annual impairment to be the country for all reporting units. The net book values of goodwill in the United States, Canada and other countries as of the January 1, 2022 balance sheet date were $105,121, $42,409 and $9,844, respectively, totaling $157,374. The net book values of goodwill in the United States, Canada and other countries as of the January 2, 2021 balance sheet date were $102,968, $42,103 and $10,546, respectively, totaling $155,617. For all of the Company’s reporting units tested as of May 9, 2021, the Company estimated future cash flows by utilizing the historical debt-free cash flows (cash flows provided by operations less capital expenditures) attributable to that country and then applied expected future operating income growth rates for such country. The Company utilized operating income as the basis for measuring its potential growth because it believes it is the best indicator of the performance of its business. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. Indefinite-Lived Franchise Rights Acquired and Goodwill Annual Impairment Test The Company reviews indefinite-lived intangible assets, including franchise rights acquired with indefinite lives, and goodwill for potential impairment on at least an annual basis or more often if events so require. The Company performed fair value impairment testing as of May 9, 2021 and May 3, 2020, each the first day of fiscal May, on its indefinite-lived intangible assets and goodwill. In performing its annual impairment analysis as of May 9, 2021 and May 3, 2020, the Company determined that the carrying amounts of its franchise rights acquired with indefinite lives units of account and goodwill reporting units did not exceed their respective fair values and, therefore, no impairment existed. When determining fair value, the Company utilizes various assumptions, including projections of future cash flows, growth rates and discount rates. A change in these underlying assumptions could cause a change in the results of the impairment assessments and, as such, could cause fair value to be less than the carrying amounts and result in an impairment of those assets. In the event such a result occurred, the Company would be required to record a corresponding charge, which would impact earnings. The Company would also be required to reduce the carrying amounts of the related assets on its balance sheet. Based on the results of the Company’s May 9, 2021 annual franchise rights acquired impairment analysis performed for all of its units of account, all units, except for New Zealand, had an estimated fair value at least 45% higher than the respective unit’s carrying amount. Collectively, these units of account represent 99.4% of the Company’s total franchise rights acquired as of the January 1, 2022 balance sheet date. Based on the results of the Company’s annual franchise rights acquired impairment test performed for its New Zealand unit of account, which holds 0.6% of the Company’s franchise rights acquired as of the January 1, 2022 balance sheet date, the estimated fair value of this unit of account exceeded its carrying value by approximately 10%. Accordingly, a change in the underlying assumptions for New Zealand may change the results of the impairment assessment and, as such, could result in an impairment of the franchise rights acquired related to New Zealand, for which the net book value was $4,840 Based on the results of the Company’s May 9, 2021 annual goodwill impairment test performed for all of its reporting units, there was significant headroom in the goodwill impairment analysis for those units, with the difference between the carrying value and the fair value exceeding 100%. Canada Indefinite-Lived Franchise Rights Acquired Interim Impairment Test The Company’s Canada unit of account had a net book value of $60,117, 7.7% of its franchise rights acquired as of the January 1, 2022 balance sheet date. Given the lower headroom in the May 9, 2021 annual franchise rights acquired impairment test for this unit relative to the other units of account and the decline in business performance through fiscal 2021 (which may continue into fiscal 2022), the Company performed an interim impairment analysis as of January 1, 2022. In this test, the estimated fair value of this unit of account exceeded its carrying value by approximately 3%. Therefore, the Company did not record an impairment for the Canada unit of account. Brazil Goodwill Impairment With respect to its Brazil reporting unit, during the first quarter of fiscal 2020, the Company made a strategic decision to shift to an exclusively Digital business in that country. The Company determined that this decision, together with the negative impact of COVID-19, the ongoing challenging economic environment in Brazil and its reduced expectations regarding the reporting unit’s future operating cash flows, required the Company to perform an interim goodwill impairment analysis. In performing this discounted cash flow analysis, the Company determined that the carrying amount of this reporting unit exceeded its fair value and as a result recorded an impairment charge of $3,665, which comprised the remaining balance of goodwill for this reporting unit. As it related to its goodwill impairment analysis for Brazil, the Company estimated future debt-free cash flows in contemplation of its growth strategies for that market. In developing these projections, the Company considered the growth strategies under the current market conditions in Brazil. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. Other Intangible Assets Other finite-lived intangible assets are amortized using the straight-line method over their estimated useful lives of 3 to 20 years. The Company expenses all software costs incurred during the preliminary project stage and capitalizes all internal and external direct costs of materials and services consumed in developing software once the development has reached the application development stage. Application development stage costs generally include software configuration, coding, installation to hardware and testing. These costs are amortized over their estimated useful life of 3 years for website development costs and from 3 to 5 years for all other software costs. All costs incurred for upgrades, maintenance and enhancements, including the cost of website content, which do not result in additional functionality, are expensed as incurred. Revenue Recognition 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 Company earns revenue from subscriptions for its digital products and by conducting workshops, for which it charges a fee, predominantly through commitment plans, as well as prepayment plans or the “pay-as-you-go” arrangement. The Company also earns revenue by selling consumer products online through its e-commerce platforms, at its studios, and through its trusted partners; collecting royalties related to licensing agreements; collecting royalties from franchisees; and publishing. Commitment plan revenues and prepaid workshop fees are recorded to revenue on a straight-line basis as control is transferred since these performance obligations are satisfied over time. “Digital Subscription Revenues,” consisting of the fees associated with subscriptions for the Company’s Digital products, including Digital 360 and Personal Coaching + Digital, are recognized on a straight-line basis as control is transferred since these performance obligations are satisfied over time. One-time Digital sign-up fees are considered immaterial in the context of the contract and the related revenue is amortized into revenue over the commitment period. “Workshops + Digital Fees” (formerly known as “Studio + Digital Fees”) Workshops The Company grants refunds in aggregate amounts that historically have not been material. Because the period of payment of the refund generally approximates the period revenue was originally recognized, refunds are recorded as a reduction of revenue over the same period. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company expenses sales commissions when incurred (amortization period would have been one year or less) and these expenses are recorded within selling, general and administrative expenses. The Company treats shipping and handling fees as fulfillment costs and not as a separate performance obligation, and as a result, any fees received from customers are included in the transaction price allocated to the performance obligation of providing goods with a corresponding amount accrued within cost of product sales and other for amounts paid to applicable carriers. Sales tax, value-added tax and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Advertising Costs Advertising costs consist primarily of broadcast and digital media. All costs related to advertising are expensed in the period incurred, except for media production-related costs, which are expensed the first time the advertising takes place. Total advertising expenses for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 were $252,754, $248,473 and $235,826, respectively. Income Taxes Deferred income tax assets and liabilities result primarily from temporary differences between the financial statement and tax bases of assets and liabilities, using enacted tax rates in effect for the year in which differences are expected to reverse. If it is more-likely-than-not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. The Company considers historic levels of income, estimates of future taxable income and feasible tax planning strategies in assessing the need for a tax valuation allowance. The Company recognizes a benefit for uncertain tax positions when a tax position taken or expected to be taken in a tax return is more-likely-than-not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company recognizes accrued interest and penalties associated with uncertain tax positions as part of the provision for income taxes on its consolidated statements of net income. In addition, assets and liabilities acquired in purchase business combinations are assigned their fair values and deferred taxes are provided for lower or higher tax bases. Derivative Instruments and Hedging The Company is exposed to certain risks related to its ongoing business operations, primarily interest rate risk and foreign currency risk. Interest rate swaps were entered into to hedge a portion of the cash flow exposure associated with the Company’s variable-rate borrowings. The Company does not use any derivative instruments for trading or speculative purposes. The Company recognizes the fair value of all derivative instruments as either assets or liabilities on the balance sheet. The Company has designated and accounted for interest rate swaps as cash flow hedges of its variable-rate borrowings. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of accumulated other comprehensive loss and reclassified into earnings in the periods during which the hedged transactions affect earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. The fair value of the Company’s interest rate swaps is reported as a component of accumulated other comprehensive loss on its balance sheet. See Note 18 for a further discussion regarding the fair value of the Company’s interest rate swaps. The net effect of the interest payable and receivable under the Company’s effective interest rate swap is included in interest expense on its consolidated statements of net income. Deferred Financing Costs Deferred financing costs consist of fees paid by the Company as part of the establishment, exchange and/or modification of the Company’s long-term debt. Amortization expense for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $6,136, $8,845 and $9,318, respectively. |
Accounting Standards Adopted in
Accounting Standards Adopted in Current Year | 12 Months Ended |
Jan. 01, 2022 | |
Accounting Changes And Error Corrections [Abstract] | |
Accounting Standards Adopted in Current Year and Recently Issued Accounting Pronouncements | 3. In December 2019, the Financial Accounting Standards Board (the “FASB”) On January 3, 2021, the Company adopted the on a prospective basis, which did not have a material impact on its consolidated financial statements. 2 1 . In October 2021, the FASB issued updated guidance that requires an acquiring entity to apply Topic 606 to recognize and measure contract assets and contract liabilities acquired in a business combination. The effective date of the new guidance for public companies is for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The new guidance should be applied prospectively to business combinations occurring on or after its effective date. Although the Company is currently evaluating the timing of adoption for this guidance, it does not expect the adoption to have a material impact on its consolidated financial statements. |
Leases
Leases | 12 Months Ended |
Jan. 01, 2022 | |
Leases [Abstract] | |
Leases | 4. 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 January 1, 2022 The Company has lease agreements with lease and non-lease components and has elected not to separate non-lease components from lease components and instead to account for each separate lease component and non-lease component as a single lease component. The Company has elected the short-term lease exception accounting policy, whereby the recognition requirements of the updated guidance is not applied and lease expense is recorded on a straight-line basis with respect to leases with an initial term of 12 months or less. The Company’s operating leases are primarily for its studios and corporate offices. At January 1, 2022 January 2, 2021 January 1, 2022 January 2, 2021 Assets: Operating lease assets $ 89,902 $ 119,102 Finance lease assets 127 207 Total leased assets $ 90,029 $ 119,309 Liabilities: Current Operating $ 20,297 $ 28,551 Finance 75 88 Noncurrent Operating $ 78,157 $ 101,561 Finance 29 93 Total lease liabilities $ 98,558 $ 130,293 For the fiscal years ended January 1, 2022 January 2, 2021 December 28, 2019 Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Operating lease cost: Fixed lease cost $ 37,688 $ 48,674 $ 51,246 Lease termination cost 8,542 6,109 10 Variable lease cost 21 (30 ) — Total operating lease cost $ 46,251 $ 54,753 $ 51,256 Finance lease cost: Amortization of leased assets 151 192 487 Interest on lease liabilities 8 12 20 Total finance lease cost $ 159 $ 204 $ 507 Total lease cost $ 46,410 $ 54,957 $ 51,763 At January 1, 2022 January 2, 2021 January 1, 2022 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.29 7.08 Finance leases 1.54 2.35 Weighted Average Discount Rate Operating leases 7.15 6.95 Finance leases 5.31 5.51 The Company’s leases have remaining lease terms of 0 to 11 years with a weighted average lease term of 7.28 years as of January 1, 2022 At January 1, 2022 Operating Leases Finance Leases Total Fiscal 2022 $ 26,611 $ 79 $ 26,690 Fiscal 2023 20,594 25 20,619 Fiscal 2024 15,708 5 15,713 Fiscal 2025 11,547 — 11,547 Fiscal 2026 9,195 — 9,195 Thereafter 45,345 — 45,345 Total lease payments $ 129,000 $ 109 $ 129,109 Less imputed interest 30,546 5 30,551 Present value of lease liabilities $ 98,454 $ 104 $ 98,558 Supplemental cash flow information related to leases for the fiscal years ended January 1, 2022 December 28, 2019 Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 39,747 $ 49,043 $ 51,326 Operating cash flows from finance leases $ 8 $ 12 $ 20 Financing cash flows from finance leases $ 151 $ 192 $ 487 Leased assets obtained in exchange for new operating lease liabilities $ 1,057 $ 5,113 $ 41,693 Leased assets obtained in exchange for new finance lease liabilities $ 81 $ 132 $ 105 |
Revenue
Revenue | 12 Months Ended |
Jan. 01, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 5 . 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. See Note 2 for further information on the Company’s revenue recognition policies. The following table presents the Company’s revenues disaggregated by revenue source: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Digital Subscription Revenues $ 788,173 $ 743,060 $ 609,996 Workshops + Digital Fees 274,866 443,429 597,270 Subscription Revenues, net $ 1,063,039 $ 1,186,489 $ 1,207,266 Product sales and other, net 149,424 191,635 206,071 Revenues, net $ 1,212,463 $ 1,378,124 $ 1,413,337 The following tables present the Company’s revenues disaggregated by revenue source and segment: Fiscal Year Ended January 1, 2022 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 504,152 $ 228,296 $ 36,347 $ 19,378 $ 788,173 Workshops + Digital Fees 210,076 36,707 18,709 9,374 274,866 Subscription Revenues, net $ 714,228 $ 265,003 $ 55,056 $ 28,752 $ 1,063,039 Product sales and other, net 100,569 32,907 10,764 5,184 149,424 Revenues, net $ 814,797 $ 297,910 $ 65,820 $ 33,936 $ 1,212,463 Fiscal Year Ended January 2, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 484,471 $ 207,978 $ 33,919 $ 16,692 $ 743,060 Workshops + Digital Fees 329,885 67,201 33,283 13,060 443,429 Subscription Revenues, net $ 814,356 $ 275,179 $ 67,202 $ 29,752 $ 1,186,489 Product sales and other, net 127,744 38,201 17,185 8,505 191,635 Revenues, net $ 942,100 $ 313,380 $ 84,387 $ 38,257 $ 1,378,124 Fiscal Year Ended December 28, 2019 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 401,890 $ 167,008 $ 26,898 $ 14,200 $ 609,996 Workshops + Digital Fees 446,576 87,962 44,145 18,587 597,270 Subscription Revenues, net $ 848,466 $ 254,970 $ 71,043 $ 32,787 $ 1,207,266 Product sales and other, net 130,836 38,263 23,514 13,458 206,071 Revenues, net $ 979,302 $ 293,233 $ 94,557 $ 46,245 $ 1,413,337 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 December 28, 2019 $ 60,613 $ 54 Net decrease during the period (10,138 ) (10 ) Balance as of January 2, 2021 $ 50,475 $ 44 Net decrease during the period (4,620 ) (16 ) Balance as of January 1, 2022 $ 45,855 $ 28 Revenue recognized from amounts included in current deferred revenue as of January 2, 2021 was $50,385 for the fiscal year ended January 1, 2022. Revenue recognized from amounts included in current deferred revenue as of December 28, 2019 was $60,555 for the fiscal year ended January 2, 2021. The Company’s long-term deferred revenue, which is included in other liabilities on its consolidated balance sheet, had a balance of $28 and $44 at January 1, 2022 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 | 12 Months Ended |
Jan. 01, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | 6 . Acquisitions Acquisitions of Franchisees On August 16, 2021, the Company acquired substantially all of the assets of its franchisee for certain territories in Maine, Weight Watchers of Maine, Inc., for a purchase price of $2,250 (the “Maine Acquisition”). Payment was in the form of cash ($1,999), cash in reserves ($225) and assumed net liabilities ($26). The total purchase price was allocated to goodwill ($2,153), customer relationship value ($56) and franchise rights acquired ($41). The goodwill will be deductible for tax purposes. 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 paid on March 22, 2021 ($8,255), cash paid on July 30, 2021 ($6,450), cash in reserves ($2,300) and assumed net liabilities ($495). The total purchase price was 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 was allocated to franchise rights acquired ($3,040), customer relationship value ($42), property and equipment, net ($25), inventories ($6) and other assets ($1). On October 26, 2020, the Company acquired substantially all of the assets of its franchisees for certain territories in Arizona and California, Weight Watchers of Arizona, Inc. and Weight Watchers of Imperial County, Inc., respectively, for an aggregate purchase price of $10,000. Payment was in the form of cash ($10,037) and assumed net assets ($37). The total purchase price was allocated to franchise rights acquired ($9,546), customer relationship value ($227), property and equipment, net ($131), inventories ($84) and other assets ($12). On October 21, 2019, the Company acquired substantially all of the assets of its franchisee for certain territories in Nevada and Utah, Weight Watchers of Las Vegas, Inc., for a purchase price of $4,500. Payment was in the form of cash ($4,060) plus cash in reserves ($385) and assumed net liabilities ($55). The total purchase price was allocated to goodwill ($4,111), customer relationship value ($271) and franchise rights acquired ($118). The goodwill will be deductible for tax purposes. These 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 | 12 Months Ended |
Jan. 01, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Franchise Rights Acquired, Goodwill and Other Intangible Assets | 7 . Franchise Rights Acquired, Goodwill and Other Intangible Assets The Company performed its annual impairment review of indefinite-lived intangible assets, including franchise rights acquired with indefinite lives, and goodwill In performing its annual impairment analysis as of May 9, 2021 and May 3, 2020, the Company determined that the carrying amounts of its franchise rights acquired with indefinite lives units of account and goodwill reporting units The Company performed an interim impairment analysis as of January 1, 2022 for the Canada indefinite-lived franchise rights acquired and determined the carrying amount for this unit of account did not exceed its respective fair value and therefore, no impairment existed. With respect to its Brazil reporting unit, during the first quarter of fiscal 2020, the Company made a strategic decision to shift to an exclusively Digital business in that country. The Company determined that this decision, together with the negative impact of COVID-19, the ongoing challenging economic environment in Brazil and its reduced expectations regarding the reporting unit’s future operating cash flows, required the Company to perform an interim goodwill impairment analysis. In performing this discounted cash flow analysis, the Company determined that the carrying amount of this reporting unit exceeded its fair value and as a result recorded an impairment charge of $3,665 , which comprised the remaining balance of goodwill for this reporting unit. 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 fiscal year ended January 1, 2022, the change in the carrying value of franchise rights acquired was due to the franchisee acquisitions as described in Note 6 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 acquisition s of W W.com, LLC (formerly known as WW.com, Inc. and WeightWatchers.com, Inc.) in 2005 and the Company’s franchised territories. See Note 6 for additional information about acquisitions by the Company. For the fiscal year ended January 1, 2022 , the change in the carrying amount of goodwill wa s due to the Maine Acquisition and the effect of exchange rate changes as follows : North Continental United America Europe Kingdom Other Total Balance as of December 28, 2019 $ 143,940 $ 7,015 $ 1,213 $ 5,748 $ 157,916 Goodwill impairment — — — (3,665 ) (3,665 ) Effect of exchange rate changes 1,131 777 55 (597 ) 1,366 Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Goodwill acquired during the period 2,153 — — — 2,153 Effect of exchange rate changes 306 (606 ) (14 ) (82 ) (396 ) Balance as of January 1, 2022 $ 147,530 $ 7,186 $ 1,254 $ 1,404 $ 157,374 Finite-lived Intangible Assets The carrying values of finite-lived intangible assets as of January 1, 2022 and January 2, 2021 were as follows: January 1, 2022 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 115,065 $ 94,771 $ 131,420 $ 109,170 Website development costs 110,678 78,629 95,718 67,656 Trademarks 12,116 11,677 11,999 11,457 Other 14,021 5,677 14,093 5,238 Trademarks and other intangible assets $ 251,880 $ 190,754 $ 253,230 $ 193,521 Franchise rights acquired 7,905 4,766 7,925 4,575 Total finite-lived intangible assets $ 259,785 $ 195,520 $ 261,155 $ 198,096 Aggregate amortization expense for finite-lived intangible assets was recorded in the amounts of $32,220, $29,828 and $29,330 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. Estimated amortization expense of existing finite-lived intangible assets for the next five fiscal years and thereafter was as follows: Fiscal 2022 $ 28,386 Fiscal 2023 $ 18,343 Fiscal 2024 $ 7,932 Fiscal 2025 $ 986 Fiscal 2026 and thereafter $ 8,618 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 01, 2022 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 8 . The carrying values of property and equipment as of January 1, 2022 and January 2, 2021 were as follows: January 1, 2022 January 2, 2021 Equipment $ 71,436 $ 88,261 Leasehold improvements 72,235 90,161 143,671 178,422 Less: Accumulated depreciation and amortization (106,452 ) (126,487 ) $ 37,219 $ 51,935 Depreciation and amortization expense of property and equipment for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $16,330, $20,849 and $15,687, respectively. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jan. 01, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 9 . The components of the Company’s long-term debt were as follows: January 1, 2022 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 April 13, 2026 $ — $ — $ — 2.61 % $ — $ — $ — 0.00 % Term Loan Facility due April 13, 2028 945,000 6,930 14,362 4.48 % — — — 0.00 % Senior Secured Notes due April 15, 2029 500,000 5,604 — 4.70 % — — — 0.00 % Revolving Credit Facility due November 29, 2022 — — — 0.00 % — — — 3.03 % Term Loan Facility due November 29, 2024 — — — 6.03 % 1,209,000 5,113 17,233 6.60 % Senior Notes due December 1, 2025 — — — 8.62 % 300,000 854 — 8.71 % Total $ 1,445,000 $ 12,534 $ 14,362 5.15 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion — 77,000 Unamortized deferred financing costs 12,534 5,967 Unamortized debt discount 14,362 17,233 Total long-term debt $ 1,418,104 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. On April 13, 2021, the Company (1) repaid in full approximately $1,189,750 in aggregate principal amount of senior secured tranche B term loans due in 2024 under its then-existing credit facilities and (2) redeemed all of the $300,000 in aggregate principal amount of its then-outstanding 8.625% Senior Notes due in 2025 (the “Discharged Senior Notes”). On April 13, 2021, the Company’s then-existing credit facilities included a senior secured revolving credit facility (which included borrowing capacity available for letters of credit) due in 2022 with $175,000 in an aggregate principal amount of commitments. There were no outstanding borrowings under such revolving credit facility on that date. The Company funded such repayment of loans and redemption of notes with cash on hand as well as with proceeds received from approximately $1,000,000 in an aggregate principal amount of borrowings under its 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 “Senior Secured Notes”). These transactions are collectively referred to herein as the “April 2021 debt refinancing”. 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) (collectively, as amended from time to time, the “New Credit Facilities”). During the second quarter of fiscal 2021, t New Credit Facilities The New Credit Facilities were issued under a credit agreement, dated April 13, 2021 (as amended from time to time, the “New Credit Agreement”), among the Company, as borrower, the lenders party thereto, and Bank of America, N.A. (“Bank of America”), as administrative agent and an issuing bank. The New Credit Facilities consist of (1) $1,000,000 in aggregate principal amount of senior secured tranche B term loans due in 2028 (the “New Term Loan Facility”) and (2) $175,000 in an aggregate principal amount of commitments under a senior secured revolving credit facility (which includes borrowing capacity available for letters of credit) due in 2026 (the “New Revolving Credit Facility”). In December 2021, the Company made voluntary prepayments at par in an aggregate amount of $52,500 in respect of its outstanding term loans under the New Term Loan Facility As of January 1, 2022, the Company had $945,000 in an aggregate principal amount of loans outstanding under the New Credit Facilities, with $173,911 of availability and $1,089 in issued but undrawn letters of credit outstanding under the New Revolving Credit Facility. There were no outstanding borrowings under the New Revolving Credit Facility as of January 1, 2022. All obligations under the New 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 New 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 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. The New Credit Facilities require the Company to prepay outstanding term loans, subject to certain exceptions, with: • 50 • 100 • 100 The foregoing mandatory prepayments will be used to reduce the installments of principal on the New Term Loan Facility. The Company may voluntarily repay outstanding loans under the New Credit Facilities at any time without penalty, except for customary “breakage” costs with respect to LIBOR loans under the New Credit Facilities. Borrowings under the New Term Loan Facility 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 Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America 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 1.50% 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 0.50%. Borrowings under the New Revolving Credit Facility bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid, 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 Federal Funds Effective Rate as determined by the Federal Reserve Bank of New York, (b) the prime rate of Bank of America 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 1.00% 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, provided such rate is not lower than a floor of zero. As of January 1, 2022, the applicable margins for the LIBOR rate borrowings under the New Term Loan Facility and the New Revolving Credit Facility were 3.50% and 2.75%, respectively. In the event that LIBOR is phased out as is currently expected, the New Credit Agreement provides that the Company and the administrative agent may amend the New 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 New Credit Agreement; provided that such lending syndicate may not object to a SOFR-based successor rate contained in any such amendment. 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 New Revolving Credit Facility in respect of unutilized commitments thereunder, which commitment fee fluctuates depending upon the Company’s Consolidated First Lien Leverage Ratio (as defined in the New Credit Agreement). The New 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 New Revolving Credit Facility as of any fiscal quarter end exceeds 35% of the amount of the aggregate commitments under the New Revolving Credit Facility in effect on such date, the Company must be in compliance with a Consolidated First Lien Leverage Ratio of, on or prior to the end of the first fiscal quarter of 2022, 6.00:1.00, with a step down to 5.75:1.00 for the period ending after the first fiscal quarter of 2022 through and including with first fiscal quarter of 2023, with an additional step down to 5.50:1.00 for the period ending after the first fiscal quarter of 2023 through and including with first fiscal quarter of 2024, with a step down to 5.25:1.00 for the period ending after the first fiscal quarter of 2024 through and including with first fiscal quarter of 2025 and again to 5.00:1.00, for the period following the first fiscal quarter of 2025. Senior Secured Notes The Senior Secured Notes were issued pursuant to an Indenture, dated as of April 13, 2021 (as amended, supplemented or modified from time to time, the “New Indenture”), among the Company, the guarantors named therein and The Bank of New York Mellon, as trustee and notes collateral agent. The New Indenture contains customary terms, events of default and covenants 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 Senior Secured Notes accrue interest at a rate per annum equal to 4.500% and will mature on April 15, 2029. Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year, beginning on October 15, 2021. On or after April 15, 2024, the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125% on or after April 15, 2025 and to 100.000% on or after April 15, 2026. Prior to April 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Senior Secured Notes with an amount not to exceed the net proceeds of certain equity offerings at 104.500% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Prior to April 15, 2024, the Company may redeem some or all of the Senior Secured Notes at a make-whole price plus accrued and unpaid interest, if any, to, but not including, the redemption date. In addition, during any twelve-month period ending prior to April 15, 2024, the Company may redeem up to 10% of the aggregate principal amount of the Senior Secured Notes at a purchase price equal to 103.000% of the principal amount of the Senior Secured Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If a change of control occurs, the Company must offer to purchase for cash the Senior Secured Notes at a purchase price equal to 101% of the principal amount of the Senior Secured 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 Senior Secured Notes at a purchase price equal to 100% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. The Senior Secured Notes are guaranteed on a senior secured basis by the Company’s subsidiaries that guarantee the New Credit Facilities. The Senior Secured Notes and the note guarantees are secured by a first-priority lien on all the collateral that secures the New Credit Facilities, subject to a shared lien of equal priority with the Company’s and each guarantor’s obligations under the New Credit Facilities and subject to certain thresholds, exceptions and permitted liens. Outstanding Debt At January 1, 2022, the Company had $1,445,000 outstanding under the New Credit Facilities and the Senior Secured Notes, consisting of borrowings under the New Term Loan Facility of $945,000, $0 drawn down on the New Revolving Credit Facility and $500,000 in aggregate principal amount of Senior Secured Notes issued and outstanding. At January 1, 2022 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 19 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 5.11% and 7.03% Maturities At January 1, 2022, the aggregate amounts of the Company’s existing long-term debt maturing in each of the next five fiscal years and thereafter were as follows: Fiscal 2022 $ — Fiscal 2023 — Fiscal 2024 — Fiscal 2025 — Fiscal 2026 — Fiscal 2027 and thereafter 1,445,000 $ 1,445,000 |
Treasury Stock
Treasury Stock | 12 Months Ended |
Jan. 01, 2022 | |
Class Of Stock Disclosures [Abstract] | |
Treasury Stock | 10 . On October 9, 2003, the Company’s Board of Directors authorized, and the Company announced, a program to repurchase up to $250,000 of the Company’s outstanding common stock. On each of June 13, 2005, May 25, 2006 and October 21, 2010, the Company’s Board of Directors authorized, and the Company announced, the addition of $250,000 to the program. The repurchase program allows for shares to be purchased from time to time in the open market or through privately negotiated transactions. No shares will be purchased from Artal Holdings Sp. z o.o., Succursale de Luxembourg and its parents and subsidiaries under this program. The repurchase program currently has no expiration date. During the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, the Company repurchased no shares of its common stock under this program. As of the end of fiscal 2021, $208,933 remained available to purchase shares of the Company’s common stock under the repurchase program. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jan. 01, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 1 1 . Basic earnings per share (“EPS”) is calculated utilizing the weighted average number of common shares outstanding during the periods presented. Diluted EPS 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 EPS for the fiscal years ended: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Numerator: Net income attributable to WW International, Inc. $ 66,892 $ 75,079 $ 119,616 Denominator: Weighted average shares of common stock outstanding 69,640 67,849 67,188 Effect of dilutive common stock equivalents 1,104 2,171 2,362 Weighted average diluted common shares outstanding 70,744 70,020 69,550 Earnings per share attributable to WW International, Inc. Basic $ 0.96 $ 1.11 $ 1.78 Diluted $ 0.95 $ 1.07 $ 1.72 The number of anti-dilutive common stock equivalents excluded from the calculation of the weighted average number of common shares for diluted EPS was 5,270, 4,052 and 1,705 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. |
Stock Plans
Stock Plans | 12 Months Ended |
Jan. 01, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Plans | 1 2 . Incentive Compensation Plans and Winfrey Amendment Option On May 6, 2008, the Company’s shareholders approved the 2008 Stock Incentive Plan (the “2008 Plan”). On May 6, 2014, the Company’s shareholders approved the 2014 Stock Incentive Plan (as amended and restated, the “2014 Plan”, and together with the 2008 Plan, the “Stock Plans”), which replaced the 2008 Plan for all equity-based awards granted on or after May 6, 2014. The 2014 Plan is designed to promote the long-term financial interests and growth of the Company by attracting, motivating and retaining employees with the ability to contribute to the success of the business and to align compensation for the Company’s employees over a multi-year period directly with the interests of the shareholders of the Company. The Company’s long-term equity incentive compensation program has historically included time-vesting non-qualified stock option and/or restricted stock unit (“RSUs”) (including performance-based stock unit with both time- and performance-vesting criteria (“PSUs”)) awards. From time to time, the Company has granted fully-vested shares of its common stock to individuals in connection with special circumstances. The Company’s Board of Directors or a committee thereof administers the 2014 Plan. Under the 2014 Plan, grants may take the following forms at the Company’s Board of Directors’ Compensation and Benefits Committee’s (the “Compensation Committee”) discretion: non-qualified stock options, incentive stock options, stock appreciation rights, RSUs, restricted stock and other stock-based awards. As of January 1, 2022, the maximum number of shares of common stock available for grant under the 2014 Plan was 12,500, subject to increase and adjustment as set forth in the 2014 Plan. Under the 2014 Plan, the Company also grants fully-vested shares of its common stock to certain members of its Board of Directors. While these shares are fully vested, the directors are restricted from selling these shares while they are still serving on the Company’s Board of Directors subject to limited exceptions. During the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, the Company granted to members of the Company’s Board of Directors an aggregate of 29, 31 and 29 fully-vested shares, respectively, and recognized compensation expense of $757, $688 and $756, respectively. Under the Winfrey Amendment Option ( as defined below), in fiscal 2020 The Company issues common stock for share-based compensation awards from treasury stock. The total compensation cost that has been charged against income for share-based compensation awards and the Winfrey Amendment Option, as applicable, was $21,348, $55,013 and $20,471 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. Such amounts have been included as a component of selling, general and administrative expenses. The total income tax benefit recognized in the Company’s consolidated statements of net income for all share-based compensation awards was $5,175, $10,915 and $2,141 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. The tax benefits realized from options exercised and RSUs and PSUs vested totaled $7,999, $8,426 and $2,840 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. No compensation costs were capitalized. As of January 1, 2022, there was $31,877 of total unrecognized compensation cost related to the stock options, RSUs and PSUs granted under the Stock Plans. That cost is expected to be recognized over a weighted-average period of approximately 1.5 years. Stock Option Awards with Time-Vesting Criteria Stock options with time-vesting criteria (“Time-Vesting Options”) are exercisable based on the terms and conditions outlined in the applicable award agreement. Time-Vesting Options outstanding at January 1, 2022, January 2, 2021 and December 28, 2019 vest over a period of two to four years and the expiration term is seven to ten years. Time-Vesting Options outstanding at January 1, 2022, January 2, 2021 and December 28, 2019 have an exercise price between $3.97 and $60.00 per share. The Company did not grant Time-Vesting Options in fiscal 2019. The fair value of each of these option awards is estimated on the date of grant using the Black-Scholes option pricing model with the weighted average assumptions noted in the following table. Expected volatility is based on the historical volatility of the Company’s common stock. Since the Company’s option exercise history is limited, it has estimated the expected term of these options (other than the options with a seven-year January 1, January 2, 2022 2021 Dividend yield 0.0% 0.0% Volatility 56.7% 56.5% - 56.7% Risk-free interest rate 1.13% 0.45% - 0.52% Expected term (years) 6.5 5.9 - 6.5 Option Activity A summary of all option activity under the Stock Plans and the Initial Option Agreement (as defined below) for the fiscal year ended January 1, 2022 is presented below. Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Shares Price Life (Yrs.) Value Outstanding at January 2, 2021 6,360 $ 33.09 Granted 354 $ 29.43 Exercised (606 ) $ 7.02 Cancelled (402 ) $ 25.97 Outstanding at January 1, 2022 5,706 $ 36.13 4.0 $ 5,028 Exercisable at January 1, 2022 5,172 $ 37.38 3.5 $ 5,028 The weighted-average grant-date fair value of all options granted (including the Winfrey Amendment Option) was $15.64, $9.98 and $0.00 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. The total intrinsic value of all options exercised (including options granted under the Initial Option Agreement) was $18,497, $24,841 and $1,105 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. Cash received from Time-Vesting Options exercised during the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $4,469, $8,176 and $1,076, respectively. Restricted Stock Unit Awards with Time-Vesting Criteria RSUs are exercisable based on the terms outlined in the applicable award agreement. The RSUs generally vest over a period of two to four years. The fair value of RSUs is determined using the closing market price of the Company’s common stock on the date of grant. A summary of RSU activity under the Stock Plans for the fiscal year ended January 1, 2022 is presented below. Weighted-Average Grant-Date Fair Shares Value Outstanding at January 2, 2021 1,699 $ 21.32 Granted 1,204 $ 24.29 Vested (736 ) $ 24.60 Forfeited (572 ) $ 21.51 Outstanding at January 1, 2022 1,595 $ 21.99 The weighted-average grant-date fair value of RSUs granted was $24.29, $19.40 and $19.09 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. The total fair value of RSUs vested during the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $18,097, $15,015 and $12,268, respectively. Performance-Based Stock Unit Awards with Time- and Performance-Vesting Criteria In fiscal 2019, the Company granted 280.1 PSUs having both time- and performance-vesting criteria. The time-vesting criteria for these PSUs will be satisfied upon continued employment (with limited exceptions) on the third anniversary of the grant date. The performance-vesting criteria for these PSUs will be satisfied if the Company has achieved a certain annual operating income objective for the performance period of fiscal 2021. Pursuant to these awards, the number of PSUs that become vested, if any, upon the satisfaction of both vesting criteria, shall be equal to (x) the target number of PSUs granted multiplied by (y) the applicable achievement percentage, rounded down to avoid the issuance of fractional shares. The Company is currently accruing compensation expense to what it believes is the probable outcome upon vesting. In fiscal 2018, the Company granted 81.3 PSUs having both time- and performance-vesting criteria. The time-vesting criteria for these PSUs was satisfied upon continued employment (with limited exceptions) on May 15, 2021. The performance-vesting criteria for these PSUs was not satisfied and 0 PSUs became vested in fiscal 2021 upon the satisfaction of the time-vesting criteria. In fiscal 2017, the Company granted 98.5 PSUs in May 2017 and 47.9 PSUs in July 2017, all having both time- and performance-vesting criteria (the “2017 PSUs”). The time-vesting criteria for these PSUs was satisfied upon continued employment (with limited exceptions) on May 15, 2020. The performance-vesting criteria for two-thirds of these PSUs was satisfied when the Company achieved, in the case of the May 2017 awards, certain annual operating income objectives and, in the case of the July 2017 award, certain net income or operating income objectives, as applicable for each of the fiscal 2017 and fiscal 2018 performance years. The performance-vesting criteria for the fiscal 2019 performance year was not satisfied. When the performance measure was met, if at all, for a particular 2017 Award Performance Year (i.e., each fiscal year over a three-year (166.67% in the case of fiscal 2017 and fiscal 2018) Pursuant to these awards, the number of PSUs that became vested in fiscal 2020 upon the satisfaction of the time-vesting criteria was 122.6. In fiscal 2016, the Company granted 289.9 PSUs having both time- and performance-vesting criteria. The time-vesting criteria for these PSUs was satisfied upon continued employment (with limited exceptions) on the third anniversary of the grant date. The performance-vesting criteria for these PSUs was satisfied when the Company achieved a Debt Ratio (as defined in the applicable term sheet for these PSU awards and based on a Debt to EBITDAS ratio (each, as defined therein)) at levels at or below 4.5x over the performance period from December 31, 2017 to December 29, 2018. Pursuant to these awards, the number of PSUs that became vested in fiscal 2019 upon the satisfaction of the time-vesting criteria of 219.3 was calculated as (x) the target number of PSUs granted multiplied by (y) 166.67%, the applicable Debt Ratio achievement percentage, rounded down to avoid the issuance of fractional shares. The Company accrued compensation expense in an amount equal to the outcome upon vesting. The fair value of PSUs is determined using the closing market price of the Company’s common stock on the date of grant. A summary of PSU activity under the 2014 Plan for the fiscal year ended January 1, 2022 is presented below. Weighted-Average Grant-Date Fair Shares Value Outstanding at January 2, 2021 295 $ 31.46 Granted — $ — Vested — $ — Forfeited (94 ) $ 58.21 Outstanding at January 1, 2022 201 $ 18.94 The weighted-average grant-date fair value of PSUs granted and/or incremental shares vested was $0.00, $28.09 and $17.51 during the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. The total fair value of PSUs vested during the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $0, $3,443 and $2,891, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 01, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (CARES) Act (the “CARES Act”) was signed into law. The CARES Act includes provisions relating to modifications to the net interest deduction limitation, net operating loss carryforward rules, refundable payroll tax credits and deferment of the employer portion of certain payroll taxes. On July 20, 2020, the U.S. Treasury Department released final regulations under Internal Revenue Code Section 951A (TD 9902) permitting a taxpayer to elect to exclude from its inclusion items of income subject to a high effective rate of foreign tax. As a result of the final regulations, the Company recorded a $7,566 tax benefit in fiscal 2020 related to the fiscal 2018 and fiscal 2019 taxes previously accrued attributable to GILTI. The following tables summarize the Company’s consolidated provision for U.S. federal, state and foreign taxes on income: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Current: U.S. federal $ 38 $ (14,052 ) $ 20,900 State 1,055 4,421 1,873 Foreign 24,245 28,533 18,164 $ 25,338 $ 18,902 $ 40,937 Deferred: U.S. federal $ (8,510 ) $ 94 $ (9,137 ) State (9,589 ) (2,835 ) (2,434 ) Foreign 2,534 1,301 2,147 $ (15,565 ) $ (1,440 ) $ (9,424 ) Total tax provision $ 9,773 $ 17,462 $ 31,513 The components of the Company’s consolidated income before income taxes consist of the following: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Domestic $ (27,763 ) $ (10,467 ) $ 75,932 Foreign 104,428 102,970 75,028 $ 76,665 $ 92,503 $ 150,960 The effective tax rates for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 were 12.7%, 18.9% and 20.9%, respectively. The difference between the U.S. federal statutory tax rate and the Company’s consolidated effective tax rate is as follows: The Company’s effective tax rate for the fiscal year ended January 1, 2022 The Company’s effective tax rate for the fiscal year ended January 2, 2021 f oreign-derived intangible income (“ The Company’s effective tax rate for the fiscal year ended December 28, 2019 was impacted by the following items: (i) a $5,148 tax expense related to income earned in foreign jurisdictions and (ii) a $3,524 tax expense related to GILTI. In addition, the effective tax rate for fiscal 2019 was impacted by the following: (i) a $5,650 tax benefit related to FDII, (ii) a $1,375 tax benefit related to the reversal of tax reserves no longer needed, and (iii) a $746 tax benefit related to the cessation of certain publishing operations. Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 U.S. federal statutory tax rate 21.0 % 21.0 % 21.0 % State income taxes (net of federal benefit) (1.8 %) 1.0 % (0.3 %) Cessation of operations 0.0 % 0.0 % (0.5 %) Research and development credit (1.8 %) (2.2 %) (1.2 %) Tax windfall on share-based awards (4.6 %) (4.3 %) (0.1 %) Reserves for uncertain tax positions 0.2 % 0.9 % (0.9 %) Tax rate changes (8.2 %) (1.2 %) 0.0 % Executive compensation limitation 1.8 % 1.2 % 0.5 % GILTI 0.0 % (8.2 %) 2.3 % FDII 0.0 % (1.5 %) (3.7 %) (Decrease) increase in valuation allowance due to net operating loss (2.0 %) 0.0 % 0.4 % Out-of-period adjustments 0.0 % 2.5 % 0.0 % Tax return adjustments related to the 2017 Tax Act 0.0 % 0.0 % (0.7 %) Impact of foreign operations 9.0 % 8.7 % 3.4 % Other (0.9 %) 1.0 % 0.7 % Total effective tax rate 12.7 % 18.9 % 20.9 % The deferred tax assets and liabilities recorded on the Company’s consolidated balance sheets are as follows: January 1, 2022 January 2, 2021 Interest expense disallowance $ 44,598 $ 32,971 Operating lease liabilities 22,901 31,108 Operating loss carryforwards 14,172 8,780 Provision for estimated expenses 2,128 1,643 Salaries and wages 2,710 3,875 Share-based compensation 15,707 14,747 Other comprehensive income 6,306 8,525 Other 5,927 6,320 Less: valuation allowance (10,083 ) (7,190 ) Total deferred tax assets $ 104,366 $ 100,779 Goodwill and intangible assets $ (224,548 ) $ (227,198 ) Operating lease assets (20,794 ) (28,378 ) Depreciation (4,044 ) (3,912 ) Prepaid expenses (1,433 ) (1,379 ) Total deferred tax liabilities $ (250,819 ) $ (260,867 ) Net deferred tax liabilities $ (146,453 ) $ (160,088 ) As of January 1, 2022 and January 2, 2021, the Company had primarily foreign and state net operating loss carryforwards of approximately $111,432 and $110,039, respectively, some of which have an unlimited carryforward period, while others expire in various years beginning in fiscal 2022. The Company maintains a full valuation allowance on its state and certain foreign net operating loss carryforwards as it is deemed more likely than not that such losses will not be realized. In fiscal 2021, the Company recorded a $1,560 income tax benefit for the release in the valuation allowance related to its operations in Switzerland. As a result of the Tax Cuts and Jobs Act (the “2017 Tax Act”) changing the U.S. to a modified territorial tax system, the Company will no longer assert its $80,892 of undistributed foreign earnings as of January 1, 2022 are permanently reinvested. The Company has considered whether there would be any potential future costs of not asserting indefinite reinvestment and does not expect such costs to be significant. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Balance at beginning of year $ 851 $ 206 $ 3,665 Increases related to tax positions taken in current year 196 — — Increases related to tax positions taken in prior years 260 605 264 Reductions related to tax positions taken in prior years (199 ) — (2,731 ) Reductions related to settlements with tax authorities — — (992 ) Effects of foreign currency translation (53 ) 40 — Balance at end of year $ 1,055 $ 851 $ 206 At January 1, 2022, the total amount of unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate is $985. In fiscal 2021, the Company reached a favorable settlement with the IRS for the 2018 tax year, which resulted in no adjustment, and closed an audit in Germany for tax years 2013 to 2016, which resulted in an assessment of $529. The Company files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. At January 1, 2022, with few exceptions, the Company was no longer subject to U.S. federal, state or local income tax examinations by tax authorities for years prior to 2018, or non-U.S. income tax examinations by tax authorities for years prior to 2016. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. The Company had $ (54) and $ of accrued interest and penalties at January 1, 2022 and January 2, 2021 , respectively. The Company recognized $ , $ 190 and $ (257) of an income tax expense (benefit) in interest and penalties during the fiscal years ended January 1, 2022 , January 2, 2021 and December 28, 2019 , respectively. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 01, 2022 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 1 4 . The Company sponsors the Third Amended and Restated WW Savings Plan (the “Savings Plan”) for salaried and certain hourly U.S. employees of the Company. The Savings Plan is a defined contribution plan that provides for employer matching contributions of 50% of the employee’s tax deferred contributions up to 6% of an employee’s eligible compensation for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019. Effective as of May 30, 2020, the Company temporarily suspended employer matching contributions through December 31, 2020. During fiscal 2014, the Company received a favorable determination letter from the IRS that qualifies the Savings Plan under Section 401(a) of the Internal Revenue Code. Pursuant to the Savings Plan, the Company also makes profit sharing contributions for all full-time salaried U.S. employees who are eligible to participate in the Savings Plan (except for certain personnel above a determined compensation level). The profit sharing contribution is a guaranteed monthly employer contribution on behalf of each participant based on the participant’s age and a percentage of the participant’s eligible compensation. The Savings Plan also has a discretionary supplemental profit sharing employer contribution component that is determined annually by the Compensation Committee. Effective as of May 30, 2020, the Company temporarily suspended profit sharing contributions through December 31, 2020. Expense related to these contributions for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $1,342, $914 and $1,313, respectively. For certain U.S. personnel above a determined compensation level, the Company sponsors the Second Amended and Restated Weight Watchers Executive Profit Sharing Plan (“EPSP”). Under the IRS definition, the EPSP is considered a Nonqualified Deferred Compensation Plan. There is a promise of payment by the Company made on the employees’ behalf instead of an individual account with a cash balance. The EPSP provides for a guaranteed employer contribution on behalf of each participant based on the participant’s age and a percentage of the participant’s eligible compensation. The EPSP has a discretionary supplemental employer contribution component that is determined annually by the Compensation Committee. The EPSP is valued at the end of each fiscal month, based on an annualized interest rate of prime plus 2%, with an annualized cap of 15%. Effective as of May 30, 2020, the Company temporarily suspended EPSP contributions through December 31, 2020. Expense related to this commitment for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $3,975, $1,761 and $3,691, respectively. |
Cash Flow Information
Cash Flow Information | 12 Months Ended |
Jan. 01, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Information | 1 5 . Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Net cash paid during the year for: Interest expense $ 79,374 $ 137,163 $ 130,081 Income taxes (1) $ 41,377 $ 24,609 $ 34,268 Noncash investing and financing activities were as follows: Fair value of net assets acquired in connection with acquisitions $ 20,032 $ 9,677 $ 118 Capital expenditures and Capitalized software included in accounts payable and accrued expenses $ 1,835 $ 3,497 $ 3,844 ( 1 ) Fiscal 2021, fiscal 2020 and fiscal 2019 include tax refunds received of $1,077, $6,936 and $13,309, respectively. See Note 4 for disclosures on supplemental cash flow information related to leases. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 01, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. 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 asserted 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 alleged that, during the Class Period, the defendants disseminated materially false and misleading statements and/or concealed or recklessly disregarded material adverse facts. The complaint alleged 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 Subsequently, on August 17, 2021, Stipulation of Settlement as well as the Proposed Order and Final Judgment in On November 30, 2021, Order and Final Judgment, and on January 7, 2022, the Order and Final Judgment and the dismissal of the has passed. Federal Trade Commission Matter The Company received a letter from the U.S. Federal Trade Commission (the “FTC”) dated September 3, 2019, advising that the FTC was conducting a non-public inquiry into the practices of the Company's wholly owned subsidiary Kurbo, Inc. (“Kurbo”) relating to the collection, use, disclosure and sharing of personal information. Kurbo offers a paid private coaching service as well as a free app to help families teach children healthy habits. The FTC focused on whether certain practices in the Kurbo free app complied with the Children's Online Privacy Protection Act ("COPPA"). On February 16, 2022, the FTC filed a complaint and proposed settlement order in the U nited States District Court for the Northern District of California to resolve allegations that Kurbo violated COPPA by failing to provide required notices and obtain verifiable parental consent prior to collecting, using, and disclosing personal information from children using the Kurbo app. In connection with the proposed settlement, Kurbo and the Company are required, among other things: (i) to update their procedures to ensure that they obtain verifiable parental consent before collecting personal information from children, (ii) to destroy all of the personal information they may have obtained without verifiable parental consent as well as any models or algorithms based on that information, (iii) to update their records retention policy to require destruction of user information one year after a child stops tracking in the Kurbo app, and (iv) to pay a civil penalty of $1,500. Kurbo and the Company deny all of the material allegations in the FTC complaint and deny that either Kurbo or the Company ever violated COPPA or otherwise engaged in any wrongdoing. They entered into the settlement solely to resolve the matter and avoid the expense of litigation. The settlement will become final when the court enters the Consent Order. 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. Commitments Minimum commitments under non-cancelable purchase obligations at January 1, 2022 were $18,861, of which $9,378 is due in fiscal 2022, $7,544 is due in fiscal 2023 and the remaining $1,939 is due in fiscal 2024. See Note 4 for disclosures related to minimum commitments under lease obligations, primarily for office and rental facilities operating leases. |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Jan. 01, 2022 | |
Segment Reporting [Abstract] | |
Segment and Geographic Data | 1 7 . The Company has four reportable segments based on an integrated geographical structure as follows: North America, Continental Europe, 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 for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 North America $ 814,797 $ 942,100 $ 979,302 Continental Europe 297,910 313,380 293,233 United Kingdom 65,820 84,387 94,557 Other 33,936 38,257 46,245 Total revenues, net $ 1,212,463 $ 1,378,124 $ 1,413,337 Net Income for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Segment operating income: North America $ 217,901 $ 269,580 $ 281,937 Continental Europe 117,390 124,891 95,201 United Kingdom 8,134 10,648 9,543 Other 5,454 2,341 4,374 Total segment operating income 348,879 407,460 391,055 General corporate expenses 152,595 191,298 103,070 Interest expense 87,909 123,310 135,267 Other expense, net 1,358 349 1,758 Early extinguishment of debt 30,352 — — Provision for income taxes 9,773 17,462 31,513 Net income $ 66,892 $ 75,041 $ 119,447 Net loss attributable to the noncontrolling interest — 38 169 Net income attributable to WW International, Inc. $ 66,892 $ 75,079 $ 119,616 Depreciation and Amortization for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 North America $ 39,270 $ 39,740 $ 36,643 Continental Europe 1,468 1,615 1,709 United Kingdom 799 1,017 802 Other 404 370 443 Total segment depreciation and amortization 41,941 42,742 39,597 General corporate depreciation and amortization 12,745 16,780 14,738 Depreciation and amortization $ 54,686 $ 59,522 $ 54,335 The following tables present information about the Company’s sources of revenue and other information by geographic area. There were no material amounts of sales or transfers among geographic areas and no material amounts of U.S. export sales. Total Revenue, net for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Digital Subscription Revenues $ 788,173 $ 743,060 $ 609,996 Workshops + Digital Fees 274,866 443,429 597,270 In-studio product sales 21,908 40,352 118,493 E-commerce, licensing, franchise royalties and other 127,516 151,283 87,578 $ 1,212,463 $ 1,378,124 $ 1,413,337 Total Revenue, net for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 United States $ 759,737 $ 880,945 $ 913,930 Canada 55,060 61,155 65,372 Continental Europe 297,910 313,380 293,233 United Kingdom 65,820 84,387 94,557 Other 33,936 38,257 46,245 $ 1,212,463 $ 1,378,124 $ 1,413,337 Long-Lived Assets (1) January 1, 2022 January 2, 2021 United States $ 31,566 $ 43,651 Canada 3,198 4,508 Continental Europe 1,111 1,471 United Kingdom 1,002 1,751 Other 342 554 $ 37,219 $ 51,935 ( 1 ) Amounts include finance lease assets Operating Lease Assets January 1, 2022 January 2, 2021 United States $ 80,609 $ 107,023 Canada 5,079 6,136 Continental Europe 2,216 3,038 United Kingdom 1,732 2,217 Other 266 688 $ 89,902 $ 119,102 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 01, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 1 8 . 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 January 1, 2022 and January 2, 2021. Since there were no outstanding borrowings under the New Revolving Credit Facility as of January 1, 2022, the fair value approximated a carrying value of $0 at January 1, 2022. 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 January 1, 2022 and January 2, 2021, the fair value of the Company’s long-term debt was approximately $1,389,306 and $1,501,148, respectively, as compared to the carrying value (net of deferred financing costs and debt discount) of $1,418,104 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 19 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 January 1, 2022 $ 14,670 $ — $ 14,670 $ — 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 fiscal years ended January 1, 2022 and January 2, 2021. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 12 Months Ended |
Jan. 01, 2022 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | 1 9 . As of January 1, 2022 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 July 26, 2013, in order to hedge a portion of its variable rate debt, the Company entered into a forward-starting interest rate swap with an effective date of March 31, 2014 and a termination date of April 2, 2020. The initial notional amount of this swap was $1,500,000. During the term of this swap, the notional amount decreased from $1,500,000 effective March 31, 2014 to $1,250,000 on April 3, 2017 and to $1,000,000 on April 1, 2019. This interest rate swap effectively fixed the variable interest rate on the notional amount of this swap at 2.41%. 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 was $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 January 1, 2022 and January 2, 2021, cumulative unrealized losses for qualifying hedges were reported as a component of accumulated other comprehensive loss in the amounts of $10,843 ($14,622 before taxes) and $20,979 ($28,161 before taxes), respectively. As of January 1, 2022 and January 2, 2021, the aggregate $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 $4,566 ($6,103 before taxes) of derivative losses included in accumulated other comprehensive loss at January 1, 2022, based on current market rates, will be reclassified into earnings within the next 12 months. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Jan. 01, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 20 . Amounts reclassified out of accumulated other comprehensive loss are as follows: Changes in Accumulated Other Comprehensive Loss by Component ( 1 ) Fiscal Year Ended January 1, 2022 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 2,452 (3,591 ) (1,139 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) 7,684 — 7,684 Net current period other comprehensive income (loss) 10,136 (3,591 ) 6,545 Ending balance at January 1, 2022 $ (10,843 ) $ (7,761 ) $ (18,604 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications Fiscal Year Ended January 2, 2021 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) income before reclassifications, net of tax (14,590 ) 7,555 (7,035 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) 9,140 — 9,140 Net current period other comprehensive (loss) income including noncontrolling interest (5,450 ) 7,555 2,105 Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 98 98 Ending balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications Fiscal Year Ended December 28, 2019 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 29, 2018 $ (1,175 ) $ (14,582 ) $ (15,757 ) Other comprehensive (loss) income before reclassifications, net of tax (13,752 ) 2,737 (11,015 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) (602 ) — (602 ) Net current period other comprehensive (loss) income including noncontrolling interest (14,354 ) 2,737 (11,617 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 22 22 Ending balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications Reclassifications out of Accumulated Other Comprehensive Loss ( 1 ) Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 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) Gain on Qualifying Hedges Interest rate contracts $ (10,271 ) $ (12,218 ) $ 807 Interest expense (10,271 ) (12,218 ) 807 Income before income taxes 2,587 3,078 (205 ) Provision for income taxes $ (7,684 ) $ (9,140 ) $ 602 Net income ( 1 ) Amounts in parentheses indicate debits to profit/loss |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Jan. 01, 2022 | |
Accounting Changes And Error Corrections [Abstract] | |
Accounting Standards Adopted in Current Year and Recently Issued Accounting Pronouncements | 3. In December 2019, the Financial Accounting Standards Board (the “FASB”) On January 3, 2021, the Company adopted the on a prospective basis, which did not have a material impact on its consolidated financial statements. 2 1 . In October 2021, the FASB issued updated guidance that requires an acquiring entity to apply Topic 606 to recognize and measure contract assets and contract liabilities acquired in a business combination. The effective date of the new guidance for public companies is for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The new guidance should be applied prospectively to business combinations occurring on or after its effective date. Although the Company is currently evaluating the timing of adoption for this guidance, it does not expect the adoption to have a material impact on its consolidated financial statements. |
Related Party
Related Party | 12 Months Ended |
Jan. 01, 2022 | |
Related Party Transactions [Abstract] | |
Related Party | 2 2 . 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 3,276 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 was 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 $918, $2,228 and $2,791 for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively, which services included advertising, production and related fees. Also, during the fiscal year ended December 28, 2019, the Company received advertising services from entities related to Ms. Winfrey at no charge with an estimated value of $330. Entities related to Ms. Winfrey were reimbursed for actual costs incurred in connection with the WW Presents: Oprah’s 2020 Vision tour totaling $ 1,653 for the fiscal year ended January 2, 2021 . The Company’s accounts payable to parties related to Ms. Winfrey at January 1, 2022 and January 2, 2021 was $120 and $76, respectively. During the fiscal year ended January 1, 2022 , 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 (the “Purchase Agreement”), and the previously disclosed Winfrey Option Agreement, dated October 18, 2015, between the Company and Ms. Winfrey (the “Initial Option Agreement”), Ms. Winfrey sold 1,542 of the shares she purchased under such purchase agreement and exercised a portion of her stock options granted in fiscal 2015 resulting in the sale of 581 shares issuable under such options, respectively. During the fiscal year ended January 2, 2021, as permitted by the transfer provisions set forth in the Purchase Agreement and the Initial Option Agreement granted in fiscal 2015 |
Restructuring
Restructuring | 12 Months Ended |
Jan. 01, 2022 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | 2 3 . Restructuring 2021 Plan 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. $21,534 ($16,109 after tax). For the fiscal year ended January 1, 2022 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 1, 2022 Lease termination and other related costs $ 12,688 Employee termination benefit costs 8,846 Total restructuring expenses $ 21,534 For the fiscal year ended January 1, 2022 , restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 1, 2022 Cost of revenues $ 16,727 Selling, general and administrative expenses 4,807 Total restructuring expenses $ 21,534 All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the fiscal year ended January 1, 2022 , the Company made payments of $7,640 towards the liability for the lease termination costs and decreased provision estimates by $3 . For the fiscal year ended January 1, 2022 , the Company made payments of $4,802 towards the liability for the employee termination benefit costs. The Company expects the remaining lease termination liability of $1,361 and the remaining employee termination benefit liability of $4,044 to be paid in full in fiscal 2023. 2020 Plan 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 . For the fiscal year ended January 2, 2021, the Company recorded restructuring expenses totaling $33,092 ($24,756 after tax). For the fiscal year ended January 2, 2021 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 2, 2021 Lease termination and other related costs $ 7,989 Employee termination benefit costs 25,103 Total restructuring expenses $ 33,092 For the fiscal year ended January 2, 2021, restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 2, 2021 Cost of revenues $ 23,300 Selling, general and administrative expenses 9,792 Total restructuring expenses $ 33,092 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 $645 towards the liability for the lease termination costs. For the fiscal year ended January 2, 2021 , the Company made payments of $15,434 towards the liability for the employee termination benefit costs and increased provision estimates by $180. For the fiscal year ended January 1, 2022 , the Company made payments of $4,649 towards the liability for the lease termination costs and decreased provision estimates by $470. For the fiscal year ended January 1, 2022 , the Company made payments of $6,773 towards the liability for the employee termination benefit costs and decreased provision estimates by $1,136. The Company expects the remaining lease termination liability of $202 and the remaining employee termination benefit liability of $1,940 to be paid in full in fiscal 2022. 2019 Organizational Realignment As previously disclosed, in the first quarter of fiscal 2019, the Company undertook an organizational realignment which resulted in the elimination of certain positions and termination of employment for certain employees The Company recorded expenses in connection with employee termination benefit costs of $6,331 ($4,727 after tax) for the fiscal year ended December 28, 2019 (all expenses were recorded in the first quarter of fiscal 2019). These expenses impacted cost of revenues by $1,425 and selling, general and administrative expense by $4,906 for the fiscal year ended December 28, 2019. The Company did not record additional expenses in connection with this organizational realignment. All expenses were recorded to general corporate expenses and, therefore, there was no impact to the segments. For the fiscal year ended December 28, 2019, the Company made payments of $5,077 towards the liability for these expenses and lowered provision estimates by $83. For the fiscal year ended January 2, 2021 , the Company made payments of $1,052 towards the liability for these expenses and lowered provision estimates by $119. As of January 2, 2021 , there was no outstanding liability related thereto |
VALUATION AND QUALIFYING ACCOUN
VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | 12 Months Ended |
Jan. 01, 2022 | |
Valuation And Qualifying Accounts [Abstract] | |
VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS AND RESERVES (IN THOUSANDS) Additions Balance at Charged to Charged Balance at Beginning Costs and to Other Deductions End of Period Expenses Accounts (1) of Period FISCAL YEAR ENDED JANUARY 1, 2022 Allowance for credit losses $ 2,298 $ (214 ) $ — $ (358 ) $ 1,726 Inventory and other reserves $ 10,239 $ 7,657 $ — $ (10,755 ) $ 7,141 Tax valuation allowance $ 7,190 $ 1,266 $ 4,437 $ (2,810 ) $ 10,083 FISCAL YEAR ENDED JANUARY 2, 2021 Allowance for credit losses $ 1,813 $ 411 $ — $ 74 $ 2,298 Inventory and other reserves $ 4,685 $ 16,425 $ — $ (10,871 ) $ 10,239 Tax valuation allowance $ 6,760 $ 792 $ 141 $ (503 ) $ 7,190 FISCAL YEAR ENDED DECEMBER 28, 2019 Allowance for credit losses $ 1,743 $ (123 ) $ — $ 193 $ 1,813 Inventory and other reserves $ 3,843 $ 8,710 $ — $ (7,868 ) $ 4,685 Tax valuation allowance $ 6,191 $ 709 $ (40 ) $ (100 ) $ 6,760 (1) Primarily represents the utilization of established reserves, net of recoveries, where applicable. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on the Saturday closest to December 31 st |
Use of Estimates | Use of Estimates The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates and judgments, including those related to inventories, the impairment analysis for goodwill and other indefinite-lived intangible assets, revenue, share-based compensation, income taxes, tax contingencies and litigation. The Company bases its estimates on historical experience and on various other factors and assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. While all available information has been considered For example, the global outbreak of the coronavirus ( COVID-19) has had and will continue to have an 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 . 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 this Annual Report on Form 10-K and the accompanying consolidated 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. |
Translation of Foreign Currencies | Translation of Foreign Currencies For all foreign operations, the functional currency is the local currency. Assets and liabilities of these operations are translated into U.S. dollars using the exchange rate in effect at the end of each reporting period. Income statement accounts Foreign currency gains and losses arising from the translation of intercompany receivables and intercompany payables with the Company’s international subsidiaries are recorded as a component of other expense, net, unless the receivable or payable is considered long-term in nature, in which case the foreign currency gains and losses are recorded as a component of accumulated other comprehensive loss. |
Cash Equivalents | Cash Equivalents Cash and cash equivalents are defined as highly liquid investments with original maturities of three months or less. Cash balances may, at times, exceed insurable amounts. The Company believes it mitigates this risk by investing in or through major financial institutions. Cash includes balances due from third-party credit card companies. |
Inventories | Inventories Inventories, which consist of finished goods, are stated at the lower of cost or net realizable value on a first-in, first-out basis, net of reserves for obsolescence and shrinkage. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. For financial reporting purposes, equipment is depreciated on the straight-line method over the estimated useful lives of the assets (3 to 10 years). Leasehold improvements are amortized on the straight-line method over the shorter of the term of the lease or the useful life of the related assets. Expenditures for new facilities and improvements that substantially extend the useful life of an asset are capitalized. Ordinary repairs and maintenance are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related depreciation are removed from the accounts and any related gains or losses are included in income. |
Impairment of Long Lived Assets | Impairment of Long Lived Assets The Company reviews long-lived assets, including amortizable intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. In fiscal 2021, fiscal 2020 and fiscal 2019, the Company recorded impairment charges of $5, $62 and $307, respectively, related to internal-use computer software that was not expected to provide substantive service potential. In fiscal 2021, fiscal 2020 and fiscal 2019, the Company recorded impairment charges of $516, $1,310 and $0, respectively, related to property, plant and equipment that were expected to be disposed of before the end of their estimated useful lives. |
Franchise Rights Acquired and Goodwill | Franchise Rights Acquired Finite-lived franchise rights acquired are amortized over the remaining contractual period, which is generally less than one year. Indefinite-lived franchise rights acquired are tested on an annual basis for impairment. In performing the impairment analysis for indefinite-lived franchise rights acquired, the fair value for franchise rights acquired is estimated using a discounted cash flow approach referred to as the hypothetical start-up approach for franchise rights related to the Company’s Workshops Workshops In its hypothetical start-up approach analysis for fiscal 2021, the Company assumed that the year of maturity was reached after 7 years. Subsequent to the year of maturity, the Company estimated future cash flows for the Workshops Workshops Goodwill In performing the impairment analysis for goodwill, the fair value for the Company’s reporting units is estimated using a discounted cash flow approach. This approach involves projecting future cash flows attributable to the reporting unit and discounting those estimated cash flows using an appropriate discount rate. The estimated fair value is then compared to the carrying value of the reporting unit. The Company has determined the appropriate reporting unit for purposes of assessing annual impairment to be the country for all reporting units. The net book values of goodwill in the United States, Canada and other countries as of the January 1, 2022 balance sheet date were $105,121, $42,409 and $9,844, respectively, totaling $157,374. The net book values of goodwill in the United States, Canada and other countries as of the January 2, 2021 balance sheet date were $102,968, $42,103 and $10,546, respectively, totaling $155,617. For all of the Company’s reporting units tested as of May 9, 2021, the Company estimated future cash flows by utilizing the historical debt-free cash flows (cash flows provided by operations less capital expenditures) attributable to that country and then applied expected future operating income growth rates for such country. The Company utilized operating income as the basis for measuring its potential growth because it believes it is the best indicator of the performance of its business. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. Indefinite-Lived Franchise Rights Acquired and Goodwill Annual Impairment Test The Company reviews indefinite-lived intangible assets, including franchise rights acquired with indefinite lives, and goodwill for potential impairment on at least an annual basis or more often if events so require. The Company performed fair value impairment testing as of May 9, 2021 and May 3, 2020, each the first day of fiscal May, on its indefinite-lived intangible assets and goodwill. In performing its annual impairment analysis as of May 9, 2021 and May 3, 2020, the Company determined that the carrying amounts of its franchise rights acquired with indefinite lives units of account and goodwill reporting units did not exceed their respective fair values and, therefore, no impairment existed. When determining fair value, the Company utilizes various assumptions, including projections of future cash flows, growth rates and discount rates. A change in these underlying assumptions could cause a change in the results of the impairment assessments and, as such, could cause fair value to be less than the carrying amounts and result in an impairment of those assets. In the event such a result occurred, the Company would be required to record a corresponding charge, which would impact earnings. The Company would also be required to reduce the carrying amounts of the related assets on its balance sheet. Based on the results of the Company’s May 9, 2021 annual franchise rights acquired impairment analysis performed for all of its units of account, all units, except for New Zealand, had an estimated fair value at least 45% higher than the respective unit’s carrying amount. Collectively, these units of account represent 99.4% of the Company’s total franchise rights acquired as of the January 1, 2022 balance sheet date. Based on the results of the Company’s annual franchise rights acquired impairment test performed for its New Zealand unit of account, which holds 0.6% of the Company’s franchise rights acquired as of the January 1, 2022 balance sheet date, the estimated fair value of this unit of account exceeded its carrying value by approximately 10%. Accordingly, a change in the underlying assumptions for New Zealand may change the results of the impairment assessment and, as such, could result in an impairment of the franchise rights acquired related to New Zealand, for which the net book value was $4,840 Based on the results of the Company’s May 9, 2021 annual goodwill impairment test performed for all of its reporting units, there was significant headroom in the goodwill impairment analysis for those units, with the difference between the carrying value and the fair value exceeding 100%. Canada Indefinite-Lived Franchise Rights Acquired Interim Impairment Test The Company’s Canada unit of account had a net book value of $60,117, 7.7% of its franchise rights acquired as of the January 1, 2022 balance sheet date. Given the lower headroom in the May 9, 2021 annual franchise rights acquired impairment test for this unit relative to the other units of account and the decline in business performance through fiscal 2021 (which may continue into fiscal 2022), the Company performed an interim impairment analysis as of January 1, 2022. In this test, the estimated fair value of this unit of account exceeded its carrying value by approximately 3%. Therefore, the Company did not record an impairment for the Canada unit of account. Brazil Goodwill Impairment With respect to its Brazil reporting unit, during the first quarter of fiscal 2020, the Company made a strategic decision to shift to an exclusively Digital business in that country. The Company determined that this decision, together with the negative impact of COVID-19, the ongoing challenging economic environment in Brazil and its reduced expectations regarding the reporting unit’s future operating cash flows, required the Company to perform an interim goodwill impairment analysis. In performing this discounted cash flow analysis, the Company determined that the carrying amount of this reporting unit exceeded its fair value and as a result recorded an impairment charge of $3,665, which comprised the remaining balance of goodwill for this reporting unit. As it related to its goodwill impairment analysis for Brazil, the Company estimated future debt-free cash flows in contemplation of its growth strategies for that market. In developing these projections, the Company considered the growth strategies under the current market conditions in Brazil. The Company then discounted the estimated future cash flows utilizing a discount rate which was calculated using the weighted-average cost of capital, which included the cost of equity and the cost of debt. |
Other Intangible Assets | Other Intangible Assets Other finite-lived intangible assets are amortized using the straight-line method over their estimated useful lives of 3 to 20 years. The Company expenses all software costs incurred during the preliminary project stage and capitalizes all internal and external direct costs of materials and services consumed in developing software once the development has reached the application development stage. Application development stage costs generally include software configuration, coding, installation to hardware and testing. These costs are amortized over their estimated useful life of 3 years for website development costs and from 3 to 5 years for all other software costs. All costs incurred for upgrades, maintenance and enhancements, including the cost of website content, which do not result in additional functionality, are expensed as incurred. |
Revenue Recognition | Revenue Recognition 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 Company earns revenue from subscriptions for its digital products and by conducting workshops, for which it charges a fee, predominantly through commitment plans, as well as prepayment plans or the “pay-as-you-go” arrangement. The Company also earns revenue by selling consumer products online through its e-commerce platforms, at its studios, and through its trusted partners; collecting royalties related to licensing agreements; collecting royalties from franchisees; and publishing. Commitment plan revenues and prepaid workshop fees are recorded to revenue on a straight-line basis as control is transferred since these performance obligations are satisfied over time. “Digital Subscription Revenues,” consisting of the fees associated with subscriptions for the Company’s Digital products, including Digital 360 and Personal Coaching + Digital, are recognized on a straight-line basis as control is transferred since these performance obligations are satisfied over time. One-time Digital sign-up fees are considered immaterial in the context of the contract and the related revenue is amortized into revenue over the commitment period. “Workshops + Digital Fees” (formerly known as “Studio + Digital Fees”) Workshops The Company grants refunds in aggregate amounts that historically have not been material. Because the period of payment of the refund generally approximates the period revenue was originally recognized, refunds are recorded as a reduction of revenue over the same period. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company expenses sales commissions when incurred (amortization period would have been one year or less) and these expenses are recorded within selling, general and administrative expenses. The Company treats shipping and handling fees as fulfillment costs and not as a separate performance obligation, and as a result, any fees received from customers are included in the transaction price allocated to the performance obligation of providing goods with a corresponding amount accrued within cost of product sales and other for amounts paid to applicable carriers. Sales tax, value-added tax and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. |
Advertising Costs | Advertising Costs Advertising costs consist primarily of broadcast and digital media. All costs related to advertising are expensed in the period incurred, except for media production-related costs, which are expensed the first time the advertising takes place. Total advertising expenses for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 were $252,754, $248,473 and $235,826, respectively. |
Income Taxes | Income Taxes Deferred income tax assets and liabilities result primarily from temporary differences between the financial statement and tax bases of assets and liabilities, using enacted tax rates in effect for the year in which differences are expected to reverse. If it is more-likely-than-not that some portion of a deferred tax asset will not be realized, a valuation allowance is recognized. The Company considers historic levels of income, estimates of future taxable income and feasible tax planning strategies in assessing the need for a tax valuation allowance. The Company recognizes a benefit for uncertain tax positions when a tax position taken or expected to be taken in a tax return is more-likely-than-not to be sustained upon examination by taxing authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company recognizes accrued interest and penalties associated with uncertain tax positions as part of the provision for income taxes on its consolidated statements of net income. In addition, assets and liabilities acquired in purchase business combinations are assigned their fair values and deferred taxes are provided for lower or higher tax bases. |
Derivative Instruments and Hedging | Derivative Instruments and Hedging The Company is exposed to certain risks related to its ongoing business operations, primarily interest rate risk and foreign currency risk. Interest rate swaps were entered into to hedge a portion of the cash flow exposure associated with the Company’s variable-rate borrowings. The Company does not use any derivative instruments for trading or speculative purposes. The Company recognizes the fair value of all derivative instruments as either assets or liabilities on the balance sheet. The Company has designated and accounted for interest rate swaps as cash flow hedges of its variable-rate borrowings. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of accumulated other comprehensive loss and reclassified into earnings in the periods during which the hedged transactions affect earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. The fair value of the Company’s interest rate swaps is reported as a component of accumulated other comprehensive loss on its balance sheet. See Note 18 for a further discussion regarding the fair value of the Company’s interest rate swaps. The net effect of the interest payable and receivable under the Company’s effective interest rate swap is included in interest expense on its consolidated statements of net income. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs consist of fees paid by the Company as part of the establishment, exchange and/or modification of the Company’s long-term debt. Amortization expense for the fiscal years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $6,136, $8,845 and $9,318, respectively. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Leases [Abstract] | |
Schedule of Lease Assets and Lease Liabilities | At January 1, 2022 January 2, 2021 January 1, 2022 January 2, 2021 Assets: Operating lease assets $ 89,902 $ 119,102 Finance lease assets 127 207 Total leased assets $ 90,029 $ 119,309 Liabilities: Current Operating $ 20,297 $ 28,551 Finance 75 88 Noncurrent Operating $ 78,157 $ 101,561 Finance 29 93 Total lease liabilities $ 98,558 $ 130,293 |
Schedule of Components of Lease Expense | For the fiscal years ended January 1, 2022 January 2, 2021 December 28, 2019 Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Operating lease cost: Fixed lease cost $ 37,688 $ 48,674 $ 51,246 Lease termination cost 8,542 6,109 10 Variable lease cost 21 (30 ) — Total operating lease cost $ 46,251 $ 54,753 $ 51,256 Finance lease cost: Amortization of leased assets 151 192 487 Interest on lease liabilities 8 12 20 Total finance lease cost $ 159 $ 204 $ 507 Total lease cost $ 46,410 $ 54,957 $ 51,763 |
Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates | At January 1, 2022 January 2, 2021 January 1, 2022 January 2, 2021 Weighted Average Remaining Lease Term (years) Operating leases 7.29 7.08 Finance leases 1.54 2.35 Weighted Average Discount Rate Operating leases 7.15 6.95 Finance leases 5.31 5.51 |
Schedule of Maturity of Lease Liabilities | At January 1, 2022 Operating Leases Finance Leases Total Fiscal 2022 $ 26,611 $ 79 $ 26,690 Fiscal 2023 20,594 25 20,619 Fiscal 2024 15,708 5 15,713 Fiscal 2025 11,547 — 11,547 Fiscal 2026 9,195 — 9,195 Thereafter 45,345 — 45,345 Total lease payments $ 129,000 $ 109 $ 129,109 Less imputed interest 30,546 5 30,551 Present value of lease liabilities $ 98,454 $ 104 $ 98,558 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the fiscal years ended January 1, 2022 December 28, 2019 Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 39,747 $ 49,043 $ 51,326 Operating cash flows from finance leases $ 8 $ 12 $ 20 Financing cash flows from finance leases $ 151 $ 192 $ 487 Leased assets obtained in exchange for new operating lease liabilities $ 1,057 $ 5,113 $ 41,693 Leased assets obtained in exchange for new finance lease liabilities $ 81 $ 132 $ 105 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
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: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Digital Subscription Revenues $ 788,173 $ 743,060 $ 609,996 Workshops + Digital Fees 274,866 443,429 597,270 Subscription Revenues, net $ 1,063,039 $ 1,186,489 $ 1,207,266 Product sales and other, net 149,424 191,635 206,071 Revenues, net $ 1,212,463 $ 1,378,124 $ 1,413,337 |
Schedule of Revenues Disaggregated by Revenue Source and Segment | The following tables present the Company’s revenues disaggregated by revenue source and segment: Fiscal Year Ended January 1, 2022 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 504,152 $ 228,296 $ 36,347 $ 19,378 $ 788,173 Workshops + Digital Fees 210,076 36,707 18,709 9,374 274,866 Subscription Revenues, net $ 714,228 $ 265,003 $ 55,056 $ 28,752 $ 1,063,039 Product sales and other, net 100,569 32,907 10,764 5,184 149,424 Revenues, net $ 814,797 $ 297,910 $ 65,820 $ 33,936 $ 1,212,463 Fiscal Year Ended January 2, 2021 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 484,471 $ 207,978 $ 33,919 $ 16,692 $ 743,060 Workshops + Digital Fees 329,885 67,201 33,283 13,060 443,429 Subscription Revenues, net $ 814,356 $ 275,179 $ 67,202 $ 29,752 $ 1,186,489 Product sales and other, net 127,744 38,201 17,185 8,505 191,635 Revenues, net $ 942,100 $ 313,380 $ 84,387 $ 38,257 $ 1,378,124 Fiscal Year Ended December 28, 2019 North Continental United America Europe Kingdom Other Total Digital Subscription Revenues $ 401,890 $ 167,008 $ 26,898 $ 14,200 $ 609,996 Workshops + Digital Fees 446,576 87,962 44,145 18,587 597,270 Subscription Revenues, net $ 848,466 $ 254,970 $ 71,043 $ 32,787 $ 1,207,266 Product sales and other, net 130,836 38,263 23,514 13,458 206,071 Revenues, net $ 979,302 $ 293,233 $ 94,557 $ 46,245 $ 1,413,337 |
Schedule of 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 December 28, 2019 $ 60,613 $ 54 Net decrease during the period (10,138 ) (10 ) Balance as of January 2, 2021 $ 50,475 $ 44 Net decrease during the period (4,620 ) (16 ) Balance as of January 1, 2022 $ 45,855 $ 28 |
Franchise Rights Acquired, Go_2
Franchise Rights Acquired, Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | For the fiscal year ended January 1, 2022 , the change in the carrying amount of goodwill wa s due to the Maine Acquisition and the effect of exchange rate changes as follows : North Continental United America Europe Kingdom Other Total Balance as of December 28, 2019 $ 143,940 $ 7,015 $ 1,213 $ 5,748 $ 157,916 Goodwill impairment — — — (3,665 ) (3,665 ) Effect of exchange rate changes 1,131 777 55 (597 ) 1,366 Balance as of January 2, 2021 $ 145,071 $ 7,792 $ 1,268 $ 1,486 $ 155,617 Goodwill acquired during the period 2,153 — — — 2,153 Effect of exchange rate changes 306 (606 ) (14 ) (82 ) (396 ) Balance as of January 1, 2022 $ 147,530 $ 7,186 $ 1,254 $ 1,404 $ 157,374 |
Schedule of Carrying Values of Finite-lived Intangible Assets | The carrying values of finite-lived intangible assets as of January 1, 2022 and January 2, 2021 were as follows: January 1, 2022 January 2, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Capitalized software costs $ 115,065 $ 94,771 $ 131,420 $ 109,170 Website development costs 110,678 78,629 95,718 67,656 Trademarks 12,116 11,677 11,999 11,457 Other 14,021 5,677 14,093 5,238 Trademarks and other intangible assets $ 251,880 $ 190,754 $ 253,230 $ 193,521 Franchise rights acquired 7,905 4,766 7,925 4,575 Total finite-lived intangible assets $ 259,785 $ 195,520 $ 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 was as follows: Fiscal 2022 $ 28,386 Fiscal 2023 $ 18,343 Fiscal 2024 $ 7,932 Fiscal 2025 $ 986 Fiscal 2026 and thereafter $ 8,618 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | The carrying values of property and equipment as of January 1, 2022 and January 2, 2021 were as follows: January 1, 2022 January 2, 2021 Equipment $ 71,436 $ 88,261 Leasehold improvements 72,235 90,161 143,671 178,422 Less: Accumulated depreciation and amortization (106,452 ) (126,487 ) $ 37,219 $ 51,935 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Debt Disclosure [Abstract] | |
Components of Long-Term Debt | The components of the Company’s long-term debt were as follows: January 1, 2022 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 April 13, 2026 $ — $ — $ — 2.61 % $ — $ — $ — 0.00 % Term Loan Facility due April 13, 2028 945,000 6,930 14,362 4.48 % — — — 0.00 % Senior Secured Notes due April 15, 2029 500,000 5,604 — 4.70 % — — — 0.00 % Revolving Credit Facility due November 29, 2022 — — — 0.00 % — — — 3.03 % Term Loan Facility due November 29, 2024 — — — 6.03 % 1,209,000 5,113 17,233 6.60 % Senior Notes due December 1, 2025 — — — 8.62 % 300,000 854 — 8.71 % Total $ 1,445,000 $ 12,534 $ 14,362 5.15 % $ 1,509,000 $ 5,967 $ 17,233 6.94 % Less: Current portion — 77,000 Unamortized deferred financing costs 12,534 5,967 Unamortized debt discount 14,362 17,233 Total long-term debt $ 1,418,104 $ 1,408,800 (1) Includes amortization of deferred financing costs and debt discount. |
Schedule of Maturities of Long-term Debt | At January 1, 2022, the aggregate amounts of the Company’s existing long-term debt maturing in each of the next five fiscal years and thereafter were as follows: Fiscal 2022 $ — Fiscal 2023 — Fiscal 2024 — Fiscal 2025 — Fiscal 2026 — Fiscal 2027 and thereafter 1,445,000 $ 1,445,000 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted EPS for the fiscal years ended: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Numerator: Net income attributable to WW International, Inc. $ 66,892 $ 75,079 $ 119,616 Denominator: Weighted average shares of common stock outstanding 69,640 67,849 67,188 Effect of dilutive common stock equivalents 1,104 2,171 2,362 Weighted average diluted common shares outstanding 70,744 70,020 69,550 Earnings per share attributable to WW International, Inc. Basic $ 0.96 $ 1.11 $ 1.78 Diluted $ 0.95 $ 1.07 $ 1.72 |
Stock Plans (Tables)
Stock Plans (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of each of these option awards is estimated on the date of grant using the Black-Scholes option pricing model with the weighted average assumptions noted in the following table. Expected volatility is based on the historical volatility of the Company’s common stock. Since the Company’s option exercise history is limited, it has estimated the expected term of these options (other than the options with a seven-year January 1, January 2, 2022 2021 Dividend yield 0.0% 0.0% Volatility 56.7% 56.5% - 56.7% Risk-free interest rate 1.13% 0.45% - 0.52% Expected term (years) 6.5 5.9 - 6.5 |
Summary of Option Activity and Initial Option Agreement | A summary of all option activity under the Stock Plans and the Initial Option Agreement (as defined below) for the fiscal year ended January 1, 2022 is presented below. Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Shares Price Life (Yrs.) Value Outstanding at January 2, 2021 6,360 $ 33.09 Granted 354 $ 29.43 Exercised (606 ) $ 7.02 Cancelled (402 ) $ 25.97 Outstanding at January 1, 2022 5,706 $ 36.13 4.0 $ 5,028 Exercisable at January 1, 2022 5,172 $ 37.38 3.5 $ 5,028 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | A summary of RSU activity under the Stock Plans for the fiscal year ended January 1, 2022 is presented below. Weighted-Average Grant-Date Fair Shares Value Outstanding at January 2, 2021 1,699 $ 21.32 Granted 1,204 $ 24.29 Vested (736 ) $ 24.60 Forfeited (572 ) $ 21.51 Outstanding at January 1, 2022 1,595 $ 21.99 |
Schedule of Share-based Compensation, Performance Stock Units Award Activity | The fair value of PSUs is determined using the closing market price of the Company’s common stock on the date of grant. A summary of PSU activity under the 2014 Plan for the fiscal year ended January 1, 2022 is presented below. Weighted-Average Grant-Date Fair Shares Value Outstanding at January 2, 2021 295 $ 31.46 Granted — $ — Vested — $ — Forfeited (94 ) $ 58.21 Outstanding at January 1, 2022 201 $ 18.94 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following tables summarize the Company’s consolidated provision for U.S. federal, state and foreign taxes on income: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Current: U.S. federal $ 38 $ (14,052 ) $ 20,900 State 1,055 4,421 1,873 Foreign 24,245 28,533 18,164 $ 25,338 $ 18,902 $ 40,937 Deferred: U.S. federal $ (8,510 ) $ 94 $ (9,137 ) State (9,589 ) (2,835 ) (2,434 ) Foreign 2,534 1,301 2,147 $ (15,565 ) $ (1,440 ) $ (9,424 ) Total tax provision $ 9,773 $ 17,462 $ 31,513 |
Schedule of Income before Income Tax, Domestic and Foreign | The components of the Company’s consolidated income before income taxes consist of the following: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Domestic $ (27,763 ) $ (10,467 ) $ 75,932 Foreign 104,428 102,970 75,028 $ 76,665 $ 92,503 $ 150,960 |
Summary of Differences Between U.S. Federal Statutory Tax Rate and Company's Consolidated Effective Tax Rate | The difference between the U.S. federal statutory tax rate and the Company’s consolidated effective tax rate is as follows: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 U.S. federal statutory tax rate 21.0 % 21.0 % 21.0 % State income taxes (net of federal benefit) (1.8 %) 1.0 % (0.3 %) Cessation of operations 0.0 % 0.0 % (0.5 %) Research and development credit (1.8 %) (2.2 %) (1.2 %) Tax windfall on share-based awards (4.6 %) (4.3 %) (0.1 %) Reserves for uncertain tax positions 0.2 % 0.9 % (0.9 %) Tax rate changes (8.2 %) (1.2 %) 0.0 % Executive compensation limitation 1.8 % 1.2 % 0.5 % GILTI 0.0 % (8.2 %) 2.3 % FDII 0.0 % (1.5 %) (3.7 %) (Decrease) increase in valuation allowance due to net operating loss (2.0 %) 0.0 % 0.4 % Out-of-period adjustments 0.0 % 2.5 % 0.0 % Tax return adjustments related to the 2017 Tax Act 0.0 % 0.0 % (0.7 %) Impact of foreign operations 9.0 % 8.7 % 3.4 % Other (0.9 %) 1.0 % 0.7 % Total effective tax rate 12.7 % 18.9 % 20.9 % |
Schedule of Deferred Tax Assets and Liabilities | The deferred tax assets and liabilities recorded on the Company’s consolidated balance sheets are as follows: January 1, 2022 January 2, 2021 Interest expense disallowance $ 44,598 $ 32,971 Operating lease liabilities 22,901 31,108 Operating loss carryforwards 14,172 8,780 Provision for estimated expenses 2,128 1,643 Salaries and wages 2,710 3,875 Share-based compensation 15,707 14,747 Other comprehensive income 6,306 8,525 Other 5,927 6,320 Less: valuation allowance (10,083 ) (7,190 ) Total deferred tax assets $ 104,366 $ 100,779 Goodwill and intangible assets $ (224,548 ) $ (227,198 ) Operating lease assets (20,794 ) (28,378 ) Depreciation (4,044 ) (3,912 ) Prepaid expenses (1,433 ) (1,379 ) Total deferred tax liabilities $ (250,819 ) $ (260,867 ) Net deferred tax liabilities $ (146,453 ) $ (160,088 ) |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Balance at beginning of year $ 851 $ 206 $ 3,665 Increases related to tax positions taken in current year 196 — — Increases related to tax positions taken in prior years 260 605 264 Reductions related to tax positions taken in prior years (199 ) — (2,731 ) Reductions related to settlements with tax authorities — — (992 ) Effects of foreign currency translation (53 ) 40 — Balance at end of year $ 1,055 $ 851 $ 206 |
Cash Flow Information (Tables)
Cash Flow Information (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Net cash paid during the year for: Interest expense $ 79,374 $ 137,163 $ 130,081 Income taxes (1) $ 41,377 $ 24,609 $ 34,268 Noncash investing and financing activities were as follows: Fair value of net assets acquired in connection with acquisitions $ 20,032 $ 9,677 $ 118 Capital expenditures and Capitalized software included in accounts payable and accrued expenses $ 1,835 $ 3,497 $ 3,844 ( 1 ) Fiscal 2021, fiscal 2020 and fiscal 2019 include tax refunds received of $1,077, $6,936 and $13,309, respectively. See Note 4 for disclosures on supplemental cash flow information related to leases. |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Segment Reporting [Abstract] | |
Information About Reportable Segments | Information about the Company’s reportable segments is as follows: Total Revenue, net for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 North America $ 814,797 $ 942,100 $ 979,302 Continental Europe 297,910 313,380 293,233 United Kingdom 65,820 84,387 94,557 Other 33,936 38,257 46,245 Total revenues, net $ 1,212,463 $ 1,378,124 $ 1,413,337 Net Income for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Segment operating income: North America $ 217,901 $ 269,580 $ 281,937 Continental Europe 117,390 124,891 95,201 United Kingdom 8,134 10,648 9,543 Other 5,454 2,341 4,374 Total segment operating income 348,879 407,460 391,055 General corporate expenses 152,595 191,298 103,070 Interest expense 87,909 123,310 135,267 Other expense, net 1,358 349 1,758 Early extinguishment of debt 30,352 — — Provision for income taxes 9,773 17,462 31,513 Net income $ 66,892 $ 75,041 $ 119,447 Net loss attributable to the noncontrolling interest — 38 169 Net income attributable to WW International, Inc. $ 66,892 $ 75,079 $ 119,616 Depreciation and Amortization for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 North America $ 39,270 $ 39,740 $ 36,643 Continental Europe 1,468 1,615 1,709 United Kingdom 799 1,017 802 Other 404 370 443 Total segment depreciation and amortization 41,941 42,742 39,597 General corporate depreciation and amortization 12,745 16,780 14,738 Depreciation and amortization $ 54,686 $ 59,522 $ 54,335 |
Schedule of Revenue from External Customers, Long-Lived Assets and Operating Lease Assets, by Geographical Areas | The following tables present information about the Company’s sources of revenue and other information by geographic area. There were no material amounts of sales or transfers among geographic areas and no material amounts of U.S. export sales. Total Revenue, net for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 Digital Subscription Revenues $ 788,173 $ 743,060 $ 609,996 Workshops + Digital Fees 274,866 443,429 597,270 In-studio product sales 21,908 40,352 118,493 E-commerce, licensing, franchise royalties and other 127,516 151,283 87,578 $ 1,212,463 $ 1,378,124 $ 1,413,337 Total Revenue, net for the Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 United States $ 759,737 $ 880,945 $ 913,930 Canada 55,060 61,155 65,372 Continental Europe 297,910 313,380 293,233 United Kingdom 65,820 84,387 94,557 Other 33,936 38,257 46,245 $ 1,212,463 $ 1,378,124 $ 1,413,337 Long-Lived Assets (1) January 1, 2022 January 2, 2021 United States $ 31,566 $ 43,651 Canada 3,198 4,508 Continental Europe 1,111 1,471 United Kingdom 1,002 1,751 Other 342 554 $ 37,219 $ 51,935 ( 1 ) Amounts include finance lease assets Operating Lease Assets January 1, 2022 January 2, 2021 United States $ 80,609 $ 107,023 Canada 5,079 6,136 Continental Europe 2,216 3,038 United Kingdom 1,732 2,217 Other 266 688 $ 89,902 $ 119,102 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
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 January 1, 2022 $ 14,670 $ — $ 14,670 $ — Interest rate swap liability at January 2, 2021 $ 28,283 $ — $ 28,283 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
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 ( 1 ) Fiscal Year Ended January 1, 2022 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 2,452 (3,591 ) (1,139 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) 7,684 — 7,684 Net current period other comprehensive income (loss) 10,136 (3,591 ) 6,545 Ending balance at January 1, 2022 $ (10,843 ) $ (7,761 ) $ (18,604 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications Fiscal Year Ended January 2, 2021 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) income before reclassifications, net of tax (14,590 ) 7,555 (7,035 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) 9,140 — 9,140 Net current period other comprehensive (loss) income including noncontrolling interest (5,450 ) 7,555 2,105 Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 98 98 Ending balance at January 2, 2021 $ (20,979 ) $ (4,170 ) $ (25,149 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications Fiscal Year Ended December 28, 2019 Loss on Qualifying Hedges Loss on Foreign Currency Translation Total Beginning balance at December 29, 2018 $ (1,175 ) $ (14,582 ) $ (15,757 ) Other comprehensive (loss) income before reclassifications, net of tax (13,752 ) 2,737 (11,015 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (2) (602 ) — (602 ) Net current period other comprehensive (loss) income including noncontrolling interest (14,354 ) 2,737 (11,617 ) Less: Net current period other comprehensive loss attributable to the noncontrolling interest — 22 22 Ending balance at December 28, 2019 $ (15,529 ) $ (11,823 ) $ (27,352 ) ( 1 ) Amounts in parentheses indicate debits ( 2 ) See separate table below for details about these reclassifications |
Reclassifications out of Accumulated Other Comprehensive Loss | Reclassifications out of Accumulated Other Comprehensive Loss ( 1 ) Fiscal Year Ended January 1, January 2, December 28, 2022 2021 2019 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) Gain on Qualifying Hedges Interest rate contracts $ (10,271 ) $ (12,218 ) $ 807 Interest expense (10,271 ) (12,218 ) 807 Income before income taxes 2,587 3,078 (205 ) Provision for income taxes $ (7,684 ) $ (9,140 ) $ 602 Net income ( 1 ) Amounts in parentheses indicate debits to profit/loss |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Jan. 01, 2022 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Components of Restructuring Expenses | For the fiscal year ended January 1, 2022 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 1, 2022 Lease termination and other related costs $ 12,688 Employee termination benefit costs 8,846 Total restructuring expenses $ 21,534 For the fiscal year ended January 1, 2022 , restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 1, 2022 Cost of revenues $ 16,727 Selling, general and administrative expenses 4,807 Total restructuring expenses $ 21,534 For the fiscal year ended January 2, 2021 , the components of the Company’s restructuring expenses were as follows: Fiscal Year Ended January 2, 2021 Lease termination and other related costs $ 7,989 Employee termination benefit costs 25,103 Total restructuring expenses $ 33,092 For the fiscal year ended January 2, 2021, restructuring expenses were recorded in the Company’s consolidated statements of net income as follows: Fiscal Year Ended January 2, 2021 Cost of revenues $ 23,300 Selling, general and administrative expenses 9,792 Total restructuring expenses $ 33,092 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jan. 02, 2021 | Jan. 02, 2021 | |
Income Tax Expense (Benefit) | ||
Business Acquisition [Line Items] | ||
Amount of error being corrected | $ 2,278 | |
Vigilantes do Peso Marketing Ltda | ||
Business Acquisition [Line Items] | ||
Business acquisition, percentage of remaining interest | 20.00% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | May 09, 2021 | May 03, 2020 | Mar. 28, 2020 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 |
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Property, plant and equipment, impairment charges | $ 516,000 | $ 1,310,000 | $ 0 | |||
Net book value of franchise rights acquired | $ 782,056,000 | 762,500,000 | ||||
Franchise right maturity period | 7 years | |||||
Net book value of goodwill | $ 157,374,000 | 155,617,000 | 157,916,000 | |||
Goodwill impairment | $ 0 | $ 0 | 3,665,000 | |||
Revenue, practical expedient, remaining performance obligation, description | contracts with an original expected length of one year or less. | |||||
Revenue, remaining performance obligation, optional exemption, performance obligation | true | |||||
Total advertising expenses | $ 252,754,000 | 248,473,000 | 235,826,000 | |||
Deferred financing costs, amortization expense | 6,136,000 | 8,845,000 | 9,318,000 | |||
Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Indefinite-lived intangible assets, impairment charges | $ 0 | $ 0 | ||||
United States | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | 698,383,000 | 681,497,000 | ||||
Net book value of goodwill | 105,121,000 | 102,968,000 | ||||
Canada | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | 60,117,000 | 56,694,000 | ||||
Net book value of goodwill | 42,409,000 | 42,103,000 | ||||
Canada | Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | 60,117,000 | |||||
Indefinite-lived intangible assets, impairment charges | $ 0 | |||||
Reporting units percentage of total franchise rights acquired | 7.70% | |||||
Reporting unit, percentage of estimated fair value in excess of carrying amount | 3.00% | |||||
United Kingdom | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | $ 12,187,000 | 12,318,000 | ||||
Australia | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | 6,529,000 | 6,907,000 | ||||
New Zealand | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | 4,840,000 | 5,084,000 | ||||
New Zealand | Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of franchise rights acquired | $ 4,840,000 | |||||
Reporting units percentage of total franchise rights acquired | 0.60% | |||||
Reporting unit, percentage of estimated fair value in excess of carrying amount | 10.00% | |||||
Other Countries | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Net book value of goodwill | $ 9,844,000 | 10,546,000 | ||||
All Units of Account Except New Zealand | Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Reporting units percentage of total franchise rights acquired | 99.40% | |||||
Brazil | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Goodwill impairment | $ 3,665,000 | |||||
Capitalized software costs | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Property, plant and equipment, impairment charges | $ 5,000 | $ 62,000 | $ 307,000 | |||
Website development costs | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Finite-lived intangible assets, estimated useful life (in years) | 3 years | |||||
Minimum | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Equipment, estimated useful life (in years) | 3 years | |||||
Finite-lived intangible assets, estimated useful life (in years) | 3 years | |||||
Minimum | Goodwill | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Reporting unit, percentage of estimated fair value in excess of carrying amount | 100.00% | |||||
Minimum | All Units of Account Except New Zealand | Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Reporting unit, percentage of estimated fair value in excess of carrying amount | 45.00% | |||||
Minimum | Capitalized software costs | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Finite-lived intangible assets, estimated useful life (in years) | 3 years | |||||
Maximum | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Equipment, estimated useful life (in years) | 10 years | |||||
Finite-lived intangible assets, estimated useful life (in years) | 20 years | |||||
Maximum | Franchise Rights | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Finite-lived intangible assets, estimated useful life (in years) | 1 year | |||||
Maximum | Capitalized software costs | ||||||
Organization And Summary Of Significant Accounting Policies Disclosure [Line Items] | ||||||
Finite-lived intangible assets, estimated useful life (in years) | 5 years |
Accounting Standards Adopted _2
Accounting Standards Adopted in Current Year - Additional Information (Detail) - ASU 2019-12 | Jan. 01, 2022 |
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 | Jan. 01, 2022 | Jan. 02, 2021 |
Assets: | ||
Operating lease assets | $ 89,902 | $ 119,102 |
Finance lease assets | $ 127 | $ 207 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Total leased assets | $ 90,029 | $ 119,309 |
Current | ||
Operating | 20,297 | 28,551 |
Finance | $ 75 | $ 88 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | us-gaap:OtherLiabilitiesCurrent | us-gaap:OtherLiabilitiesCurrent |
Noncurrent | ||
Operating | $ 78,157 | $ 101,561 |
Finance | $ 29 | $ 93 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other | Other |
Total lease liabilities | $ 98,558 | $ 130,293 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Operating lease cost: | |||
Fixed lease cost | $ 37,688 | $ 48,674 | $ 51,246 |
Lease termination cost | 8,542 | 6,109 | 10 |
Variable lease cost | 21 | (30) | |
Total operating lease cost | 46,251 | 54,753 | 51,256 |
Finance lease cost: | |||
Amortization of leased assets | 151 | 192 | 487 |
Interest on lease liabilities | 8 | 12 | 20 |
Total finance lease cost | 159 | 204 | 507 |
Total lease cost | $ 46,410 | $ 54,957 | $ 51,763 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rates (Detail) | Jan. 01, 2022 | Jan. 02, 2021 |
Weighted Average Remaining Lease Term (years) | ||
Operating leases | 7 years 3 months 14 days | 7 years 29 days |
Finance leases | 1 year 6 months 14 days | 2 years 4 months 6 days |
Weighted Average Discount Rate | ||
Operating leases | 7.15% | 6.95% |
Finance leases | 5.31% | 5.51% |
Leases - Additional Information
Leases - Additional Information (Detail) | 12 Months Ended |
Jan. 01, 2022 | |
Lessee Lease Description [Line Items] | |
Lease weighted average remaining lease term | 7 years 3 months 10 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 | Jan. 01, 2022 | Jan. 02, 2021 |
Operating Leases | ||
Fiscal 2022 | $ 26,611 | |
Fiscal 2023 | 20,594 | |
Fiscal 2024 | 15,708 | |
Fiscal 2025 | 11,547 | |
Fiscal 2026 | 9,195 | |
Thereafter | 45,345 | |
Total lease payments | 129,000 | |
Less imputed interest | 30,546 | |
Present value of lease liabilities | 98,454 | |
Finance Leases | ||
Fiscal 2022 | 79 | |
Fiscal 2023 | 25 | |
Fiscal 2024 | 5 | |
Total lease payments | 109 | |
Less imputed interest | 5 | |
Present value of lease liabilities | 104 | |
Total | ||
Fiscal 2022 | 26,690 | |
Fiscal 2023 | 20,619 | |
Fiscal 2024 | 15,713 | |
Fiscal 2025 | 11,547 | |
Fiscal 2026 | 9,195 | |
Thereafter | 45,345 | |
Total lease payments | 129,109 | |
Less imputed interest | 30,551 | |
Present value of lease liabilities | $ 98,558 | $ 130,293 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash flows from operating leases | $ 39,747 | $ 49,043 | $ 51,326 |
Operating cash flows from finance leases | 8 | 12 | 20 |
Financing cash flows from finance leases | 151 | 192 | 487 |
Leased assets obtained in exchange for new operating lease liabilities | 1,057 | 5,113 | 41,693 |
Leased assets obtained in exchange for new finance lease liabilities | $ 81 | $ 132 | $ 105 |
Revenue - Schedule of Revenues
Revenue - Schedule of Revenues Disaggregated by Revenue Source (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | $ 1,212,463 | $ 1,378,124 | $ 1,413,337 |
Digital Subscription Revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 788,173 | 743,060 | 609,996 |
Workshops + Digital Fees | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 274,866 | 443,429 | 597,270 |
Subscription | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 1,063,039 | 1,186,489 | 1,207,266 |
Product sales and other, net | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | $ 149,424 | $ 191,635 | $ 206,071 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenues Disaggregated by Revenue Source and Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | $ 1,212,463 | $ 1,378,124 | $ 1,413,337 |
North America | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 814,797 | 942,100 | 979,302 |
Continental Europe | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 297,910 | 313,380 | 293,233 |
United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 65,820 | 84,387 | 94,557 |
Other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 33,936 | 38,257 | 46,245 |
Digital Subscription Revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 788,173 | 743,060 | 609,996 |
Digital Subscription Revenues | North America | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 504,152 | 484,471 | 401,890 |
Digital Subscription Revenues | Continental Europe | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 228,296 | 207,978 | 167,008 |
Digital Subscription Revenues | United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 36,347 | 33,919 | 26,898 |
Digital Subscription Revenues | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 19,378 | 16,692 | 14,200 |
Workshops + Digital Fees | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 274,866 | 443,429 | 597,270 |
Workshops + Digital Fees | North America | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 210,076 | 329,885 | 446,576 |
Workshops + Digital Fees | Continental Europe | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 36,707 | 67,201 | 87,962 |
Workshops + Digital Fees | United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 18,709 | 33,283 | 44,145 |
Workshops + Digital Fees | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 9,374 | 13,060 | 18,587 |
Subscription | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 1,063,039 | 1,186,489 | 1,207,266 |
Subscription | North America | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 714,228 | 814,356 | 848,466 |
Subscription | Continental Europe | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 265,003 | 275,179 | 254,970 |
Subscription | United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 55,056 | 67,202 | 71,043 |
Subscription | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 28,752 | 29,752 | 32,787 |
Product sales and other, net | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 149,424 | 191,635 | 206,071 |
Product sales and other, net | North America | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 100,569 | 127,744 | 130,836 |
Product sales and other, net | Continental Europe | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 32,907 | 38,201 | 38,263 |
Product sales and other, net | United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | 10,764 | 17,185 | 23,514 |
Product sales and other, net | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues, net | $ 5,184 | $ 8,505 | $ 13,458 |
Revenue - Schedule of Deferred
Revenue - Schedule of Deferred Revenues (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
Deferred Revenue - Short Term | ||
Contract With Customer Asset And Liability [Line Items] | ||
Deferred Revenue, Beginning balance | $ 50,475 | $ 60,613 |
Net decrease during the period | (4,620) | (10,138) |
Deferred Revenue, Ending balance | 45,855 | 50,475 |
Deferred Revenue - Long Term | ||
Contract With Customer Asset And Liability [Line Items] | ||
Deferred Revenue, Beginning balance | 44 | 54 |
Net decrease during the period | (16) | (10) |
Deferred Revenue, Ending balance | $ 28 | $ 44 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
Contract With Customer Asset And Liability [Line Items] | ||
Deferred revenue recognized | $ 50,385 | $ 60,555 |
Other Liabilities | ||
Contract With Customer Asset And Liability [Line Items] | ||
Long-term deferred revenue | $ 28 | $ 44 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 16, 2021 | Jul. 30, 2021 | Mar. 22, 2021 | Oct. 26, 2020 | Oct. 21, 2019 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 157,374 | $ 155,617 | $ 157,916 | |||||
Weight Watchers of Maine, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, aggregate purchase price | $ 2,250 | |||||||
Business acquisition, cash payment | 1,999 | |||||||
Business acquisition, assumed net liabilities | 26 | |||||||
Business acquisition, cash in reserves | 225 | |||||||
Goodwill | 2,153 | |||||||
The WW Group, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, aggregate purchase price | $ 17,500 | |||||||
Business acquisition, cash payment | $ 6,450 | 8,255 | ||||||
Business acquisition, assumed net liabilities | 495 | |||||||
Business acquisition, cash in reserves | 2,300 | |||||||
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 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 | |||||||
Weight Watchers of Arizona, Inc. and Weight Watchers Imperial County, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, aggregate purchase price | $ 10,000 | |||||||
Business acquisition, cash payment | 10,037 | |||||||
Business acquisition, purchase price allocation, inventories | 84 | |||||||
Business acquisition, purchase price allocation, property and equipment | 131 | |||||||
Business acquisition, assumed net assets | 37 | |||||||
Business acquisition, purchase price allocation, current assets, other | 12 | |||||||
Weight Watchers of Las Vegas, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, aggregate purchase price | $ 4,500 | |||||||
Business acquisition, cash payment | 4,060 | |||||||
Business acquisition, assumed net liabilities | 55 | |||||||
Goodwill | 4,111 | |||||||
Business acquisition, cash in reserves | 385 | |||||||
Franchise Rights | Weight Watchers of Maine, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 41 | |||||||
Franchise Rights | The WW Group, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 16,885 | |||||||
Franchise Rights | The WW Group Co. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 3,040 | |||||||
Franchise Rights | Weight Watchers of Arizona, Inc. and Weight Watchers Imperial County, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 9,546 | |||||||
Franchise Rights | Weight Watchers of Las Vegas, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, indefinite lived intangible assets | 118 | |||||||
Customer Relationship | Weight Watchers of Maine, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 56 | |||||||
Customer Relationship | The WW Group, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, finite lived intangible assets | 408 | |||||||
Customer Relationship | The WW Group Co. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 42 | |||||||
Customer Relationship | Weight Watchers of Arizona, Inc. and Weight Watchers Imperial County, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 227 | |||||||
Customer Relationship | Weight Watchers of Las Vegas, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition, purchase price allocation, finite lived intangible assets | $ 271 |
Franchise Rights Acquired, Go_3
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | May 09, 2021 | May 03, 2020 | Mar. 28, 2020 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 |
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||
Goodwill impairment | $ 0 | $ 0 | $ 3,665,000 | |||
Finite-lived intangible assets, aggregate amortization expense | $ 32,220,000 | $ 29,828,000 | $ 29,330,000 | |||
Franchise Rights | ||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||
Indefinite-lived intangible assets, impairment charges | $ 0 | $ 0 | ||||
Brazil | ||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||
Goodwill impairment | $ 3,665,000 | |||||
Canada | Franchise Rights | ||||||
Goodwill And Intangible Assets Disclosure [Line Items] | ||||||
Indefinite-lived intangible assets, impairment charges | $ 0 |
Franchise Rights Acquired, Go_4
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Detail) - USD ($) | May 09, 2021 | May 03, 2020 | Jan. 01, 2022 | Jan. 02, 2021 |
Goodwill [Line Items] | ||||
Beginning balance | $ 155,617,000 | $ 157,916,000 | ||
Goodwill impairment | $ 0 | $ 0 | (3,665,000) | |
Goodwill acquired during the period | 2,153,000 | |||
Effect of exchange rate changes | (396,000) | 1,366,000 | ||
Ending balance | 157,374,000 | 155,617,000 | ||
North America | ||||
Goodwill [Line Items] | ||||
Beginning balance | 145,071,000 | 143,940,000 | ||
Goodwill acquired during the period | 2,153,000 | |||
Effect of exchange rate changes | 306,000 | 1,131,000 | ||
Ending balance | 147,530,000 | 145,071,000 | ||
Continental Europe | ||||
Goodwill [Line Items] | ||||
Beginning balance | 7,792,000 | 7,015,000 | ||
Effect of exchange rate changes | (606,000) | 777,000 | ||
Ending balance | 7,186,000 | 7,792,000 | ||
United Kingdom | ||||
Goodwill [Line Items] | ||||
Beginning balance | 1,268,000 | 1,213,000 | ||
Effect of exchange rate changes | (14,000) | 55,000 | ||
Ending balance | 1,254,000 | 1,268,000 | ||
Other | ||||
Goodwill [Line Items] | ||||
Beginning balance | 1,486,000 | 5,748,000 | ||
Goodwill impairment | (3,665,000) | |||
Effect of exchange rate changes | (82,000) | (597,000) | ||
Ending balance | $ 1,404,000 | $ 1,486,000 |
Franchise Rights Acquired, Go_5
Franchise Rights Acquired, Goodwill and Other Intangible Assets - Schedule of Carrying Values of Finite-lived Intangible Assets (Detail) - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 259,785 | $ 261,155 |
Accumulated Amortization | 195,520 | 198,096 |
Capitalized software costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 115,065 | 131,420 |
Accumulated Amortization | 94,771 | 109,170 |
Website development costs | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 110,678 | 95,718 |
Accumulated Amortization | 78,629 | 67,656 |
Trademarks | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 12,116 | 11,999 |
Accumulated Amortization | 11,677 | 11,457 |
Other | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 14,021 | 14,093 |
Accumulated Amortization | 5,677 | 5,238 |
Trademarks and other intangible assets | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 251,880 | 253,230 |
Accumulated Amortization | 190,754 | 193,521 |
Franchise Rights | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 7,905 | 7,925 |
Accumulated Amortization | $ 4,766 | $ 4,575 |
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 | Jan. 01, 2022USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Fiscal 2022 | $ 28,386 |
Fiscal 2023 | 18,343 |
Fiscal 2024 | 7,932 |
Fiscal 2025 | 986 |
Fiscal 2026 and thereafter | $ 8,618 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
Property Plant And Equipment [Abstract] | ||
Equipment | $ 71,436 | $ 88,261 |
Leasehold improvements | 72,235 | 90,161 |
Property and equipment, gross | 143,671 | 178,422 |
Less: Accumulated depreciation and amortization | (106,452) | (126,487) |
Property and equipment, net | $ 37,219 | $ 51,935 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense, property and equipment | $ 16,330 | $ 20,849 | $ 15,687 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jan. 01, 2022 | Apr. 13, 2021 | Jan. 02, 2021 | |
Debt Instrument | ||||
Total Debt | $ 1,445,000 | $ 1,509,000 | ||
Less: Current portion | 77,000 | |||
Unamortized Deferred Financing Costs | 12,534 | 5,967 | ||
Unamortized Debt discount | 14,362 | 17,233 | ||
Total long-term debt | $ 1,418,104 | $ 1,408,800 | ||
Effective Interest Rate | [1] | 5.15% | 6.94% | |
Term Loan Facility due April 13, 2028 | ||||
Debt Instrument | ||||
Total Debt | $ 945,000 | |||
Unamortized Deferred Financing Costs | 6,930 | |||
Unamortized Debt discount | $ 14,362 | |||
Effective Interest Rate | [1] | 4.48% | 0.00% | |
Senior Secured Notes due April 15, 2029 | ||||
Debt Instrument | ||||
Total Debt | $ 500,000 | |||
Unamortized Deferred Financing Costs | $ 5,604 | |||
Effective Interest Rate | [1] | 4.70% | 0.00% | |
Term Loan Facility due November 29, 2024 | ||||
Debt Instrument | ||||
Total Debt | $ 1,209,000 | |||
Unamortized Deferred Financing Costs | 5,113 | |||
Unamortized Debt discount | $ 17,233 | |||
Effective Interest Rate | [1] | 6.03% | 6.60% | |
Senior Notes due December 1, 2025 | ||||
Debt Instrument | ||||
Total Debt | $ 300,000 | |||
Unamortized Deferred Financing Costs | $ 854 | |||
Effective Interest Rate | [1] | 8.62% | 8.71% | |
Revolving Credit Facility due April 13, 2026 | ||||
Debt Instrument | ||||
Total Debt | $ 0 | $ 0 | ||
Effective Interest Rate | [1] | 2.61% | 0.00% | |
Revolving Credit Facility due November 29, 2022 | ||||
Debt Instrument | ||||
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) | Mar. 30, 2025 | Apr. 14, 2024 | Apr. 13, 2021USD ($) | Jun. 14, 2020 | Dec. 31, 2021USD ($) | Apr. 02, 2022 | Jan. 01, 2022USD ($) | Jul. 03, 2021USD ($) | Mar. 29, 2025 | Apr. 15, 2024 | Mar. 30, 2024 | Apr. 01, 2023 | Jan. 01, 2022USD ($) | Jan. 02, 2021USD ($) | Dec. 28, 2019USD ($) | |
Debt Instrument | ||||||||||||||||
Repayment of aggregate principal amount | $ 1,564,000,000 | $ 96,250,000 | $ 177,000,000 | |||||||||||||
Loan outstanding amount | $ 1,445,000,000 | 1,445,000,000 | 1,509,000,000 | |||||||||||||
Proceeds received from long-term debt | 1,500,000,000 | |||||||||||||||
Aggregate principal amount | 1,418,104,000 | 1,418,104,000 | 1,485,800,000 | |||||||||||||
Fees incurred in connection with debt refinancing | $ 37,910,000 | |||||||||||||||
Unamortized Debt discount | $ 14,362,000 | 14,362,000 | $ 17,233,000 | |||||||||||||
Loss on early extinguishment of debt | 29,169,000 | $ 30,352,000 | ||||||||||||||
Financing costs in connection with debt refinancing | 9,017,000 | |||||||||||||||
Write-off of pre-existing deferred financing fees and debt discount | 7,213,000 | |||||||||||||||
Percentage of equity interests pledged | 100.00% | |||||||||||||||
Percentage of annual excess cash flow | 50.00% | |||||||||||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio one | 25.00% | |||||||||||||||
Percentage of annual excess cash flow after attaining first lien secured net leverage ratio two | 0.00% | |||||||||||||||
Percentage of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries | 100.00% | |||||||||||||||
Percentage of right to invest of net cash proceeds of certain non ordinary course asset sales by company and its restricted subsidiaries subject to certain qualifications | 100.00% | |||||||||||||||
Percentage of net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries | 100.00% | |||||||||||||||
Effective Interest Rate | [1] | 5.15% | 5.15% | 6.94% | ||||||||||||
Average interest rate on outstanding debt, exclusive the impact of swap | 5.11% | 5.11% | 7.03% | |||||||||||||
Average interest rate on outstanding debt, including the impact of swap | 5.62% | 7.41% | ||||||||||||||
Forecast | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 103.00% | |||||||||||||||
Maximum | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Pledge percentage of first tier foreign subsidiaries directly owned by company or wholly owned subsidiaries | 65.00% | |||||||||||||||
Maximum | Forecast | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 10.00% | |||||||||||||||
4.500% Senior Secured Notes due 2029 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | |||||||||||||||
Aggregate principal amount | $ 500,000,000 | |||||||||||||||
Senior Notes | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument redeemed amount | $ 300,000,000 | |||||||||||||||
8.625% Senior Notes due in 2025 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, maturity year | 2025 | |||||||||||||||
Debt Instrument Interest Rate Stated Percentage | 8.625% | |||||||||||||||
Fees incurred in connection with debt refinancing | 12,939,000 | |||||||||||||||
New Credit Facilities | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Proceeds received from long-term debt | $ 1,000,000,000 | |||||||||||||||
New Term Loan Facility due April 13, 2028 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Aggregate principal amount | 1,000,000,000 | $ 945,000,000 | $ 945,000,000 | |||||||||||||
Unamortized Debt discount | $ 5,000,000 | |||||||||||||||
New Term Loan Facility due April 13, 2028 | Federal Funds Effective Rate | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Credit facility, interest rate | 0.50% | |||||||||||||||
New Term Loan Facility due April 13, 2028 | London Interbank Offered Rate (LIBOR) | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Credit facility, interest rate | 1.00% | |||||||||||||||
Debt instrument variable rate floor percent determined option one | 0.50% | |||||||||||||||
Effective Interest Rate | 3.50% | 3.50% | ||||||||||||||
New Term Loan Facility due April 13, 2028 | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument variable rate floor percent determined option one | 1.50% | |||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Aggregate principal amount | $ 0 | $ 0 | ||||||||||||||
Revolving Credit Facility | Federal Funds Effective 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% | |||||||||||||||
Debt instrument variable rate floor percent determined option one | 0.00% | |||||||||||||||
Effective Interest Rate | 2.75% | 2.75% | ||||||||||||||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument variable rate floor percent determined option one | 1.00% | |||||||||||||||
Senior Secured Notes due April 15, 2029 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument Interest Rate Stated Percentage | 4.50% | 4.50% | ||||||||||||||
Loan outstanding amount | $ 500,000,000 | $ 500,000,000 | ||||||||||||||
Aggregate principal amount | $ 500,000,000 | $ 500,000,000 | ||||||||||||||
Effective Interest Rate | [1] | 4.70% | 4.70% | 0.00% | ||||||||||||
Debt instrument issued date | Apr. 13, 2021 | |||||||||||||||
Debt instrument, mature date | Apr. 15, 2029 | |||||||||||||||
Debt instrument interest payment term | Interest on the Senior Secured Notes is payable semi-annually on April 15 and October 15 of each year, beginning on October 15, 2021. | |||||||||||||||
Debt Instrument, redemption, description | On or after April 15, 2024, the Company may on any one or more occasions redeem some or all of the Senior Secured Notes at a purchase price equal to 102.250% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest, if any, to, but not including, the redemption date, such optional redemption price decreasing to 101.125% on or after April 15, 2025 and to 100.000% on or after April 15, 2026. Prior to April 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Senior Secured Notes with an amount not to exceed the net proceeds of certain equity offerings at 104.500% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Prior to April 15, 2024, the Company may redeem some or all of the Senior Secured Notes at a make-whole price plus accrued and unpaid interest, if any, to, but not including, the redemption date. In addition, during any twelve-month period ending prior to April 15, 2024, the Company may redeem up to 10% of the aggregate principal amount of the Senior Secured Notes at a purchase price equal to 103.000% of the principal amount of the Senior Secured Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Change of Control | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 101.00% | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Sale of Assets | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt instrument, percentage of aggregate principal amount that may be redeemed (up to) | 100.00% | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2024 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 102.25% | |||||||||||||||
Debt Instrument, redemption date | Apr. 15, 2024 | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2025 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 101.125% | |||||||||||||||
Debt Instrument, redemption date | Apr. 15, 2025 | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Debt Instrument Redemption Date, April 15, 2026 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 100.00% | |||||||||||||||
Debt Instrument, redemption date | Apr. 15, 2026 | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Forecast | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, percentage of principal can be redeemed | 104.50% | |||||||||||||||
Senior Secured Notes due April 15, 2029 | Maximum | Forecast | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Percent of principal amount of debt that may be redeemed (up to) | 40.00% | |||||||||||||||
New Credit Facilities and Senior Secured Notes | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Aggregate principal amount | $ 1,445,000,000 | $ 1,445,000,000 | ||||||||||||||
Senior Secured Credit Facilities | Senior Secured Tranche B Term Loan | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Repayment of aggregate principal amount | $ 1,189,750,000 | |||||||||||||||
Debt Instrument, maturity year | 2024 | |||||||||||||||
Senior Secured Credit Facilities | Term Loan | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Loan outstanding amount | 945,000,000 | 945,000,000 | ||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Loan outstanding amount | $ 0 | 0 | 0 | |||||||||||||
Aggregate principal amount | $ 175,000,000 | 0 | 0 | $ 0 | ||||||||||||
Credit facility available amount | 173,911,000 | 173,911,000 | ||||||||||||||
Line of credit facility, issued but undrawn letters of credit | $ 1,089,000 | $ 1,089,000 | ||||||||||||||
Effective Interest Rate | [1] | 2.61% | 2.61% | 0.00% | ||||||||||||
Minimum outstanding amount to compliance springing maintenance covenant | 35.00% | |||||||||||||||
Revolving Credit Facility | Forecast | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Consolidated first lien leverage ratio | 6 | |||||||||||||||
Increase decrease in consolidated first lien leverage ratio | 5 | 5.25 | 5.50 | 5.75 | ||||||||||||
Revolving Credit Facility | Senior Secured Revolving Credit Facility Due in 2022 | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, maturity year | 2022 | |||||||||||||||
Credit Facility, maximum borrowing capacity | $ 175,000,000 | |||||||||||||||
Revolving Credit Facility | Senior Secured Revolving Credit Facility | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, maturity year | 2026 | |||||||||||||||
Credit Facility, maximum borrowing capacity | $ 175,000,000 | |||||||||||||||
New Term Loan Facility | Senior Secured Tranche B Term Loan | ||||||||||||||||
Debt Instrument | ||||||||||||||||
Debt Instrument, maturity year | 2028 | |||||||||||||||
Credit Facility, maximum borrowing capacity | $ 1,000,000,000 | |||||||||||||||
Write-off of pre-existing deferred financing fees and debt discount | $ 1,183,000 | |||||||||||||||
Prepayments of aggregate principal amount | $ 52,500,000 | |||||||||||||||
[1] | Includes amortization of deferred financing costs and debt discount. |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt Maturities (Detail) - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
Debt Disclosure [Abstract] | ||
Fiscal 2027 and thereafter | $ 1,445,000 | |
Total Debt | $ 1,445,000 | $ 1,509,000 |
Treasury Stock - Additional Inf
Treasury Stock - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | Oct. 21, 2010 | May 25, 2006 | Jun. 13, 2005 | Oct. 09, 2003 | |
Class Of Stock Disclosures [Abstract] | |||||||
Treasury Stock, value of common stock shares authorized for repurchase | $ 250,000,000 | $ 250,000,000 | $ 250,000,000 | $ 250,000,000 | |||
Treasury Stock, common stock shares repurchased | 0 | 0 | 0 | ||||
Amount remained available to purchase shares under repurchase program | $ 208,933,000 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Numerator: | |||
Net income attributable to WW International, Inc. | $ 66,892 | $ 75,079 | $ 119,616 |
Denominator: | |||
Weighted average shares of common stock outstanding | 69,640 | 67,849 | 67,188 |
Effect of dilutive common stock equivalents | 1,104 | 2,171 | 2,362 |
Weighted average diluted common shares outstanding | 70,744 | 70,020 | 69,550 |
Earnings per share attributable to WW International, Inc. | |||
Basic | $ 0.96 | $ 1.11 | $ 1.78 |
Diluted | $ 0.95 | $ 1.07 | $ 1.72 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares shares in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Earnings Per Share [Abstract] | |||
Anti-dilutive common stock equivalents excluded from the calculation of diluted EPS | 5,270 | 4,052 | 1,705 |
Stock Plans - Additional Inform
Stock Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 15, 2019 | Jul. 31, 2017 | May 31, 2017 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 31, 2016 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Fully vested option to purchase shares of common stock | 354,000 | 0 | |||||||
Share-based compensation expense | $ 21,348 | $ 55,013 | $ 20,471 | ||||||
Total income tax benefit recognized for all share-based compensation awards | 5,175 | 10,915 | 2,141 | ||||||
Tax benefits realized from options exercised and RSUs and PSUs vested | 7,999 | $ 8,426 | $ 2,840 | ||||||
Compensation costs capitalized | 0 | ||||||||
Total unrecognized compensation cost related to inducement option, stock options, RSUs and PSUs granted | $ 31,877 | ||||||||
Compensation expense recognition period | 1 year 6 months | ||||||||
Options outstanding, exercise price, lower range | $ 3.97 | $ 3.97 | $ 3.97 | ||||||
Options outstanding, exercise price, upper range | $ 60 | 60 | 60 | ||||||
Expected term | 6 years 6 months | ||||||||
Weighted-average grant-date fair value of vesting options granted | $ 15.64 | $ 9.98 | $ 0 | ||||||
Total intrinsic value of vesting options exercised (including options granted under initial option agreement | $ 18,497 | $ 24,841 | $ 1,105 | ||||||
Cash received from options exercised | $ 4,469 | $ 8,176 | $ 1,076 | ||||||
Stock Option | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Expected term | 7 years | ||||||||
Restricted Stock Units | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Expected term | 7 years | ||||||||
Granted | $ 24.29 | $ 19.40 | $ 19.09 | ||||||
Other than options, total fair value | $ 18,097 | $ 15,015 | $ 12,268 | ||||||
Other than options, granted | 1,204,000 | ||||||||
Vested | 736,000 | ||||||||
Vested | $ 24.60 | ||||||||
Performance-based Stock Unit | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Granted | $ 0 | $ 28.09 | $ 17.51 | ||||||
Other than options, total fair value | $ 0 | $ 3,443 | $ 2,891 | ||||||
Other than options, granted | 47,900 | 98,500 | 280,100 | 81,300 | 289,900 | ||||
Vested | 0 | 122,600 | 219,300 | ||||||
Performance period (years) | 3 years | ||||||||
Applicable achievement percentage | 166.67% | 166.67% | |||||||
Net debt to EBITDA ratio | 450.00% | ||||||||
Debt ratio achievement percentage | 166.67% | ||||||||
Vested | $ 0 | $ 28.09 | $ 17.51 | ||||||
Minimum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Expected term | 5 years 10 months 24 days | ||||||||
Minimum | Stock Option | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Restricted stock units, vesting period | 2 years | 2 years | 2 years | ||||||
Stock option awards, expiration period | 7 years | ||||||||
Minimum | Restricted Stock Units | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Restricted stock units, vesting period | 2 years | ||||||||
Maximum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Expected term | 6 years 6 months | ||||||||
Maximum | Stock Option | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Restricted stock units, vesting period | 4 years | 4 years | 4 years | ||||||
Stock option awards, expiration period | 10 years | ||||||||
Maximum | Restricted Stock Units | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Restricted stock units, vesting period | 4 years | ||||||||
Ms Winfrey | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Fully vested option to purchase shares of common stock | 3,276,000 | ||||||||
Stock Incentive Plan 2014 | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common stocks to be purchased through options | 12,500,000 | ||||||||
Share based compensation, fully-vested shares granted | 29,000 | 31,000 | 29,000 | ||||||
Share based compensation, value of fully-vested shares granted | $ 757 | $ 688 | $ 756 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Estimate Fair Value of Option Award on Grand Date (Detail) | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Dividend yield | 0.00% | 0.00% |
Volatility,minimum | 56.70% | 56.50% |
Volatility,maximum | 56.70% | |
Risk-free interest rate, minimum | 1.13% | 0.45% |
Risk-free interest rate, maximum | 0.52% | |
Expected term (years) | 6 years 6 months | |
Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (years) | 5 years 10 months 24 days | |
Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (years) | 6 years 6 months |
Summary of Option Activity and
Summary of Option Activity and Initial Option Agreement (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
Shares | ||
Beginning Balance | 6,360,000 | |
Granted | 354,000 | 0 |
Exercised | (606,000) | |
Cancelled | (402,000) | |
Ending Balance | 5,706,000 | 6,360,000 |
Exercisable at January 1, 2022 | 5,172,000 | |
Weighted-Average Exercise Price | ||
Beginning Balance | $ 33.09 | |
Granted | 29.43 | |
Exercised | 7.02 | |
Cancelled | 25.97 | |
Ending Balance | 36.13 | $ 33.09 |
Exercisable at January 1, 2022 | $ 37.38 | |
Weighted-Average Remaining Contractual Life, Outstanding at January 2, 2021 | 4 years | |
Weighted-Average Remaining Contractual Life, Exercisable at January 2, 2021 | 3 years 6 months | |
Aggregate Intrinsic Value, Outstanding at January 2, 2021 | $ 5,028 | |
Aggregate Intrinsic Value, Exercisable at January 2, 2021 | $ 5,028 |
Summary of RSU Activity Under S
Summary of RSU Activity Under Stock Plans (Detail) - Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Shares | |||
Beginning Balance | 1,699 | ||
Granted | 1,204 | ||
Vested | (736) | ||
Forfeited | (572) | ||
Ending Balance | 1,595 | 1,699 | |
Weighted-Average Grant-Date Fair Value | |||
Beginning Balance | $ 21.32 | ||
Granted | 24.29 | $ 19.40 | $ 19.09 |
Vested | 24.60 | ||
Forfeited | 21.51 | ||
Ending Balance | $ 21.99 | $ 21.32 |
Summary of PSU Activity Under S
Summary of PSU Activity Under Stock Plans (Detail) - Performance-based Stock Unit - $ / shares | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Shares | |||
Beginning Balance | 295,000 | ||
Vested | 0 | (122,600) | (219,300) |
Forfeited | (94,000) | ||
Ending Balance | 201,000 | 295,000 | |
Weighted-Average Grant-Date Fair Value | |||
Beginning Balance | $ 31.46 | ||
Granted | 0 | $ 28.09 | $ 17.51 |
Vested | 0 | 28.09 | $ 17.51 |
Forfeited | 58.21 | ||
Ending Balance | $ 18.94 | $ 31.46 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 20, 2020 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 |
Income Taxes [Line Items] | ||||
Tax benefit to claim relief from prior year taxes previously accrued attributable to global intangible low taxed income | $ (7,566) | |||
Effective income tax rate | 12.70% | 18.90% | 20.90% | |
Tax windfall on share-based awards | $ 3,548 | $ 4,714 | ||
Tax expense related to foreign jurisdictions | 6,888 | 8,056 | $ 5,148 | |
Tax (benefit) expense related to global intangible low taxed income | (7,566) | 3,524 | ||
Tax benefit related to foreign derived intangible income | 1,401 | 5,650 | ||
Tax expense for out-of-period income tax adjustments | 2,278 | |||
Tax benefit related to a decrease in applicable state tax rate on certain deferred income | 6,347 | |||
Tax benefit related to the reversal of tax reserves | 1,375 | |||
Tax benefit related to cessation of certain publishing operations | 746 | |||
Net operating loss carry forwards | 111,432 | 110,039 | ||
Undistributed foreign earnings | 80,892 | |||
Total amount of unrecognized tax benefits, if recognized, would affect effective tax rate | 985 | |||
Provision for income taxes | 9,773 | 17,462 | 31,513 | |
Unrecognized tax benefits, accrued interest and penalties | (54) | 196 | ||
Unrecognized tax benefits, interest and penalties recognized | $ 142 | $ 190 | $ (257) | |
IRS | ||||
Income Taxes [Line Items] | ||||
Income tax year audit | 2018 | |||
IRS | 2018 Tax Year | ||||
Income Taxes [Line Items] | ||||
Provision for income taxes | $ 0 | |||
Switzerland | ||||
Income Taxes [Line Items] | ||||
Income tax benefit for release/reversal in valuation allowance | 1,560 | |||
Foreign | ||||
Income Taxes [Line Items] | ||||
Income tax benefit for release/reversal in valuation allowance | 1,560 | |||
Foreign | Germany | ||||
Income Taxes [Line Items] | ||||
Provision for income taxes | $ 529 | |||
Foreign | Germany | Earliest Tax Year | ||||
Income Taxes [Line Items] | ||||
Income tax year audit | 2013 | |||
Foreign | Germany | Latest Tax Year | ||||
Income Taxes [Line Items] | ||||
Income tax year audit | 2016 |
Income Taxes - Summary of Conso
Income Taxes - Summary of Consolidated Provision for US Federal State and Foreign Taxes on Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Current: | |||
U.S. federal | $ 38 | $ (14,052) | $ 20,900 |
State | 1,055 | 4,421 | 1,873 |
Foreign | 24,245 | 28,533 | 18,164 |
Current Income Tax Expense (Benefit), Total | 25,338 | 18,902 | 40,937 |
Deferred: | |||
U.S. federal | (8,510) | 94 | (9,137) |
State | (9,589) | (2,835) | (2,434) |
Foreign | 2,534 | 1,301 | 2,147 |
Deferred tax provision | (15,565) | (1,440) | (9,424) |
Total tax provision | $ 9,773 | $ 17,462 | $ 31,513 |
Income Taxes - Components of Co
Income Taxes - Components of Consolidated Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (27,763) | $ (10,467) | $ 75,932 |
Foreign | 104,428 | 102,970 | 75,028 |
Income before income taxes | $ 76,665 | $ 92,503 | $ 150,960 |
Income Taxes - Summary of Diffe
Income Taxes - Summary of Differences Between U.S. Federal Statutory Tax Rate and Company's Consolidated Effective Tax Rate (Detail) | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory tax rate | 21.00% | 21.00% | 21.00% |
State income taxes (net of federal benefit) | (1.80%) | 1.00% | (0.30%) |
Cessation of operations | 0.00% | 0.00% | (0.50%) |
Research and development credit | (1.80%) | (2.20%) | (1.20%) |
Tax windfall on share-based awards | (4.60%) | (4.30%) | (0.10%) |
Reserves for uncertain tax positions | 0.20% | 0.90% | (0.90%) |
Tax rate changes | (8.20%) | (1.20%) | 0.00% |
Executive compensation limitation | 1.80% | 1.20% | 0.50% |
GILTI | 0.00% | (8.20%) | 2.30% |
FDII | 0.00% | (1.50%) | (3.70%) |
(Decrease) increase in valuation allowance due to net operating loss | (2.00%) | 0.00% | 0.40% |
Out-of-period adjustments | 0.00% | 2.50% | 0.00% |
Tax return adjustments related to the 2017 Tax Act | 0.00% | 0.00% | (0.70%) |
Impact of foreign operations | 9.00% | 8.70% | 3.40% |
Other | (0.90%) | 1.00% | 0.70% |
Total effective tax rate | 12.70% | 18.90% | 20.90% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jan. 01, 2022 | Jan. 02, 2021 |
Income Tax Disclosure [Abstract] | ||
Interest expense disallowance | $ 44,598 | $ 32,971 |
Operating lease liabilities | 22,901 | 31,108 |
Operating loss carryforwards | 14,172 | 8,780 |
Provision for estimated expenses | 2,128 | 1,643 |
Salaries and wages | 2,710 | 3,875 |
Share-based compensation | 15,707 | 14,747 |
Other comprehensive income | 6,306 | 8,525 |
Other | 5,927 | 6,320 |
Less: valuation allowance | (10,083) | (7,190) |
Total deferred tax assets | 104,366 | 100,779 |
Goodwill and intangible assets | (224,548) | (227,198) |
Operating lease assets | (20,794) | (28,378) |
Depreciation | (4,044) | (3,912) |
Prepaid expenses | (1,433) | (1,379) |
Total deferred tax liabilities | (250,819) | (260,867) |
Net deferred tax liabilities | $ (146,453) | $ (160,088) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of year | $ 851 | $ 206 | $ 3,665 |
Increases related to tax positions taken in current year | 196 | ||
Increases related to tax positions taken in prior years | 260 | 605 | 264 |
Reductions related to tax positions taken in prior years | (199) | (2,731) | |
Reductions related to settlements with tax authorities | (992) | ||
Effects of foreign currency translation | (53) | 40 | |
Balance at end of year | $ 1,055 | $ 851 | $ 206 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Profit Sharing Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employee benefit plans, contribution cost | $ 1,342 | $ 914 | $ 1,313 |
Profit Sharing Plan | Management | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employee benefit plans, contribution cost | $ 3,975 | $ 1,761 | $ 3,691 |
EPSP annualized interest rate, added percentage above prime rate | 2.00% | ||
Maximum | Profit Sharing Plan | Management | |||
Defined Contribution Plan Disclosure [Line Items] | |||
EPSP annualized interest rate cap | 15.00% | ||
Savings Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employee benefit plans, employer contribution percentage | 6.00% | 6.00% | 6.00% |
Employee benefit plans, contribution cost | $ 3,136 | $ 1,655 | $ 2,901 |
Savings Plan | Maximum | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employee benefit plans, employer matching contribution percentage | 50.00% | 50.00% | 50.00% |
Cash Flow Information - Schedul
Cash Flow Information - Schedule of Cash Flow, Supplemental Disclosures (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | ||
Net cash paid during the year for: | ||||
Interest expense | $ 79,374 | $ 137,163 | $ 130,081 | |
Income taxes | [1] | 41,377 | 24,609 | 34,268 |
Noncash investing and financing activities were as follows: | ||||
Fair value of net assets acquired in connection with acquisitions | 20,032 | 9,677 | 118 | |
Capital expenditures and Capitalized software included in accounts payable and accrued expenses | $ 1,835 | $ 3,497 | $ 3,844 | |
[1] | Fiscal 2021, fiscal 2020 and fiscal 2019 include tax refunds received of $1,077, $6,936 and $13,309, respectively. |
Cash Flow Information - Sched_2
Cash Flow Information - Schedule of Cash Flow, Supplemental Disclosures (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |||
Tax refunds received | $ 1,077 | $ 6,936 | $ 13,309 |
Commitment and Contingencies -
Commitment and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 16, 2022 | Jan. 01, 2022 |
Loss Contingencies [Line Items] | ||
Minimum commitments under non-cancelable purchase obligations | $ 18,861 | |
Minimum commitments under non-cancelable purchase obligations, due in 2022 | 9,378 | |
Minimum commitments under non-cancelable purchase obligations, due in 2023 | 7,544 | |
Minimum commitments under non-cancelable purchase obligations, due in 2024 | $ 1,939 | |
Subsequent Event | ||
Loss Contingencies [Line Items] | ||
Loss contingency to pay civil penalty | $ 1,500 |
Segment and Geographic Data - A
Segment and Geographic Data - Additional Information (Detail) | 12 Months Ended |
Jan. 01, 2022Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment and Geographic Data - I
Segment and Geographic Data - Information About Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jul. 03, 2021 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 1,212,463 | $ 1,378,124 | $ 1,413,337 | |
Operating income | 196,284 | 216,162 | 287,985 | |
Interest expense | 87,909 | 123,310 | 135,267 | |
Other expense, net | 1,358 | 349 | 1,758 | |
Early extinguishment of debt | $ 29,169 | 30,352 | ||
Provision for income taxes | 9,773 | 17,462 | 31,513 | |
Net income | 66,892 | 75,041 | 119,447 | |
Net loss attributable to the noncontrolling interest | 38 | 169 | ||
Net income attributable to WW International, Inc. | 66,892 | 75,079 | 119,616 | |
Depreciation and amortization | 54,686 | 59,522 | 54,335 | |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 348,879 | 407,460 | 391,055 | |
Depreciation and amortization | 41,941 | 42,742 | 39,597 | |
General corporate expenses | ||||
Segment Reporting Information [Line Items] | ||||
General corporate expenses | 152,595 | 191,298 | 103,070 | |
Depreciation and amortization | 12,745 | 16,780 | 14,738 | |
North America | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 814,797 | 942,100 | 979,302 | |
North America | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 814,797 | 942,100 | 979,302 | |
Operating income | 217,901 | 269,580 | 281,937 | |
Depreciation and amortization | 39,270 | 39,740 | 36,643 | |
Continental Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 297,910 | 313,380 | 293,233 | |
Continental Europe | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 297,910 | 313,380 | 293,233 | |
Operating income | 117,390 | 124,891 | 95,201 | |
Depreciation and amortization | 1,468 | 1,615 | 1,709 | |
United Kingdom | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 65,820 | 84,387 | 94,557 | |
United Kingdom | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 65,820 | 84,387 | 94,557 | |
Operating income | 8,134 | 10,648 | 9,543 | |
Depreciation and amortization | 799 | 1,017 | 802 | |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 33,936 | 38,257 | 46,245 | |
Other | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 33,936 | 38,257 | 46,245 | |
Operating income | 5,454 | 2,341 | 4,374 | |
Depreciation and amortization | $ 404 | $ 370 | $ 443 |
Segment and Geographic Data - S
Segment and Geographic Data - Sources of Revenue and Other Information by Geographic Area (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | $ 1,212,463 | $ 1,378,124 | $ 1,413,337 | |
Long-lived assets | [1] | 37,219 | 51,935 | |
Operating lease assets | 89,902 | 119,102 | ||
United States | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 759,737 | 880,945 | 913,930 | |
Long-lived assets | [1] | 31,566 | 43,651 | |
Operating lease assets | 80,609 | 107,023 | ||
Canada | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 55,060 | 61,155 | 65,372 | |
Long-lived assets | [1] | 3,198 | 4,508 | |
Operating lease assets | 5,079 | 6,136 | ||
Continental Europe | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 297,910 | 313,380 | 293,233 | |
Long-lived assets | [1] | 1,111 | 1,471 | |
Operating lease assets | 2,216 | 3,038 | ||
United Kingdom | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 65,820 | 84,387 | 94,557 | |
Long-lived assets | [1] | 1,002 | 1,751 | |
Operating lease assets | 1,732 | 2,217 | ||
Other | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 33,936 | 38,257 | 46,245 | |
Long-lived assets | [1] | 342 | 554 | |
Operating lease assets | 266 | 688 | ||
Digital Subscription Revenues | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 788,173 | 743,060 | 609,996 | |
Workshops + Digital Fees | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 274,866 | 443,429 | 597,270 | |
In-Studio Product Sales | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 21,908 | 40,352 | 118,493 | |
E-commerce, Licensing, Franchise Royalties and Other | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | $ 127,516 | $ 151,283 | $ 87,578 | |
[1] | Amounts include finance lease assets |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Jan. 01, 2022 | Apr. 13, 2021 | Jan. 02, 2021 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt outstanding amount | $ 1,418,104,000 | $ 1,485,800,000 | |
Fair value of long-term debt | 1,389,306,000 | 1,501,148,000 | |
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 | |
Debt outstanding amount | $ 0 | $ 175,000,000 | $ 0 |
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 | Jan. 01, 2022 | Jan. 02, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap liability | $ 14,670 | $ 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 | $ 14,670 | $ 28,283 |
Derivative Instruments and He_2
Derivative Instruments and Hedging - Additional Information (Detail) - USD ($) | Mar. 31, 2021 | Apr. 02, 2020 | Jun. 07, 2019 | Apr. 01, 2019 | Jun. 11, 2018 | Apr. 03, 2017 | Mar. 31, 2014 | Jul. 26, 2013 | Jan. 01, 2022 | 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 | $ 4,566,000 | |||||||||
Derivative loss included in accumulated other comprehensive income (loss) that are expected to be reclassified into earnings within the next 12 months, before tax | 6,103,000 | |||||||||
Interest Rate Swap | ||||||||||
Derivative | ||||||||||
Forward-starting interest rate swap, effective date | Apr. 2, 2020 | Apr. 2, 2020 | Mar. 31, 2014 | |||||||
Forward starting interest rate swap, termination date | Mar. 31, 2024 | Mar. 31, 2024 | Apr. 2, 2020 | |||||||
Derivative interest rate swap percentage | 1.901% | 3.1005% | 2.41% | |||||||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss net of tax | 10,843,000 | $ 20,979,000 | ||||||||
Cumulative losses for qualifying hedges reported as a component of accumulated other comprehensive loss before tax | 14,622,000 | 28,161,000 | ||||||||
Interest Rate Swap | Cash Flow Hedging | ||||||||||
Derivative | ||||||||||
Notional amount | $ 250,000,000 | $ 500,000,000 | $ 1,500,000,000 | 500,000,000 | 750,000,000 | |||||
Interest Rate Swap | Cash Flow Hedging | March 31, 2014 | ||||||||||
Derivative | ||||||||||
Notional amount | $ 1,500,000,000 | |||||||||
Forward-starting interest rate swap, effective date | Mar. 31, 2014 | |||||||||
Interest Rate Swap | Cash Flow Hedging | April 3, 2017 | ||||||||||
Derivative | ||||||||||
Notional amount | $ 1,250,000,000 | |||||||||
Forward-starting interest rate swap, effective date | Apr. 3, 2017 | |||||||||
Interest Rate Swap | Cash Flow Hedging | April 1, 2019 | ||||||||||
Derivative | ||||||||||
Notional amount | $ 1,000,000,000 | |||||||||
Forward-starting interest rate swap, effective date | Apr. 1, 2019 | |||||||||
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 | $ 14,670,000 | $ 28,283,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss by Component (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Beginning Balance | $ (548,211) | $ (685,543) | $ (808,943) | |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | (1,139) | (7,035) | (11,015) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 7,684 | 9,140 | (602) |
Net current period other comprehensive (loss) income including noncontrolling interest | [1] | 6,545 | 2,105 | (11,617) |
Less: Net current period other comprehensiveloss attributable to the noncontrolling interest | [1] | 98 | 22 | |
Ending balance | (456,404) | (548,211) | (685,543) | |
Loss on Qualifying Hedges | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Beginning Balance | [1] | (20,979) | (15,529) | (1,175) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | 2,452 | (14,590) | (13,752) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 7,684 | 9,140 | (602) |
Net current period other comprehensive (loss) income including noncontrolling interest | [1] | 10,136 | (5,450) | (14,354) |
Ending balance | [1] | (10,843) | (20,979) | (15,529) |
Loss on Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Beginning Balance | [1] | (4,170) | (11,823) | (14,582) |
Other comprehensive income (loss) before reclassifications, net of tax | [1] | (3,591) | 7,555 | 2,737 |
Net current period other comprehensive (loss) income including noncontrolling interest | [1] | (3,591) | 7,555 | 2,737 |
Less: Net current period other comprehensiveloss attributable to the noncontrolling interest | [1] | 98 | 22 | |
Ending balance | [1] | (7,761) | (4,170) | (11,823) |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Beginning Balance | [1] | (25,149) | (27,352) | (15,757) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | [1],[2] | 7,684 | 9,140 | (602) |
Ending balance | [1] | $ (18,604) | $ (25,149) | $ (27,352) |
[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) - Reclassification out of Accumulated Other Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | ||
Interest Expense | Interest Rate Contract | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
(Loss) Gain on Qualifying Hedges | [1] | $ (10,271) | $ (12,218) | $ 807 |
Income Before Income Taxes | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
(Loss) Gain on Qualifying Hedges | [1] | (10,271) | (12,218) | 807 |
Provision for Income Taxes | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
(Loss) Gain on Qualifying Hedges | [1] | 2,587 | 3,078 | (205) |
Net Income | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||||
(Loss) Gain on Qualifying Hedges | [1] | $ (7,684) | $ (9,140) | $ 602 |
[1] | Amounts in parentheses indicate debits to profit/loss |
Related Party - Additional Info
Related Party - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 15, 2019 | Oct. 18, 2015 | Jun. 27, 2020 | Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 |
Related Party Transaction [Line Items] | ||||||
Initial agreement term | 5 years | |||||
Fully vested option to purchase shares of common stock | 354,000 | 0 | ||||
Dividend yield | 0.00% | 0.00% | ||||
Stock options exercised | 606,000 | |||||
Ms. Winfrey | ||||||
Related Party Transaction [Line Items] | ||||||
Fully vested option to purchase shares of common stock | 3,276,000 | |||||
Dividend yield | 0.00% | |||||
Volatility rate | 63.68% | |||||
Risk-free interest rate | 0.41% | |||||
Accounts payable to related parties | $ 120 | $ 76 | ||||
Number of shares purchased from related party | 1,542,000 | 2,782,000 | ||||
Stock options exercised | 581,000 | 1,118,000 | ||||
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 | $ 918 | $ 2,228 | $ 2,791 | |||
Related Party, advertising expenses | $ 330 | |||||
Related Party Transaction, actual costs reimbursed | $ 1,653 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | |
2021 Plan | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 21,534 | ||
Restructuring expenses after tax | 16,109 | ||
2021 Plan | Cost of Revenues | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 16,727 | ||
2021 Plan | Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 4,807 | ||
2021 Plan | Lease Termination Costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 12,688 | ||
Payments | 7,640 | ||
Provision estimates | (3) | ||
Restructuring liability | 1,361 | ||
2021 Plan | Employee Severance | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 8,846 | ||
Payments | 4,802 | ||
Restructuring liability | 4,044 | ||
2020 Plan | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 33,092 | ||
Restructuring expenses after tax | 24,756 | ||
2020 Plan | Cost of Revenues | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 23,300 | ||
2020 Plan | Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 9,792 | ||
2020 Plan | Lease Termination Costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 7,989 | ||
Payments | 4,649 | 645 | |
Provision estimates | (470) | ||
Restructuring liability | 202 | ||
2020 Plan | Employee Severance | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 25,103 | ||
Payments | 6,773 | 15,434 | |
Provision estimates | (1,136) | 180 | |
Restructuring liability | $ 1,940 | ||
2019 Organizational Realignment | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring liability | 0 | ||
2019 Organizational Realignment | Cost of Revenues | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 1,425 | ||
2019 Organizational Realignment | Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 4,906 | ||
2019 Organizational Realignment | Employee Severance | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 6,331 | ||
Restructuring expenses after tax | 4,727 | ||
Payments | 1,052 | 5,077 | |
Provision estimates | $ (119) | $ (83) |
Restructuring - Components of R
Restructuring - Components of Restructuring Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 21,534 | |
2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 33,092 | |
Lease Termination Costs | 2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | 12,688 | |
Lease Termination Costs | 2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | 7,989 | |
Employee Severance | 2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 8,846 | |
Employee Severance | 2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 25,103 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2022 | Jan. 02, 2021 | |
2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 21,534 | |
2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 33,092 | |
Cost of Revenues | 2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | 16,727 | |
Cost of Revenues | 2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | 23,300 | |
Selling, General and Administrative Expenses | 2021 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 4,807 | |
Selling, General and Administrative Expenses | 2020 Plan | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring expenses | $ 9,792 |
Valuation and Qualifying Acco_2
Valuation and Qualifying Accounts and Reserves (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Jan. 02, 2021 | Dec. 28, 2019 | ||
Allowance for credit losses | ||||
Valuation And Qualifying Accounts Disclosure [Line Items] | ||||
Balance at Beginning of Period | $ 2,298 | $ 1,813 | $ 1,743 | |
Additions charged to Costs and Expenses | (214) | 411 | (123) | |
Deductions | [1] | (358) | 74 | 193 |
Balance at End of Period | 1,726 | 2,298 | 1,813 | |
Inventory and other reserves | ||||
Valuation And Qualifying Accounts Disclosure [Line Items] | ||||
Balance at Beginning of Period | 10,239 | 4,685 | 3,843 | |
Additions charged to Costs and Expenses | 7,657 | 16,425 | 8,710 | |
Deductions | [1] | (10,755) | (10,871) | (7,868) |
Balance at End of Period | 7,141 | 10,239 | 4,685 | |
Tax valuation allowance | ||||
Valuation And Qualifying Accounts Disclosure [Line Items] | ||||
Balance at Beginning of Period | 7,190 | 6,760 | 6,191 | |
Additions charged to Costs and Expenses | 1,266 | 792 | 709 | |
Additions charged to Other Accounts | 4,437 | 141 | (40) | |
Deductions | [1] | (2,810) | (503) | (100) |
Balance at End of Period | $ 10,083 | $ 7,190 | $ 6,760 | |
[1] | Primarily represents the utilization of established reserves, net of recoveries, where applicable. |