Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 28, 2021 | Mar. 03, 2022 | Jun. 15, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 001-36197 | ||
Entity Registrant Name | DEL TACO RESTAURANTS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 46-3340980 | ||
Entity Address, Postal Zip Code | 92630 | ||
Entity Address, State or Province | CA | ||
Entity Address, City or Town | Lake Forest, | ||
Entity Address, Address Line One | 25521 Commercentre Drive | ||
Local Phone Number | 462-9300 | ||
City Area Code | (949) | ||
Title of 12(b) Security | Common Stock, $0.0001 Par Value | ||
Trading Symbol | TACO | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 28, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001585583 | ||
Current Fiscal Year End Date | --12-28 | ||
Entity Public Float | $ 355 | ||
Entity Common Stock, Shares Outstanding | 36,442,232 | ||
ICFR Auditor Attestation Flag | true |
Audit Information
Audit Information | 12 Months Ended |
Dec. 28, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Irvine, California |
Auditor Firm ID | 42 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 5,078 | $ 7,912 |
Accounts and other receivables, net | 4,430 | 5,463 |
Inventories | 3,091 | 2,799 |
Prepaid expenses and other current assets | 2,965 | 2,078 |
Assets held for sale | 0 | 1,495 |
Total current assets | 15,564 | 19,747 |
Property and equipment, net | 145,338 | 146,706 |
Operating Lease, Right-of-Use Asset | 233,960 | 249,071 |
Goodwill | 108,979 | 108,979 |
Trademarks | 208,400 | 208,400 |
Intangible assets, net | 8,508 | 9,754 |
Other assets, net | 7,107 | 4,652 |
Total assets | 727,856 | 747,309 |
Current liabilities: | ||
Accounts payable | 20,013 | 18,683 |
Other accrued liabilities | 51,071 | 45,413 |
Current portion of capital lease obligations and deemed landlord financing liabilities | 35 | 190 |
Operating Lease, Liability, Current | 24,328 | 22,648 |
Total current liabilities | 95,447 | 86,934 |
Long-term debt, finance lease obligations and other debt, excluding current portion, net | 106,649 | 114,418 |
Operating Lease, Liability | 239,476 | 251,958 |
Deferred income taxes | 59,726 | 61,485 |
Other non-current liabilities | 16,838 | 19,760 |
Total liabilities | 518,136 | 534,555 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common Stock, Value, Issued | 4 | 4 |
Additional paid-in capital | 324,957 | 333,712 |
Accumulated other comprehensive loss | 0 | 0 |
Accumulated deficit | (115,241) | (120,962) |
Total shareholders’ equity | 209,720 | 212,754 |
Total liabilities and shareholders’ equity | $ 727,856 | $ 747,309 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, shares issued (in shares) | 36,397,054 | 36,828,237 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares outstanding (in shares) | 36,397,054 | 36,828,237 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 28, 2021 | Dec. 29, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 36,397,054 | 36,828,237 |
Common stock, shares outstanding (in shares) | 36,397,054 | 36,828,237 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Revenue: | |||
Total revenue | $ 527,355 | $ 491,883 | $ 512,951 |
Restaurant operating expenses: | |||
Labor and related expenses | 159,915 | 148,183 | 156,095 |
Occupancy and other operating expenses | 112,862 | 105,666 | 105,376 |
General and administrative | 51,670 | 43,996 | 43,877 |
Franchise advertising expenses | 17,647 | 15,116 | 14,516 |
Depreciation and amortization | 26,203 | 26,599 | 25,488 |
Occupancy and other - franchise subleases and other | 9,826 | 8,083 | 4,463 |
Pre-opening costs | 682 | 471 | 1,650 |
Goodwill, Impairment Loss | 0 | 87,277 | 118,250 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 0 | 11,900 | 0 |
Impairment of long-lived assets | 9,115 | 8,287 | 7,159 |
Restaurant closure charges, net | 2,365 | 2,048 | 2,961 |
Loss on disposal of assets and adjustments to assets held for sale, net | 893 | 401 | 9,448 |
Total operating expenses | 515,307 | 578,872 | 619,994 |
Income (loss) from operations | 12,048 | (86,989) | (107,043) |
Other expense (income), net | |||
Interest expense | 2,893 | 4,811 | 7,235 |
Transaction-related costs | 2,071 | 0 | 0 |
Other Nonoperating Income | 1,122 | 0 | 364 |
Other income | 3,842 | 4,811 | 6,871 |
Income (loss) from operations before provision (benefit) for income taxes | 8,206 | (91,800) | (113,914) |
Provision (benefit) for income taxes | 2,485 | (2,062) | 4,371 |
Net income (loss) | 5,721 | (89,738) | (118,285) |
Other comprehensive income (loss): | |||
Change in fair value of interest rate cap, net of tax | 0 | 0 | (364) |
Reclassification of interest rate cap amortization included in net income (loss), net of tax | 0 | 52 | 132 |
Total other comprehensive income (loss), net | 0 | 52 | (232) |
Comprehensive income (loss) | $ 5,721 | $ (89,686) | $ (118,517) |
Earnings (loss) per share: | |||
Basic (in dollars per share) | $ 0.16 | $ (2.41) | $ (3.20) |
Diluted (in dollars per share) | $ 0.15 | $ (2.41) | $ (3.20) |
Weighted-average shares outstanding: | |||
Basic (in shares) | 36,565,678 | 37,161,921 | 37,018,445 |
Diluted (in shares) | 36,998,514 | 37,161,921 | 37,018,445 |
Company restaurant sales | |||
Revenue: | |||
Revenue | $ 475,703 | $ 446,805 | $ 473,991 |
Franchise revenue | |||
Revenue: | |||
Revenue | 23,670 | 20,763 | 19,002 |
Franchise advertising contributions | |||
Revenue: | |||
Revenue | 17,647 | 15,116 | 14,516 |
Franchise sublease and other income | |||
Revenue: | |||
Revenue | 10,335 | 9,199 | 5,442 |
Food and paper costs | |||
Restaurant operating expenses: | |||
Food and paper costs | $ 124,129 | $ 120,845 | $ 130,711 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjustment |
Beginning Balance at Jan. 01, 2019 | $ 422,274 | $ 1,912 | $ 4 | $ 336,941 | $ 180 | $ 85,149 | $ 1,912 |
Beginning Balance, Shares at Jan. 01, 2019 | 37,305,342 | ||||||
Net income (loss) | (118,285) | (118,285) | |||||
Other comprehensive income (loss), net of tax | (232) | (232) | |||||
Comprehensive income (loss) | (118,517) | ||||||
Stock-based compensation | 6,293 | 6,293 | |||||
Restricted stock awards vested, shares | 316,341 | ||||||
Exercise of stock options, shares | 12,000 | ||||||
Exercise of stock options, value | 120 | 120 | |||||
Repurchase of common stock, shares | (574,481) | ||||||
Repurchase of common stock, value | (7,373) | (7,373) | |||||
Ending Balance at Dec. 31, 2019 | 302,107 | $ 4 | 333,379 | (52) | (31,224) | ||
Ending Balance, Shares at Dec. 31, 2019 | 37,059,202 | ||||||
Adjustments To Additional Paid In Capital Issuance of Vested Restricted Stock Net of Tax Witholding | (2,602) | (2,602) | |||||
Net income (loss) | (89,738) | (89,738) | |||||
Other comprehensive income (loss), net of tax | 52 | 52 | |||||
Comprehensive income (loss) | (89,686) | ||||||
Stock-based compensation | 5,652 | 5,652 | |||||
Restricted stock awards vested, shares | 265,391 | ||||||
Repurchase of common stock, shares | (496,356) | ||||||
Repurchase of common stock, value | (4,222) | (4,222) | |||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | (98) | (98) | |||||
Ending Balance at Dec. 29, 2020 | 212,754 | $ 4 | 333,712 | 0 | (120,962) | ||
Ending Balance, Shares at Dec. 29, 2020 | 36,828,237 | ||||||
Adjustments To Additional Paid In Capital Issuance of Vested Restricted Stock Net of Tax Witholding | $ (999) | (999) | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | ||||||
Net income (loss) | $ 5,721 | 5,721 | |||||
Other comprehensive income (loss), net of tax | 0 | ||||||
Comprehensive income (loss) | 5,721 | ||||||
Stock-based compensation | 6,461 | 6,461 | |||||
Restricted stock awards vested, shares | 327,955 | ||||||
Repurchase of common stock, shares | (765,774) | ||||||
Repurchase of common stock, value | (7,514) | (7,514) | |||||
Dividends, Common Stock, Cash | (5,857) | (5,857) | |||||
Ending Balance at Dec. 28, 2021 | 209,720 | $ 4 | 324,957 | $ 0 | $ (115,241) | ||
Ending Balance, Shares at Dec. 28, 2021 | 36,397,054 | ||||||
Adjustments To Additional Paid In Capital Issuance of Vested Restricted Stock Net of Tax Witholding | (1,895) | (1,895) | |||||
Stock Issued During Period, Value, Stock Options Exercised | $ 50 | $ 50 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 6,636 | 6,636 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Operating activities | |||
Net income (loss) | $ 5,721 | $ (89,738) | $ (118,285) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | |||
Loss from discontinued operations | 0 | 30 | 41 |
Allowance for doubtful accounts | 26,203 | 26,599 | 25,488 |
Amortization of favorable and unfavorable lease assets and liabilities, net | 266 | 333 | 550 |
Operating Lease, Right-of-Use Asset, Amortization | 23,207 | 22,035 | 21,681 |
Non-cash change in fair value of interest rate cap | 6,461 | 5,652 | 6,293 |
Goodwill, Impairment Loss | 0 | 87,277 | 118,250 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 0 | 11,900 | 0 |
Impairment of long-lived assets | 9,115 | 8,287 | 7,159 |
Gain on troubled debt restructuring | (1,759) | (8,040) | (583) |
Loss on disposal of assets and adjustments to assets held for sale, net | 893 | 401 | 9,448 |
Restructuring expense | (186) | (168) | 0 |
Other Noncash Income | (1,053) | 0 | 0 |
Change in operating assets and liabilities: | |||
Accounts and other receivables, net | 1,033 | (1,913) | (349) |
Inventories | (292) | 324 | (191) |
Prepaid expenses and other current assets | (985) | 3,710 | (732) |
Other assets | (466) | (227) | (273) |
Accounts payable | 477 | (471) | (271) |
Increase (Decrease) in Operating Lease Liabilities | (22,198) | (21,057) | (18,846) |
Other accrued liabilities | 2,047 | 11,530 | (1,308) |
Other non-current liabilities | (2,892) | 2,963 | 973 |
Net cash provided by operating activities | 45,964 | 59,763 | 49,045 |
Investing activities | |||
Purchases of property and equipment | (23,257) | (22,019) | (43,696) |
Proceeds from disposal of property and equipment, net | 1,467 | 3,638 | 14,107 |
Purchases of other assets | (3,638) | (1,730) | (2,039) |
Proceeds from dissolution of investment in partnership | 0 | 0 | (4,832) |
Proceeds from Divestiture of Businesses | 0 | 2,558 | 7,187 |
Net cash used in investing activities | (25,428) | (17,553) | (29,273) |
Financing activities | |||
Proceeds from long-term debt, net of original issue discount | (7,514) | (4,222) | (7,373) |
Repayments of Other Long-term Debt | (154) | (218) | (635) |
Repurchase of common stock and warrants | (1,895) | (999) | (2,602) |
Dividends paid | (5,857) | 0 | 0 |
Payments on subordinated notes | 40,000 | 66,000 | 41,000 |
Proceeds from exercise of stock options | (48,000) | (96,000) | (55,000) |
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | 0 | (280) | 0 |
Payments of Debt Issuance Costs | 0 | 0 | (1,014) |
Proceeds from Stock Options Exercised | 50 | 0 | 120 |
Net cash used in financing activities | (23,370) | (35,719) | (25,504) |
Net (decrease) increase in cash and cash equivalents | (2,834) | 6,491 | (5,732) |
Cash and cash equivalents, beginning of period | 7,912 | 1,421 | 7,153 |
Cash and cash equivalents, end of period | 5,078 | 7,912 | 1,421 |
Supplemental cash flow information: | |||
Interest Paid, Excluding Capitalized Interest, Operating Activities | 2,636 | 4,090 | 6,919 |
Cash paid during the period for income taxes | 8,505 | 3,456 | 3,856 |
Supplemental schedule of non-cash activities: | |||
Accrued property and equipment purchases | 7,241 | 4,012 | 5,729 |
Write-offs against bad debt reserves | 39 | 0 | 30 |
Change in other asset for fair value of interest rate cap recorded to other comprehensive (loss) income, net of tax | 0 | 0 | (364) |
Operating Lease, Right-of-Use Asset | 12,462 | 18,926 | 298,942 |
Finance Lease, Right-of-Use Asset | 0 | 0 | 1,185 |
Impairment of Operating Lease, Right-of-Use Asset | 0 | 0 | 3,116 |
Reclassification of interest rate cap amortization included in net income (loss), net of tax | $ 0 | $ 52 | $ 132 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 28, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of BusinessDel Taco Restaurants, Inc. (f/k/a Levy Acquisition Corp. (“LAC”)) is a Delaware corporation headquartered in Lake Forest, California. The consolidated financial statements include the accounts of Del Taco Restaurants, Inc. and its wholly owned subsidiaries (collectively, the “Company” or “Del Taco”), one of which is Del Taco LLC which has all of the material assets and operations of the Company. The Company develops, franchises, owns, and operates Del Taco quick-service Mexican-American restaurants. At December 28, 2021, there were 294 company-operated and 306 franchise-operated Del Taco restaurants located in 16 states, including one franchise-operated unit in Guam. At December 29, 2020, there were 295 company-operated and 301 franchise-operated Del Taco restaurants located in 16 states, including one franchise-operated unit in Guam.The Company was originally incorporated in Delaware on August 2, 2013 as a special purpose acquisition company, formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses. On June 30, 2015 (the "Closing Date"), the Company consummated its business combination with Del Taco Holdings, Inc. (“DTH”) pursuant to the agreement and plan of merger dated as of March 12, 2015 by and among LAC, Levy Merger Sub, LLC (“Levy Merger Sub”), LAC’s wholly owned subsidiary, and DTH (the “Merger Agreement”). Under the Merger Agreement, Levy Merger Sub merged with and into DTH, with DTH surviving the merger as a wholly-owned subsidiary of the Company (the “Business Combination” or “Merger”). In connection with the closing of the Business Combination, the Company changed its name from Levy Acquisition Corp. to Del Taco Restaurants, Inc. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 28, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Company uses a fifty-two or fifty-three week fiscal year ending on the Tuesday closest to December 31. Fiscal years 2021, 2020 and 2019 are fifty-two week periods. In a fifty-two week fiscal year, the first, second and third quarters each include twelve weeks of operations and the fourth quarter includes sixteen weeks of operations. In a fifty-three week fiscal year, the first, second and third quarters each include twelve weeks of operations and the fourth quarter includes seventeen weeks of operations. For fiscal year 2021, the Company’s financial statements reflect the fifty-two weeks ended December 28, 2021. For fiscal year 2020, the Company's financial statements reflect the fifty-two weeks ended December 29, 2020. For fiscal year 2019, the Company’s financial statements reflect the fifty-two weeks ended December 31, 2019. Principles of Consolidation The consolidated financial statements included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the accounts of the Company and its wholly and majority owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that such estimates have been based on reasonable and supportable assumptions and the resulting estimates are reasonable for use in the preparation of the consolidated financial statements. Actual results could differ from these estimates. The Company’s significant estimates include estimates for impairment of goodwill, intangible assets and property and equipment, valuations provided in business combinations, insurance reserves, restaurant closure reserves, stock-based compensation, contingent liabilities, certain leasing activities and income tax valuation allowances. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Variable Interest Entities In accordance with ASC 810, Consolidation , the Company applies the guidance related to variable interest entities ("VIE"), which defines the process for how an enterprise determines which party consolidates a VIE as primarily a qualitative analysis. The enterprise that consolidates the VIE (the primary beneficiary) is defined as the enterprise with (1) the power to direct activities of the VIE that most significantly affect the VIE's economic performance and (2) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE. The Company franchises its operations through franchise agreements entered into with franchisees and therefore, the Company does not possess any ownership interests in franchise entities or other affiliates. The franchise agreements are designed to provide the franchisee with key decision-making ability to enable it to oversee its operations and to have a significant impact on the success of the franchise, while the Company’s decision-making rights are related to protecting the Company’s brand. Based upon the Company’s analysis of all the relevant facts and considerations of the franchise entities, the Company has concluded that the franchise agreements are not variable interest entities. Revenue Recognition We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers . Company restaurant sales from the operation of company-operated restaurants are recognized when food and service is delivered to customers. The Company reports revenue net of promotional allowances as well as sales taxes collected from customers and remitted to governmental taxing authorities. The Company operates a loyalty program in which members earn points primarily for food purchases. Points can then be redeemed for specified reward offers, such as small fries or a breakfast toasted wrap. The Company allocates the consideration received on loyalty orders between the food purchased and the loyalty points earned, taking into consideration the expected redemption rate of loyalty points. The consideration allocated to the food received is recognized as revenue at the time of sale. The consideration allocated to the loyalty points earned is deferred until the loyalty points are redeemed or expired. Franchise revenue is comprised of (i) development fees, (ii) franchise fees, (iii) on-going royalties, (iv) renewal fees and (v) other franchise revenue. Development and franchise fees, portions of which are collected in advance and are non-refundable, received pursuant to individual development agreements, grant the right to develop franchise-operated restaurants in future periods in specific geographic areas. Both development fees and franchise fees are deferred and recognized as revenue over the term of the related franchise agreement for the respective restaurant, and renewal fees are deferred and recognized as revenue over the term of the renewal agreement. If a development agreement with a franchisee is terminated, deferred development fees and deferred franchise fees are generally recognized as revenue upon termination. Deferred development fees and deferred franchise fees are included in other non-current liabilities on the consolidated balance sheets with the current portion included in accrued liabilities on the consolidated balance sheets. Royalties from franchise-operated restaurants are based on a percentage of franchise restaurant sales and are recognized in the period the related franchise-operated restaurant sales occur. To a lesser extent, franchise revenue also includes pass-through fees for services, such as software maintenance and technology subscriptions, since the Company is considered the principal related to the purchase and sale of the services to the franchisee and has no remaining performance obligations. The related expenses are recognized in general and administrative expenses. Deferred franchise fees are recognized straight-line over the term of the underlying agreement and the amount expected to be recognized in franchise revenue for amounts in deferred franchise fees as of December 28, 2021 is as follows (in thousands): FY 2022 $ 246 FY 2023 234 FY 2024 231 FY 2025 231 FY 2026 225 Thereafter 2,358 Total deferred franchise fees $ 3,525 Franchise advertising contributions consist of a percentage of a franchise restaurant's net sales, typically 4%, paid to the Company for advertising and promotional services that the Company provides. The offset is recorded to franchise advertising expenses. Starting the last fiscal week of the first quarter of 2020, as a result of the COVID-19 pandemic, the Company decreased franchise advertising contributions from 4.0% to 2.5% of franchise restaurant net sales for eight weeks and then adjusted the advertising contribution percentage back to 4.0% for the balance of 2020. Franchise sublease and other income consists of rental income received from franchisees related to properties where the Company has subleased a leasehold interest to the franchisee but remains primarily liable to the landlord. The related expenses are recognized in occupancy and other - franchise subleases and other. Franchise sublease and other income also includes rental income for closed restaurant properties where the Company has subleased to a third party but remains primarily liable to the landlord. The related expenses are recognized in restaurant closure charges, net. Franchise sublease and other income also includes information technology hardware such as point of sale equipment, tablets, kitchen display systems, servers, scanners and printers that the Company occasionally purchases from third party vendors and then sells to franchisees. Since the Company is considered the principal related to the purchase and sale of the hardware to the franchisee and has no remaining performance obligations, the franchisee reimbursement is recognized as franchise sublease and other income upon transfer of the hardware. The related expenses are recognized in occupancy and other - franchise subleases and other. Gift Cards The Company sells gift cards to customers in its restaurants. The gift cards sold to customers have no stated expiration dates and are subject to potential escheatment laws in the various jurisdictions in which the Company operates. Deferred gift card income totaled $3.3 million and $3.1 million as of December 28, 2021 and December 29, 2020, respectively. The current portion of the deferred gift card income is included in other accrued liabilities on the consolidated balance sheets and totaled approximately $1.7 million as of both December 28, 2021 and December 29, 2020. The non-current portion of the deferred gift card income was approximately $1.6 million and $1.5 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other non-current liabilities on the consolidated balance sheets. The Company recognizes revenue from gift cards: (i) when the gift card is redeemed by the customer; or (ii) under the delayed recognition method, when the likelihood of the gift card being redeemed by the customer is remote (gift card breakage) and the Company determines that there is not a legal obligation to remit the unredeemed gift cards to the relevant jurisdiction. The determination of the gift card breakage rate is based upon Company specific historical redemption patterns. Recognized gift card breakage revenue was not significant to any period presented in the consolidated statements of comprehensive income (loss). Any future revisions to the estimated breakage rate may result in changes in the amount of breakage revenue recognized in future periods but is not expected to be significant. Cash and Cash Equivalents The Company considers short-term, highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Amounts receivable from credit card issuers are typically converted to cash within 2 to 4 days of the original sales transaction and are considered to be cash equivalents. Accounts and Other Receivables, Net Accounts and other receivables, net consist primarily of receivables from franchisees, sublease tenants, a vendor, delivery service providers ("DSPs") and landlords. Receivables from franchisees include sublease rents, royalties, services and contractual marketing fees associated with the franchise agreements. Sublease tenant receivables relate to subleased properties where the Company is a party and obligated on the primary lease agreement. The vendor receivable is for earned reimbursements from a vendor, receivables from DSPs are for company restaurant sales related to delivery orders fulfilled by the DSPs and the landlord receivables are for earned landlord reimbursement related to restaurants opened. The allowance for doubtful accounts is based on expected credit losses utilizing a range of information, including historical collections experience and a review on a specific identification basis of the collectability of existing receivables, and totaled approximately $0.1 million and as of both December 28, 2021 and December 29, 2020. Vendor Allowances The Company receives support from one of its vendors in the form of reimbursements. The reimbursements are agreed upon with the vendor, but do not represent specific, incremental, identifiable costs incurred by the Company in selling the vendor’s products. Such reimbursements are recorded as a reduction of the costs of purchasing the vendor’s products. The non-current portion of reimbursements received by the Company in advance is included in other non-current liabilities on the consolidated balance sheets and totaled $0 and $27,000 as of December 28, 2021 and December 29, 2020, respectively. The current portion of these reimbursements is included in other accrued liabilities on the consolidated balance sheets and totaled $0 and $0.4 million as of December 28, 2021 and December 29, 2020, respectively. The agreement with this vendor expired at the end of 2021 and was renewed at the beginning of 2022. Inventories Inventories, consisting of food items, packaging and beverages, are valued at the lower of cost (first-in, first-out method) or net realizable value. Assets Held for Sale Assets held for sale include the net book value of property and equipment and goodwill for Company-operated restaurants that the Company plans to sell within the next year to new or existing franchisees, as well as the net book value of owned property that the Company plans to sell within the next year. Long-lived assets that meet the held for sale criteria are held for sale and reported at the lower of their carrying value or fair value, less estimated costs to sell. If the determination is made that the Company no longer expects to sell an asset within the next year, the asset is reclassified out of assets held for sale. Property and Equipment Property and equipment includes land, buildings, leasehold improvements, restaurant and other equipment, restaurant property leased to others and buildings under finance leases. Land, buildings, leasehold improvements, restaurant and other equipment acquired in business combinations are initially recorded at their estimated fair value. Land, buildings, leasehold improvements, restaurant and other equipment acquired or constructed in the normal course of business are initially recorded at cost. The Company provides for depreciation and amortization based on the estimated useful lives of assets using the straight-line method. Estimated useful lives for property and equipment are as follows: Buildings 20–35 years Leasehold improvements Shorter of useful life (typically 20 years) or lease term Buildings under finance leases Shorter of useful life (typically 20 years) or lease term Restaurant and other equipment 3–15 years The estimated useful lives for leasehold improvements are based on the shorter of the estimated useful lives of the assets or the related lease term, which generally includes reasonably assured option periods expected to be exercised by the Company when the Company would suffer an economic penalty if not exercised. Depreciation and amortization expense associated with property and equipment totaled $23.3 million for the fifty-two weeks ended December 28, 2021, $23.2 million for the fifty-two weeks ended December 29, 2020 and $22.7 million for the fifty-two weeks ended December 31, 2019. These amounts include $0.1 million for the fifty-two weeks ended December 28, 2021, $0.2 million for the fifty-two weeks ended December 29, 2020 and $0.5 million for the fifty-two weeks weeks ended December 31, 2019 related to buildings under finance leases. Accumulated depreciation and amortization associated with property and equipment includes $37,000 and $0.3 million related to buildings under finance leases as of December 28, 2021 and December 29, 2020, respectively. The Company capitalizes construction costs which consist of internal payroll and payroll related costs and travel costs related to the successful acquisition, development, design and construction of the Company's new restaurants. Capitalized construction costs totaled $1.4 million for the fifty-two weeks ended December 28, 2021, $0.8 million for the fifty-two weeks ended December 29, 2020 and $1.8 million for the fifty-two weeks ended December 31, 2019. If the Company subsequently makes a determination that a site for which development costs have been capitalized will not be acquired or developed, any previously capitalized development costs are expensed and included in general and administrative expenses in the consolidated statements of comprehensive income (loss). The Company capitalizes interest in connection with the construction of its restaurants. Interest capitalized totaled approximately $21,000 for the fifty-two weeks ended December 28, 2021, $34,000 for the fifty-two weeks ended December 29, 2020 and $0.1 million for the fifty-two weeks ended December 31, 2019. Gains and losses on the disposal of assets are recorded as the difference between the net proceeds received, if any, and net carrying values of the assets disposed and are included in loss on disposal of assets and adjustments to assets held for sale, net in the consolidated statements of comprehensive income (loss). Deferred Financing Costs Deferred financing costs represent third-party debt costs that are capitalized and amortized to interest expense over the associated term of the debt agreement using the effective interest method. Deferred financing costs, along with lender debt discount, are presented net of the related debt balances on the consolidated balance sheets. Goodwill and Trademarks The Company’s goodwill and trademarks are not amortized, but tested annually for impairment and tested more frequently for impairment if events and circumstances indicate that the asset might be impaired. The Company conducts annual goodwill and trademark impairment tests in the fourth quarter of each fiscal year or whenever an indicator of impairment exists. In assessing potential goodwill impairment, the Company has the option to first assess the qualitative factors to determine whether events or circumstances indicate that it is more likely than not that the fair value of net assets, including goodwill, is less than its carrying amount. If the qualitative factors indicate that it is more likely than not that the fair value of net assets, including goodwill, is less than the carrying amount, the Company performs a quantitative impairment test. The methods the Company uses to estimate fair value include discounted future cash flows analysis and market valuation based on similar companies. Key assumptions included in the cash flow model include future revenues, operating costs, working capital changes, capital expenditures and a discount rate that approximates the Company's weighted average cost of capital. The Company recognizes goodwill impairment for the carrying amount in excess of fair value. The Company also performs an annual impairment test for indefinite-lived intangible assets during the fourth fiscal quarter of each year, or more frequently if impairment indicators arise. During the fourth quarter of 2019, the Company identified indicators of impairment in conjunction with its annual impairment test and performed a quantitative impairment assessment, which resulted in a non-cash impairment of goodwill of $118.3 million. During the first quarter of 2020, the Company identified indicators of impairment and performed quantitative impairment assessments, which resulted in a non-cash impairment of goodwill of $87.3 million and a non-cash impairment of trademarks of $11.9 million. See Note 6, Goodwill and Other Intangible Assets , for further discussion. Intangible Assets, Net Intangible assets primarily include franchise rights, reacquired franchise rights and sublease assets. Franchise rights, which represent the fair value of franchise agreements based on the projected royalty revenue stream as of the Closing Date of the Business Combination, are amortized on a straight-line basis to depreciation and amortization expense in the consolidated statements of comprehensive income (loss) over the remaining term of the franchise agreements. Reacquired franchise rights, which represent the fair value of reacquired rights that were previously granted to franchisees to use Del Taco's trade name under a franchise agreement, are amortized on a straight-line basis to depreciation and amortization in the consolidated statements of comprehensive income (loss) over the term of the former franchise agreement. Sublease assets, which represent subleases with stated rent above comparable market rents, are amortized to sublease income over the term of the related sublease. Other Assets, Net Other assets, net consist of security deposits, straight-line rental income related to subleases and other capitalized costs. The Company capitalizes certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed and it is probable that the software will be used as intended. Capitalized software costs include only (i) external direct costs of materials and services utilized in developing or obtaining computer software, and (ii) compensation and related benefits for employees who are directly associated with the software projects. Capitalized software costs are amortized over the estimated useful life, typically three to five years. The net carrying value of capitalized software costs for the Company totaled $4.3 million and $2.5 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other assets, net in the consolidated balance sheets. Capitalized software costs totaled $3.5 million for the fifty-two weeks ended December 28, 2021, $1.6 million for the fifty-two weeks ended December 29, 2020 and $2.0 million for the fifty-two weeks ended December 31, 2019. Amortization expenses totaled $1.8 million for the fifty-two weeks ended December 28, 2021, $1.9 million for the fifty-two weeks ended December 29, 2020 and $1.4 million for the fifty-two weeks ended December 31, 2019. Long-Lived Assets Long-lived assets, including property and equipment and definite-lived intangible assets, are reviewed by the Company for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Long-lived assets are grouped and evaluated for impairment at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. The Company evaluates such cash flows for individual restaurants and franchise agreements on an undiscounted basis. If it is determined that the carrying amounts of such long-lived assets are not recoverable, the assets are written down to their estimated fair values. The Company generally estimates fair value using the discounted value of the estimated cash flows associated with the respective restaurant or agreement. During the fifty-two weeks ended December 28, 2021, the Company evaluated certain restaurants having indicators of impairment based on operating performance and recorded an impairment charge totaling $9.1 million related to five restaurants. During the fifty-two weeks ended December 29, 2020, the Company recorded an impairment charge totaling $8.3 million related to eight restaurants. During the fifty-two weeks ended December 31, 2019, the Company recorded an impairment charge totaling $7.2 million related to seven restaurants. Rent Expense The Company has non-cancelable lease agreements for certain restaurant land and buildings under terms ranging up to 50 years, with one to four options to extend the lease generally for five ten Insurance Reserves Given the nature of the Company’s operating environment, the Company is subject to workers’ compensation and general liability claims. To mitigate a portion of these risks, the Company maintains insurance for individual claims in excess of deductibles per claim. The Company’s insurance deductibles range from $0.25 million to $0.50 million per occurrence for workers’ compensation and are $0.35 million per occurrence for general liability. Beginning in 2020, one workers compensation claim per policy year has a deductible of $0.75 million in California only. The amount of loss reserves and loss adjustment expenses is determined based on an estimation process that uses information obtained from both Company-specific and industry data, as well as general economic information. Loss reserves are based on estimates of expected losses for determining reported claims and used as the basis for estimating claims incurred but not reported. The estimation process for loss exposure requires management to continuously monitor and evaluate the life cycle of claims. Management also monitors the reasonableness of the judgments made in the prior year’s estimation process (referred to as hindsight analysis) and adjusts current year assumptions based on the hindsight analysis. The Company utilizes actuarial methods to evaluate open claims and estimate the ongoing development exposure related to workers’ compensation and general liability. The Company is not the primary obligor for its workers' compensation insurance policy, so therefore, the Company records a liability up to its deductible exposure. Insurance Recovery Assets In the normal course of its business, the Company incurs losses, such as those resulting from property damage and legal actions, that are covered by the Company's insurance policies. The Company records insurance recovery assets for losses it is entitled to recover under its insurance policies and when such recovery is probable. In determining whether a recovery is probable, the Company considers whether the Company has exceeded its deductible, the limits of its insurance policies and subsequent payment of claims. Advertising Costs Franchisees pay a weekly fee to the Company of 4.0% of their restaurants’ net sales as reimbursement for advertising and promotional services that the Company provides. As a result of the COVID-19 pandemic, starting the last fiscal week of the first quarter of 2020, the Company decreased franchise advertising contributions from 4.0% to 2.5% of franchise restaurant net sales for eight weeks and then adjusted the advertising contribution percentage back to 4.0% for the balance of 2020. Production costs for radio and television advertising are expensed when the commercials are initially aired. Costs of distribution of advertising are charged to expense on the date the advertising is aired or distributed. These costs, as well as other marketing-related expenses for advertising are included in occupancy and other operating expenses in the consolidated statements of comprehensive income (loss) for company expenses and included in franchise advertising expenses in the consolidated statements of comprehensive income (loss) for franchise expenses. Advertising expenses for the Company were $19.0 million for the fifty-two weeks ended December 28, 2021, $16.4 million for the fifty-two weeks ended December 29, 2020 and $18.8 million for the fifty-two weeks ended December 31, 2019. Pre-opening Costs Pre-opening costs, which include restaurant labor, supplies, cash and non-cash rent expense and occupancy and other operating costs incurred prior to the opening of a new restaurant are expensed as incurred. Pre-opening costs were $0.7 million for the fifty-two weeks ended December 28, 2021, $0.5 million for the fifty-two weeks ended December 29, 2020, and $1.7 million for the fifty-two weeks ended December 31, 2019. Restaurant Closure Charges, Net The Company makes decisions to close restaurants based on their cash flows, anticipated future profitability and leasing arrangements. The Company determines if discontinued operations treatment is appropriate and estimates the future obligations, if any, associated with the closure of restaurants and records the corresponding restaurant closure liability at the time the restaurant is closed. These restaurant closure obligations primarily consist of rent, property tax and common area maintenance on closed restaurant properties and the present value of non-lease executory costs for closed restaurant properties, net of non-lease executory costs to be recovered from sublessees. Changes to the estimated liability for future non-lease executory costs based on new facts and circumstances are considered to be a change in estimate and are recorded prospectively. Stock-Based Compensation Expense The Company recognizes compensation expense for all share-based payment awards made to employees and non-employee directors based on their estimated grant date fair values using the Black-Scholes option pricing model for option grants and the closing price of the underlying common stock on the date of the grant for restricted stock awards. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite service period of the award. The Company estimates the number of awards expected to vest based, in part, on historical forfeiture rates and management's expectations of employee turnover within the specific employee groups receiving the awards, and for performance-based restricted stock awards, the probability that performance conditions will be achieved. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Stock-based compensation expense for the Company’s stock-based compensation awards is recognized ratably over the vesting period on a straight-line basis. Income Taxes The Company uses the liability method of accounting for income taxes. Deferred income taxes are provided for temporary differences between financial statement and income tax reporting, using tax rates scheduled to be in effect at the time the items giving rise to the deferred taxes reverse. The Company recognizes the impact of a tax position in the financial statements if that position is more likely than not of being sustained by the taxing authority. Accordingly, the Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Derivative Instruments and Hedging Activities The Company is exposed to variability in future cash flows resulting from fluctuations in interest rates related to its variable rate debt. As part of its overall strategy to manage the level of exposure to the risk of fluctuations in interest rates, the Company has used various interest rate contracts including interest rate caps. The Company recognized all derivative instruments as either assets or liabilities at fair value in the consolidated balance sheets. When they qualified as hedging instruments, the Company designated interest rate caps as cash flow hedges of forecasted variable rate interest payments on certain debt principal balances. For derivative instruments that were designated and qualified as cash flow hedges, the effective portion of the gain or loss on the derivative was reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affected earnings. Gains and losses on the derivative representing hedge ineffectiveness were recognized in current earnings. The Company entered into interest rate derivative contracts with major banks and was exposed to losses in the event of nonperformance by these banks. However, these banks were able to fully satisfy their obligations under the contracts. Accordingly, the Company did not obtain collateral or other security to support the contracts. The Company's interest rate cap agreement, as discussed in Note 8, expired on March 31, 2020. Contingencies The Company recognizes liabilities for contingencies when an exposure indicates it is probable that an asset has been impaired or that a liability has been incurred, and the amount of impairment or loss can be reasonably estimated. The Company’s ultimate legal and financial liability with respect to such matters cannot be estimated with certainty and requires the use of estimates. When the reasonable estimate is a range, the recorded loss will be the best estimate within the range. The Company records legal settlement costs when those costs are probable and reasonably estimable. Comprehensive Income (Loss) Comprehensive income (loss) includes changes in equity from transactions and other events and circumstances from nonoperational sources, including, among other things, the Company’s unrealized gains and losses on effective interest rate caps which are included in other comprehensive income (loss), net of tax. Segment Information An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, and about which separate financial information is regularly evaluated by the Company’s |
Restaurant Closure and Other Re
Restaurant Closure and Other Related Charges | 12 Months Ended |
Dec. 28, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restaurant Closure and Other Related Charges | Restaurant Closure Charges Impairment of Long-Lived Assets The Company evaluates long-lived assets for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company considers a triggering event to have occurred related to a specific restaurant if the restaurant’s cash flows are less than a minimum threshold. Long-lived assets are grouped and evaluated for impairment at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. The Company evaluates such cash flows for individual restaurants and franchise agreements on an undiscounted basis. If it is determined that the carrying amounts of such long-lived assets are not recoverable, the assets are written down to their estimated fair values. The Company generally estimates fair value using the discounted value of the estimated cash flows associated with the respective restaurant or agreement, using Level 3 inputs. The impairment charges represent the excess of the aggregate carrying value of a restaurant's operating lease right-of-use asset, furniture, fixtures and equipment and leasehold improvements over their estimated fair value. Impairment charges are allocated to a restaurant's operating lease right-of-use assets, furniture, fixtures and equipment and leasehold improvements on a pro rata basis based on the respective assets' carrying values. During the fifty-two weeks ended December 28, 2021, the Company evaluated certain restaurants having indicators of impairment based on operating performance and recorded an impairment charge totaling $9.1 million related to five restaurants. During the fifty-two weeks ended December 29, 2020, the Company evaluated certain restaurants that had indicators of impairment based on operating performance, taking into consideration the negative impact of the COVID-19 pandemic on forecasted restaurant performance, and recorded an impairment charge totaling $8.3 million related to eight restaurants. During the fifty-two weeks ended December 31, 2019, the Company evaluated certain restaurants that had indicators of impairment based on operating performance and recorded an impairment charge totaling $7.2 million related to seven restaurants. The Company wrote-off a portion of the operating lease right-of-use assets, furniture, fixtures and equipment, building and leasehold improvements based on the estimate of future recoverable cash flows. In connection with the adoption of ASC 842, the Company evaluated the operating lease right-of-use assets for impairment, indicating the carrying amount of the operating lease assets for certain restaurants may not be recoverable, and recorded an impairment charge totaling $3.1 million at January 2, 2019 based on the estimates of future recoverable cash flows. Restaurant Closure Charges, Net The restaurant closure liability was $0.3 million and $0.5 million at December 28, 2021 and December 29, 2020, respectively, and relates to the non-lease executory costs associated with company-operated restaurants that were closed during the fourth quarter of 2015. A summary of the restaurant closure liability activity for these closed restaurants consisted of the following (in thousands): Total Balance at January 1, 2019 $ 2,092 Reclassified to operating lease right-of-use assets (a) (1,900) Cash payments (263) Adjustments to estimates based on current activity 508 Balance at December 31, 2019 437 Charges for accretion in current period 21 Cash payments (4) Balance at December 29, 2020 454 Charges for accretion in current period 15 Cash payments (122) Adjustment to estimates based on current activity (20) Balance at December 28, 2021 $ 327 (a) During the fifty-two weeks ended December 31, 2019, in connection with the adoption of ASC 842, the Company reclassified $1.9 million of the lease-related closure liability to offset the respective operating lease right-of-use assets. The current portion of the restaurant closure liability was $0.1 million and $0.2 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other accrued liabilities in the consolidated balance sheets. The non-current portion of the restaurant closure liability was $0.2 million and $0.3 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other non-current liabilities in the consolidated balance sheets. The restaurant closure liability is expected to be settled by 2032. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 28, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net at December 28, 2021 and December 29, 2020 consisted of the following, excluding amounts related to properties classified as held for sale (in thousands): December 28, 2021 December 29, 2020 Buildings $ 226 $ 1,939 Restaurant and other equipment 112,277 103,446 Leasehold improvements 131,729 121,775 Buildings under finance leases 76 441 Restaurant property leased to others 12,452 12,167 Construction-in-progress 13,376 10,823 270,136 250,591 Less: Accumulated depreciation (124,798) (103,885) Property and equipment, net $ 145,338 $ 146,706 |
Summary of Refranchsing and Fra
Summary of Refranchsing and Franchise Acquisitions (Notes) | 12 Months Ended |
Dec. 28, 2021 | |
Franchise Acquisitions [Abstract] | |
Refranchising and Franchise Acquisitions | Refranchising, Assets Held for Sale and Acquisitions of Franchises and Non-Controlling Interest Refranchising In connection with the sale of company-operated restaurants to franchisees, the Company typically enters into several agreements, in addition to an asset purchase agreement, with franchisees including franchise and lease agreements. The Company typically sells the restaurants' inventory and equipment and retains ownership of the leasehold interest on the real estate of the lease and/or sublease to the franchisee. The Company has determined that its restaurant dispositions usually represent multiple-element arrangements, and as such, the cash consideration is allocated to the separate elements based on their relative selling price. Cash consideration generally includes up-front consideration for the sale of the restaurants and franchise fees and future cash consideration for royalties and lease payments. The Company considers the future lease payments in allocating the initial cash consideration received. The Company compares the stated rent under the lease and/or sublease agreements with comparable market rents, and the Company records sublease assets/liabilities with a corresponding offset to the gain or loss on the sale of the company-operated restaurants. Sublease assets represent subleases with stated rent above comparable market rents. Sublease assets are amortized to sublease income over the term of the related sublease. Sublease liabilities represent subleases with stated rent below comparable market rents and are amortized to sublease income over the term of the related sublease. Both sublease assets and sublease liabilities arise from the sale of company-operated restaurants to franchisees. The cash consideration per restaurant for franchise fees is consistent with the amounts stated in the related franchise agreements, which are also charged for separate standalone arrangements. The Company initially defers and subsequently recognizes the franchise fees over the term of the franchise agreement. Future royalty income is also recognized in franchise revenue as earned. The Company did not sell any company-operated restaurants to franchisees during the fifty-two weeks ended December 28, 2021. The Company sold six company-operated restaurants to franchisees during the fifty-two weeks ended December 29, 2020 and 31 company-operated restaurants to franchisees during the fifty-two weeks ended December 31, 2019. The following table summarizes the loss recognized related to these transactions during the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019 (dollars in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Company-operated restaurants sold to franchisees — 6 31 Proceeds from the sale of company-operated restaurants, net of selling costs $ — $ 2,558 $ 7,310 Net assets sold (primarily furniture, fixtures and equipment) (a) — (2,086) (4,952) Goodwill related to the company-operated restaurants sold to franchisees — (1,196) (6,078) Allocation to deferred franchise fees — (193) (771) Sublease assets (liabilities), net — 220 (50) Gain on lease termination — 40 — Other direct costs — — (123) Loss on sale of company-operated restaurants (b) $ — $ (657) $ (4,664) (a) Of the net assets sold during the fifty-two weeks ended December 29, 2020, $0.7 million was included in assets held for sale as of December 31, 2019. Of the net assets sold during the fifty-two weeks ended December 31, 2019, $2.1 million was included in assets held for sale as of January 1, 2019. (b) Of the loss related to the company-operated restaurants sold during the fifty-two weeks ended December 29, 2020, $0.6 million was previously recognized during the fifty-two weeks ended December 31, 2019 as a fair value adjustment to the assets held for sale balance. The loss on sale of company-operated restaurants is included in loss on disposal of assets and adjustments to assets held for sale, net on the consolidated statements of comprehensive (loss) income. Assets Held for Sale Assets held for sale include the net book value of property and equipment for Company-operated restaurants that the Company plans to sell within the next year to new or existing franchisees. Long-lived assets that meet the criteria are held for sale and reported at the lower of their carrying value or fair value less estimated cost to sell. As of December 29, 2020, the Company classified the land and building related to a previously closed company-operated restaurant as held for sale and recorded a $0.2 million adjustment to assets held for sale during the fifty-two weeks ended December 29, 2020 in order to recognize the assets at their estimated fair value less estimated cost to sell. During the fifty-two weeks ended December 28, 2021, the Company sold the previously closed company-operated restaurant that was held for sale and recognized an additional loss of approximately $28,000 in loss on disposal of assets and adjustments to assets held for sale, net in the consolidated statement of comprehensive income (loss). Assets held for sale at December 28, 2021 and December 29, 2020 consisted of the following (in thousands): December 28, 2021 December 29, 2020 Land $ — $ 561 Building — 934 $ — $ 1,495 Franchise Acquisitions There were no franchise acquisitions during the fifty-two weeks ended December 28, 2021 and the fifty-two weeks ended December 29, 2020. The Company acquired four franchise-operated restaurants during the fifty-two weeks ended December 31, 2019. The Company accounts for the acquisition of franchise-operated restaurants using the acquisition method of accounting for business combinations. The purchase price allocations were based on fair value estimates determined using significant unobservable inputs (Level 3). The goodwill recorded primarily relates to the market position and future growth potential of the markets acquired and is expected to be deductible for income tax purposes. The following table provides detail of the combined acquisitions for the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019 (dollars in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Franchise-operated restaurants acquired from franchisees — — 4 Goodwill $ — $ — $ 4,302 Property and equipment — — 660 Operating lease right-of-use assets — — 2,006 Operating lease liabilities — — (2,006) Unfavorable lease liabilities (a) — — (130) Total Consideration $ — $ — $ 4,832 (a) Unfavorable lease liabilities of $0.1 million for the fifty-two weeks ended December 31, 2019 were recorded as an adjustment to the respective operating lease right-of-use asset. Acquisition of Non-Controlling Interest During the fifty-two weeks ended December 29, 2020, the Company acquired the 25% non-controlling interest in the partnership that operates the Company's restaurant in La Verne, California for $0.3 million. As a result, the Company recognized a reduction to additional paid-in capital of $0.1 million for the difference between the consideration paid and the carrying amount of the acquired non-controlling interest. The partnership's financial position and results of operations were previously consolidated into the Company's consolidated balance sheets and consolidated statements of comprehensive (loss) income since the Company had a controlling interest. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 28, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill was $109.0 million as of both December 28, 2021 and December 29, 2020. In March 2020, the outbreak of the COVID-19 pandemic prompted authorities in most jurisdictions where the Company operates to issue stay-at-home orders, leading to an unexpected significant disruption to the Company's business requiring the Company to close restaurant dining rooms and operate with only drive-thru, take-out and delivery orders. As such, the consequences of the outbreak of the COVID-19 pandemic coupled with a sustained decline in the Company's stock price were determined to be indicators of impairment. As such, using Level 3 inputs, the Company performed a quantitative goodwill impairment assessment during the first quarter of 2020 using both the discounted cash flow method and guideline public company method to determine the fair value of its reporting unit. Significant assumptions and estimates used in determining fair value include future revenues, operating costs, working capital changes, capital expenditures, a discount rate that approximates the Company's weighted average cost of capital and a selection of comparable companies. Based on the quantitative assessment, the Company determined that the fair value of its reporting unit was less than its carrying value and recognized a non-cash goodwill impairment charge of $87.3 million during the fifty-two weeks ended December 29, 2020, equal to the excess of the reporting unit's carrying value above its fair value. The impairment charge was recorded in impairment of goodwill on the consolidated statements of comprehensive income (loss). Since June 30, 2015, the date of the business combination between Del Taco and Levy Acquisition Corporation, accumulated goodwill impairment losses were $205.6 million as of both December 28, 2021 and December 29, 2020. In conjunction with the quantitative goodwill impairment assessment during the first quarter of 2020, the Company also performed a quantitative impairment assessment of its indefinite-lived trademarks. Using Level 3 inputs, the Company used the relief from royalty method to determine the fair value of its trademarks. Significant assumptions and estimates used in determining fair value include future revenues, the royalty rate, franchise attrition, brand maintenance expenses and a discount rate that approximates the Company's weighted average cost of capital. Based on the quantitative assessment, the Company determined the fair value of its trademarks was less than its carrying value and recognized a non-cash impairment charge of $11.9 million during the fifty-two weeks ended December 29, 2020, equal to the excess of the trademarks' carrying value above their fair value. The impairment charge was recorded in impairment of trademarks on the consolidated statements of comprehensive income (loss). The carrying value of trademarks was $208.4 million as of both December 28, 2021 and December 29, 2020. The Company’s other intangible assets at December 28, 2021 and December 29, 2020 consisted of the following (in thousands): December 28, 2021 December 29, 2020 Gross Accumulated Net Gross Accumulated Net Sublease assets 1,820 (309) 1,511 1,820 (193) 1,627 Franchise rights 13,846 (7,378) 6,468 13,918 (6,421) 7,497 Reacquired franchise rights 943 (414) 529 943 (313) 630 Total amortized other intangible assets $ 16,609 $ (8,101) $ 8,508 $ 16,681 $ (6,927) $ 9,754 During the fifty-two weeks ended December 29, 2020, the Company recorded $0.5 million of sublease assets in connection with the sale of company-operated restaurants. During the fifty-two weeks ended December 28, 2021, the Company wrote-off $0.1 million of franchise rights associated with the closure of two franchise operated restaurants. During the fifty-two weeks ended December 29, 2020, the Company wrote-off $0.2 million of franchise rights associated with the closure of seven franchise operated restaurants. Sublease assets are amortized using the straight-line method over the remaining life of the sublease. The weighted-average amortization period as of December 28, 2021 for sublease assets was 14.1 years. Franchise rights are amortized using the straight-line method over the remaining life of the franchise agreements or 40 years, whichever is less. The weighted-average amortization period as of December 28, 2021 for franchise rights was 12.5 years. Reacquired franchise rights are amortized using the straight-line method over the remaining life of the former franchise agreement. The weighted-average amortization period as of December 28, 2021 for reacquired franchise rights was 8.9 years. Amortization expense for amortizable intangible assets and other assets totaled $2.9 million, $3.4 million and $2.8 million for the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019, respectively. Amortization for sublease assets totaled $0.1 million for each of the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019. Amortization expense for franchise rights totaled $1.0 million, $1.3 million and $1.3 million for the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019, respectively. Amortization expense for reacquired franchise rights totaled $0.1 million for each of the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019. The estimated future amortization for sublease assets, franchise rights and reacquired franchise rights for the next five fiscal years is as follows (in thousands): Sublease Assets Franchise Rights Reacquired Franchise Rights 2022 $ 115 $ 900 $ 78 2023 113 817 67 2024 113 743 66 2025 113 652 56 2026 113 556 52 |
Debt, Obligations Under Capital
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities | 12 Months Ended |
Dec. 28, 2021 | |
Debt Disclosure [Abstract] | |
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities | Debt and Obligations Under Finance Leases The Company’s long-term debt, finance lease obligations and other debt at December 28, 2021 and December 29, 2020 consisted of the following (in thousands): December 28, 2021 December 29, 2020 Senior Credit Facility, as amended, net of unamortized debt discount of $133 and $182 and deferred financing costs of $604 and $821 at December 28, 2021 and December 29, 2020, respectively $ 106,263 $ 113,997 Total outstanding indebtedness 106,263 113,997 Obligations under finance leases and other debt 421 611 Total debt, net 106,684 114,608 Less: amounts due within one year 35 190 Total amounts due after one year, net $ 106,649 $ 114,418 At December 28, 2021 and December 29, 2020, the Company assessed the amounts recorded under the Senior Credit Facility, as amended, and determined that such amounts approximated fair value. Senior Credit Facility On August 4, 2015, the Company refinanced its then existing senior credit facility and entered into a new credit agreement (the “Senior Credit Facility”). The Senior Credit Facility, which was to mature on August 4, 2020, provided for a $250 million revolving credit facility. In September 2019, the Company refinanced the Senior Credit Facility, pursuant to Amendment No. 4 to the Credit Agreement among Del Taco, as borrower, the Company and its subsidiaries, as guarantors, Bank of America, N.A. as administrative agent and letter of credit issuer, the lenders party thereto, and other parties thereto, which provides for a $250 million five-year senior secured revolving facility. The Senior Credit Facility, as amended, includes a sub limit of $35 million for letters of credit. The Senior Credit Facility, as amended, will mature on September 19, 2024. Substantially all of the assets of the Company are pledged as collateral under the Senior Credit Facility. Borrowings under the Senior Credit Facility, as amended, bear interest, at the borrower's option, at rates based upon either LIBOR or a base rate, plus, for each rate, a margin determined in accordance with a lease-adjusted consolidated leverage ratio-based pricing grid. The base rate is calculated as the highest of (a) the Federal Funds Rate plus 0.50%, (b) the published Bank of America prime rate, or (c) Eurodollar Rate plus 1.00%. For Eurodollar loans, the margin is in the range of 1.25% to 2.00%. For base rate loans, the margin is in the range of 0.25% to 1.00%. Borrowings under the Senior Credit Facility, as amended, may be repaid and reborrowed. The Senior Credit Facility, as amended, contains certain financial covenants, including the maintenance of a consolidated total lease adjusted leverage ratio and a consolidated fixed charge coverage ratio. The Company was in compliance with the financial covenants as of December 28, 2021. Upon the original refinancing in August 2015, the Company capitalized lender debt discount costs and deferred financing costs of $1.4 million and $0.5 million, respectively, related to the Senior Credit Facility. In September 2019, the Company capitalized deferred financing costs of $1.0 million in connection with the amendment of the Senior Credit Facility. Debt discount costs and deferred financing costs are presented net of the outstanding balance on the consolidated balance sheets and will be amortized to interest expense over the term of the facility. Amortization of deferred financing costs and debt discount totaled $0.3 million for both the fifty-two weeks ended December 28, 2021 and the fifty-two weeks ended December 29, 2020, and $0.4 million for the fifty-two weeks ended December 31, 2019. At December 28, 2021, the weighted average interest rate on the outstanding balance of the Senior Credit Facility, as amended, was 1.63%. At December 28, 2021, the Company had a total of $129.6 million of availability for additional borrowings under the Senior Credit Facility, as amended, as the Company had $107.0 million of outstanding borrowings and $13.4 million of letters of credit outstanding which reduce availability under the Senior Credit Facility, as amended. Other Debt Information Based on debt agreements and finance leases in place as of December 28, 2021, future maturities of debt were as follows (in thousands): 2022 $ 35 2023 78 2024 107,079 2025 64 2026 63 Thereafter 102 Total maturities 107,421 Less: debt discount and deferred financing costs (737) Total debt, net $ 106,684 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 28, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments 2016 Interest Rate Cap Agreement In June 2016, the Company entered into an interest rate cap agreement, which became effective July 1, 2016, to hedge cash flows associated with interest rate fluctuations on variable rate debt, with a termination date of March 31, 2020 ("2016 Interest Rate Cap Agreement"). The 2016 Interest Rate Cap Agreement had a notional amount of $70.0 million of the Senior Credit Facility that effectively converted that portion of the outstanding balance of the Senior Credit Facility from variable rate debt to capped variable rate debt, resulting in a change in the applicable interest rate from an interest rate of one-month LIBOR plus the applicable margin (as provided by the Senior Credit Facility) to a capped interest rate of 2.00% plus the applicable margin. During the period from July 1, 2016 through the expiration on March 31, 2020, the 2016 Interest Rate Cap Agreement had no hedge ineffectiveness. To ensure the effectiveness of the 2016 Interest Rate Cap Agreement, the Company elected the one-month LIBOR rate option for its variable rate interest payments on term balances equal to or in excess of the applicable notional amount of the interest rate cap agreement as of each reset date. The reset dates and other critical terms perfectly match with the interest rate cap reset dates and other critical terms during fiscal year 2020 through the expiration on March 31, 2020. During the fifty-two weeks ended December 29, 2020, the Company reclassified $0.1 million of interest expense related to the hedges of these transactions into earnings. The effective portion of the 2016 Interest Rate Cap Agreement through the expiration on March 31, 2020 was included in accumulated other comprehensive loss. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 28, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsThe fair values of cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate their carrying amounts due to their short maturities. The carrying value of the Senior Credit Facility, as amended, approximated its fair value. |
Other Accrued Liabilities and O
Other Accrued Liabilities and Other Non-current Liabilities | 12 Months Ended |
Dec. 28, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other Accrued Liabilities and Other Non-current Liabilities | Other Accrued Liabilities and Other Non-Current Liabilities A summary of other accrued liabilities follows (in thousands): December 28, 2021 December 29, 2020 Employee compensation and related items $ 19,200 $ 16,048 Accrued property and equipment purchases 5,239 1,970 Accrued insurance 5,169 5,031 Accrued advertising 4,807 3,920 Accrued sales tax 3,601 3,712 Deferred social security taxes 3,381 3,381 Legal settlement 2,673 — Deferred gift card income 1,658 1,669 Accrued real property tax 1,582 1,841 Accrued rent and related items 1,472 1,490 Accrued income tax 41 4,301 Other 2,248 2,050 $ 51,071 $ 45,413 A summary of other non-current liabilities follows (in thousands): December 28, 2021 December 29, 2020 Insurance reserves $ 7,278 $ 8,178 Deferred development and initial franchise fees 5,917 4,523 Deferred gift card income 1,635 1,464 Sublease liabilities 1,264 1,375 Deferred social security taxes — 3,381 Other 744 839 $ 16,838 $ 19,760 Sublease liabilities represent subleases with stated rent below comparable market rents and are amortized to sublease income over the term of the related sublease. Amortization credits recorded for sublease liabilities totaled $0.1 million for each of the the fifty-two weeks ended December 28, 2021, December 28, 2021 and December 31, 2019. The weighted-average amortization period as of December 28, 2021 for sublease liabilities was 13.2 years. The estimated future amortization for sublease liabilities for each of the next five fiscal years is $0.1 million. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 28, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2015 Omnibus Incentive Plan The Del Taco Restaurants, Inc. 2015 Omnibus Incentive Plan (the “2015 Plan”) was approved by shareholders to offer eligible employees, directors and consultants cash and stock-based incentive awards. Awards under the 2015 Plan are generally not restricted to any specific form or structure and could include, without limitation, stock options, stock appreciation rights, restricted stock, other stock-based awards, other cash-based compensation and performance awards. Under the plan, there were originally 3,300,000 shares of common stock reserved and authorized. On May 27, 2021, the Company's shareholders approved an amendment to the 2015 Plan to increase the number of shares available for grant by 1,800,000. At December 28, 2021, there were 1,142,252 shares of common stock available for grant under the 2015 Plan. Stock-Based Compensation Expense The total compensation expense related to the 2015 Plan was $6.5 million for the fifty-two weeks ended December 28, 2021, $5.7 million for the fifty-two weeks ended December 29, 2020 and $6.3 million for the fifty-two weeks ended December 31, 2019. Restricted Stock Awards During the fifty-two weeks ended December 28, 2021, 281,822 shares of restricted stock were granted to certain directors, officers and employees of the Company under the 2015 Plan. These restricted stock awards vest on a straight-line basis in equal annual installments over four years from the grant date for officers and employees and over one year from the grant date for directors. A summary of outstanding and unvested restricted stock activity as of December 28, 2021 and changes during the period from December 29, 2020 through December 28, 2021 are as follows: Shares Weighted-Average Nonvested at December 29, 2020 1,254,775 $ 9.84 Granted 281,822 9.76 Vested (519,931) 10.64 Forfeited (3,750) 7.93 Nonvested at December 28, 2021 1,012,916 $ 9.41 During the fifty-two weeks ended December 28, 2021 and December 29, 2020, the Company made payments of $1.9 million and $1.0 million, respectively, related to tax withholding obligations for the vesting of restricted stock awards in exchange for 191,976 and 164,545 shares withheld, respectively. As of December 28, 2021, there was $5.5 million of unrecognized compensation expense, net of estimated forfeitures, related to restricted stock, which is expected to be recognized over a weighted-average period of 2.0 years. The weighted average grant date fair value of restricted stock awards granted was $9.76, $6.39 and $12.17 during the fifty-two weeks ended December 28, 2021, fifty-two weeks ended December 29, 2020 and fifty-two weeks ended December 31, 2019, respectively. The total fair value of awards that became fully vested during the fifty-two weeks ended December 28, 2021, fifty-two weeks ended December 29, 2020 and fifty-two weeks ended December 31, 2019 was $5.1 million, $2.7 million and $6.6 million, respectively. Performance-Based Restricted Stock Units During the fifty-two weeks ended December 28, 2021, the Company granted 70,199 restricted stock units subject to performance-based vesting conditions based on system-wide sales and Adjusted EBITDA to certain of its officers and executives. Each performance-based restricted stock unit ("PSU") has a grant date fair value of $9.89 and a vesting period from the grant date through the date the audit of the Company's fiscal 2021 financial results is expected to be completed. The fair value of each PSU is expensed based on management's current estimate of the level that the performance goal will be achieved. The Company recognized compensation expense of $0.5 million during the fifty-two weeks ended December 28, 2021 related to these performance-based awards. As of December 28, 2021, based on the target level of performance, the total unrecognized stock-based compensation expense related to non-vested performance-based restricted stock units was approximately $0.2 million that is expected to be recognized over a weighted-average remaining period of 0.2 years. Stock Options During the fifty-two weeks ended December 28, 2021, 678,000 stock options were granted to certain officers and employees of the Company under the 2015 Plan. The stock options vest on a straight-line basis in equal annual installments over four years from the grant date. A summary of stock option activity as of December 28, 2021 and changes during the period from December 29, 2020 through December 28, 2021 are as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding at December 29, 2020 574,453 $ 9.54 4.4 $ 624 Granted 678,000 9.88 Exercised (6,636) 7.61 Forfeited/Expired (10,750) 11.44 Options outstanding at December 28, 2021 1,235,067 $ 9.72 5.1 $ 3,622 Options exercisable at December 28, 2021 356,972 $ 10.86 2.5 $ 767 Options exercisable and expected to vest at December 28, 2021 1,035,837 $ 9.80 4.9 $ 2,993 The aggregate intrinsic value in the table above is the amount by which the current market price of the Company's stock exceeds the exercise price on December 28, 2021 and December 29, 2020, respectively. The following table reflects the weighted-average assumptions used in the Black-Scholes option-pricing model to value the stock options granted in the fifty-two weeks ended December 28, 2021, the fifty-two weeks ended December 29, 2020 and the fifty-two weeks ended December 31, 2019: 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Expected volatility 49.46 % 44.40 % 35.61 % Risk-free rate of return 0.81 % 0.58 % 2.49 % Expected life (in years) 4.75 4.75 4.75 Dividend yield 1.62 % — — Fair value per share at date of grant $ 3.65 $ 2.41 $ 3.59 Expected volatility was based on the historical volatility of the Company's stock for a period approximating the expected life. The risk-free rate is based on published U.S. Treasury rates in effect at the time of grant with a similar duration of the expected life of the options. The expected life of options granted is derived using the simplified method. The dividend yield is based on the Company's actual annual dividends. As of December 28, 2021, there was $1.9 million of total unrecognized compensation expense, net of estimated forfeitures, related to stock options grants, which is expected to be recognized over a weighted-average remaining period of 3.2 years. The total intrinsic value of stock options exercised was $30,000 and $29,000 during the fifty-two weeks ended December 28, 2021 and the fifty-two weeks ended December 31, 2019, respectively. There were no stock options exercised during the fifty-two weeks ended December 29, 2020. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 28, 2021 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity The authorized common stock of the Company consists of 400,000,000 shares. Holders of the Company’s common stock are entitled to one vote for each share of common stock. As of December 28, 2021, there were 36,397,054 shares of common stock issued and outstanding. All of the Company's warrants expired on June 30, 2020. The Company is authorized to issue 1,000,000 preferred shares with designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. As of December 28, 2021, there were no preferred shares issued or outstanding. On February 26, 2016, the Company's Board of Directors authorized a share repurchase program covering up to $25.0 million in the aggregate of the Company's common stock and warrants which was effective immediately and expires upon completion of the repurchase program, unless terminated earlier by the Board of Directors. On August 23, 2016, the Board of Directors increased the repurchase program by $25.0 million to $50.0 million. The Board of Directors authorized an additional increase for the repurchase program effective July 23, 2018 of another $25.0 million to a total of $75.0 million. Purchases under the program may be made in open market or privately negotiated transactions. During the fifty-two weeks ended December 28, 2021, the Company repurchased 765,774 shares of common stock for an average price per share of $9.79 for an aggregate cost of approximately $7.5 million, including incremental direct costs to acquire the shares. During the fifty-two weeks ended December 29, 2020, the Company repurchased 496,356 shares of common stock for an average price per share of $8.49 for an aggregate cost of approximately $4.2 million, including incremental direct costs to acquire the shares. During the fifty-two weeks ended December 31, 2019, the Company repurchased (1) 574,481 shares of common stock for an average price per share of $10.17 for an aggregate cost of approximately $5.9 million, including incremental direct costs to acquire the shares, and (2) 846,411 warrants for an average price per warrant of $1.78 for an aggregate cost of approximately $1.5 million, including incremental direct costs to acquire the warrants. The Company retired the repurchased shares and therefore has accounted for them as retired as of December 28, 2021. As of December 28, 2021, there was approximately $10.6 million remaining under the share repurchase program. The Company has no obligations to repurchase shares under this authorization, and the timing and value of shares purchased will depend on the Company's stock price, market conditions and other factors. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 28, 2021 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings (Loss) per ShareBasic income (loss) per share is calculated by dividing net income attributable to Del Taco’s common shareholders by the weighted average number of common shares outstanding for the period. In computing dilutive income per share, basic income (loss) per share is adjusted for the assumed issuance of all applicable potentially dilutive share-based awards, including warrants, restricted stock and common stock options. Below are basic and diluted net income (loss) per share for the periods indicated (amounts in thousands except share and per share data): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Numerator: Net income (loss) $ 5,721 $ (89,738) $ (118,285) Denominator: Weighted-average shares outstanding - basic 36,565,678 37,161,921 37,018,445 Dilutive effect of unvested restricted stock 354,852 — — Dilutive effect of stock options 43,558 — — Dilutive effect of performance-based restricted shares 34,426 — — Weighted-average shares outstanding - diluted 36,998,514 37,161,921 37,018,445 Net income (loss) per share - basic $ 0.16 $ (2.41) $ (3.20) Net income (loss) per share - diluted $ 0.15 $ (2.41) $ (3.20) Antidilutive stock options, unvested restricted stock awards and warrants excluded from the computations 672,185 3,930,968 6,661,450 Antidilutive stock options and unvested restricted stock were excluded from the computation of diluted net income per share due to the assumed proceeds from the award’s exercise or vesting being greater than the average market price of the common shares. The Company reported a net loss for the fifty-two weeks ended December 29, 2020 and the fifty-two weeks ended December 31, 2019 and, accordingly, all outstanding stock options and unvested restricted stock were excluded from the calculation of diluted earnings per share because their effect would be antidilutive. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 28, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the provision (benefit) for income taxes are as follows (in thousands): 52 Weeks Ended December 28, 2021 52 Weeks Ended December 29, 2020 52 Weeks Ended December 31, 2019 Current: Federal $ 2,853 $ 4,058 $ 3,311 State 1,391 1,920 1,643 4,244 5,978 4,954 Deferred: Federal (1,222) (5,521) (146) State (537) (2,519) (437) (1,759) (8,040) (583) Income tax provision (benefit) $ 2,485 $ (2,062) $ 4,371 The effective tax rates for the fifty-two weeks ended December 28, 2021, fifty-two weeks ended December 29, 2020 and fifty-two weeks ended December 31, 2019 were 30.3%, 2.2% and (3.8)%, respectively. The difference between the effective rates and the statutory federal income tax rate is composed of the following items (dollars in thousands): 52 Weeks Ended December 28, 2021 52 Weeks Ended December 29, 2020 52 Weeks Ended December 31, 2019 Federal income taxes $ 1,723 21.0 % $ (19,278) 21.0 % $ (23,922) 21.0 % State and local income taxes, net of federal tax benefit 672 8.2 % (288) 0.3 % 1,302 (1.1) % Goodwill impairment and adjustments to assets held for sale — — % 17,590 (19.2) % 27,909 (24.5) % Targeted job credits (358) (4.4) % (377) 0.4 % (712) 0.6 % Uncertain tax positions — — % (175) 0.2 % — — % Executive compensation disallowed 359 4.4 % 111 (0.1) % 413 (0.3) % Permanent tax differences and other 89 1.1 % 355 (0.4) % (619) 0.5 % Income tax (benefit) provision $ 2,485 30.3 % $ (2,062) 2.2 % $ 4,371 (3.8) % Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands): December 28, 2021 December 29, 2020 Deferred tax assets: Accrued insurance $ 3,004 $ 3,422 Restaurant closure liabilities 119 161 Net operating loss carryforwards and tax credits 21 21 Deferred income 1,710 1,693 Stock-based compensation 1,420 1,215 Accrued compensation 523 591 Deferred social security taxes 912 1,822 Operating lease liabilities 71,149 74,003 Other, net 1,815 526 Deferred tax assets 80,673 83,454 Less: valuation allowance — — Net deferred tax assets 80,673 83,454 Deferred tax liabilities: Property, equipment and intangible assets (67,940) (68,618) Operating lease right-of-use assets (63,116) (67,229) Investment in subsidiary (7,147) (7,167) Prepaid expenses (1,771) (1,658) Other assets (425) (267) Deferred tax liabilities (140,399) (144,939) Net deferred tax liabilities $ (59,726) $ (61,485) The Company maintains deferred tax liabilities related to trademarks and other indefinite-lived assets that are not netted against the deferred tax assets as the reversal of the taxable temporary difference cannot serve as a source for realization of the deferred tax assets because the deferred tax liability will not reverse until some indefinite future period when the assets are either sold or written down due to an impairment. The Company had no federal net operating loss carryforwards as of both December 28, 2021 and December 29, 2020. There were no state tax credit carryforwards as of both December 28, 2021 and December 29, 2020. As of December 28, 2021 and December 29, 2020, the Company considered the weight of both positive and negative evidence and concluded that it is more likely than not that the Company's deferred tax assets will be realized and no valuation allowance is required. As of December 28, 2021 and December 29, 2020, the liability for unrecognized tax benefits was $36,000 and $38,000, respectively, and is included in other non-current liabilities in the consolidated balance sheets. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. During the fifty-two weeks ended December 28, 2021, fifty-two weeks ended December 29, 2020 and fifty-two weeks ended December 31, 2019, the Company did not have any accrued interest and penalties related to unrecognized tax benefits. The Company does not expect any significant increases or decreases within the next twelve months to its unrecognized tax benefits. The total amount of net unrecognized tax benefits that would impact the Company's effective tax rate, if ever recognized, is $36,000. The Company is subject to U.S. and state income taxes. The Company is no longer subject to federal and state income tax examinations for years before 2018 and 2017, respectively. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses and tax credits were generated and carried forward, and make adjustments up to the amount of the net operating loss and tax credit carry forward amounts. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was signed into law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. |
Leases
Leases | 12 Months Ended |
Dec. 28, 2021 | |
Leases [Abstract] | |
Lessee, Operating Leases | Leases The Company's material leases consist of restaurant locations and its executive offices with expiration dates through 2044. In general, the leases have remaining terms of 1-20 years, most of which include options to extend the leases for additional five-year periods. The lease term is generally the minimum noncancelable period of the lease. The Company does not include option periods unless the Company determines that it is reasonably certain of exercising the option at inception or when a triggering event occurs. The Company determines if an arrangement is a lease and whether it is an operating lease or finance lease at inception. The operating right-of-use assets and operating lease liabilities are recognized at the lease commencement date. In determining the Company’s operating right-of-use assets and operating lease liabilities, the Company applies a discount rate to the lease payments within each lease agreement. As most of the Company’s lease agreements do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating right-of-use asset also includes any advanced payments made and is reduced by lease incentives, initial direct costs incurred and impairment of operating lease right-of-use assets and adjusted by favorable lease assets and unfavorable lease liabilities. Some of the Company's lease agreements contain rent escalation clauses (including adjustments based on changes in indices), rent holidays, capital improvement funding or other lease concessions. The Company recognizes rental expense on a straight-line basis based on fixed components of a lease arrangement, and the Company amortizes this expense over the term of the lease beginning with the date of initial possession. Variable lease components represent amounts that are not fixed in nature and are recognized in expense as incurred. The Company has subleased certain properties to franchisees and other third parties where the Company remains primarily liable to the landlord for the performance of all obligations in the event that the sub-lessee does not perform its obligations under the lease. As a result of the sublease arrangements, future rental commitments under operating leases will be offset by sublease amounts to be paid by the sub-lessee. In general, the terms of the sublease are similar to the terms of the master lease. The components of lease cost for the fifty-two weeks ended December 28, 2021 and the fifty-two weeks ended December 29, 2020 were as follows (in thousands): Classification 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Operating lease cost Occupancy and other operating expenses, Occupancy and other - franchise subleases and other, Pre-opening costs, Restaurant closure charges, net and General and administrative $ 40,965 $ 40,474 $ 38,816 Finance lease cost: Amortization of right of use assets Depreciation and amortization 82 166 451 Interest on lease liabilities Interest expense 9 30 95 Short-term lease cost Occupancy and other operating expenses 165 291 421 Variable lease cost Occupancy and other operating expenses, Occupancy and other - franchise subleases and other and Restaurant closure charges, net 2,207 1,655 1,769 Sublease income Franchise sublease and other income (7,272) (7,270) (4,448) Total lease cost $ 36,156 $ 35,346 $ 37,104 Supplemental balance sheet information related to the Company's operating and finance leases (noting the financial statement caption each is included with) as of December 28, 2021 and December 29, 2020 was as follows (in thousands): December 28, 2021 December 29, 2020 Operating lease assets: Operating lease right-of-use assets $ 233,960 $ 249,071 Operating lease liabilities: Current portion of operating lease liabilities $ 24,328 $ 22,648 Operating lease liabilities, excluding current portion 239,476 251,958 Total operating lease liabilities $ 263,804 $ 274,606 Finance lease assets: Buildings under finance leases $ 76 $ 441 Accumulated depreciation (37) (283) Finance lease asset, net $ 39 $ 158 Finance lease obligations: Current portion of finance lease obligations $ 13 $ 128 Long-term portion of finance lease obligations 32 46 Total finance lease obligations $ 45 $ 174 During the fifty-two weeks ended December 28, 2021, the Company terminated two leases, resulting in a $0.4 million reduction to operating lease right-of-use assets and a $1.0 million reduction to operating lease liabilities. The Company also paid a termination fee of $0.8 million for one of the leases, resulting in a $0.2 million loss on lease terminations, which is recorded in loss on disposal of assets and adjustments to assets held for sale, net. As a result of the modification of a lease from a finance lease to an operating lease during the fifty-two weeks ended December 28, 2021, the Company wrote off a finance lease asset with a net book value of approximately $37,000 and the related finance lease obligation of approximately $36,000. The net difference of approximately $1,000 was carried over to the new operating lease right-of-use asset. Weighted Average Remaining Lease Term (in years) December 28, 2021 Operating leases 11.9 Finance leases 3.1 Weighted Average Discount Rate December 28, 2021 Operating leases 6.50 % Finance leases 10.31 % Supplemental cash flow information related to leases was as follows (in thousands): 52 Weeks Ended 52 Weeks Ended Cash paid for amounts in the measurement of lease liabilities: Operating cash flows used for operating leases $ 39,626 $ 35,330 Operating cash flows used for finance leases $ 9 $ 30 Financing cash flows used for finance leases $ 93 $ 163 The estimated future lease payments as of December 28, 2021 are as follows (in thousands): Finance Lease Liabilities Operating Lease Liabilities Operating Subleases Net Lease Commitments 2022 $ 17 $ 40,672 $ (6,973) $ 33,716 2023 17 38,417 (6,315) 32,119 2024 17 34,979 (5,654) 29,342 2025 1 32,216 (5,999) 26,218 2026 — 29,133 (5,890) 23,243 Thereafter — 210,272 (53,635) 156,637 Total lease payments $ 52 $ 385,689 $ (84,466) $ 301,275 Amounts representing interest (7) (121,885) (121,892) Present value of lease obligations $ 45 $ 263,804 $ 179,383 The Company has subleased 62 properties to franchisees and other third parties where the Company remains primarily liable to the landlord for the performance of all obligations in the event that the sub-lessee does not perform its obligations under the lease. As a result of the sublease arrangements, future minimum rental commitments under operating leases will be offset by sublease amounts to be paid by the sub-lessee. The total of minimum sublease amounts to be received in the future under non-cancelable subleases is $84.5 million as of December 28, 2021. As of December 28, 2021, we have legally binding lease payments related to restaurant leases that have not yet commenced of $2.1 million. Sublease income which includes minimum rent, percentage rent, real estate taxes and common area maintenance is classified separately under franchise sublease and other income on the consolidated statements of comprehensive income (loss). Franchise sublease expenses which include minimum rent and percentage rent, real estate taxes and common area maintenance are classified separately under occupancy and other – franchise sublease and other on the consolidated statements of comprehensive income (loss). For the fifty-two weeks ended December 28, 2021, the fifty-two weeks ended December 29, 2020, and the fifty-two weeks ended December 31, 2019, sublease expense includes $1.5 million, $1.2 million, and $1.4 million associated with third party subleases classified separately under restaurant closure charges, net on the consolidated statements of comprehensive income (loss). Total sublease income and sublease expense for the Company comprise the following (in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Sublease income (8,564) (8,384) (4,448) Sublease expense 8,641 8,571 5,080 During the fifty-two weeks ended December 29, 2020, the Company entered into two sale-leaseback arrangements with third party private investors. The sale-leaseback transactions do not provide for any continuing involvement by the Company other than normal leases where the Company intends to use the properties during the lease terms. The leases have been accounted for as operating leases. The net proceeds from these transactions totaled approximately $3.6 million. Under the arrangements, the Company sold the land and building related to two existing restaurants and leased them back for a term of 20 years each. The sale of these properties resulted in a gain of approximately $1.2 million which is included in loss on disposal of assets and adjustments to assets held for sale, net in the consolidated statements of comprehensive income (loss). During the fifty-two weeks ended December 31, 2019, the Company entered into three sale-leaseback arrangements with third party private investors, with two arrangements occurring during the first quarter of 2019 and one during the second quarter of 2019. These sale-leaseback transactions do not provide for any continuing involvement by the Company other than normal leases where the Company intends to use the property during the lease term. The leases have been accounted for as operating leases. The net proceeds from the transactions totaled approximately $12.7 million. Under two of the arrangements, the Company sold the land and buildings related to restaurants constructed during 2018 and leased them back for a term of 20 years. Under one of the arrangements, the Company sold the land related to a restaurant constructed during 2018 and leased it back for a term of 20 years. The sale of these properties resulted in a loss of approximately $0.2 million which is included in loss on disposal of assets and adjustments to assets held for sale, net in the consolidated statements of comprehensive income (loss). During the fifty-two weeks ended December 29, 2020, following the sale of a company-operated restaurant to a franchisee, the related lease was assigned to the franchisee. The Company is a guarantor on the lease which has a remaining term of 18 years, expiring in 2039, and remaining lease payments totaling approximately $1.5 million. The Company would remain a guarantor of the lease in the event the lease is extended for any established renewal periods. As of December 28, 2021, the Company does not anticipate any material defaults under the forgoing lease, and therefore, no liability has been provided. Additionally, another Del Taco franchisee has a direct sublease with a third party where the Company is a guarantor on the sublease. The lease has a remaining term of 10 years, expiring in 2031, and remaining lease payments total approximately $1.4 million. The Company would remain a guarantor of the lease in the event the lease is extended for any established renewal periods. In 2019, the franchisee defaulted on the lease payments. The Company had a liability of $0.1 million as of both December 28, 2021 and December 29, 2020, representing the estimated payments that the Company will be liable for until it is able to find a new franchisee or convert the restaurant to a company-operated restaurant. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 28, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The primary claims in the Company’s business are workers’ compensation and general liabilities. These insurance programs are self-insured or high deductible programs with excess coverage that management believes is sufficient to adequately protect the Company. In the opinion of management, adequate provision has been made for all incurred claims up to the self-insured or high deductible limits, including provision for estimated claims incurred but not reported. Because of the uncertainty of the ultimate resolution of outstanding claims, as well as the uncertainty regarding claims incurred but not reported, it is possible that management’s provision for these losses could change materially. However, no estimate can currently be made of the range of additional losses. Purchasing Commitments The Company enters into various purchase obligations in the ordinary course of business, generally of a short-term nature. Those that are binding primarily relate to commitments for food purchases and supplies, amounts owed under contractor and subcontractor agreements, orders submitted for equipment for restaurants under construction, information technology service agreements and marketing initiatives, some of which are related to both company-operated and franchise-operated locations. The Company also has a long-term beverage supply agreement with a major beverage vendor whereby marketing rebates are provided to the Company and its franchisees based upon the volumes of purchases for system-wide restaurants, which vary according to demand for beverage syrup. This contract has terms extending into 2021. The Company’s future estimated cash payments under existing contractual purchase obligations for goods and services as of December 28, 2021 are approximately $84.3 million. The Company has excluded agreements that are cancelable without penalty. Severance and Executive Employment Agreements The Company has Severance Agreements and Executive Employment Agreements with certain key officers of the Company, which provide for payment of one terminated without cause. As of December 28, 2021 and December 29, 2020, the Company’s total contingent liability with respect to the aforementioned agreements is $4.5 million and $3.1 million, respectively, which was not recorded in the consolidated financial statements. Litigation In March 2014, a former Del Taco employee filed a purported class action complaint alleging that Del Taco has not appropriately provided meal breaks and failed to pay wages to its California hourly employees. On March 24, 2021, Del Taco filed its motion to oppose the plaintiff's motion for class certification. On November 12, 2021, the court granted the plaintiff's motion for class certification. Discovery is in process and Del Taco intends to assert all of its defenses to this class action. Legal proceedings are inherently unpredictable, and the Company is not able to predict the ultimate outcome or cost of the unresolved matter. However, based on management’s current understanding of the relevant facts and circumstances, a loss related to this matter is both probable and estimable. As such, the Company recorded an estimated loss contingency accrual of $2.7 million as of December 28, 2021. In September 2018, the Equal Employment Opportunity Commission (“EEOC”) filed a complaint on behalf of an individual complainant and an additional class of individuals alleging that Del Taco engaged in unlawful employment practices on the basis of sex and retaliation in violation of Title VII. The Company tendered the claim to its insurance carrier under its employment practices liability insurance policy. The Company's insurance coverage and retention includes amounts incurred for legal defense and any potential settlement. Since the Company had expected the settlement discussions to give rise to a loss in excess of the Company's insurance retention that is both probable and estimable, the Company recorded an expense for the overall action equal to the full retention of $0.5 million during the fifty-two weeks ended December 31, 2019. In December 2020, the Company reached a settlement with the EEOC for $1.25 million and a three-year consent decree, which includes company-wide injunctive relief aimed at preventing workplace harassment and retaliation. As of December 29, 2020, the Company recorded a receivable of $1.3 million from the Company's insurance carrier and an accrued liability of $1.3 million for legal fees covered by insurance and the claim settlement which was collected from the insurance carrier in the first quarter of 2021. Of the $1.25 million claim settlement, $0.9 million was paid to the plaintiff in the first quarter of 2021 with the remainder to be paid at a later date. During the second quarter of 2021, the Company settled an individual complaint filed by a member of the EEOC class for $0.5 million. Both this matter and the EEOC matter are subject to the same insurance retention of $0.5 million because they are deemed related matters under the Company's employment practices liability insurance policy. The Company's insurance carrier paid the $0.5 million settlement directly to the complainant's attorney. In consideration of the Company's insurance coverage, the ultimate liability with respect to these actions did not have a material effect on the operating results, cash flows or financial position of the Company for the fifty-two weeks ended December 28, 2021 and the fifty-two weeks ended December 29, 2020. The Company and its subsidiaries are parties to other legal proceedings incidental to their businesses, including claims alleging the Company’s restaurants do not comply with the Americans with Disabilities Act of 1990. In the opinion of management, based upon information currently available, the ultimate liability with respect to those other actions will not have a material effect on the operating results, cash flows or the financial position of the Company. However, due to the risks and uncertainties inherent in legal proceedings and litigation, actual results could differ from expectations. Construction Defect Issues During the second quarter of 2020, the Company identified various construction defects related to three closed restaurants in Texas. During the fourth quarter of 2020, the Company identified a fourth closed restaurant with construction defects. The Company believes the issues are attributable to defective construction performed by the same general contractor for all four restaurants. The Company plans to undertake voluntary rehabilitation of the four properties, and while the full extent of voluntary rehabilitation costs are not yet known, the Company is pursuing legal remedies against the general contractor to recover future incurred costs. These four restaurants were partially impaired in prior years. During the fourth quarter of 2021, the Company reached a settlement with the general contractor regarding three of the restaurants for $1.5 million, of which $0.7 million has been paid to the Company as of December 28, 2021. The Company accrued estimated remediation costs of $0.3 million for two properties as of December 28, 2021. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 28, 2021 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement PlansThe Company has a 401(k) retirement plan, which covers all employees who meet certain age and minimum service hour requirements who elect to participate, and provided for matching contributions totaling approximately $0.1 million during each of the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 12 Months Ended |
Dec. 28, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On December 5, 2021, the Company entered into an Agreement and Plan of Merger (the "2021 Merger Agreement") with Jack in the Box Inc., a Delaware corporation ("Jack in the Box"). Pursuant to the 2021 Merger Agreement, and subject to the terms and conditions thereof, a wholly-owned subsidiary of the Jack in the Box will merge with and into the Company (the "2022 Merger"), with the Company as the surviving corporation and a wholly-owned subsidiary of Jack in the Box. At the effective time of the 2022 Merger, each share of common stock of the Company outstanding will be converted into the right to receive $12.51 in cash, without interest, less any applicable withholding taxes. The transaction is subject to customary closing conditions, including receipt of approval by the Company's shareholders. On March 7, 2022, the Company conducted a shareholder meeting which approved the 2021 Merger Agreement, and the 2022 Merger is expected to close during the second week of March 2022. In January 2022, the Board of Directors declared a quarterly dividend of $0.04 per share of common stock, which totaled $1.5 million and was paid on February 22, 2022 to shareholders of record at the close of business on February 1, 2022. While the Company intends to pay quarterly cash dividends for the foreseeable future, all subsequent dividend payments will be reviewed quarterly and declared by the Board of Directors at its discretion. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 28, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Del Taco Restaurants, Inc. Schedule II - Valuation and Qualifying Accounts Allowance for Doubtful Accounts (in thousands) Additions Description Balance at beginning of period Charged to costs and expenses Charge to other accounts Deductions Balance at end of period Fifty-Two Weeks Ended December 28, 2021 $ 117 $ — $ — $ 39 $ 78 Fifty-Two Weeks Ended December 29, 2020 $ 87 $ 30 $ — $ — $ 117 Fifty-Two Weeks Ended December 31, 2019 $ 76 $ 41 $ — $ 30 $ 87 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 28, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company uses a fifty-two or fifty-three week fiscal year ending on the Tuesday closest to December 31. Fiscal years 2021, 2020 and 2019 are fifty-two week periods. In a fifty-two week fiscal year, the first, second and third quarters each include twelve weeks of operations and the fourth quarter includes sixteen weeks of operations. In a fifty-three week fiscal year, the first, second and third quarters each include twelve weeks of operations and the fourth quarter includes seventeen weeks of operations. For fiscal year 2021, the Company’s financial statements reflect the fifty-two weeks ended December 28, 2021. For fiscal year 2020, the Company's financial statements reflect the fifty-two weeks ended December 29, 2020. For fiscal year 2019, the Company’s financial statements reflect the fifty-two weeks ended December 31, 2019. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the accounts of the Company and its wholly and majority owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that such estimates have been based on reasonable and supportable assumptions and the resulting estimates are reasonable for use in the preparation of the consolidated financial statements. Actual results could differ from these estimates. The Company’s significant estimates include estimates for impairment of goodwill, intangible assets and property and equipment, valuations provided in business combinations, insurance reserves, restaurant closure reserves, stock-based compensation, contingent liabilities, certain leasing activities and income tax valuation allowances. |
Variable Interest Entities | Variable Interest Entities In accordance with ASC 810, Consolidation |
Revenue Recognition | Revenue Recognition We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers . Company restaurant sales from the operation of company-operated restaurants are recognized when food and service is delivered to customers. The Company reports revenue net of promotional allowances as well as sales taxes collected from customers and remitted to governmental taxing authorities. The Company operates a loyalty program in which members earn points primarily for food purchases. Points can then be redeemed for specified reward offers, such as small fries or a breakfast toasted wrap. The Company allocates the consideration received on loyalty orders between the food purchased and the loyalty points earned, taking into consideration the expected redemption rate of loyalty points. The consideration allocated to the food received is recognized as revenue at the time of sale. The consideration allocated to the loyalty points earned is deferred until the loyalty points are redeemed or expired. Franchise revenue is comprised of (i) development fees, (ii) franchise fees, (iii) on-going royalties, (iv) renewal fees and (v) other franchise revenue. Development and franchise fees, portions of which are collected in advance and are non-refundable, received pursuant to individual development agreements, grant the right to develop franchise-operated restaurants in future periods in specific geographic areas. Both development fees and franchise fees are deferred and recognized as revenue over the term of the related franchise agreement for the respective restaurant, and renewal fees are deferred and recognized as revenue over the term of the renewal agreement. If a development agreement with a franchisee is terminated, deferred development fees and deferred franchise fees are generally recognized as revenue upon termination. Deferred development fees and deferred franchise fees are included in other non-current liabilities on the consolidated balance sheets with the current portion included in accrued liabilities on the consolidated balance sheets. Royalties from franchise-operated restaurants are based on a percentage of franchise restaurant sales and are recognized in the period the related franchise-operated restaurant sales occur. To a lesser extent, franchise revenue also includes pass-through fees for services, such as software maintenance and technology subscriptions, since the Company is considered the principal related to the purchase and sale of the services to the franchisee and has no remaining performance obligations. The related expenses are recognized in general and administrative expenses. Deferred franchise fees are recognized straight-line over the term of the underlying agreement and the amount expected to be recognized in franchise revenue for amounts in deferred franchise fees as of December 28, 2021 is as follows (in thousands): FY 2022 $ 246 FY 2023 234 FY 2024 231 FY 2025 231 FY 2026 225 Thereafter 2,358 Total deferred franchise fees $ 3,525 Franchise advertising contributions consist of a percentage of a franchise restaurant's net sales, typically 4%, paid to the Company for advertising and promotional services that the Company provides. The offset is recorded to franchise advertising expenses. Starting the last fiscal week of the first quarter of 2020, as a result of the COVID-19 pandemic, the Company decreased franchise advertising contributions from 4.0% to 2.5% of franchise restaurant net sales for eight weeks and then adjusted the advertising contribution percentage back to 4.0% for the balance of 2020. Franchise sublease and other income consists of rental income received from franchisees related to properties where the Company has subleased a leasehold interest to the franchisee but remains primarily liable to the landlord. The related expenses are recognized in occupancy and other - franchise subleases and other. Franchise sublease and other income also includes rental income for closed restaurant properties where the Company has subleased to a third party but remains primarily liable to the landlord. The related expenses are recognized in restaurant closure charges, net. Franchise sublease and other income also includes information technology hardware such as point of sale equipment, tablets, kitchen display systems, servers, scanners and printers that the Company occasionally purchases from third party vendors and then sells to franchisees. Since the Company is considered the principal related to the purchase and sale of the hardware to the franchisee and has no remaining performance obligations, the franchisee reimbursement is recognized as franchise sublease and other income upon transfer of the hardware. The related expenses are recognized in occupancy and other - franchise subleases and other. |
Gift Cards | Gift Cards The Company sells gift cards to customers in its restaurants. The gift cards sold to customers have no stated expiration dates and are subject to potential escheatment laws in the various jurisdictions in which the Company operates. Deferred gift card income totaled $3.3 million and $3.1 million as of December 28, 2021 and December 29, 2020, respectively. The current portion of the deferred gift card income is included in other accrued liabilities on the consolidated balance sheets and totaled approximately $1.7 million as of both December 28, 2021 and December 29, 2020. The non-current portion of the deferred gift card income was approximately $1.6 million and $1.5 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other non-current liabilities on the consolidated balance sheets. The Company recognizes revenue from gift cards: (i) when the gift card is redeemed by the customer; or (ii) under the delayed recognition method, when the likelihood of the gift card being redeemed by the customer is remote (gift card breakage) and the Company determines that there is not a legal obligation to remit the unredeemed gift cards to the relevant jurisdiction. The determination of the gift card breakage rate is based upon Company specific historical redemption patterns. Recognized gift card breakage revenue was not significant to any period presented in the consolidated statements of comprehensive income (loss). Any future revisions to the estimated breakage rate may result in changes in the amount of breakage revenue recognized in future periods but is not expected to be significant. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers short-term, highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Amounts receivable from credit card issuers are typically converted to cash within 2 to 4 days of the original sales transaction and are considered to be cash equivalents. |
Accounts and Other Receivables, Net | Accounts and Other Receivables, Net Accounts and other receivables, net consist primarily of receivables from franchisees, sublease tenants, a vendor, delivery service providers ("DSPs") and landlords. Receivables from franchisees include sublease rents, royalties, services and contractual marketing fees associated with the franchise agreements. Sublease tenant receivables relate to subleased properties where the Company is a party and obligated on the primary lease agreement. The vendor receivable is for earned reimbursements from a vendor, receivables from DSPs are for company restaurant sales related to delivery orders fulfilled by the DSPs and the landlord receivables are for earned landlord reimbursement related to restaurants opened. The allowance for doubtful accounts is based on expected credit losses utilizing a range of information, including historical collections experience and a review on a specific identification basis of the collectability of existing receivables, and totaled approximately $0.1 million and as of both December 28, 2021 and December 29, 2020. |
Vendor Allowances | Vendor Allowances The Company receives support from one of its vendors in the form of reimbursements. The reimbursements are agreed upon with the vendor, but do not represent specific, incremental, identifiable costs incurred by the Company in selling the vendor’s products. Such reimbursements are recorded as a reduction of the costs of purchasing the vendor’s products. The non-current portion of reimbursements received by the Company in advance is included in other non-current liabilities on the consolidated balance sheets and totaled $0 and $27,000 as of December 28, 2021 and December 29, 2020, respectively. The current portion of these reimbursements is included in other accrued liabilities on the consolidated balance sheets and totaled $0 and $0.4 million as of December 28, 2021 and December 29, 2020, respectively. The agreement with this vendor expired at the end of 2021 and was renewed at the beginning of 2022. |
Inventories | Inventories Inventories, consisting of food items, packaging and beverages, are valued at the lower of cost (first-in, first-out method) or net realizable value. |
Property and Equipment | Property and Equipment Property and equipment includes land, buildings, leasehold improvements, restaurant and other equipment, restaurant property leased to others and buildings under finance leases. Land, buildings, leasehold improvements, restaurant and other equipment acquired in business combinations are initially recorded at their estimated fair value. Land, buildings, leasehold improvements, restaurant and other equipment acquired or constructed in the normal course of business are initially recorded at cost. The Company provides for depreciation and amortization based on the estimated useful lives of assets using the straight-line method. Estimated useful lives for property and equipment are as follows: Buildings 20–35 years Leasehold improvements Shorter of useful life (typically 20 years) or lease term Buildings under finance leases Shorter of useful life (typically 20 years) or lease term Restaurant and other equipment 3–15 years The estimated useful lives for leasehold improvements are based on the shorter of the estimated useful lives of the assets or the related lease term, which generally includes reasonably assured option periods expected to be exercised by the Company when the Company would suffer an economic penalty if not exercised. Depreciation and amortization expense associated with property and equipment totaled $23.3 million for the fifty-two weeks ended December 28, 2021, $23.2 million for the fifty-two weeks ended December 29, 2020 and $22.7 million for the fifty-two weeks ended December 31, 2019. These amounts include $0.1 million for the fifty-two weeks ended December 28, 2021, $0.2 million for the fifty-two weeks ended December 29, 2020 and $0.5 million for the fifty-two weeks weeks ended December 31, 2019 related to buildings under finance leases. Accumulated depreciation and amortization associated with property and equipment includes $37,000 and $0.3 million related to buildings under finance leases as of December 28, 2021 and December 29, 2020, respectively. The Company capitalizes construction costs which consist of internal payroll and payroll related costs and travel costs related to the successful acquisition, development, design and construction of the Company's new restaurants. Capitalized construction costs totaled $1.4 million for the fifty-two weeks ended December 28, 2021, $0.8 million for the fifty-two weeks ended December 29, 2020 and $1.8 million for the fifty-two weeks ended December 31, 2019. If the Company subsequently makes a determination that a site for which development costs have been capitalized will not be acquired or developed, any previously capitalized development costs are expensed and included in general and administrative expenses in the consolidated statements of comprehensive income (loss). The Company capitalizes interest in connection with the construction of its restaurants. Interest capitalized totaled approximately $21,000 for the fifty-two weeks ended December 28, 2021, $34,000 for the fifty-two weeks ended December 29, 2020 and $0.1 million for the fifty-two weeks ended December 31, 2019. Gains and losses on the disposal of assets are recorded as the difference between the net proceeds received, if any, and net carrying values of the assets disposed and are included in loss on disposal of assets and adjustments to assets held for sale, net in the consolidated statements of comprehensive income (loss). |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs represent third-party debt costs that are capitalized and amortized to interest expense over the associated term of the debt agreement using the effective interest method. Deferred financing costs, along with lender debt discount, are presented net of the related debt balances on the consolidated balance sheets. |
Goodwill and Trademarks | Goodwill and Trademarks The Company’s goodwill and trademarks are not amortized, but tested annually for impairment and tested more frequently for impairment if events and circumstances indicate that the asset might be impaired. The Company conducts annual goodwill and trademark impairment tests in the fourth quarter of each fiscal year or whenever an indicator of impairment exists. In assessing potential goodwill impairment, the Company has the option to first assess the qualitative factors to determine whether events or circumstances indicate that it is more likely than not that the fair value of net assets, including goodwill, is less than its carrying amount. If the qualitative factors indicate that it is more likely than not that the fair value of net assets, including goodwill, is less than the carrying amount, the Company performs a quantitative impairment test. The methods the Company uses to estimate fair value include discounted future cash flows analysis and market valuation based on similar companies. Key assumptions included in the cash flow model include future revenues, operating costs, working capital changes, capital expenditures and a discount rate that approximates the Company's weighted average cost of capital. The Company recognizes goodwill impairment for the carrying amount in excess of fair value. The Company also performs an annual impairment test for indefinite-lived intangible assets during the fourth fiscal quarter of each year, or more frequently if impairment indicators arise. During the fourth quarter of 2019, the Company identified indicators of impairment in conjunction with its annual impairment test and performed a quantitative impairment assessment, which resulted in a non-cash impairment of goodwill of $118.3 million. During the first quarter of 2020, the Company identified indicators of impairment and performed quantitative impairment assessments, which resulted in a non-cash impairment of goodwill of $87.3 million and a non-cash impairment of trademarks of $11.9 million. See Note 6, Goodwill and Other Intangible Assets , for further discussion. |
Intangible Assets, Net | Intangible Assets, Net Intangible assets primarily include franchise rights, reacquired franchise rights and sublease assets. Franchise rights, which represent the fair value of franchise agreements based on the projected royalty revenue stream as of the Closing Date of the Business Combination, are amortized on a straight-line basis to depreciation and amortization expense in the consolidated statements of comprehensive income (loss) over the remaining term of the franchise agreements. Reacquired franchise rights, which represent the fair value of reacquired rights that were previously granted to franchisees to use Del Taco's trade name under a franchise agreement, are amortized on a straight-line basis to depreciation and amortization in the consolidated statements of comprehensive income (loss) over the term of the former franchise agreement. Sublease assets, which represent subleases with stated rent above comparable market rents, are amortized to sublease income over the term of the related sublease. |
Other Assets, Net | Other Assets, NetOther assets, net consist of security deposits, straight-line rental income related to subleases and other capitalized costs. The Company capitalizes certain computer software and software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed and it is probable that the software will be used as intended. Capitalized software costs include only (i) external direct costs of materials and services utilized in developing or obtaining computer software, and (ii) compensation and related benefits for employees who are directly associated with the software projects. Capitalized software costs are amortized over the estimated useful life, typically three to five years. The net carrying value of capitalized software costs for the Company totaled $4.3 million and $2.5 million as of December 28, 2021 and December 29, 2020, respectively, and is included in other assets, net in the consolidated balance sheets. Capitalized software costs totaled $3.5 million for the fifty-two weeks ended December 28, 2021, $1.6 million for the fifty-two weeks ended December 29, 2020 and $2.0 million for the fifty-two weeks ended December 31, 2019. Amortization expenses totaled $1.8 million for the fifty-two weeks ended December 28, 2021, $1.9 million for the fifty-two weeks ended December 29, 2020 and $1.4 million for the fifty-two weeks ended December 31, 2019 |
Long-Lived Assets | Long-Lived AssetsLong-lived assets, including property and equipment and definite-lived intangible assets, are reviewed by the Company for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Long-lived assets are grouped and evaluated for impairment at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. The Company evaluates such cash flows for individual restaurants and franchise agreements on an undiscounted basis. If it is determined that the carrying amounts of such long-lived assets are not recoverable, the assets are written down to their estimated fair values. The Company generally estimates fair value using the discounted value of the estimated cash flows associated with the respective restaurant or agreement. During the fifty-two weeks ended December 28, 2021, the Company evaluated certain restaurants having indicators of impairment based on operating performance and recorded an impairment charge totaling $9.1 million related to five restaurants. During the fifty-two weeks ended December 29, 2020, the Company recorded an impairment charge totaling $8.3 million related to eight restaurants. During the fifty-two weeks ended December 31, 2019, the Company recorded an impairment charge totaling $7.2 million related to seven restaurants. |
Rent Expense and Deferred Rent | Rent Expense The Company has non-cancelable lease agreements for certain restaurant land and buildings under terms ranging up to 50 years, with one to four options to extend the lease generally for five ten |
Insurance Reserves | Insurance Reserves Given the nature of the Company’s operating environment, the Company is subject to workers’ compensation and general liability claims. To mitigate a portion of these risks, the Company maintains insurance for individual claims in excess of deductibles per claim. The Company’s insurance deductibles range from $0.25 million to $0.50 million per occurrence for workers’ compensation and are $0.35 million per occurrence for general liability. Beginning in 2020, one workers compensation claim per policy year has a deductible of $0.75 million in California only. The amount of loss reserves and loss adjustment expenses is determined based on an estimation process that uses information obtained from both Company-specific and industry data, as well as general economic information. Loss reserves are based on estimates of expected losses for determining reported claims and used as the basis for estimating claims incurred but not reported. The estimation process for loss exposure requires management to continuously monitor and evaluate the life cycle of claims. Management also monitors the reasonableness of the judgments made in the prior year’s estimation process (referred to as hindsight analysis) and adjusts current year assumptions based on the hindsight analysis. The Company utilizes actuarial methods to evaluate open claims and estimate the ongoing development exposure related to workers’ compensation and general liability. The Company is not the primary obligor for its workers' compensation insurance policy, so therefore, the Company records a liability up to its deductible exposure. Insurance Recovery Assets In the normal course of its business, the Company incurs losses, such as those resulting from property damage and legal actions, that are covered by the Company's insurance policies. The Company records insurance recovery assets for losses it is entitled to recover under its insurance policies and when such recovery is probable. In determining whether a recovery is probable, the Company considers whether the Company has exceeded its deductible, the limits of its insurance policies and subsequent payment of claims. |
Advertising Costs | Advertising Costs Franchisees pay a weekly fee to the Company of 4.0% of their restaurants’ net sales as reimbursement for advertising and promotional services that the Company provides. As a result of the COVID-19 pandemic, starting the last fiscal week of the first quarter of 2020, the Company decreased franchise advertising contributions from 4.0% to 2.5% of franchise restaurant net sales for eight weeks and then adjusted the advertising contribution percentage back to 4.0% for the balance of 2020. Production costs for radio and television advertising are expensed when the commercials are initially aired. Costs of distribution of advertising are charged to expense on the date the advertising is aired or distributed. These costs, as well as other marketing-related expenses for advertising are included in occupancy and other operating expenses in the consolidated statements of comprehensive income (loss) for company expenses and included in franchise advertising expenses in the consolidated statements of comprehensive income (loss) for franchise expenses. Advertising expenses for the Company were $19.0 million for the fifty-two weeks ended December 28, 2021, $16.4 million for the fifty-two weeks ended December 29, 2020 and $18.8 million for the fifty-two weeks ended December 31, 2019. |
Pre-opening Costs | Pre-opening Costs Pre-opening costs, which include restaurant labor, supplies, cash and non-cash rent expense and occupancy and other operating costs incurred prior to the opening of a new restaurant are expensed as incurred. Pre-opening costs were $0.7 million for the fifty-two weeks ended December 28, 2021, $0.5 million for the fifty-two weeks ended December 29, 2020, and $1.7 million for the fifty-two weeks ended December 31, 2019. |
Restaurant Closure Charges, Net | Restaurant Closure Charges, Net The Company makes decisions to close restaurants based on their cash flows, anticipated future profitability and leasing arrangements. The Company determines if discontinued operations treatment is appropriate and estimates the future obligations, if any, associated with the closure of restaurants and records the corresponding restaurant closure liability at the time the restaurant is closed. These restaurant closure obligations primarily consist of rent, property tax and common area maintenance on closed restaurant properties and the present value of non-lease executory costs for closed restaurant properties, net of non-lease executory costs to be recovered from sublessees. Changes to the estimated liability for future non-lease executory costs based on new facts and circumstances are considered to be a change in estimate and are recorded prospectively. |
Stock-Based Compensation Expense | Stock-Based Compensation Expense The Company recognizes compensation expense for all share-based payment awards made to employees and non-employee directors based on their estimated grant date fair values using the Black-Scholes option pricing model for option grants and the closing price of the underlying common stock on the date of the grant for restricted stock awards. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite service period of the award. The Company estimates the number of awards expected to vest based, in part, on historical forfeiture rates and management's expectations of employee turnover within the specific employee groups receiving the awards, and for performance-based restricted stock awards, the probability that performance conditions will be achieved. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Stock-based compensation expense for the Company’s stock-based compensation awards is recognized ratably over the vesting period on a straight-line basis. |
Income Taxes | Income Taxes The Company uses the liability method of accounting for income taxes. Deferred income taxes are provided for temporary differences between financial statement and income tax reporting, using tax rates scheduled to be in effect at the time the items giving rise to the deferred taxes reverse. The Company recognizes the impact of a tax position in the financial statements if that position is more likely than not of being sustained by the taxing authority. Accordingly, the Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities The Company is exposed to variability in future cash flows resulting from fluctuations in interest rates related to its variable rate debt. As part of its overall strategy to manage the level of exposure to the risk of fluctuations in interest rates, the Company has used various interest rate contracts including interest rate caps. The Company recognized all derivative instruments as either assets or liabilities at fair value in the consolidated balance sheets. When they qualified as hedging instruments, the Company designated interest rate caps as cash flow hedges of forecasted variable rate interest payments on certain debt principal balances. For derivative instruments that were designated and qualified as cash flow hedges, the effective portion of the gain or loss on the derivative was reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affected earnings. Gains and losses on the derivative representing hedge ineffectiveness were recognized in current earnings. The Company entered into interest rate derivative contracts with major banks and was exposed to losses in the event of nonperformance by these banks. However, these banks were able to fully satisfy their obligations under the contracts. Accordingly, the Company did not obtain collateral or other security to support the contracts. The Company's interest rate cap agreement, as discussed in Note 8, expired on March 31, 2020. |
Contingencies | Contingencies The Company recognizes liabilities for contingencies when an exposure indicates it is probable that an asset has been impaired or that a liability has been incurred, and the amount of impairment or loss can be reasonably estimated. The Company’s ultimate legal and financial liability with respect to such matters cannot be estimated with certainty and requires the use of estimates. When the reasonable estimate is a range, the recorded loss will be the best estimate within the range. The Company records legal settlement costs when those costs are probable and reasonably estimable. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) includes changes in equity from transactions and other events and circumstances from nonoperational sources, including, among other things, the Company’s unrealized gains and losses on effective interest rate caps which are included in other comprehensive income (loss), net of tax. |
Segment Information | Segment Information An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses, and about which separate financial information is regularly evaluated by the Company’s chief operating decision makers in deciding how to allocate resources. Similar operating segments can be aggregated into a single operating segment if the businesses are similar. Management has determined that the Company has one operating segment and, therefore, one reportable segment. The Company’s chief operating decision maker ("CODM") is its Chief Executive Officer. Its CODM reviews financial performance and allocates resources at a consolidated level on a recurring basis. |
Related Party Transactions | Related Party Transactions There were no material related party transactions in the fifty-two weeks ended December 28, 2021, the fifty-two weeks ended December 29, 2020 or the fifty-two weeks ended December 31, 2019. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures fair value using the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based on the underlying inputs, each fair value measurement in its entirety is reported in one of the three tiers in the fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: • Level 1, defined as observable inputs such as quoted prices in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and • Level 3, defined as unobservable inputs which reflect the Company’s own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques may include the use of third-party pricing services, option pricing models, discounted cash flow models and similar techniques. |
Concentration of Risks | Concentration of Risks Financial instruments that potentially subject the Company to a concentration of credit risk are cash and cash equivalents. The Company maintains its day-to-day operating cash balances in non-interest-bearing accounts. Although the Company at times maintains balances that exceed amounts insured by the Federal Deposit Insurance Corporation, it has not experienced any losses related to these balances and management believes the credit risk to be minimal. The Company extends credit to franchisees for franchise and advertising fees on customary credit terms, which generally do not require collateral or other security. In addition, management believes there is no concentration of risk with any single franchisee or small group of franchisees whose failure or nonperformance would materially affect the Company’s results of operations. The Company has entered into a long-term purchase agreement with a distributor for delivery of essentially all food and paper supplies to all company-operated and franchise-operated restaurants except for one restaurant in Guam. Disruption in shipments from this distributor could have a material adverse effect on the results of operations and financial condition of the Company. However, management of the Company believes sufficient alternative distributors exist in the marketplace although it may take some time to enter into replacement distribution arrangements and the cost of distribution may increase as a result. As of December 28, 2021, Del Taco operated and franchised a total of 368 restaurants in California (231 company-operated and 137 franchise-operated restaurants). As a result, the Company is particularly susceptible to adverse trends and economic conditions in California. In addition, given this geographic concentration, negative publicity regarding any of the restaurants in California could have a material adverse effect on the Company’s business and operations, as could other regional occurrences such as local strikes, fires, earthquakes, other natural disasters or regional restrictions and regulations including those related to the COVID-19 pandemic. |
Recently Adopted and Recently Issued Accounting Standards | Recently Adopted Accounting Standards In December 2019, the Financial Accounting Standard Board ("FASB") issued Accounting Standards Update ("ASU") 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing the following exceptions: (1) exception to the incremental approach for intraperiod tax allocation when there is a loss from continuing operations and income or gain from other items; (2) exception to the requirement to recognize a deferred tax liability for equity method investments when a subsidiary becomes an equity method investment; and (3) exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. Furthermore, ASU 2019-12 simplifies the accounting for income taxes by doing the following: (1) requiring that an entity recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax; (2) requiring that an entity evaluate when a step up in the tax basis of goodwill should be considered part of the business combination in which the book goodwill was originally recognized and when it should be considered a separate transaction; (3) specifying that an entity is not required to allocate the consolidated amount of current and deferred tax expense to a legal entity that is not subject to tax in its separate financial statements; and (4) requiring that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The Company adopted the requirements of this new standard on December 30, 2020, the first day of fiscal year 2021, utilizing the prospective approach. There was no material impact on the Company's consolidated financial statements and related disclosures as a result of adopting this standard. Recently Issued Accounting Standards In November 2021, the FASB issued ASU 2021-10, Disclosures by Business Entities about Government Assistance . The ASU codifies new requirements to disclose information about the nature of certain government assistance received, the accounting policy used to account for the transactions, the location in the financial statements where such transactions were recorded and significant terms and conditions associated with such transactions. The guidance is effective for annual periods beginning after December 15, 2021. The Company is currently evaluating the impact of the standard on its consolidated financial statements. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Accounting Policies [Abstract] | |
Disclosure of Long Lived Assets Held-for-sale | Assets Held for SaleAssets held for sale include the net book value of property and equipment and goodwill for Company-operated restaurants that the Company plans to sell within the next year to new or existing franchisees, as well as the net book value of owned property that the Company plans to sell within the next year. Long-lived assets that meet the held for sale criteria are held for sale and reported at the lower of their carrying value or fair value, less estimated costs to sell. If the determination is made that the Company no longer expects to sell an asset within the next year, the asset is reclassified out of assets held for sale. |
Schedule of Property and Equipment Estimated Useful Lives | Estimated useful lives for property and equipment are as follows: Buildings 20–35 years Leasehold improvements Shorter of useful life (typically 20 years) or lease term Buildings under finance leases Shorter of useful life (typically 20 years) or lease term Restaurant and other equipment 3–15 years Property and equipment, net at December 28, 2021 and December 29, 2020 consisted of the following, excluding amounts related to properties classified as held for sale (in thousands): December 28, 2021 December 29, 2020 Buildings $ 226 $ 1,939 Restaurant and other equipment 112,277 103,446 Leasehold improvements 131,729 121,775 Buildings under finance leases 76 441 Restaurant property leased to others 12,452 12,167 Construction-in-progress 13,376 10,823 270,136 250,591 Less: Accumulated depreciation (124,798) (103,885) Property and equipment, net $ 145,338 $ 146,706 |
Restaurant Closure and Other _2
Restaurant Closure and Other Related Charges (Tables) | 12 Months Ended | |
Dec. 28, 2021 | Dec. 29, 2020 | |
Restructuring and Related Activities [Abstract] | ||
Restaurant Closure Liability Activity | he Company evaluates long-lived assets for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company considers a triggering event to have occurred related to a specific restaurant if the restaurant’s cash flows are less than a minimum threshold. Long-lived assets are grouped and evaluated for impairment at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. The Company evaluates such cash flows for individual restaurants and franchise agreements on an undiscounted basis. If it is determined that the carrying amounts of such long-lived assets are not recoverable, the assets are written down to their estimated fair values. The Company generally estimates fair value using the discounted value of the estimated cash flows associated with the respective restaurant or agreement, using Level 3 inputs. The impairment charges represent the excess of the aggregate carrying value of a restaurant's operating lease right-of-use asset, furniture, fixtures and equipment and leasehold improvements over their estimated fair value. Impairment charges are allocated to a restaurant's operating lease right-of-use assets, furniture, fixtures and equipment and leasehold improvements on a pro rata basis based on the respective assets' carrying values. During the fifty-two weeks ended December 28, 2021, the Company evaluated certain restaurants having indicators of impairment based on operating performance and recorded an impairment charge totaling $9.1 million related to five restaurants. During the fifty-two weeks ended December 29, 2020, the Company evaluated certain restaurants that had indicators of impairment based on operating performance, taking into consideration the negative impact of the COVID-19 pandemic on forecasted restaurant performance, and recorded an impairment charge totaling $8.3 million related to eight restaurants. During the fifty-two weeks ended December 31, 2019, the Company evaluated certain restaurants that had indicators of impairment based on operating performance and recorded an impairment charge totaling $7.2 million related to seven restaurants. The Company wrote-off a portion of the operating lease right-of-use assets, furniture, fixtures and equipment, building and leasehold improvements based on the estimate of future recoverable cash flows. In connection with the adoption of ASC 842, the Company evaluated the operating lease right-of-use assets for impairment, indicating the carrying amount of the operating lease assets for certain restaurants may not be recoverable, and recorded an impairment charge totaling $3.1 million at January 2, 2019 based on the estimates of future recoverable cash flows. Restaurant Closure Charges, Net The restaurant closure liability was $0.3 million and $0.5 million at December 28, 2021 and December 29, 2020, respectively, and relates to the non-lease executory costs associated with company-operated restaurants that were closed during the fourth quarter of 2015. A summary of the restaurant closure liability activity for these closed restaurants consisted of the following (in thousands): | |
Closure Liability Activity for 12 Closed Restaurants | Total Balance at January 1, 2019 $ 2,092 Reclassified to operating lease right-of-use assets (a) (1,900) Cash payments (263) Adjustments to estimates based on current activity 508 Balance at December 31, 2019 437 Charges for accretion in current period 21 Cash payments (4) Balance at December 29, 2020 454 Charges for accretion in current period 15 Cash payments (122) Adjustment to estimates based on current activity (20) Balance at December 28, 2021 $ 327 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Estimated useful lives for property and equipment are as follows: Buildings 20–35 years Leasehold improvements Shorter of useful life (typically 20 years) or lease term Buildings under finance leases Shorter of useful life (typically 20 years) or lease term Restaurant and other equipment 3–15 years Property and equipment, net at December 28, 2021 and December 29, 2020 consisted of the following, excluding amounts related to properties classified as held for sale (in thousands): December 28, 2021 December 29, 2020 Buildings $ 226 $ 1,939 Restaurant and other equipment 112,277 103,446 Leasehold improvements 131,729 121,775 Buildings under finance leases 76 441 Restaurant property leased to others 12,452 12,167 Construction-in-progress 13,376 10,823 270,136 250,591 Less: Accumulated depreciation (124,798) (103,885) Property and equipment, net $ 145,338 $ 146,706 |
Summary of Refranchsing and F_2
Summary of Refranchsing and Franchise Acquisitions (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Franchise Acquisitions [Abstract] | |
Summary of refranchising | The following table summarizes the loss recognized related to these transactions during the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019 (dollars in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Company-operated restaurants sold to franchisees — 6 31 Proceeds from the sale of company-operated restaurants, net of selling costs $ — $ 2,558 $ 7,310 Net assets sold (primarily furniture, fixtures and equipment) (a) — (2,086) (4,952) Goodwill related to the company-operated restaurants sold to franchisees — (1,196) (6,078) Allocation to deferred franchise fees — (193) (771) Sublease assets (liabilities), net — 220 (50) Gain on lease termination — 40 — Other direct costs — — (123) Loss on sale of company-operated restaurants (b) $ — $ (657) $ (4,664) (a) Of the net assets sold during the fifty-two weeks ended December 29, 2020, $0.7 million was included in assets held for sale as of December 31, 2019. Of the net assets sold during the fifty-two weeks ended December 31, 2019, $2.1 million was included in assets held for sale as of January 1, 2019. |
Business Combination | The following table provides detail of the combined acquisitions for the fifty-two weeks ended December 28, 2021, December 29, 2020 and December 31, 2019 (dollars in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Franchise-operated restaurants acquired from franchisees — — 4 Goodwill $ — $ — $ 4,302 Property and equipment — — 660 Operating lease right-of-use assets — — 2,006 Operating lease liabilities — — (2,006) Unfavorable lease liabilities (a) — — (130) Total Consideration $ — $ — $ 4,832 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Other Intangible Assets | The Company’s other intangible assets at December 28, 2021 and December 29, 2020 consisted of the following (in thousands): December 28, 2021 December 29, 2020 Gross Accumulated Net Gross Accumulated Net Sublease assets 1,820 (309) 1,511 1,820 (193) 1,627 Franchise rights 13,846 (7,378) 6,468 13,918 (6,421) 7,497 Reacquired franchise rights 943 (414) 529 943 (313) 630 Total amortized other intangible assets $ 16,609 $ (8,101) $ 8,508 $ 16,681 $ (6,927) $ 9,754 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization for sublease assets, franchise rights and reacquired franchise rights for the next five fiscal years is as follows (in thousands): Sublease Assets Franchise Rights Reacquired Franchise Rights 2022 $ 115 $ 900 $ 78 2023 113 817 67 2024 113 743 66 2025 113 652 56 2026 113 556 52 |
Debt, Obligations Under Capit_2
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s long-term debt, finance lease obligations and other debt at December 28, 2021 and December 29, 2020 consisted of the following (in thousands): December 28, 2021 December 29, 2020 Senior Credit Facility, as amended, net of unamortized debt discount of $133 and $182 and deferred financing costs of $604 and $821 at December 28, 2021 and December 29, 2020, respectively $ 106,263 $ 113,997 Total outstanding indebtedness 106,263 113,997 Obligations under finance leases and other debt 421 611 Total debt, net 106,684 114,608 Less: amounts due within one year 35 190 Total amounts due after one year, net $ 106,649 $ 114,418 |
Schedule of Maturities of Debt | Based on debt agreements and finance leases in place as of December 28, 2021, future maturities of debt were as follows (in thousands): 2022 $ 35 2023 78 2024 107,079 2025 64 2026 63 Thereafter 102 Total maturities 107,421 Less: debt discount and deferred financing costs (737) Total debt, net $ 106,684 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Estimated Fair Values of Long-term Debt Instruments, Warrant Liability and Interest Rate Cap Agreement | The following is a summary of the estimated fair values for the long-term debt instruments (in thousands): December 28, 2021 December 29, 2020 Estimated Fair Value Book Value Estimated Fair Value Book Value Senior Credit Facility, as amended $ 106,263 $ 106,263 $ 113,997 $ 113,997 |
Other Accrued Liabilities and_2
Other Accrued Liabilities and Other Non-current Liabilities (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Accrued Liabilities | A summary of other accrued liabilities follows (in thousands): December 28, 2021 December 29, 2020 Employee compensation and related items $ 19,200 $ 16,048 Accrued property and equipment purchases 5,239 1,970 Accrued insurance 5,169 5,031 Accrued advertising 4,807 3,920 Accrued sales tax 3,601 3,712 Deferred social security taxes 3,381 3,381 Legal settlement 2,673 — Deferred gift card income 1,658 1,669 Accrued real property tax 1,582 1,841 Accrued rent and related items 1,472 1,490 Accrued income tax 41 4,301 Other 2,248 2,050 $ 51,071 $ 45,413 |
Summary of Other Non-current Liabilities | A summary of other non-current liabilities follows (in thousands): December 28, 2021 December 29, 2020 Insurance reserves $ 7,278 $ 8,178 Deferred development and initial franchise fees 5,917 4,523 Deferred gift card income 1,635 1,464 Sublease liabilities 1,264 1,375 Deferred social security taxes — 3,381 Other 744 839 $ 16,838 $ 19,760 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Nonvested Restricted Stock Shares Activity | A summary of outstanding and unvested restricted stock activity as of December 28, 2021 and changes during the period from December 29, 2020 through December 28, 2021 are as follows: Shares Weighted-Average Nonvested at December 29, 2020 1,254,775 $ 9.84 Granted 281,822 9.76 Vested (519,931) 10.64 Forfeited (3,750) 7.93 Nonvested at December 28, 2021 1,012,916 $ 9.41 |
Summary of Stock Options Activity | A summary of stock option activity as of December 28, 2021 and changes during the period from December 29, 2020 through December 28, 2021 are as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding at December 29, 2020 574,453 $ 9.54 4.4 $ 624 Granted 678,000 9.88 Exercised (6,636) 7.61 Forfeited/Expired (10,750) 11.44 Options outstanding at December 28, 2021 1,235,067 $ 9.72 5.1 $ 3,622 Options exercisable at December 28, 2021 356,972 $ 10.86 2.5 $ 767 Options exercisable and expected to vest at December 28, 2021 1,035,837 $ 9.80 4.9 $ 2,993 |
Assumptions Used in Option-pricing Valuation | The aggregate intrinsic value in the table above is the amount by which the current market price of the Company's stock exceeds the exercise price on December 28, 2021 and December 29, 2020, respectively. The following table reflects the weighted-average assumptions used in the Black-Scholes option-pricing model to value the stock options granted in the fifty-two weeks ended December 28, 2021, the fifty-two weeks ended December 29, 2020 and the fifty-two weeks ended December 31, 2019: 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Expected volatility 49.46 % 44.40 % 35.61 % Risk-free rate of return 0.81 % 0.58 % 2.49 % Expected life (in years) 4.75 4.75 4.75 Dividend yield 1.62 % — — Fair value per share at date of grant $ 3.65 $ 2.41 $ 3.59 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share Data | Below are basic and diluted net income (loss) per share for the periods indicated (amounts in thousands except share and per share data): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Numerator: Net income (loss) $ 5,721 $ (89,738) $ (118,285) Denominator: Weighted-average shares outstanding - basic 36,565,678 37,161,921 37,018,445 Dilutive effect of unvested restricted stock 354,852 — — Dilutive effect of stock options 43,558 — — Dilutive effect of performance-based restricted shares 34,426 — — Weighted-average shares outstanding - diluted 36,998,514 37,161,921 37,018,445 Net income (loss) per share - basic $ 0.16 $ (2.41) $ (3.20) Net income (loss) per share - diluted $ 0.15 $ (2.41) $ (3.20) Antidilutive stock options, unvested restricted stock awards and warrants excluded from the computations 672,185 3,930,968 6,661,450 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 28, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the provision (benefit) for income taxes are as follows (in thousands): 52 Weeks Ended December 28, 2021 52 Weeks Ended December 29, 2020 52 Weeks Ended December 31, 2019 Current: Federal $ 2,853 $ 4,058 $ 3,311 State 1,391 1,920 1,643 4,244 5,978 4,954 Deferred: Federal (1,222) (5,521) (146) State (537) (2,519) (437) (1,759) (8,040) (583) Income tax provision (benefit) $ 2,485 $ (2,062) $ 4,371 |
Schedule of Effective Income Tax Rate Reconciliation | The difference between the effective rates and the statutory federal income tax rate is composed of the following items (dollars in thousands): 52 Weeks Ended December 28, 2021 52 Weeks Ended December 29, 2020 52 Weeks Ended December 31, 2019 Federal income taxes $ 1,723 21.0 % $ (19,278) 21.0 % $ (23,922) 21.0 % State and local income taxes, net of federal tax benefit 672 8.2 % (288) 0.3 % 1,302 (1.1) % Goodwill impairment and adjustments to assets held for sale — — % 17,590 (19.2) % 27,909 (24.5) % Targeted job credits (358) (4.4) % (377) 0.4 % (712) 0.6 % Uncertain tax positions — — % (175) 0.2 % — — % Executive compensation disallowed 359 4.4 % 111 (0.1) % 413 (0.3) % Permanent tax differences and other 89 1.1 % 355 (0.4) % (619) 0.5 % Income tax (benefit) provision $ 2,485 30.3 % $ (2,062) 2.2 % $ 4,371 (3.8) % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands): December 28, 2021 December 29, 2020 Deferred tax assets: Accrued insurance $ 3,004 $ 3,422 Restaurant closure liabilities 119 161 Net operating loss carryforwards and tax credits 21 21 Deferred income 1,710 1,693 Stock-based compensation 1,420 1,215 Accrued compensation 523 591 Deferred social security taxes 912 1,822 Operating lease liabilities 71,149 74,003 Other, net 1,815 526 Deferred tax assets 80,673 83,454 Less: valuation allowance — — Net deferred tax assets 80,673 83,454 Deferred tax liabilities: Property, equipment and intangible assets (67,940) (68,618) Operating lease right-of-use assets (63,116) (67,229) Investment in subsidiary (7,147) (7,167) Prepaid expenses (1,771) (1,658) Other assets (425) (267) Deferred tax liabilities (140,399) (144,939) Net deferred tax liabilities $ (59,726) $ (61,485) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 29, 2020 | |
Leases [Abstract] | |
Lease, Cost | Sublease income which includes minimum rent, percentage rent, real estate taxes and common area maintenance is classified separately under franchise sublease and other income on the consolidated statements of comprehensive income (loss). Franchise sublease expenses which include minimum rent and percentage rent, real estate taxes and common area maintenance are classified separately under occupancy and other – franchise sublease and other on the consolidated statements of comprehensive income (loss). For the fifty-two weeks ended December 28, 2021, the fifty-two weeks ended December 29, 2020, and the fifty-two weeks ended December 31, 2019, sublease expense includes $1.5 million, $1.2 million, and $1.4 million associated with third party subleases classified separately under restaurant closure charges, net on the consolidated statements of comprehensive income (loss). Total sublease income and sublease expense for the Company comprise the following (in thousands): 52 Weeks Ended 52 Weeks Ended 52 Weeks Ended Sublease income (8,564) (8,384) (4,448) Sublease expense 8,641 8,571 5,080 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | Dec. 28, 2021restaurants | Dec. 28, 2021location | Dec. 28, 2021state | Dec. 29, 2020restaurants | Dec. 29, 2020location | Dec. 29, 2020state |
Franchisor Disclosure [Line Items] | ||||||
Number of states in which entity operates | state | 16 | 16 | ||||
Entity operated units | ||||||
Franchisor Disclosure [Line Items] | ||||||
Number of restaurants | 294 | 294 | 295 | 295 | ||
Franchised units | ||||||
Franchisor Disclosure [Line Items] | ||||||
Number of restaurants | 306 | 306 | 301 | 301 | ||
Franchised units | GUAM | ||||||
Franchisor Disclosure [Line Items] | ||||||
Number of restaurants | restaurants | 1 | 1 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||
May 05, 2020 | Mar. 24, 2020USD ($) | Dec. 31, 2019USD ($)$ / shares | Jun. 30, 2015USD ($) | Dec. 28, 2021USD ($)renewalSegmentlocationvendor | Dec. 29, 2020USD ($)location | Dec. 31, 2019USD ($)location$ / sharesshares | Dec. 28, 2021USD ($) | Dec. 28, 2021restaurants | Dec. 28, 2021location | Dec. 28, 2021$ / shares | Dec. 28, 2021property | Dec. 29, 2020restaurants | Dec. 29, 2020location | Dec. 29, 2020$ / shares | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Current Fiscal Year End Date | --12-28 | ||||||||||||||
Impairment of long-lived assets | $ 9,115,000 | $ 8,287,000 | $ 7,159,000 | ||||||||||||
Document Period End Date | Dec. 28, 2021 | ||||||||||||||
DeferredGiftCardIncomeTotal | 3,100,000 | $ 3,300,000 | |||||||||||||
Value per share as of June 30, 2015 | $ / shares | $ 3.59 | $ 3.59 | $ 3.65 | $ 2.41 | |||||||||||
Sublease liabilities | 1,464,000 | 1,635,000 | |||||||||||||
Number of vendors | vendor | 1 | ||||||||||||||
Noncurrent portion of advanced reimbursements | 27,000 | 0 | |||||||||||||
Current portion of advanced reimbursements | 400,000 | 0 | |||||||||||||
Depreciation and amortization expense | $ 23,300,000 | 23,200,000 | $ 22,700,000 | ||||||||||||
Property and equipment depreciation expense | 103,885,000 | 124,798,000 | |||||||||||||
Carrying value of capitalized software costs | 2,500,000 | 4,300,000 | |||||||||||||
Capitalized software costs | 3,500,000 | 2,000,000 | 1,600,000 | ||||||||||||
Capitalized software amortization expense | 1,800,000 | 1,900,000 | 1,400,000 | ||||||||||||
Interest capitalized in connection with construction | $ 21,000 | $ 34,000 | $ 100,000 | ||||||||||||
Lease agreement term (in years) | 50 years | ||||||||||||||
Number of underperforming locations | location | 5 | 8 | 7 | ||||||||||||
Deductible per occurrence for general liability | $ 350,000 | ||||||||||||||
Percentage of net sales for advertising | 2.50% | 4.00% | |||||||||||||
Advertising expenses | $ 19,000,000 | $ 18,800,000 | $ 16,400,000 | ||||||||||||
Pre-opening costs | $ 682,000 | 471,000 | 1,650,000 | ||||||||||||
Number of operating segments | Segment | 1 | ||||||||||||||
Number of reportable segments | Segment | 1 | ||||||||||||||
Partnership monthly rental income | $ 1,400,000 | ||||||||||||||
Proceeds from credit facility | $ 40,000,000 | 66,000,000 | 41,000,000 | ||||||||||||
Payments of Debt Issuance Costs | 0 | 0 | 1,014,000 | ||||||||||||
Reclassified financing costs | 821,000 | 604,000 | |||||||||||||
Number of Stores | property | 62 | ||||||||||||||
Number of Restaurants, California | restaurants | 368 | ||||||||||||||
Deferred gift card income | 1,669,000 | 1,658,000 | |||||||||||||
Goodwill, Impairment Loss | $ 87,300,000 | $ 118,300,000 | 0 | 87,277,000 | 118,250,000 | ||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 0 | 11,900,000 | 0 | ||||||||||||
Trademarks | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Intangible assets written off | $ 11,900,000 | ||||||||||||||
Entity operated units | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Number of restaurants | 294 | 294 | 295 | 295 | |||||||||||
Number of Restaurants, California | restaurants | 231 | ||||||||||||||
Franchised units | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Number of restaurants | 306 | 306 | 301 | 301 | |||||||||||
Number of Restaurants, California | restaurants | 137 | ||||||||||||||
Minimum | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Number of lease renewal options | renewal | 1 | ||||||||||||||
Lease renewal term (in years) | 5 years | ||||||||||||||
Insurance coverage deductibles range for claims | $ 250,000 | ||||||||||||||
Maximum | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Number of lease renewal options | renewal | 4 | ||||||||||||||
Lease renewal term (in years) | 10 years | ||||||||||||||
Insurance coverage deductibles range for claims | $ 500,000 | ||||||||||||||
Buildings under capital leases | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Depreciation and amortization expense | 500,000 | 500,000 | |||||||||||||
Estimated useful lives of assets (in years) | 20 years | ||||||||||||||
assets held under finance leases [Domain] | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Depreciation and amortization expense | $ 100,000 | 200,000 | |||||||||||||
Property and equipment depreciation expense | 300,000 | $ 37,000 | |||||||||||||
Construction-in-progress | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Capitalized construction costs | $ 1,400,000 | 800,000 | 1,800,000 | ||||||||||||
Restaurant and other equipment | Minimum | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Estimated useful lives of assets (in years) | 3 years | ||||||||||||||
Restaurant and other equipment | Maximum | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Estimated useful lives of assets (in years) | 15 years | ||||||||||||||
Franchise revenue | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Revenue | $ (23,670,000) | (20,763,000) | (19,002,000) | ||||||||||||
Franchise advertising contributions | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Revenue | $ (17,647,000) | $ (15,116,000) | $ (14,516,000) | ||||||||||||
Warrants | |||||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||
Shares/warrants repurchased (in shares/warrants) | shares | 846,411 | ||||||||||||||
Average cost per share/warrant (in dollars per share/warrant) | $ / shares | $ 1.78 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Pre-opening costs | $ 682 | $ 471 | $ 1,650 |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 20 years | ||
Buildings under capital leases | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 20 years | ||
Minimum | Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 20 years | ||
Minimum | Restaurant and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 3 years | ||
Maximum | Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 35 years | ||
Maximum | Restaurant and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives of assets (in years) | 15 years |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Remaining Performance Obligation (Details) $ in Thousands | Dec. 28, 2021USD ($) |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 3,525 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 246 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 234 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 231 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 231 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 225 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Accounting Policies [Abstract] | |
Revenue, Remaining Performance Obligation, Amount | $ 2,358 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Recently Issued Accounting Standards (Details) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cash and cash equivalents | $ 5,078 | $ 7,912 | ||
Operating Lease, Liability | 263,804 | 274,606 | ||
Operating Lease, Right-of-Use Asset | 233,960 | 249,071 | ||
Accounts and other receivables, net | 4,430 | 5,463 | ||
Inventories | 3,091 | 2,799 | ||
Prepaid expenses and other current assets | 2,965 | 2,078 | ||
Assets held for sale | 0 | 1,495 | ||
Assets, Current | 15,564 | 19,747 | ||
Property and equipment, net | 145,338 | 146,706 | ||
Goodwill | 108,979 | 108,979 | ||
Trademarks | 208,400 | 208,400 | ||
Other assets, net | 7,107 | 4,652 | ||
Assets | 727,856 | 747,309 | ||
Accounts payable | 20,013 | 18,683 | ||
Other accrued liabilities | 51,071 | 45,413 | ||
Current portion of capital lease obligations and deemed landlord financing liabilities | 35 | 190 | ||
Operating Lease, Liability, Current | 24,328 | 22,648 | ||
Liabilities, Current | 95,447 | 86,934 | ||
Long-term debt, finance lease obligations and other debt, excluding current portion, net | 106,649 | 114,418 | ||
Other non-current liabilities | 16,838 | 19,760 | ||
Liabilities | 518,136 | 534,555 | ||
Preferred Stock, Value, Issued | 0 | 0 | ||
Common Stock, Value, Issued | 4 | 4 | ||
Additional paid-in capital | 324,957 | 333,712 | ||
Accumulated other comprehensive loss | 0 | 0 | ||
Accumulated deficit | (115,241) | (120,962) | ||
Stockholders' Equity Attributable to Parent | 209,720 | 212,754 | $ 302,107 | $ 422,274 |
Liabilities and Equity | 727,856 | 747,309 | ||
Retained Earnings (Accumulated Deficit) | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Stockholders' Equity Attributable to Parent | $ (115,241) | $ (120,962) | $ (31,224) | $ 85,149 |
Restaurant Closure and Other _3
Restaurant Closure and Other Related Charges - Additional Information (Details) $ in Thousands | Jan. 02, 2019USD ($) | Dec. 28, 2021USD ($)location | Dec. 29, 2020USD ($)location | Dec. 31, 2019USD ($)location | Jan. 01, 2019USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||
Restaurant closure liability | $ 300 | $ 500 | |||
Current portion of restaurant closure liability | 100 | 200 | |||
Non-current portion of restaurant closure liability | $ 200 | $ 300 | |||
Number of underperforming locations | location | 5 | 8 | 7 | ||
Restructuring expense | $ (186) | $ (168) | $ 0 | ||
Impairment of long-lived assets | 9,115 | 8,287 | 7,159 | ||
Impairment of Operating Lease, Right-of-Use Asset | $ 3,100 | 0 | 0 | 3,116 | |
Closure of 12 Underperforming Restaurants [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restaurant closure liability | 327 | 454 | 437 | $ 2,092 | |
Adjustments to estimate based on current activity | (20) | 508 | |||
Restructuring expense | $ (15) | $ (21) | $ 1,900 |
Restaurant Closure and Other _4
Restaurant Closure and Other Related Charges - Restaurant Closure Liability Activity (Details) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021USD ($)location | Dec. 29, 2020USD ($)location | Dec. 31, 2019USD ($)location | |
Restructuring Reserve [Roll Forward] | |||
Closure liability at beginning of period | $ 500 | ||
Charges for accretion in current period | 186 | $ 168 | $ 0 |
Closure liability at end of period | $ 300 | $ 500 | |
Number of underperforming locations | location | 5 | 8 | 7 |
Accrued rent and related items | $ 100 | $ 200 | |
Restructuring Reserve, Noncurrent | 200 | 300 | |
Closure of 12 Underperforming Restaurants [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Closure liability at beginning of period | 454 | 437 | $ 2,092 |
Adjustments to estimate based on current activity | (20) | 508 | |
Charges for accretion in current period | 15 | 21 | (1,900) |
Cash payments | (122) | (4) | (263) |
Closure liability at end of period | $ 327 | $ 454 | $ 437 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 270,136 | $ 250,591 |
Less: Accumulated depreciation | (124,798) | (103,885) |
Property and equipment, net | 145,338 | 146,706 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 226 | 1,939 |
Restaurant and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 112,277 | 103,446 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 131,729 | 121,775 |
Buildings under capital leases | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 76 | 441 |
RestaurantPropertyLeasedToOthers [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 12,452 | 12,167 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 13,376 | $ 10,823 |
Summary of Refranchsing and F_3
Summary of Refranchsing and Franchise Acquisitions Summary of refranchising (Details) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021USD ($)restaurants | Dec. 29, 2020USD ($)restaurants | Dec. 31, 2019USD ($)restaurants | |
Other Industries [Abstract] | |||
Assets held for sale | $ 0 | $ 1,495 | |
Company-operated restaurants sold to franchisees | restaurants | 0 | 6 | 31 |
Proceeds from Divestiture of Businesses | $ 0 | $ 2,558 | $ 7,310 |
Net assets sold (primarily furniture, fixtures and equipment) | 0 | (2,086) | (4,952) |
Goodwill related to the company-operated restaurants sold to franchisees | 0 | (1,196) | (6,078) |
Allocation to Deferred Franchise Fees | 0 | (193) | (771) |
(Unfavorable)/favorable lease assets/liabilities | 0 | 220 | (50) |
Gain (Loss) on Termination of Lease | 0 | 40 | 0 |
Other costs related to the sale of company-operated restaurants | 0 | 0 | (123) |
Gain on sale of company-operated restaurants | 0 | (657) | (4,664) |
Favorable lease assets | 8,508 | 9,754 | |
Land Available-for-sale | 0 | 561 | |
Real Estate Held-for-sale | $ 0 | 934 | |
Assets Held For Sale, Assets Sold | 700 | $ 2,100 | |
Assets Held For Sale, Fair Value Adjustment | $ 600 |
Summary of Refranchsing and F_4
Summary of Refranchsing and Franchise Acquisitions Franchise Acquisitions (Details) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021USD ($)location | Dec. 29, 2020USD ($)location | Dec. 31, 2019USD ($)location | |
Business Acquisition [Line Items] | |||
Goodwill, Acquired During Period | $ 500 | ||
Below Market Lease, Acquired | 100 | ||
Business combination recognized identifiable assets acquired and liabilities assumed, operating lease right of use assets | $ 0 | 0 | $ 2,006 |
Business combination recognized identifiable assets acquired and liabilities assumed, operating lease liabilities | 0 | 0 | (2,006) |
Gain (Loss) on Disposition of Assets | (893) | (401) | $ (9,448) |
Below Market Lease, Acquired | 100 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | |||
Business Acquisition [Line Items] | |||
Impairment of Long-Lived Assets to be Disposed of | 200 | ||
Impairment of Long-Lived Assets to be Disposed of | $ 200 | ||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Business Acquisition [Line Items] | |||
Gain (Loss) on Disposition of Assets | $ 28 | ||
Franchise Acquisition | |||
Business Acquisition [Line Items] | |||
Franchise-operated restaurants acquired from franchisees | location | 0 | 0 | 4 |
Goodwill, Acquired During Period | $ 0 | $ 0 | $ 4,302 |
Property and equipment | 0 | 0 | 660 |
Below Market Lease, Acquired | 0 | 0 | 130 |
Total gross consideration | 0 | 0 | 4,832 |
Below Market Lease, Acquired | $ 0 | $ 0 | $ 130 |
La Verne Parternship | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 25.00% | ||
Business Combination, Consideration Transferred | $ 300 | ||
Adjustments to Additional Paid in Capital, Decrease from Acquisition | $ 100 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | ||
Mar. 24, 2020 | Dec. 31, 2019 | Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill, Acquired During Period | $ 500 | ||||
Goodwill, Reclassification to Held For Sale | $ 100 | ||||
Goodwill, Impairment Loss | $ (87,300) | $ (118,300) | $ 0 | $ (87,277) | $ (118,250) |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Other Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 16,609 | $ 16,681 |
Accumulated Amortization | (8,101) | (6,927) |
Net | 8,508 | 9,754 |
Sublease Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,820 | 1,820 |
Accumulated Amortization | (309) | (193) |
Net | 1,511 | 1,627 |
Franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 13,846 | 13,918 |
Accumulated Amortization | (7,378) | (6,421) |
Net | 6,468 | 7,497 |
Reacquired franchise rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 943 | 943 |
Accumulated Amortization | (414) | (313) |
Net | $ 529 | $ 630 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Dec. 28, 2021USD ($) |
Favorable lease assets | |
Finite-Lived Intangible Assets [Line Items] | |
2020 | $ 115 |
2021 | 113 |
2022 | 113 |
2023 | 113 |
2024 | 113 |
Franchise rights | |
Finite-Lived Intangible Assets [Line Items] | |
2020 | 900 |
2021 | 817 |
2022 | 743 |
2023 | 652 |
2024 | 556 |
Reacquired franchise rights | |
Finite-Lived Intangible Assets [Line Items] | |
2020 | 78 |
2021 | 67 |
2022 | 66 |
2023 | 56 |
2024 | $ 52 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Additional Information (Details) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended | ||
Mar. 24, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 28, 2021USD ($)restaurantslocation | Dec. 29, 2020USD ($)restaurantslocation | Dec. 31, 2019USD ($)restaurants | |
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill adjusment | $ 87,300 | $ 118,300 | $ 0 | $ 87,277 | $ 118,250 |
Company-operated restaurants sold to franchisees | restaurants | 0 | 6 | 31 | ||
Amortization expense | $ 2,900 | $ 3,400 | $ 2,800 | ||
Business combination, goodwill | 108,979 | $ 108,979 | |||
Goodwill, Impaired, Accumulated Impairment Loss | $ 205,600 | ||||
Franchise rights | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life of finite lived intangible assets (in years) | 40 years | ||||
Weighted average life of definite-lived intangibles (in years) | 12 years 6 months | ||||
Amortization expense | $ 1,000 | $ 1,300 | $ 1,300 | ||
Reacquired franchise rights | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life of definite-lived intangibles (in years) | 8 years 10 months 24 days | ||||
Amortization expense | $ 100 | ||||
Sublease Assets | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted average life of definite-lived intangibles (in years) | 14 years 1 month 6 days | ||||
Amortization expense | $ 100 | ||||
One Franchise-Operated Restaurant | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Number of franchise locations closed | location | 7 | ||||
One Franchise-Operated Restaurant | Franchise rights | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets written off | $ 200 | ||||
Seven Franchise-Operated Restaurants | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Number of franchise locations closed | location | 2 |
Debt, Obligations Under Capit_3
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities - Schedule of Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | Aug. 04, 2015 | |
Debt Instrument [Line Items] | ||||
Total outstanding indebtedness | $ 106,263 | $ 113,997 | ||
Obligations under finance leases and other debt | 421 | 611 | ||
Total debt, net | 106,684 | 114,608 | ||
Less: amounts due within one year | 35 | 190 | ||
Total amounts due after one year, net | 106,649 | 114,418 | ||
Deferred financing costs | 604 | 821 | ||
Amortization of Debt Issuance Costs and Discounts | 300 | 400 | $ 400 | |
Two Thousand Fifteen Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Total outstanding indebtedness | 106,263 | 113,997 | ||
Deferred financing costs | $ 500 | |||
Debt Instrument, Unamortized Discount | $ 133 | $ 182 | $ 1,400 |
Debt, Obligations Under Capit_4
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities - 2015 Revolving Credit Facility (Successor) (Details) - USD ($) | Aug. 04, 2015 | Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Payments on revolving credit facility | $ 48,000,000 | $ 96,000,000 | $ 55,000,000 | |
Amortization of deferred financing costs including debt discount | 300,000 | 400,000 | $ 400,000 | |
Deferred financing costs | 604,000 | 821,000 | ||
Two Thousand Fifteen Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Credit agreement issuance date | Aug. 4, 2015 | |||
Credit agreement maturity date | Aug. 4, 2020 | |||
Credit facility amount | $ 250,000,000 | |||
Credit facility | 13,400,000 | |||
Unamortized debt discount | 1,400,000 | 133,000 | $ 182,000 | |
Deferred financing costs | $ 1,000,000 | |||
Interest rate on outstanding balance of credit facility (percent) | 1.63% | |||
Availability for additional borrowings under credit facility | $ 129,600,000 | |||
Long-term Debt, Gross | 107,000,000 | |||
Deferred financing costs | $ 500,000 | |||
Long-term Debt, Gross | $ 107,000,000 | |||
Two Thousand Fifteen Revolving Credit Facility | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 0.50% | |||
Two Thousand Fifteen Revolving Credit Facility | Eurodollar | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 1.00% | |||
Letter of Credit | Two Thousand Fifteen Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Credit facility amount | $ 35,000,000 | |||
Minimum | Two Thousand Fifteen Revolving Credit Facility | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 0.25% | |||
Minimum | Two Thousand Fifteen Revolving Credit Facility | Eurodollar | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 1.25% | |||
Maximum | Two Thousand Fifteen Revolving Credit Facility | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 1.00% | |||
Maximum | Two Thousand Fifteen Revolving Credit Facility | Eurodollar | ||||
Debt Instrument [Line Items] | ||||
Credit facility margins on variable rate (percent) | 2.00% |
Debt, Obligations Under Capit_5
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities - DTH 2013 Senior Credit Facility (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Deferred financing costs | $ 604 | $ 821 | |
Amortization of deferred financing costs including debt discount | $ 300 | $ 400 | $ 400 |
Debt, Obligations Under Capit_6
Debt, Obligations Under Capital Leases and Deemed Landlord Financing Liabilities - Other Debt Information (Details) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Debt Disclosure [Abstract] | ||
2018 | $ 35 | |
2019 | 78 | |
2020 | 107,079 | |
2021 | 64 | |
2022 | 63 | |
Thereafter | 102 | |
Total maturities | 107,421 | |
Less: debt discount and deferred financing costs | (737) | |
Total debt, net | $ 106,684 | $ 114,608 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2020 | Dec. 28, 2021 | |
Derivative [Line Items] | ||
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | $ 100 | |
Cash Flow Hedging | Interest Rate Cap | ||
Derivative [Line Items] | ||
Notional amount | $ 70,000 | |
Cap interest rate | 2.00% |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Estimated Fair Values of Long-term Debt Instruments, Warrant Liability and Interest Rate Cap Agreement (Detail) - Two Thousand Fifteen Revolving Credit Facility - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Line of Credit | $ 106,263 | $ 113,997 |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Line of Credit | $ 106,263 | $ 113,997 |
Other Accrued Liabilities and_3
Other Accrued Liabilities and Other Non-current Liabilities - Summary of Other Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Other Liabilities Disclosure [Abstract] | ||
Employee compensation and related items | $ 19,200 | $ 16,048 |
Accrued income tax | 5,169 | 5,031 |
Accrued insurance | 3,601 | 3,712 |
Accrued advertising | 5,239 | 1,970 |
Restaurant closure liability | 300 | 500 |
Deferred gift card income | 1,658 | 1,669 |
Accrued Rent | 1,472 | 1,490 |
Accrued real property tax | 1,582 | 1,841 |
Deferred social security taxes | 3,381 | 3,381 |
Legal settlement | 2,673 | 0 |
Other | 2,248 | 2,050 |
Accrued State Income Tax | 41 | 4,301 |
Accrued advertising | 4,807 | 3,920 |
Other accrued liabilities | $ 51,071 | $ 45,413 |
Other Accrued Liabilities and_4
Other Accrued Liabilities and Other Non-current Liabilities - Summary of Other Non-current Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |||
(Unfavorable)/favorable lease assets/liabilities | $ 0 | $ 220 | $ (50) |
Other non-current liabilities | 16,838 | 19,760 | |
Insurance reserves | 7,278 | 8,178 | |
Deferred gift card income | 5,917 | 4,523 | |
Deferred Social Security Taxes | 0 | 3,381 | |
Restructuring Reserve, Noncurrent | 200 | 300 | |
Sublease liabilities | 1,635 | 1,464 | |
Sublease Liabilities | 1,264 | 1,375 | |
Other Sundry Liabilities, Noncurrent | 744 | 839 | |
Other non-current liabilities | $ 16,838 | $ 19,760 |
Other Accrued Liabilities and_5
Other Accrued Liabilities and Other Non-current Liabilities - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |||
Operating Lease, Right-of-Use Asset, Amortization | $ 23,207 | $ 22,035 | $ 21,681 |
Operating Lease, Weighted Average Remaining Lease Term | 11 years 10 months 24 days | ||
Lessee, Sublease Liability, to be Paid In Each of the Next Five Years | $ 100 | ||
Sublease Liability, Amortization | $ 100 | ||
Sublease Liability, Weighted Average Remaining Lease Term | 13 years 2 months 12 days |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | May 27, 2021 | Dec. 28, 2021 | Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period of recognition | 3 years 2 months 12 days | |||||
Weighted-average grant date fair value | $ 9.76 | |||||
Total intrinsic value of stock options exercised | $ 30,000 | $ 29,000 | ||||
Additional shares granted during period (in shares) | 281,822 | |||||
Granted (in shares) | 678,000 | |||||
Unrecognized compensation expense, net | $ 1,900,000 | $ 1,900,000 | ||||
Tax withholdings on restricted stock vesting | 191,976 | 164,545 | ||||
Payments related to employee tax withholding obligations | $ 1,895,000 | $ 999,000 | $ 2,602,000 | |||
Number of awards outstanding | 1,012,916 | 1,012,916 | 1,254,775 | |||
Number of stock options outstanding | 1,235,067 | 1,235,067 | 574,453 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 6,636 | 0 | ||||
Restricted Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period of recognition | 2 years | |||||
Weighted-average grant date fair value | $ 9.76 | $ 6.39 | $ 12.17 | |||
Total fair value of awards vested | $ 5,100,000 | $ 2,700,000 | $ 6,600,000 | |||
Unrecognized compensation expense, net | $ 5,500,000 | 5,500,000 | ||||
Payments related to employee tax withholding obligations | 1,900,000 | 1,000,000 | ||||
Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation expense recorded | $ 500,000 | |||||
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period of recognition | 2 months 12 days | |||||
Weighted-average grant date fair value | $ 9.89 | |||||
Additional shares granted during period (in shares) | 70,199 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Nonvested | $ 200,000 | $ 200,000 | ||||
2015 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock authorized and available for grant | 1,142,252 | 1,142,252 | ||||
Stock-based compensation expense recorded | $ 6,500,000 | $ 5,700,000 | $ 6,300,000 | |||
Common stock reserved and authorized for issuance | 3,300,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 1,800,000 | |||||
2015 Plan [Member] | Restricted Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Outstanding and Unvested Restricted Stock Activity (Detail) - $ / shares | 12 Months Ended | |
Dec. 28, 2021 | Dec. 29, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested, beginning balance (in shares) | 1,254,775 | |
Granted (in shares) | 281,822 | |
Vested (in shares) | (519,931) | |
Forfeited (in shares) | (3,750) | |
Nonvested, ending balance (in shares) | 1,012,916 | 1,254,775 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted-Average Grant Date Fair Value, beginning balance (in dollars per share) | $ 9.84 | |
Weighted-Average Grant Date Fair Value, Granted (in dollars per share) | 9.76 | |
Weighted-Average Grant Date Fair Value, Vested (in dollars per share) | 10.64 | |
Weighted-Average Grant Date Fair Value, Forfeited (in dollars per share) | 7.93 | |
Weighted-Average Grant Date Fair Value, ending balance (in dollars per share) | $ 9.41 | $ 9.84 |
Tax withholdings on restricted stock vesting | 191,976 | 164,545 |
Weighted average period of recognition | 3 years 2 months 12 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 28, 2021 | Dec. 29, 2020 | |
Shares | ||
Options outstanding, beginning of period (in shares) | 574,453 | |
Granted (in shares) | 678,000 | |
Exercised (in shares) | (6,636) | 0 |
Forfeited (in shares) | (10,750) | |
Options outstanding, end of period (in shares) | 1,235,067 | 574,453 |
Options exercisable (in shares) | 356,972 | |
Options exercisable and expected to vest (in shares) | 1,035,837 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price, beginning balance (in dollars per share) | $ 9.54 | |
Weighted Average Exercise Price, Granted (in dollars per share) | 9.88 | |
Weighted Average Exercise Price, Exercised (in dollars per share) | 7.61 | |
Weighted Average Exercise Price, Forfeited (in dollars per share) | 11.44 | |
Weighted Average Exercise Price, end of period (in dollars per share) | 9.72 | $ 9.54 |
Weighted Average Exercise Price, Options exercisable (in dollars per share) | $ 10.86 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 2 years 6 months | |
Weighted Average Exercise Price, Options exercisable and expected to vest (in dollars per share) | $ 9.80 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted Average Remaining Contractual Term, Options outstanding (in years) | 5 years 1 month 6 days | 4 years 4 months 24 days |
Weighted Average Remaining Contractual Term, Options excercisable and expected to vest (in years) | 4 years 10 months 24 days | |
Aggregate Intrinsic Value, Options outstanding | $ 3,622 | $ 624 |
Aggregate Intrinsic Value, Options exercisable | 767 | |
Aggregate Intrinsic Value, Options exercisable and expected to vest | 2,993 | |
Unrecognized compensation expense, net | $ 1,900 | |
Weighted average period of recognition | 3 years 2 months 12 days |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used in Option-pricing Valuation (Details) - USD ($) | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Expected volatility (percent) | 49.46% | 44.40% | 35.61% |
Risk-free rate of return (percent) | 0.81% | 0.58% | 2.49% |
Expected life (in years) | 4 years 9 months | 4 years 9 months | 4 years 9 months |
Dividend yield | $ 0.0162 | $ 0 | $ 0 |
Fair value per share at date of grant (in dollars per share) | $ 3.65 | $ 2.41 | $ 3.59 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) | 12 Months Ended | |||||
Dec. 28, 2021USD ($)vote$ / sharesshares | Dec. 29, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Jul. 23, 2018USD ($) | Aug. 23, 2016USD ($) | Feb. 26, 2016USD ($) | |
Class of Stock [Line Items] | ||||||
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | ||||
Number of votes entitled to each share | vote | 1 | |||||
Common stock, shares issued (in shares) | 36,397,054 | 36,828,237 | ||||
Common stock, shares outstanding (in shares) | 36,397,054 | 36,828,237 | ||||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | ||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||
Value per share as of June 30, 2015 | $ / shares | $ 3.65 | $ 2.41 | $ 3.59 | |||
Shares/warrants repurchased, value | $ | $ 7,514,000 | $ 4,222,000 | $ 7,373,000 | |||
Common Stock, Dividends, Per Share, Cash Paid | $ / shares | $ 0.04 | |||||
Dividends, Common Stock, Cash | $ | $ 5,857,000 | |||||
Common Stock and Warrants [Member] | ||||||
Class of Stock [Line Items] | ||||||
Maximum authorized stock & warrant repurchase amount (up to) | $ | $ 75,000,000 | $ 50,000,000 | $ 25,000,000 | |||
Stock repurchase program, increase authorized amount | $ | $ 25,000,000 | |||||
Remaining authorized stock/warrant repurchase amount | $ | $ 10,600,000 | |||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Shares/warrants repurchased (in shares/warrants) | 765,774 | 496,356 | 574,481 | |||
Average cost per share/warrant (in dollars per share/warrant) | $ / shares | $ 9.79 | $ 8.49 | $ 10.17 | |||
Shares/warrants repurchased, value | $ | $ 7,500,000 | $ 4,200,000 | $ 5,900,000 | |||
Warrants | ||||||
Class of Stock [Line Items] | ||||||
Shares/warrants repurchased (in shares/warrants) | 846,411 | |||||
Average cost per share/warrant (in dollars per share/warrant) | $ / shares | $ 1.78 | |||||
Shares/warrants repurchased, value | $ | $ 1,500,000 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Basic and Diluted Net Income per Share Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Numerator: | |||
Net income (loss) | $ 5,721 | $ (89,738) | $ (118,285) |
Denominator: | |||
Weighted-average shares outstanding - basic (in shares) | 36,565,678 | 37,161,921 | 37,018,445 |
Weighted-average shares outstanding - diluted (in shares) | 36,998,514 | 37,161,921 | 37,018,445 |
Net (loss) income per share - basic (in dollars per share) | $ 0.16 | $ (2.41) | $ (3.20) |
Net (loss) income per share - diluted (in dollars per share) | $ 0.15 | $ (2.41) | $ (3.20) |
Antidilutive options, unvested restricted stock awards, unvested RSUs and warrants excluded from the computations (in shares) | 672,185 | 3,930,968 | 6,661,450 |
Dilutive effect of unvested restricted stock | |||
Denominator: | |||
Dilutive effect (in shares) | 354,852 | 0 | 0 |
Dilutive effect of stock options | |||
Denominator: | |||
Dilutive effect (in shares) | 43,558 | 0 | 0 |
Dilutive effect of performance-based restricted shares | |||
Denominator: | |||
Dilutive effect (in shares) | 34,426 | 0 | 0 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Provision for Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 2,853 | $ 4,058 | $ 3,311 |
State | 1,391 | 1,920 | 1,643 |
Total current income tax expense (benefit) | 4,244 | 5,978 | 4,954 |
Deferred: | |||
Federal | (1,222) | (5,521) | (146) |
State | (537) | (2,519) | (437) |
Total deferred income tax expense (benefit) | (1,759) | (8,040) | (583) |
Income tax provision (benefit) | $ 2,485 | $ (2,062) | $ 4,371 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Rates and the Statutory Federal Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Federal income taxes | $ 1,723 | $ (19,278) | $ (23,922) |
State and local income taxes, net of federal tax benefit | 672 | (288) | 1,302 |
Targeted job credits | (358) | (377) | (712) |
Goodwill impairment and adjustments to assets held for sale | 0 | 17,590 | 27,909 |
Uncertain tax positions | 0 | (175) | 0 |
Executive compensation disallowed | 359 | 111 | 413 |
Permanent tax differences and other | 89 | 355 | (619) |
Income tax provision (benefit) | $ 2,485 | $ (2,062) | $ 4,371 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Federal income taxes (percent) | 21.00% | 21.00% | 21.00% |
State and local income taxes, net of federal tax benefit (percent) | 8.20% | 0.30% | (1.10%) |
Goodwill impairment and adjustments to assets held for sale (percent) | 0.00% | (19.20%) | (24.50%) |
Targeted job credits (percent) | (4.40%) | 0.40% | 0.60% |
Uncertain tax positions (percent) | 0.00% | 0.20% | 0.00% |
Executive compensation disallowed (percent) | 4.40% | (0.10%) | (0.30%) |
Permanent tax differences and other (percent) | 1.10% | (0.40%) | 0.50% |
Effective income tax rates (percent) | 30.30% | 2.20% | (3.80%) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 28, 2021 | Dec. 29, 2020 |
Components of Deferred Tax Assets [Abstract] | ||
Accrued insurance | $ 3,004,000 | $ 3,422,000 |
Restaurant closure liabilities | 119,000 | 161,000 |
Net operating loss carryforwards and tax credits | 21,000 | 21,000 |
Deferred income | 1,710,000 | 1,693,000 |
Stock-based compensation | 1,420,000 | 1,215,000 |
Accrued compensation | 523,000 | 591,000 |
Deferred social security taxes | 912,000 | 1,822,000 |
Operating lease liabilities | 71,149,000 | 74,003,000 |
Other, net | 1,815,000 | 526,000 |
Deferred tax assets | 80,673,000 | 83,454,000 |
Less: valuation allowance | 0 | 0 |
Net deferred tax assets | 80,673,000 | 83,454,000 |
Components of Deferred Tax Liabilities [Abstract] | ||
Property, equipment and intangible assets | (67,940,000) | (68,618,000) |
Deferred Tax Liabilities, Leasing Arrangements | (63,116,000) | (67,229,000) |
Investment in subsidiary | (7,147,000) | (7,167,000) |
Prepaid expenses | (1,771,000) | (1,658,000) |
Deferred Tax Liabilities, Other | (425,000) | (267,000) |
Deferred tax liabilities | (140,399,000) | (144,939,000) |
Deferred Tax Liabilities, Net | $ 59,726,000 | $ 61,485,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | |||
Effective income tax rates (percent) | 30.30% | 2.20% | (3.80%) |
Valuation allowance | $ 0 | $ 0 | |
Liability for uncertain tax positions | 36,000 | 38,000 | |
Unrecognized tax benefits that would impact effective tax rate | $ 36,000 | ||
Leasehold, Accelerated Depreciation | 2,000,000 | $ 1,200,000 | |
Leasehold, Tax Bonus Depreciation, Percent | 100.00% | ||
Deferred Tax Expense, Social Security Taxes | $ 3,400,000 | ||
CARES Act, Employee Retention Credit, Refundable Payroll Tax Credit, Percent | 50.00% | ||
CARES Act, Employee Retention Credit, Refundable Payroll Tax Credit, Amount | $ 600,000 | ||
Domestic Tax Authority | |||
Income Tax Disclosure [Line Items] | |||
Tax credit carryforward | $ 0 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 28, 2021USD ($)propertyleaseback_arrangementlocation | Dec. 29, 2020USD ($)location | Dec. 31, 2019USD ($)leaseback_arrangementlocation | Jun. 18, 2019leaseback_arrangement | Mar. 26, 2019leaseback_arrangement | |
Operating Leased Assets [Line Items] | |||||
Operating Lease, Rent Expense, Closure Charges | $ 1,500 | $ 1,200 | |||
Operating Lease, Payments | $ 39,626 | 35,330 | |||
Operating Lease, Weighted Average Discount Rate, Percent | 6.50% | ||||
Operating Lease, Weighted Average Remaining Lease Term | 11 years 10 months 24 days | ||||
Operating Lease, Right-of-Use Asset | $ 233,960 | 249,071 | |||
Operating Lease, Cost | 40,965 | 40,474 | $ 38,816 | ||
Finance Lease, Right-of-Use Asset, Amortization | 82 | 166 | 451 | ||
Finance Lease, Interest Expense | 9 | 30 | 95 | ||
Short-term Lease, Cost | 165 | 291 | 421 | ||
Variable Lease, Cost | 2,207 | 1,655 | 1,769 | ||
Sublease Income | $ 7,272 | $ 7,270 | $ 4,448 | ||
Number of underperforming locations | location | 5 | 8 | 7 | ||
Lease agreement term (in years) | 50 years | ||||
Guarantor obligations, maximum exposure, lease payments | $ 1,500 | ||||
Sale Leaseback Transaction, Number of Arrangements | leaseback_arrangement | 2 | 3 | 1 | 2 | |
Gain on sale of company-operated restaurants | $ 200 | ||||
Lease, Cost | $ 36,156 | $ 35,346 | $ 37,104 | ||
Operating Lease, Liability, Current | 24,328 | 22,648 | |||
Operating Lease, Liability | 239,476 | 251,958 | |||
Operating Lease, Liability | 263,804 | 274,606 | |||
Finance Lease, Right-Of-Use Asset, Gross | 76 | 441 | |||
Finance Lease, Right-Of-Use Asset, Accumulated Depreciation | $ (37) | $ (283) | |||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net | |||
Finance Lease, Right-of-Use Asset | $ 39 | $ 158 | |||
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of capital lease obligations and deemed landlord financing liabilities | Current portion of capital lease obligations and deemed landlord financing liabilities | |||
Finance Lease, Liability, Current | $ 13 | $ 128 | |||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term debt, finance lease obligations and other debt, excluding current portion, net | Long-term debt, finance lease obligations and other debt, excluding current portion, net | |||
Finance Lease, Liability, Noncurrent | $ 32 | $ 46 | |||
Finance Lease, Liability | $ 45 | 174 | |||
Finance Lease, Weighted Average Remaining Lease Term | 3 years 1 month 6 days | ||||
Finance Lease, Interest Payment on Liability | $ 9 | 30 | |||
Finance Lease, Principal Payments | $ 93 | 163 | |||
Number of Stores | property | 62 | ||||
Finance Lease, Weighted Average Discount Rate, Percent | 10.31% | ||||
Termination of Operating Lease, Right-of-use Asset | $ 400 | ||||
Termination of Operating Lease Liability | 1,000 | ||||
Gain (Loss) on Termination of Lease | 200 | ||||
Sale Leaseback Transaction, Lease Term | 20 years | ||||
Sale Leaseback Transaction, Net Proceeds | 3,600 | ||||
Sale and Leaseback Transaction, Gain (Loss), Net | $ (1,200) | ||||
Guarantor Obligation Lease Term | 18 years | ||||
Lease Termination Fee | $ 800 | ||||
Finance Lease, Right-of-Use Asset, Write-off | 37 | ||||
Finance Lease, Liability, Write-off | 36 | ||||
Finance Lease, Right-of-Use Asset | 0 | $ 0 | $ 1,185 | ||
Operating Lease, Right-of-Use Asset, Increase (Decrease) | 1 | ||||
Operating Lease, Lease Not yet Commenced, Payments | $ 2,100 | ||||
Sale Leaseback Transaction, Net Proceeds, Investing Activities | $ 12,700 | ||||
Guarantor Obligations, Remaining Lease Term | 10 years | ||||
Number of leases terminated | location | 2 | ||||
Sale of Land and Building | |||||
Operating Leased Assets [Line Items] | |||||
Sale Leaseback Transaction, Lease Term | 20 years | ||||
Property Lease Guarantee | |||||
Operating Leased Assets [Line Items] | |||||
Guarantor obligations, maximum exposure, lease payments | $ 1,400 | ||||
Guarantor Obligations, Current Carrying Value | $ 100 |
Leases - Schedule of Rent Expen
Leases - Schedule of Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
Operating Leased Assets [Line Items] | |||
Sublease Income | $ (7,272) | $ (7,270) | $ (4,448) |
Occupancy and Other - Franchise Subleases [Member] | |||
Operating Leased Assets [Line Items] | |||
Sublease Expense | 8,641 | 8,571 | 5,080 |
Franchise Sublease And Other Income | |||
Operating Leased Assets [Line Items] | |||
Sublease Income | $ (8,564) | $ (8,384) | $ (4,448) |
Leases - Minimum Commitments an
Leases - Minimum Commitments and Receipts (Details) - USD ($) $ in Thousands | Dec. 28, 2021 | Dec. 29, 2020 |
Leases [Abstract] | ||
Finance Lease, Liability, to be Paid, Year One | $ 17 | |
Lessee, Operating Lease, Liability, Payments, Due Year Five | 29,133 | |
Lessee, Operating Lease, Liability, Payments, Due Year Four | 32,216 | |
Lessee, Operating Lease, Liability, Payments, Due Year Three | 34,979 | |
Lessee, Operating Lease, Liability, Payments, Due Year Two | 38,417 | |
Lessee, Operating Lease, Liability, to be Paid, Year One | 40,672 | |
Lessor, Operating Lease, Payment to be Received, Year One | 6,973 | |
Lessor, Operating Lease, Payments to be Received, Thereafter | (53,635) | |
Lessor, Operating Lease, Payments to be Received, Five Years | (5,890) | |
Lessor, Operating Lease, Payments to be Received, Four Years | (5,999) | |
Lessor, Operating Lease, Payments to be Received, Three Years | (5,654) | |
Lessor, Operating Lease, Payments to be Received, Two Years | (6,315) | |
Lessor, Operating Lease, Payments to be Received | (84,466) | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due Year After Year Five | 156,637 | |
Finance Lease, Liability, Payment, Due | 52 | |
Lessee, Operating Lease, Liability, Payments, Due | 385,689 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due Year Five | 23,243 | |
Finance Lease, Liability, Payments, Due after Year Five | 0 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due Year Four | 26,218 | |
Finance Lease, Liability, Payments, Due after Year Five | 0 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due Year Three | 29,342 | |
Finance Lease, Liability, Payments, Due Year Four | 1 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Remainder Of Fiscal Year | 33,716 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due Year Two | 32,119 | |
Finance Lease, Liability, Payments, Due Year Three | 17 | |
Lessee, Operating and Finance Lease, Liability, Payments, Net Of Sublease Income, Due | 301,275 | |
Finance Lease, Interest Expense | (7) | |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (121,885) | |
Lessee, Operating and Finance Lease, Liability, Net Of Sublease Income, Undiscounted Excess Amount | (121,892) | |
Finance Lease, Liability | 45 | $ 174 |
Operating Lease, Liability | 263,804 | $ 274,606 |
Operating Leases, Thereafter | 210,272 | |
Finance Lease, Liability, Payments, Due Year Two | 17 | |
Operating and Finance Lease, Liability | $ 179,383 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 4 Months Ended | 12 Months Ended | ||
Dec. 29, 2020USD ($) | Jun. 15, 2021restaurants | Mar. 23, 2021USD ($) | Dec. 28, 2021USD ($)restaurants | Dec. 28, 2021USD ($)restaurants | Dec. 29, 2020USD ($) | |
Loss Contingencies [Line Items] | ||||||
Purchasing commitments contract extended terms | 2021 | |||||
Contractual purchase obligations for goods and services | $ 84,300 | $ 84,300 | ||||
Insurance deductible per claim | $ 350 | |||||
Officers | Termination Incentive Payments | ||||||
Loss Contingencies [Line Items] | ||||||
Base salary and bonus incentive payments after termination, term (in years) | 1 year | |||||
Contingent liability related to Severance Agreements and Executive Employment Agreements | $ 3,100 | 4,500 | $ 4,500 | $ 3,100 | ||
EEOC Case | ||||||
Loss Contingencies [Line Items] | ||||||
Legal defense fees | $ 1,250 | $ 500 | ||||
Reimbursement from insurance claims | 1,300 | 1,300 | ||||
Estimated Litigation Liability | $ 1,300 | $ 1,300 | ||||
Payments for Legal Settlements | $ 900 | |||||
Construction Defects | ||||||
Loss Contingencies [Line Items] | ||||||
Number of Closed Restaurants | restaurants | 3 | 4 | ||||
Number of Impaired Restaurants | restaurants | 2 | 4 | ||||
Litigation Settlement, Amount Awarded from Other Party | $ 1,500 | |||||
Loss Contingency Accrual, Payments | 700 | |||||
Loss Contingency Accrual | $ 300 | $ 300 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 28, 2021USD ($) | |
Retirement Benefits [Abstract] | |
Matching contributions | $ 100 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 22, 2022 | Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | Dec. 05, 2021 |
Subsequent Event [Line Items] | |||||
Dividends paid | $ 5,857 | $ 0 | $ 0 | ||
Common Stock, Shares Converted, Right to Cash Received Per Share | $ 12.51 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Quarterly dividend (in dollars per share) | $ 0.04 | ||||
Dividends paid | $ 1,500 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 28, 2021 | Dec. 29, 2020 | Dec. 31, 2019 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $ 117 | $ 87 | $ 76 |
Charged to costs and expenses | 0 | 30 | 41 |
Charge to other accounts | 0 | 0 | 0 |
Deductions | 39 | 0 | 30 |
Balance at end of period | $ 78 | $ 117 | $ 87 |