Cover
Cover - shares | 9 Months Ended | |
Oct. 01, 2023 | Nov. 03, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 01, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-41721 | |
Entity Registrant Name | CAVA Group, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-3426661 | |
Entity Address, Address Line One | 14 Ridge Square NW | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Washington | |
Entity Address, State or Province | DC | |
Entity Address, Postal Zip Code | 20016 | |
City Area Code | 202 | |
Local Phone Number | 400-2920 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | CAVA | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 113,611,499 | |
Entity Central Index Key | 0001639438 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Oct. 01, 2023 | Dec. 25, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 340,399 | $ 39,125 |
Trade accounts receivable, net | 5,192 | 2,827 |
Other accounts receivable | 7,500 | 4,908 |
Inventories | 5,726 | 5,139 |
Prepaid expenses and other | 4,832 | 6,151 |
Total current assets | 363,649 | 58,150 |
Property and equipment, net | 316,086 | 242,983 |
Operating lease assets | 297,031 | 273,876 |
Goodwill | 1,944 | 1,944 |
Intangible assets, net | 1,355 | 1,382 |
Other long-term assets | 4,909 | 5,548 |
Total assets | 984,974 | 583,883 |
Current liabilities: | ||
Accounts payable | 13,568 | 14,311 |
Accrued expenses and other | 62,997 | 40,468 |
Operating lease liabilities - current | 36,366 | 29,539 |
Total current liabilities | 112,931 | 84,318 |
Deferred income taxes | 28 | 28 |
Operating lease liabilities | 305,993 | 285,194 |
Other long-term liabilities | 299 | 538 |
Total liabilities | 419,251 | 370,078 |
Commitments and Contingencies (Note 11) | ||
Preferred stock: | ||
Carrying Value | 0 | 662,308 |
Stockholders' equity: | ||
Common stock, par value $0.0001 per share; 2,500,000,000 and 150,000,000 shares authorized; 113,589,500 and 1,409,460 issued and outstanding, respectively | 11 | 0 |
Treasury stock, at cost; 1,040,195 shares and 886,278 shares, respectively | (8,190) | (6,619) |
Additional paid-in capital | 1,023,614 | 19,059 |
Accumulated deficit | (449,712) | (460,943) |
Total stockholders’ equity | 565,723 | (448,503) |
Total liabilities, preferred stock and stockholders' equity | $ 984,974 | $ 583,883 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Oct. 01, 2023 | Dec. 25, 2022 |
Statement of Financial Position [Abstract] | ||
Redeemable preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Redeemable preferred stock, shares authorized (in shares) | 250,000,000 | 111,874,110 |
Redeemable preferred stock, shares outstanding (in shares) | 0 | 95,203,554 |
Redeemable preferred stock. issued (in shares) | 0 | 95,203,554 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 2,500,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 113,589,500 | 1,409,460 |
Common stock, shares outstanding (in shares) | 113,589,500 | 1,409,460 |
Treasury stock (in shares) | 1,040,195 | 886,278 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Income Statement [Abstract] | ||||
Total revenue | $ 175,553 | $ 139,258 | $ 551,530 | $ 434,184 |
Restaurant operating costs (excluding depreciation and amortization) | ||||
Food, beverage, and packaging | 51,818 | 44,617 | 161,936 | 139,262 |
Labor | 43,913 | 37,193 | 138,484 | 121,946 |
Occupancy | 13,782 | 12,302 | 43,781 | 41,256 |
Other operating expenses | 21,553 | 18,738 | 66,847 | 57,563 |
Total restaurant operating expenses | 131,066 | 112,850 | 411,048 | 360,027 |
General and administrative expenses | 24,472 | 16,547 | 76,817 | 53,768 |
Depreciation and amortization | 11,528 | 10,018 | 35,096 | 31,783 |
Restructuring and other costs | 1,092 | 2,055 | 5,160 | 4,989 |
Pre-opening costs | 3,410 | 6,175 | 12,809 | 14,225 |
Impairment and asset disposal costs | 1,190 | 3,838 | 4,295 | 9,848 |
Total operating expenses | 172,758 | 151,483 | 545,225 | 474,640 |
Income (loss) from operations | 2,795 | (12,225) | 6,305 | (40,456) |
Other income (expense): | ||||
Interest (income) expense, net | (3,956) | (115) | (4,630) | 262 |
Other income, net | 120 | 188 | 412 | 644 |
Income (loss) before income taxes | 6,871 | (11,922) | 11,347 | (40,074) |
Provision for (benefit from) income taxes | 38 | (29) | 116 | 67 |
Net income (loss) | $ 6,833 | $ (11,893) | $ 11,231 | $ (40,141) |
Earnings (loss) per common share: | ||||
Basic net income (loss) per common share (in usd per share) | $ 0.06 | $ (8.96) | $ 0.26 | $ (30.54) |
Diluted net income (loss) per common share (in usd per share) | $ 0.06 | $ (8.96) | $ 0.24 | $ (30.54) |
Denominator: | ||||
Weighted average shares outstanding—basic (in shares) | 113,584 | 1,327 | 43,244 | 1,314 |
Weighted average shares outstanding, diluted | 117,713 | 1,327 | 45,966 | 1,314 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PREFERRED STOCK AND STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Treasury Stock | Additional Paid in Capital | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment |
Beginning Balance (in shares) at Dec. 26, 2021 | 95,203,554 | ||||||
Beginning Balance at Dec. 26, 2021 | $ 662,308 | ||||||
Ending Balance (in shares) at Oct. 02, 2022 | 95,203,554 | ||||||
Ending Balance at Oct. 02, 2022 | $ 662,308 | ||||||
Beginning balance (in shares) at Dec. 26, 2021 | 1,124,532 | ||||||
Beginning balance at Dec. 26, 2021 | (393,021) | $ 576 | $ 0 | $ (5,708) | $ 15,219 | $ (402,532) | $ 576 |
Beginning balance (in shares) at Dec. 26, 2021 | 747,048 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | $ 2,838 | 2,838 | |||||
Stock options exercised (in shares) | 13,608 | 13,608 | |||||
Stock options exercised | $ 32 | 32 | |||||
RSU vesting (in shares) | 298,626 | ||||||
RSU vesting | 0 | ||||||
Repurchase of common stock upon RSU vesting (in shares) | 103,353 | 103,353 | |||||
Repurchase of common stock upon RSU vesting | (661) | $ (661) | |||||
Net income (loss) | (40,141) | (40,141) | |||||
Ending balance (in shares) at Oct. 02, 2022 | 1,333,413 | ||||||
Ending balance at Oct. 02, 2022 | $ (430,377) | $ 0 | $ (6,369) | 18,089 | (442,097) | ||
Ending balance (in shares) at Oct. 02, 2022 | 850,401 | ||||||
Beginning Balance (in shares) at Jul. 10, 2022 | 95,203,554 | ||||||
Beginning Balance at Jul. 10, 2022 | $ 662,308 | ||||||
Ending Balance (in shares) at Oct. 02, 2022 | 95,203,554 | ||||||
Ending Balance at Oct. 02, 2022 | $ 662,308 | ||||||
Beginning balance (in shares) at Jul. 10, 2022 | 1,326,534 | ||||||
Beginning balance at Jul. 10, 2022 | (419,567) | $ 0 | $ (6,350) | 16,987 | (430,204) | ||
Beginning balance (in shares) at Jul. 10, 2022 | 847,536 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | 1,098 | 1,098 | |||||
Stock options exercised (in shares) | 1,341 | ||||||
Stock options exercised | 4 | 4 | |||||
RSU vesting (in shares) | 8,403 | ||||||
RSU vesting | 0 | ||||||
Repurchase of common stock upon RSU vesting (in shares) | 2,865 | 2,865 | |||||
Repurchase of common stock upon RSU vesting | (19) | $ (19) | |||||
Net income (loss) | (11,893) | (11,893) | |||||
Ending balance (in shares) at Oct. 02, 2022 | 1,333,413 | ||||||
Ending balance at Oct. 02, 2022 | $ (430,377) | $ 0 | $ (6,369) | 18,089 | (442,097) | ||
Ending balance (in shares) at Oct. 02, 2022 | 850,401 | ||||||
Beginning Balance (in shares) at Dec. 25, 2022 | 95,203,554 | ||||||
Beginning Balance at Dec. 25, 2022 | $ 662,308 | ||||||
Redeemable Preferred Stock | |||||||
Conversion of preferred stock (in shares) | (95,203,554) | ||||||
Conversion of preferred stock | $ (662,308) | ||||||
Ending Balance (in shares) at Oct. 01, 2023 | 0 | ||||||
Ending Balance at Oct. 01, 2023 | $ 0 | ||||||
Beginning balance (in shares) at Dec. 25, 2022 | 1,409,460 | 1,409,460 | |||||
Beginning balance at Dec. 25, 2022 | $ (448,503) | $ 0 | $ (6,619) | 19,059 | (460,943) | ||
Beginning balance (in shares) at Dec. 25, 2022 | 886,278 | 886,278 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | $ 5,854 | 5,854 | |||||
Stock options exercised (in shares) | 61,748 | 61,748 | |||||
Stock options exercised | $ 292 | 292 | |||||
RSU vesting (in shares) | 457,545 | ||||||
RSU vesting | 0 | ||||||
Repurchase of common stock upon RSU vesting (in shares) | 153,917 | 153,917 | |||||
Repurchase of common stock upon RSU vesting | (1,571) | $ (1,571) | |||||
Proceeds from initial public offering, net of underwriting fees and offering costs of $29.3 million (in shares) | 16,611,110 | ||||||
Proceeds from initial public offering, net of underwriting fees and offering costs of $29.3 million | 336,111 | $ 1 | 336,110 | ||||
Conversion of preferred stock (in shares) | 95,203,554 | ||||||
Conversion of preferred stock | 662,309 | $ 10 | 662,299 | ||||
Net income (loss) | $ 11,231 | 11,231 | |||||
Ending balance (in shares) at Oct. 01, 2023 | 113,589,500 | 113,589,500 | |||||
Ending balance at Oct. 01, 2023 | $ 565,723 | $ 11 | $ (8,190) | 1,023,614 | (449,712) | ||
Ending balance (in shares) at Oct. 01, 2023 | 1,040,195 | 1,040,195 | |||||
Beginning Balance (in shares) at Jul. 09, 2023 | 0 | ||||||
Beginning Balance at Jul. 09, 2023 | $ 0 | ||||||
Ending Balance (in shares) at Oct. 01, 2023 | 0 | ||||||
Ending Balance at Oct. 01, 2023 | $ 0 | ||||||
Beginning balance (in shares) at Jul. 09, 2023 | 113,580,645 | ||||||
Beginning balance at Jul. 09, 2023 | 555,809 | $ 11 | $ (8,085) | 1,020,428 | (456,545) | ||
Beginning balance (in shares) at Jul. 09, 2023 | 1,037,145 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | 3,183 | 3,183 | |||||
Stock options exercised (in shares) | 1,315 | ||||||
Stock options exercised | 3 | 3 | |||||
RSU vesting (in shares) | 10,590 | ||||||
RSU vesting | 0 | ||||||
Repurchase of common stock upon RSU vesting (in shares) | 3,050 | 3,050 | |||||
Repurchase of common stock upon RSU vesting | (105) | $ (105) | |||||
Net income (loss) | $ 6,833 | 6,833 | |||||
Ending balance (in shares) at Oct. 01, 2023 | 113,589,500 | 113,589,500 | |||||
Ending balance at Oct. 01, 2023 | $ 565,723 | $ 11 | $ (8,190) | $ 1,023,614 | $ (449,712) | ||
Ending balance (in shares) at Oct. 01, 2023 | 1,040,195 | 1,040,195 |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 01, 2023 | Oct. 02, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 11,231 | $ (40,141) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 35,069 | 26,954 |
Amortization of intangible assets | 27 | 4,829 |
Equity-based compensation | 5,854 | 2,838 |
Impairment and asset disposal costs | 4,295 | 9,848 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (2,365) | (826) |
Other accounts receivable | (2,591) | (1,620) |
Inventories | (586) | (879) |
Prepaid expenses and other | 643 | (82) |
Operating lease assets | (26,177) | (32,677) |
Accounts payable | 1,601 | (917) |
Accrued expenses and other | 16,437 | 1,735 |
Operating lease liabilities | 29,650 | 36,167 |
Net cash provided by operating activities | 73,088 | 5,229 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (107,564) | (71,736) |
Net cash used in investing activities | (107,564) | (71,736) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 6,000 | 0 |
Payments on long-term debt | (6,000) | 0 |
Purchase of treasury stock | (1,571) | (661) |
Stock options exercised | 292 | 32 |
Proceeds from initial public offering, net of underwriting fees of $22.8 million | 342,604 | 0 |
Offering costs paid | (5,141) | 0 |
Payment of loan acquisition fees | (368) | (963) |
Payments on finance lease obligations | (66) | (67) |
Net cash provided by (used in) financing activities | 335,750 | (1,659) |
Net change in cash and cash equivalents | 301,274 | (68,166) |
Cash and cash equivalents - beginning of year | 39,125 | 140,332 |
Cash and cash equivalents - end of period | 340,399 | 72,166 |
Supplemental Disclosure of Cash Flow Information: | ||
Offering costs not yet paid | 243 | 0 |
Cash paid for interest related to long-term debt | 278 | 102 |
Cash paid for income taxes | 260 | 410 |
Change in accrued purchases of property and equipment | 4,087 | 4,823 |
Conversion of redeemable preferred stock into common stock in connection with initial public offering | $ 662,309 | $ 0 |
UNAUDITED CONDENSED CONSOLIDA_6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Parenthetical $ in Millions | 9 Months Ended |
Oct. 01, 2023 USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Underwriting fees and deferred offering costs | $ 29.3 |
UNAUDITED CONDENSED CONSOLIDA_7
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Parenthetical $ in Millions | 9 Months Ended |
Oct. 01, 2023 USD ($) | |
Statement of Cash Flows [Abstract] | |
Underwriting discounts and commissions | $ 22.8 |
NATURE OF OPERATIONS AND BASIS
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 9 Months Ended |
Oct. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | NATURE OF OPERATIONS AND BASIS OF PRESENTATION CAVA Group, Inc. (together with its wholly owned subsidiaries, referred to as the “Company”, “we”, “us”, and “our” unless specified otherwise) was formed as a Delaware corporation on February 27, 2015, as a holding company. On April 3, 2015, the Company acquired all of the outstanding membership interests in CAVA Foods, LLC, which includes the Consumer Packaged Goods (“CPG”) business consisting of the Company’s proprietary dips, spreads and dressings. On November 21, 2018, the Company acquired all of the outstanding common stock of Zoes Kitchen, Inc. as part of the Company’s strategic expansion initiative. The Company is headquartered in Washington D.C. and, as of October 1, 2023, the Company operated 290 fast-casual CAVA restaurants in 24 states and Washington D.C. The number of CAVA restaurants excludes two locations operating under a licensing arrangement and digital kitchens. The Company’s restaurants serve healthful, fast-casual Mediterranean fare. The Company’s dips and spreads, which are centrally produced, are sold nationally through grocery stores, including Whole Foods Markets, while its dressings are available at grocery stores in select markets. The Company’s operations are conducted as two reportable segments: CAVA and Zoes Kitchen. These segments were determined on the same basis that the Company’s Chief Executive Officer (“CEO”), who is the chief operating decision maker (“CODM”), manages, evaluates, and makes key decisions regarding the business. As of March 2, 2023, the Company no longer operates any Zoes Kitchen locations. The Company has been focused on a strategy of converting Zoes Kitchen restaurants into CAVA restaurants in addition to opening new CAVA restaurants. The first conversion restaurant opened on November 8, 2019 and concluded with the last conversion restaurant opening on October 20, 2023, resulting in a total of 153 conversion restaurants. Stock Split —On June 2, 2023, the Company effectuated a 3-to-1 forward stock split of its common stock and preferred stock. The forward stock split did not result in an adjustment to the par value. All references in the accompanying consolidated financial statements and related notes to the number of shares of common stock, preferred stock, options to purchase common stock, restricted stock units, and per share data have been restated on a retroactive basis for all periods presented to reflect the effect of this action. Initial Public Offering —On June 20, 2023, we completed an initial public offering (the “IPO”) of 16,611,110 shares of common stock at a price of $22.00 per share, which included 2,166,666 shares sold to the underwriters pursuant to their option to purchase additional shares. After underwriting discounts and commissions of $22.8 million and offering expenses of $6.5 million, we received net proceeds from the offering of $336.1 million, of which $0.2 million of offering expenses were unpaid as of October 1, 2023. In connection with the IPO, 95,203,554 outstanding shares of preferred stock were converted into an equivalent number of shares of common stock. See Note 8 (Redeemable Preferred Stock and Stockholders’ Equity) for more information. Interim Financial Statements —The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles and practices of the United States of America (“US GAAP”) for interim financial information. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. Certain information and footnote disclosures normally included in annual financial statements presented in accordance with US GAAP have been omitted pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”). Due to the seasonality of our business, results for any interim financial period are not necessarily indicative of the results that may be achieved for a full fiscal year. In addition, quarterly results of operations may be impacted by the timing and amount of sales and costs associated with opening new restaurants. These interim unaudited condensed consolidated financial statements do not represent complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 25, 2022 included in our final prospectus filed with the SEC on June 16, 2023 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended. Principles of Consolidation —The accompanying unaudited condensed consolidated financial statements include the accounts of CAVA Group, Inc. and its wholly owned subsidiaries after elimination of all intercompany accounts and transactions. Fiscal Year —The Company operates on a 52-week or 53-week fiscal year that ends on the last Sunday of the calendar year. The fiscal year ending December 31, 2023 (“fiscal 2023”) and the fiscal year ended December 25, 2022 (“fiscal 2022”) have 53 weeks and 52 weeks, respectively. In a 52-week fiscal year, the first fiscal quarter contains sixteen weeks and the second, third, and fourth fiscal quarters each contain twelve weeks. In a 53-week fiscal year, the first fiscal quarter contains sixteen weeks, the second and third fiscal quarters each contain twelve weeks, and the fourth fiscal quarter contains thirteen weeks. Use of Estimates —The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with US GAAP. The preparation of financial statements in conformity with US GAAP requires management to make certain estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates made by the Company include valuation of long-lived, definite and indefinite-lived assets, impairment of long-lived, definite and indefinite-lived assets, estimated useful lives of assets, the Company’s incremental borrowing rate, allowance for doubtful accounts, the fair value of equity-based compensation and common stock, and deferred tax valuation allowances. These estimates are based on information available as of the date of the consolidated financial statements; therefore actual results could differ from those estimates. Recently Adopted Accounting Standards —On December 26, 2022, the Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which requires the measurement and recognition of expected credit losses on financial instruments . The amendments in ASU 2016-13 replace the incurred loss model in existing GAAP with a forward-looking expected credit loss model that requires consideration of a broad range of information to estimate credit losses. The adoption of this standard did not have a material impact on our financial position or results from operations. Recently Issued Accounting Standards — The Company reviewed all other recently issued accounting standards and determined they were either not applicable or not expected to have a material impact on our financial position or results from operations. JOBS Act Election —In April 2012, the JOBS Act was enacted. Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay adoption of certain accounting standards until those standards would apply to private companies. The Company has elected to take advantage of the extended transition period to comply with new or revised accounting standards and to adopt certain of the reduced disclosure requirements available to emerging growth companies. As a result of the accounting standards election, the Company will not be subject to the same implementation timing for new or revised accounting standards as other public companies that are not emerging growth companies and, as a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. |
REVENUE
REVENUE | 9 Months Ended |
Oct. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The Company’s revenue was as follows for the periods indicated : Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Restaurant revenue $ 173,759 $ 137,645 $ 545,476 $ 428,542 CPG revenue and other 1,794 1,613 6,054 5,642 Revenue $ 175,553 $ 139,258 $ 551,530 $ 434,184 Revenue from the sale of the Company’s gift cards and loyalty program is included in restaurant revenue. Refer to Note 6 (Accrued Expenses and Other) for the Company’s gift card and loyalty liabilities balances. Revenue recognized from the redemption of gift cards, including breakage, that was included in the gift card liability at the beginning of the year was $0.3 million and $0.1 million during the twelve weeks ended October 1, 2023 and October 2, 2022, respectively . Revenue recognized from the redemption of gift cards, including breakage, that was included in the gift card liability at the beginning of the year was $0.7 million and $0.6 million during the forty weeks ended October 1, 2023 and October 2, 2022, respectively . The full amount of the outstanding loyalty liability as of October 1, 2023 is expected to be recognized within one year due to the expiration of loyalty rewards being less than one year. |
FAIR VALUE
FAIR VALUE | 9 Months Ended |
Oct. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Assets and Liabilities Measured at Fair Value on a Recurring Basis —The carrying amounts of our financial instruments, which include cash and cash equivalents, accounts receivable, accounts payable, and other accrued expenses, approximate their fair values due to their short maturities. Assets and Liabilities Measured at Fair Value on a Non-recurring Basis —Assets recognized or disclosed at fair value in the accompanying unaudited condensed consolidated financial statements on a nonrecurring basis include items such as property and equipment, net, operating lease assets, goodwill, and intangible assets, net. These assets are measured at fair value whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Certain operating lease assets and leasehold improvements for which impairment losses of $0.6 million and $1.3 million were recognized during the twelve and forty weeks ended October 1, 2023, respectively, were measured at fair value, on a non-recurring basis as of October 1, 2023. The fair value of these assets was concluded to be $0.7 million using an income approach (discounted cash flow method), which was measured using Level 3 inputs (unobservable inputs). Unobservable inputs include the discount rate and projected restaurant revenues and expenses. Refer to Note 4 (Property and Equipment, net) for more information. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 9 Months Ended |
Oct. 01, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET The following table presents the Company’s property and equipment, net as of the periods indicated: ($ in thousands) October 1, December 25, Land $ 600 $ 600 Leasehold improvements 247,536 206,849 Equipment 72,395 58,430 Furniture and fixtures 19,282 18,472 Computer hardware and software 41,632 35,190 Vehicles 508 565 Construction in progress 64,335 36,269 Total property and equipment, gross 446,288 356,375 Less accumulated depreciation (130,202) (113,392) Total property and equipment, net $ 316,086 $ 242,983 Construction in progress relates to CAVA new restaurant openings, construction of the new production facility in Verona, VA, and technology improvements. In connection with the Company’s conversion strategy described in Note 1 (Nature of Operations and Basis of Presentation), the Company recognized impairment losses related to operating lease assets of closed restaurants within the Zoes Kitchen segment of $0.1 million and $1.6 million during the twelve weeks ended October 1, 2023 and October 2, 2022, respectively, and $0.8 million and $2.2 million during the forty weeks ended October 1, 2023 and October 2, 2022, respectively. Those, together with impairment charges of $0.5 million recognized during the twelve and forty weeks ended October 1, 2023 within the CAVA segment, resulted in total impairment charges of $0.6 million and $1.6 million during the twelve weeks ended October 1, 2023 and October 2, 2022, respectively, and $1.3 million and $2.2 million during the forty weeks ended October 1, 2023 and October 2, 2022, respectively. Impairment charges are recorded within asset impairment and disposal costs in the accompanying unaudited condensed consolidated statements of operations. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 9 Months Ended |
Oct. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | GOODWILL AND INTANGIBLE ASSETS, NETDuring the twelve and forty weeks ended October 1, 2023 and October 2, 2022, there were no changes in the carrying amount of goodwill of $1.9 million. The following tables present the Company’s intangible assets, net as of the periods indicated: October 1, 2023 ($ in thousands) Carrying Value Accumulated Amortization Net Trademark $ 750 $ — $ 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 1,355 $ — $ 1,355 As of October 1, 2023 all of our intangible assets subject to amortization were fully amortized. December 25, 2022 ($ in thousands) Carrying Value Accumulated Amortization Net Total intangible assets subject to amortization, customer relationships $ 1,207 $ (1,180) $ 27 Trademark 750 — 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 2,562 $ (1,180) $ 1,382 |
ACCRUED EXPENSES AND OTHER
ACCRUED EXPENSES AND OTHER | 9 Months Ended |
Oct. 01, 2023 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER | ACCRUED EXPENSES AND OTHER The following table presents the Company’s accrued expenses and other as of the periods indicated: ($ in thousands) October 1, December 25, Accrued payroll and payroll taxes $ 23,894 $ 13,413 Accrued capital purchases 14,156 7,726 Sales and use tax payable 4,158 2,339 Gift card and loyalty liabilities 3,497 3,271 Other accrued expenses 17,292 13,719 Total accrued expenses and other $ 62,997 $ 40,468 |
DEBT
DEBT | 9 Months Ended |
Oct. 01, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT JPMorgan Chase Bank Revolving Line of Credit —On February 15, 2023, the Company entered into a second amendment with respect to its revolving credit agreement with JP Morgan Chase Bank, N.A. as administrative agent dated March 11, 2022, collectively known as the “2022 Credit Facility.” The amendment provides for a $30.0 million delayed draw term loan facility (the “Delayed Draw Facility” and the loans thereunder, the “Delayed Draw Term Loans”) to finance construction and capital expenditures in respect of the Company’s production facility in Verona, VA. On May 31, 2023, the Company borrowed $6.0 million under the Delayed Draw Facility, which was repaid on July 6, 2023. As of October 1, 2023, available borrowing capacity under the 2022 Credit Facility consisted of a revolving loan commitment in the aggregate amount of $75.0 million, together with an incremental revolving credit commitment up to an aggregate amount of $25.0 million and $24.0 million under the Delayed Draw Facility (after giving effect to the May 31, 2023 borrowing). The 2022 Credit Facility has a five-year term and matures on March 11, 2027. As of October 1, 2023, the Company had unamortized loan origination fees of $1.0 million related to the 2022 Credit Facility recorded within other long-term assets on the accompanying unaudited condensed consolidated balance sheet. We may draw additional amounts under the Delayed Draw Facility until the earliest of (i) August 15, 2024, (ii) the date of the fifth funding of Delayed Draw Term Loans (immediately after giving effect to such funding) and (iii) the date the full $30.0 million is drawn under the Delayed Draw Facility. Delayed Draw Term Loans outstanding under the 2022 Credit Facility bear interest at a rate consistent with the 2022 Credit Facility. The Company is required to pay a ticking fee on the amount of available delayed draw term loan commitments. The ticking fee ranges from 0.20% to 0.35% based on Total Rent Adjusted Net Leverage Ratio (as defined under the 2022 Credit Facility). Delayed Draw Term Loans have a maturity date of March 11, 2027 (the “Delayed Draw Term Loan Maturity Date”). Beginning the first full calendar quarter ending after the termination of all the delayed draw term loan commitments, the Company is obligated to make mandatory quarterly principal payments of Delayed Draw Term Loans in an amount equal to the product of (i) the original aggregate principal amount of all funded Delayed Draw Term Loans, multiplied by (ii) 1.25% for the first eight payments and 1.875% for all subsequent payments occurring prior to the Delayed Draw Term Loan Maturity Date. Interest on loans under the 2022 Credit Facility are based on the one, three or six months Adjusted Term Secured Overnight Financing Rate (as described in the 2022 Credit Facility), as applicable, plus an applicable margin of 1.50% to 2.50% based on the Company’s Total Rent Adjusted Net Leverage Ratio (as defined in the 2022 Credit Facility). The Company also has the ability to draw overnight borrowings for which interest rates are calculated based on the Alternative Base Rate (as defined in the 2022 Credit Facility). The Company had no borrowings under the 2022 Credit Facility as of October 1, 2023. The 2022 Credit Facility is unconditionally guaranteed by our domestic restricted subsidiaries, other than immaterial subsidiaries and other excluded subsidiaries. The 2022 Credit Facility is secured, subject to permitted liens and other exceptions, by a first-priority security interest in certain tangible and intangible assets of the borrower and the guarantors and a first-priority pledge of the capital stock of each domestic restricted subsidiary of the borrower and the guarantors, subject to certain exceptions. The 2022 Credit Facility includes customary restrictive covenants, including limitations on additional indebtedness, creation of liens, dividend payments, investments and certain transactions with affiliates. The 2022 Credit Facility also includes covenants that require compliance with certain leverage ratios. The availability of certain baskets and the ability to enter into certain transactions may be subject to compliance with such leverage ratios. In addition, the 2022 Credit Facility contains other customary covenants, representations and events of default. As of October 1, 2023, the Company was in compliance with these financial and other covenants. Previous SunTrust Revolving Line of Credit —On November 21, 2018, the Company entered into a revolving credit agreement with SunTrust Bank (as amended, the “2020 Credit Facility”). The 2020 Credit Facility provided for aggregate borrowings outstanding of up to $38.7 million. On March 11, 2022, the Company terminated the 2020 Credit Facility. |
REDEEMABLE PREFERRED STOCK AND
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | 9 Months Ended |
Oct. 01, 2023 | |
Equity [Abstract] | |
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY The Company has reserved shares of common stock for issuance as follows as of the periods indicated: October 1, December 25, Conversion of outstanding shares of preferred stock — 95,203,554 Awards outstanding under the 2015 and 2023 Equity Incentive Plans 5,880,499 3,639,087 Shares available for future issuance under the 2015 and 2023 Equity Incentive Plans 8,311,490 1,673,424 Shares available for future issuance under the 2023 Employee Stock Purchase Plan 1,762,270 — Total reserved shares of common stock 15,954,259 100,516,065 On June 20, 2023, we issued 95,203,554 shares of common stock, par value $0.0001 per share, of the Company upon conversion on a one-for-one basis of all outstanding shares of its Series A Preferred Stock, par value $0.0001 per share, Series B Preferred Stock, par value $0.0001 per share, Series C Preferred Stock, par value $0.0001 per share, Series D Preferred Stock, par value $0.0001 per share, Series E Preferred Stock, par value $0.0001 per share, and Series F Preferred Stock, par value $0.0001 per share, pursuant to the Company’s Sixth Amended and Restated Certificate of Incorporation, as amended, and in connection with the Company’s IPO. Conversion of the preferred stock into shares of common stock occurred automatically. As of October 1, 2023 there were no outstanding shares of preferred stock. See Note 1 (Nature of Operations and Basis of Presentation) for more information on the Company’s IPO. Preferred stock consisted of the following as of December 25, 2022: ($ in thousands) Shares Shares Liquidation Carrying Value Series A 16,002,549 13,304,238 $ 38,161 $ (12,912) Series B 7,731,015 7,713,585 44,250 44,024 Series C 5,205,333 5,161,029 34,950 34,609 Series D 4,463,088 4,420,452 33,389 32,999 Series E 61,570,716 47,702,841 360,315 359,520 Series F 16,901,409 16,901,409 212,000 204,068 Total 111,874,110 95,203,554 $ 723,065 $ 662,308 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Oct. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXESThe Company’s full pretax income (loss) for the twelve and forty weeks ended October 1, 2023 and October 2, 2022 was from U.S. domestic operations. Our effective tax rate was 0.6% and 1.0% for the twelve and forty weeks ended October 1, 2023, respectively, and 0.2% and (0.2)% for the twelve and forty weeks ended October 2, 2022, respectively. For each of the twelve weeks ended October 1, 2023 and October 2, 2022, the Company recorded less than $0.1 million of tax expense. For each of the forty weeks ended October 1, 2023 and October 2, 2022, the Company recorded $0.1 million of tax expense. |
LEASES
LEASES | 9 Months Ended |
Oct. 01, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The weighted average remaining lease term and discount rate were as follows as of the period indicated: October 1, December 25, Weighted average remaining lease term (years) 8.3 8.4 Weighted average discount rate 5.98 % 5.51 % The components of lease cost were as follows for the periods indicated: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) Classification October 1, October 2, October 1, October 2, Operating lease cost Occupancy, General and administrative expenses $ 10,372 $ 9,795 $ 33,384 $ 32,885 Pre-opening lease cost Pre-opening costs 1,134 1,186 3,436 2,721 Closed store lease cost Restructuring and other costs 112 95 489 723 Short-term lease costs General and administrative expenses 74 108 292 343 Variable lease cost Occupancy 336 70 1,158 163 Sublease income Other income (138) (137) (444) (464) Total lease cost $ 11,890 $ 11,117 $ 38,315 $ 36,371 Supplemental disclosures of cash flow information related to leases were as follows for periods indicated: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Cash paid for operating lease liabilities $ 12,067 $ 7,983 $ 35,220 $ 34,715 Operating lease assets obtained in exchange for operating lease liabilities (1) 8,457 8,047 42,341 313,806 Derecognition of operating lease assets due to termination or impairment 236 2,991 3,022 7,654 (1) Amount presented for the forty weeks ended October 2, 2022 includes a $256.9 million transition adjustment for the adoption of ASC 842. Refer to Note 4 (Property and Equipment, net) for a description of impairment charges that resulted in a reduction to operating lease assets. Future minimum lease payments by fiscal year for operating leases consisted of the following as of October 1, 2023: ($ in thousands) Operating leases 2023 (remainder) $ 9,387 2024 55,481 2025 56,135 2026 55,117 2027 52,784 Thereafter 214,252 Total 443,156 Less: imputed interest 100,797 Operating lease liabilities (current and non-current) $ 342,359 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Oct. 01, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Purchase Obligations —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 amounts owed for produce and other ingredients and supplies, including supplies and materials used for new restaurant openings. Letters of Credit —As of October 1, 2023 and December 25, 2022, the Company had eight irrevocable letters of credit in favor of various landlords in the aggregate amount of $1.3 million. The letters of credit do not require a compensating balance and automatically renew in accordance with the terms of the underlying lease agreement. Litigation —The Company is currently involved in various claims and legal actions that arise in the ordinary course of its business, including claims resulting from employment related matters. Except for the matters described below, none of these claims, most of which are covered by insurance, are expected to have a material effect on the Company’s business, financial condition, results of operations, or cash flows. However, a significant increase in the number of these claims or an increase in uninsured amounts owed under successful claims could materially and adversely affect our business, financial condition, results of operations, or cash flows. In April 2022, the Company was named as a defendant in a purported class action complaint relating to organic fluorine and per- and polyfluoroalkyl substances (“PFAS”) in the packaging of its grain and salad bowls. Hamman et al. v. Cava Group, Inc. was filed on April 27, 2022 in the U.S. District Court for the Southern District of California. An amended complaint was subsequently filed on August 18, 2022. After an initial round of motion to dismiss briefing, the court granted in part and denied in part our motion to dismiss on February 8, 2023. Thereafter, plaintiffs filed a second amended complaint on March 1, 2023 seeking, among other relief, compensatory damages in an unspecified amount and medical monitoring. The complaint alleges that certain of our products are unfit for human consumption due to the packaging containing allegedly heightened levels of organic fluorine and unsafe PFAS, and that consumers were misled by certain marketing claims asserted by us regarding the health and sustainability of our products. The complaint further alleges that our products may have caused bodily injuries to the putative class members who consumed our products. On April 14, 2023, we filed a motion to dismiss for failure to state a claim. On May 30, 2023, the plaintiffs filed their opposition to the motion to dismiss, and we responded to the opposition on June 30, 2023. As of the date hereof, this motion is pending. In April 2023, the Company was served with a demand letter alleging that we use unhealthy and unsustainable PFAS in our packaging, that our products contain synthetic biocides, and that our “healthy” and “sustainable” marketing claims constitute false and deceptive advertising. The letter demanded that the Company take certain actions, including refraining from using or sourcing packaging containing PFAS and adding certain product warnings. The letter further threatened to file an action styled as GMO Free USA v. Cava Group, Inc. in the Superior Court of the District of Columbia Civil Division. The suit was filed on or about October 12, 2023, expounding the demand letter’s allegations and seeking declaratory and injunctive relief, as well as payment of the plaintiffs’ attorney’s fees, in connection with, among other things, alleged violations of D.C. consumer law. In connection with Hamman et al. v. Cava Group, Inc., on September 21, 2022, Travelers Property Casualty Company of America sought a declaratory judgment that it is not liable for insurance coverage in relation to the allegations asserted in the Hamman complaint related to PFAS, and it sought recoupment of the Company’s legal costs in the Hamman action. Travelers Property Casualty Company of America et al v. Cava Group, Inc. was filed September 21, 2022 in the Superior Court of the State of California, County of Orange. On November 9, 2022, we removed the action to the U.S. District Court for the Central District of California. On December 16, 2022, we filed a motion to dismiss, which is pending. Depending on the outcome of the Travelers’ action as a whole, we may not be able to recover from our insurance the full amount of any damages we might incur in matters related to PFAS, including both the Hamman action and GMO Free USA action. We are vigorously defending ourselves in these matters, which are still in their early stages, and the respective plaintiffs have not stated any specific amount of damages to be sought from the Company. As a result, an estimate of reasonably possible losses or range of losses (if any) cannot be made and the final outcomes are uncertain. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Oct. 01, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS We were party to a consulting agreement (the “Consulting Agreement”) with CMRG Inc. (“CMRG”), which is primarily owned by certain of the founders of the Company including Theodoros Xenohristos who serves on our Board of Directors. Under the terms of the Consulting Agreement, the founders provided culinary, branding, food products, and restaurant operation services to one of our subsidiaries, CAVA Mezze Grill, in exchange for an annual consulting fee. During the twelve and forty weeks ended October 2, 2022, $0.1 million and $0.2 million, respectively, was paid to CMRG for consulting services under the Consulting Agreement. The Consulting Agreement was effectively terminated as of December 25, 2022. We were party to a management services agreement (“MSA”) with Act III Management, LLC (“Act III Management”), which is one of our stockholders and is controlled by Ronald Shaich, who is Chair of our Board of Directors. Act III Management provided consulting in the areas of information technology, strategy, finance, off-premises sales, and restaurant operations. During the twelve and forty weeks ended October 2, 2022, $0.2 million and $0.7 million, respectively, was paid to Act III Management under the MSA. The MSA was terminated in accordance with its terms on December 31, 2022. |
EQUITY-BASED COMPENSATION
EQUITY-BASED COMPENSATION | 9 Months Ended |
Oct. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
EQUITY-BASED COMPENSATION | EQUITY-BASED COMPENSATION 2023 Equity Incentive Plan —In connection with the Company’s IPO, the Company adopted the 2023 Equity Incentive Plan (the “2023 Plan”). The 2023 Plan includes 9,398,771 authorized shares of the Company’s common stock for issuance to employees, directors, and consultants through non-qualified stock options and incentive stock options, restricted shares of our common stock, restricted stock units (“RSUs”), performance stock units and other equity-based awards tied to the value of our shares. The number of shares reserved for issuance under the 2023 Plan will automatically increase on the first day of each fiscal year beginning with fiscal 2024 by a number of shares equal to the lesser of (i) the positive difference between 1% of the then-outstanding shares of our common stock on the last day of the preceding fiscal year minus the plan reserve of the last day of the immediately preceding fiscal year and (ii) a lesser number of shares determined by our Board of Directors. 2015 Equity Incentive Plan —Prior to the Company’s IPO, the Company granted incentive stock options, non-statutory stock options, and restricted stock unit awards to employees, directors, and consultants under the 2015 Equity Incentive Plan (the “2015 Plan”). Following effectiveness of the 2023 Plan in connection with our IPO, no further awards will be granted under the 2015 Plan; however, awards outstanding under the 2015 Plan will continue to be governed by their existing terms. During the twelve weeks ended October 1, 2023 and October 2, 2022, the Company recognized compensation expense (including applicable payroll taxes) related to awards under the 2015 Plan and 2023 Plan of $3.0 million and $1.2 million, respectively. During the forty weeks ended October 1, 2023 and October 2, 2022, the Company recognized compensation expense (including applicable payroll taxes) related to awards under the 2015 Plan and 2023 Plan of $6.0 million and $3.0 million, respectively. Stock Options —Prior to the IPO, under the 2015 Plan, our Board of Directors determined the option exercise price and granted all stock options at exercise prices that were equal or exceed the fair value of the common stock on the date of grant. Under the 2023 Plan, the terms of all stock options may not exceed 10 years. Vesting terms are determined by our Board of Directors and generally vest over four years of continuous service, except for 647,123 options that were granted to our CEO in connection with the IPO that will vest over five years of continuous service. A summary of the Company’s stock option activity is as follows: Weighted Average ($ in thousands except per share amounts) Number Of Options Exercise Price Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding - December 26, 2021 1,431,771 $ 4.45 5.8 $ 3,828 Granted 459,066 6.75 Exercised (13,608) 2.39 Forfeited or expired (10,800) 2.70 Outstanding - October 2, 2022 1,866,429 $ 5.04 6.1 $ 5,424 Exercisable - October 2, 2022 1,344,153 $ 4.37 4.9 Vested and expected to vest - October 2, 2022 1,866,429 $ 5.04 6.1 $ 5,424 Outstanding - December 25, 2022 1,863,099 $ 5.04 5.9 $ 8,444 Granted 1,373,215 19.61 Exercised (61,748) 4.75 Forfeited or expired (79,741) 9.47 Outstanding - October 1, 2023 3,094,825 $ 11.40 7.0 $ 59,508 Exercisable - October 1, 2023 1,457,407 $ 4.69 4.2 Vested and expected to vest - October 1, 2023 3,094,825 $ 11.40 7.0 $ 59,508 The Company uses the Black-Scholes option-pricing model to determine the fair value of stock options. The following table reflects the weighted-average assumptions utilized in the Black-Scholes option pricing model during the periods indicated: Forty Weeks Ended October 1, October 2, Expected term (in years) 1 6.4 6.2 Volatility 2 46.0% 45.0% Risk-free interest rate 3.8% 1.7% Dividend rate —% —% Weighted-average grant date fair value per share $9.98 $2.97 (1) Expected life was calculated using the simplified method, which is an average of the contractual term and vesting period of the option, as we do not have sufficient historical data for determining the expected term of our stock option awards. (2) Volatility was based on a group of industry peers with sufficient history. As of October 1, 2023, there was $13.2 million of unrecognized compensation costs related to option awards. This cost is expected to be recognized over a period of 4.1 years. Restricted Stock Units —Vesting terms of RSUs are determined by our Board of Directors and generally vest annually in equal installments over four years of continuous service, except for 332,386 RSUs that were granted to our CEO in connection with the IPO that will vest over five years of continuous service. A summary of the Company’s restricted stock unit activity is as follows: ($ in thousands, except per share amounts) Number of Units Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested - December 26, 2021 1,486,977 $ 3.08 $ 10,032 Granted 880,656 6.74 Vested (298,605) 2.76 Forfeited (149,607) 3.55 Non-vested - October 2, 2022 1,919,421 $ 4.76 $ 15,240 Non-vested - December 25, 2022 1,775,988 $ 4.76 $ 16,996 Granted 1,697,450 17.51 Vested (457,545) 4.56 Forfeited (230,219) 7.53 Non-vested - October 1, 2023 2,785,674 $ 12.35 $ 85,297 As of October 1, 2023, there was $30.2 million of unrecognized compensation expense related to RSU awards. This cost is expected to be recognized over a period of 3.6 years. 2023 Employee Stock Purchase Plan —In connection with the IPO, the Company’s Board of Directors adopted the 2023 Employee Stock Purchase Plan (the “2023 ESPP”). The 2023 ESPP authorizes issuance of 1,762,270 shares of common stock to the Company’s employees. The number of shares of the Company’s common stock reserved for issuance will automatically increase on the first day of each fiscal year ending on December 29, 2032 by the lesser of (i) 1% of the outstanding common stock of the Company on the last day of the immediately preceding fiscal year and (ii) a lower number of shares of our common stock as determined by the Board of Directors. The 2023 ESPP allows eligible employees to acquire shares of the Company’s common stock through payroll deduction over offering periods that are approximately six months. The per share purchase price is equal to 85% of the lesser of the fair market value of a share of the Company’s common stock on (i) the first day of the offering period or (ii) the last day of the offering period. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 9 Months Ended |
Oct. 01, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted average shares outstanding during the period. Diluted earnings (loss) per share is calculated by adjusting the weighted average shares outstanding for the dilutive effect of outstanding equity awards for the period using the treasury-stock method. The following table sets forth the computation of earnings (loss) per common share for the periods indicated: Twelve Weeks Ended Forty Weeks Ended (in thousands, except per share amounts) October 1, October 2, October 1, October 2, Numerator: Net income (loss) $ 6,833 $ (11,893) $ 11,231 $ (40,141) Denominator: Weighted average shares outstanding, basic 113,584 1,327 43,244 1,314 Dilutive awards outstanding 4,129 — 2,722 — Weighted average shares outstanding, diluted 117,713 1,327 45,966 1,314 Earnings (loss) per common share: Basic $ 0.06 $ (8.96) $ 0.26 $ (30.54) Diluted $ 0.06 $ (8.96) $ 0.24 $ (30.54) The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted earnings (loss) per share as their impact would have been anti-dilutive for the periods indicated: Twelve Weeks Ended Forty Weeks Ended (in thousands) October 1, October 2, October 1, October 2, Stock options — 1,461 — 1,461 Restricted stock units — 765 — 765 Preferred stock (as converted to common shares) — 95,204 — 95,204 Total common stock equivalents — 97,430 — 97,430 During the twelve and forty weeks ended October 2, 2022, the Company’s potentially dilutive securities, which include preferred stock and outstanding awards under the 2015 Plan, have been excluded from the computation of diluted earnings per share as the effect would be anti-dilutive in a net loss position. |
SEGMENT REPORTING
SEGMENT REPORTING | 9 Months Ended |
Oct. 01, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTINGThe CODM reviews segment performance and allocates resources based upon restaurant level profit, which is defined as segment revenues less food, beverage, and packaging expenses, labor, occupancy, and other operating expenses. All segment revenue is earned in the United States, and all intersegment revenues have been eliminated. Sales from external customers are derived principally from sales of food, beverage, and CPG. The Company does not rely on any major customers as sources of sales. As the CODM is not provided with asset information by segment, assets are reported only on a consolidated basis. As described in Note 1 (Nature of Operations and Basis of Presentation), the Company no longer operates any Zoes Kitchen locations as of March 2, 2023. Financial information for the Company’s reportable segments was as follows for the periods presented: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Revenue CAVA $ 173,759 $ 116,213 $ 541,609 $ 333,546 Zoes Kitchen — 21,432 3,867 94,996 Other 1,794 1,613 6,054 5,642 Total revenue 175,553 139,258 551,530 434,184 Restaurant-level operating expenses (1) CAVA 130,179 90,992 403,430 265,480 Zoes Kitchen — 20,263 4,044 89,497 Other 887 1,595 3,574 5,050 Total restaurant-level operating expenses 131,066 112,850 411,048 360,027 Restaurant-level profit (loss) CAVA 43,580 25,221 138,179 68,066 Zoes Kitchen — 1,169 (177) 5,499 Other 907 18 2,480 592 Total restaurant-level profit 44,487 26,408 140,482 74,157 Reconciliation of restaurant-level profit to income (loss) before income taxes: General and administrative expenses 24,472 16,547 76,817 53,768 Depreciation and amortization 11,528 10,018 35,096 31,783 Restructuring and other costs 1,092 2,055 5,160 4,989 Pre-opening costs 3,410 6,175 12,809 14,225 Impairment and asset disposal costs 1,190 3,838 4,295 9,848 Interest (income) expense, net (3,956) (115) (4,630) 262 Other income, net (120) (188) (412) (644) Income (loss) before income taxes $ 6,871 $ (11,922) $ 11,347 $ (40,074) (1) Restaurant-level operating expenses consist of food, beverage, and packaging (excluding depreciation and amortization), labor, occupancy, and other operating expenses. |
NATURE OF OPERATIONS AND BASI_2
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Oct. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Stock Split | Stock Split —On June 2, 2023, the Company effectuated a 3-to-1 forward stock split of its common stock and preferred stock. The forward stock split did not result in an adjustment to the par value. All references in the accompanying consolidated financial statements and related notes to the number of shares of common stock, preferred stock, options to purchase common stock, restricted stock units, and per share data have been restated on a retroactive basis for all periods presented to reflect the effect of this action. |
Interim Financial Statements | Interim Financial Statements —The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles and practices of the United States of America (“US GAAP”) for interim financial information. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. Certain information and footnote disclosures normally included in annual financial statements presented in accordance with US GAAP have been omitted pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”). Due to the seasonality of our business, results for any interim financial period are not necessarily indicative of the results that may be achieved for a full fiscal year. In addition, quarterly results of operations may be impacted by the timing and amount of sales and costs associated with opening new restaurants. These interim unaudited condensed consolidated financial statements do not represent complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 25, 2022 included in our final prospectus filed with the SEC on June 16, 2023 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended. |
Principles of Consolidation | Principles of Consolidation—The accompanying unaudited condensed consolidated financial statements include the accounts of CAVA Group, Inc. and its wholly owned subsidiaries after elimination of all intercompany accounts and transactions. |
Fiscal Year | Fiscal Year —The Company operates on a 52-week or 53-week fiscal year that ends on the last Sunday of the calendar year. The fiscal year ending December 31, 2023 (“fiscal 2023”) and the fiscal year ended December 25, 2022 (“fiscal |
Use of Estimates | Use of Estimates—The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with US GAAP. The preparation of financial statements in conformity with US GAAP requires management to make certain estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting estimates made by the Company include valuation of long-lived, definite and indefinite-lived assets, impairment of long-lived, definite and indefinite-lived assets, estimated useful lives of assets, the Company’s incremental borrowing rate, allowance for doubtful accounts, the fair value of equity-based compensation and common stock, and deferred tax valuation allowances. These estimates are based on information available as of the date of the consolidated financial statements; therefore actual results could differ from those estimates. |
Recently Adopted Accounting Standards and Recently Issued Accounting Standards | Recently Adopted Accounting Standards —On December 26, 2022, the Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which requires the measurement and recognition of expected credit losses on financial instruments . The amendments in ASU 2016-13 replace the incurred loss model in existing GAAP with a forward-looking expected credit loss model that requires consideration of a broad range of information to estimate credit losses. The adoption of this standard did not have a material impact on our financial position or results from operations. |
JOBS Act Election | JOBS Act Election —In April 2012, the JOBS Act was enacted. Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay adoption of certain accounting standards until those standards would apply to private companies. The Company has elected to take advantage of the extended transition period to comply with new or revised accounting standards and to adopt certain of the reduced disclosure requirements available to emerging growth companies. As a result of the accounting standards election, the Company will not be subject to the same implementation timing for new or revised accounting standards as other public companies that are not emerging growth companies and, as a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. |
Assets and Liabilities Measured at Fair Value on a Recurring Basis/Non-recurring Basis | Assets and Liabilities Measured at Fair Value on a Recurring Basis —The carrying amounts of our financial instruments, which include cash and cash equivalents, accounts receivable, accounts payable, and other accrued expenses, approximate their fair values due to their short maturities. |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company’s revenue was as follows for the periods indicated : Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Restaurant revenue $ 173,759 $ 137,645 $ 545,476 $ 428,542 CPG revenue and other 1,794 1,613 6,054 5,642 Revenue $ 175,553 $ 139,258 $ 551,530 $ 434,184 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following table presents the Company’s property and equipment, net as of the periods indicated: ($ in thousands) October 1, December 25, Land $ 600 $ 600 Leasehold improvements 247,536 206,849 Equipment 72,395 58,430 Furniture and fixtures 19,282 18,472 Computer hardware and software 41,632 35,190 Vehicles 508 565 Construction in progress 64,335 36,269 Total property and equipment, gross 446,288 356,375 Less accumulated depreciation (130,202) (113,392) Total property and equipment, net $ 316,086 $ 242,983 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following tables present the Company’s intangible assets, net as of the periods indicated: October 1, 2023 ($ in thousands) Carrying Value Accumulated Amortization Net Trademark $ 750 $ — $ 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 1,355 $ — $ 1,355 As of October 1, 2023 all of our intangible assets subject to amortization were fully amortized. December 25, 2022 ($ in thousands) Carrying Value Accumulated Amortization Net Total intangible assets subject to amortization, customer relationships $ 1,207 $ (1,180) $ 27 Trademark 750 — 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 2,562 $ (1,180) $ 1,382 |
Schedule of Indefinite-Lived Intangible Assets | The following tables present the Company’s intangible assets, net as of the periods indicated: October 1, 2023 ($ in thousands) Carrying Value Accumulated Amortization Net Trademark $ 750 $ — $ 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 1,355 $ — $ 1,355 As of October 1, 2023 all of our intangible assets subject to amortization were fully amortized. December 25, 2022 ($ in thousands) Carrying Value Accumulated Amortization Net Total intangible assets subject to amortization, customer relationships $ 1,207 $ (1,180) $ 27 Trademark 750 — 750 Other 605 — 605 Total intangible assets not subject to amortization 1,355 — 1,355 Intangibles, net $ 2,562 $ (1,180) $ 1,382 |
ACCRUED EXPENSES AND OTHER (Tab
ACCRUED EXPENSES AND OTHER (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The following table presents the Company’s accrued expenses and other as of the periods indicated: ($ in thousands) October 1, December 25, Accrued payroll and payroll taxes $ 23,894 $ 13,413 Accrued capital purchases 14,156 7,726 Sales and use tax payable 4,158 2,339 Gift card and loyalty liabilities 3,497 3,271 Other accrued expenses 17,292 13,719 Total accrued expenses and other $ 62,997 $ 40,468 |
REDEEMABLE PREFERRED STOCK AN_2
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Equity [Abstract] | |
Schedule of Stock | The Company has reserved shares of common stock for issuance as follows as of the periods indicated: October 1, December 25, Conversion of outstanding shares of preferred stock — 95,203,554 Awards outstanding under the 2015 and 2023 Equity Incentive Plans 5,880,499 3,639,087 Shares available for future issuance under the 2015 and 2023 Equity Incentive Plans 8,311,490 1,673,424 Shares available for future issuance under the 2023 Employee Stock Purchase Plan 1,762,270 — Total reserved shares of common stock 15,954,259 100,516,065 Preferred stock consisted of the following as of December 25, 2022: ($ in thousands) Shares Shares Liquidation Carrying Value Series A 16,002,549 13,304,238 $ 38,161 $ (12,912) Series B 7,731,015 7,713,585 44,250 44,024 Series C 5,205,333 5,161,029 34,950 34,609 Series D 4,463,088 4,420,452 33,389 32,999 Series E 61,570,716 47,702,841 360,315 359,520 Series F 16,901,409 16,901,409 212,000 204,068 Total 111,874,110 95,203,554 $ 723,065 $ 662,308 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Leases [Abstract] | |
Schedule of lease cost | The weighted average remaining lease term and discount rate were as follows as of the period indicated: October 1, December 25, Weighted average remaining lease term (years) 8.3 8.4 Weighted average discount rate 5.98 % 5.51 % The components of lease cost were as follows for the periods indicated: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) Classification October 1, October 2, October 1, October 2, Operating lease cost Occupancy, General and administrative expenses $ 10,372 $ 9,795 $ 33,384 $ 32,885 Pre-opening lease cost Pre-opening costs 1,134 1,186 3,436 2,721 Closed store lease cost Restructuring and other costs 112 95 489 723 Short-term lease costs General and administrative expenses 74 108 292 343 Variable lease cost Occupancy 336 70 1,158 163 Sublease income Other income (138) (137) (444) (464) Total lease cost $ 11,890 $ 11,117 $ 38,315 $ 36,371 |
Supplemental cash flow information related to leases | Supplemental disclosures of cash flow information related to leases were as follows for periods indicated: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Cash paid for operating lease liabilities $ 12,067 $ 7,983 $ 35,220 $ 34,715 Operating lease assets obtained in exchange for operating lease liabilities (1) 8,457 8,047 42,341 313,806 Derecognition of operating lease assets due to termination or impairment 236 2,991 3,022 7,654 (1) Amount presented for the forty weeks ended October 2, 2022 includes a $256.9 million transition adjustment for the adoption of ASC 842. |
Maturities of lease liabilities | Future minimum lease payments by fiscal year for operating leases consisted of the following as of October 1, 2023: ($ in thousands) Operating leases 2023 (remainder) $ 9,387 2024 55,481 2025 56,135 2026 55,117 2027 52,784 Thereafter 214,252 Total 443,156 Less: imputed interest 100,797 Operating lease liabilities (current and non-current) $ 342,359 |
EQUITY-BASED COMPENSATION (Tabl
EQUITY-BASED COMPENSATION (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Options Roll Forward | A summary of the Company’s stock option activity is as follows: Weighted Average ($ in thousands except per share amounts) Number Of Options Exercise Price Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding - December 26, 2021 1,431,771 $ 4.45 5.8 $ 3,828 Granted 459,066 6.75 Exercised (13,608) 2.39 Forfeited or expired (10,800) 2.70 Outstanding - October 2, 2022 1,866,429 $ 5.04 6.1 $ 5,424 Exercisable - October 2, 2022 1,344,153 $ 4.37 4.9 Vested and expected to vest - October 2, 2022 1,866,429 $ 5.04 6.1 $ 5,424 Outstanding - December 25, 2022 1,863,099 $ 5.04 5.9 $ 8,444 Granted 1,373,215 19.61 Exercised (61,748) 4.75 Forfeited or expired (79,741) 9.47 Outstanding - October 1, 2023 3,094,825 $ 11.40 7.0 $ 59,508 Exercisable - October 1, 2023 1,457,407 $ 4.69 4.2 Vested and expected to vest - October 1, 2023 3,094,825 $ 11.40 7.0 $ 59,508 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions | The following table reflects the weighted-average assumptions utilized in the Black-Scholes option pricing model during the periods indicated: Forty Weeks Ended October 1, October 2, Expected term (in years) 1 6.4 6.2 Volatility 2 46.0% 45.0% Risk-free interest rate 3.8% 1.7% Dividend rate —% —% Weighted-average grant date fair value per share $9.98 $2.97 (1) Expected life was calculated using the simplified method, which is an average of the contractual term and vesting period of the option, as we do not have sufficient historical data for determining the expected term of our stock option awards. (2) Volatility was based on a group of industry peers with sufficient history. |
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | A summary of the Company’s restricted stock unit activity is as follows: ($ in thousands, except per share amounts) Number of Units Weighted-Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested - December 26, 2021 1,486,977 $ 3.08 $ 10,032 Granted 880,656 6.74 Vested (298,605) 2.76 Forfeited (149,607) 3.55 Non-vested - October 2, 2022 1,919,421 $ 4.76 $ 15,240 Non-vested - December 25, 2022 1,775,988 $ 4.76 $ 16,996 Granted 1,697,450 17.51 Vested (457,545) 4.56 Forfeited (230,219) 7.53 Non-vested - October 1, 2023 2,785,674 $ 12.35 $ 85,297 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of earnings (loss) per common share for the periods indicated: Twelve Weeks Ended Forty Weeks Ended (in thousands, except per share amounts) October 1, October 2, October 1, October 2, Numerator: Net income (loss) $ 6,833 $ (11,893) $ 11,231 $ (40,141) Denominator: Weighted average shares outstanding, basic 113,584 1,327 43,244 1,314 Dilutive awards outstanding 4,129 — 2,722 — Weighted average shares outstanding, diluted 117,713 1,327 45,966 1,314 Earnings (loss) per common share: Basic $ 0.06 $ (8.96) $ 0.26 $ (30.54) Diluted $ 0.06 $ (8.96) $ 0.24 $ (30.54) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted earnings (loss) per share as their impact would have been anti-dilutive for the periods indicated: Twelve Weeks Ended Forty Weeks Ended (in thousands) October 1, October 2, October 1, October 2, Stock options — 1,461 — 1,461 Restricted stock units — 765 — 765 Preferred stock (as converted to common shares) — 95,204 — 95,204 Total common stock equivalents — 97,430 — 97,430 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 9 Months Ended |
Oct. 01, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Financial information for the Company’s reportable segments was as follows for the periods presented: Twelve Weeks Ended Forty Weeks Ended ($ in thousands) October 1, October 2, October 1, October 2, Revenue CAVA $ 173,759 $ 116,213 $ 541,609 $ 333,546 Zoes Kitchen — 21,432 3,867 94,996 Other 1,794 1,613 6,054 5,642 Total revenue 175,553 139,258 551,530 434,184 Restaurant-level operating expenses (1) CAVA 130,179 90,992 403,430 265,480 Zoes Kitchen — 20,263 4,044 89,497 Other 887 1,595 3,574 5,050 Total restaurant-level operating expenses 131,066 112,850 411,048 360,027 Restaurant-level profit (loss) CAVA 43,580 25,221 138,179 68,066 Zoes Kitchen — 1,169 (177) 5,499 Other 907 18 2,480 592 Total restaurant-level profit 44,487 26,408 140,482 74,157 Reconciliation of restaurant-level profit to income (loss) before income taxes: General and administrative expenses 24,472 16,547 76,817 53,768 Depreciation and amortization 11,528 10,018 35,096 31,783 Restructuring and other costs 1,092 2,055 5,160 4,989 Pre-opening costs 3,410 6,175 12,809 14,225 Impairment and asset disposal costs 1,190 3,838 4,295 9,848 Interest (income) expense, net (3,956) (115) (4,630) 262 Other income, net (120) (188) (412) (644) Income (loss) before income taxes $ 6,871 $ (11,922) $ 11,347 $ (40,074) (1) Restaurant-level operating expenses consist of food, beverage, and packaging (excluding depreciation and amortization), labor, occupancy, and other operating expenses. |
NATURE OF OPERATIONS AND BASI_3
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 20, 2023 USD ($) $ / shares shares | Jun. 02, 2023 | Oct. 01, 2023 USD ($) state restaurant | Oct. 01, 2023 USD ($) state restaurant segment | Oct. 02, 2022 USD ($) | Oct. 20, 2023 restaurant | |
Description Of Business And Significant Accounting Policies [Line Items] | ||||||
Number of restaurants | restaurant | 290 | 290 | ||||
Number of states in which entity operates | state | 24 | 24 | ||||
Restaurants excluded from restaurant count | restaurant | 2 | 2 | ||||
Number of reportable segments | segment | 2 | |||||
Stock split ratio | 3 | |||||
Underwriting discounts and commissions | $ 22,800 | |||||
Offering expenses | 5,141 | $ 0 | ||||
Proceeds from IPO | 342,604 | 0 | ||||
Offering costs not yet paid | $ 243 | $ 0 | ||||
Subsequent Event | ||||||
Description Of Business And Significant Accounting Policies [Line Items] | ||||||
Number of conversion restaurants opened | restaurant | 153 | |||||
IPO | ||||||
Description Of Business And Significant Accounting Policies [Line Items] | ||||||
Number of shares issued in IPO (in shares) | shares | 16,611,110 | |||||
Sale of stock (in usd per share) | $ / shares | $ 22 | |||||
Underwriting discounts and commissions | $ 22,800 | |||||
Offering expenses | 6,500 | |||||
Proceeds from IPO | $ 336,100 | |||||
Offering costs not yet paid | $ 200 | |||||
Shares converted (in shares) | shares | 95,203,554 | |||||
Over-Allotment Option | ||||||
Description Of Business And Significant Accounting Policies [Line Items] | ||||||
Number of shares issued in IPO (in shares) | shares | 2,166,666 |
REVENUE (Details)
REVENUE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 175,553 | $ 139,258 | $ 551,530 | $ 434,184 |
Gift card revenue recognized | 300 | 100 | 700 | 600 |
Restaurant revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 173,759 | 137,645 | 545,476 | 428,542 |
CPG revenue and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 1,794 | $ 1,613 | $ 6,054 | $ 5,642 |
FAIR VALUE (Details)
FAIR VALUE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | Dec. 25, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Impairment charges | $ 600,000 | $ 1,600,000 | $ 1,300,000 | $ 2,200,000 | |
Operating lease assets | 297,031,000 | 297,031,000 | $ 273,876,000 | ||
Zoes Kitchen | Fair Value, Nonrecurring | Fair Value, Inputs, Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Operating lease assets | $ 700,000 | $ 0 | $ 700,000 | $ 0 |
PROPERTY AND EQUIPMENT, NET - S
PROPERTY AND EQUIPMENT, NET - Schedule of PP&E (Details) - USD ($) $ in Thousands | Oct. 01, 2023 | Dec. 25, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 446,288 | $ 356,375 |
Less accumulated depreciation | (130,202) | (113,392) |
Total property and equipment, net | 316,086 | 242,983 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 600 | 600 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 247,536 | 206,849 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 72,395 | 58,430 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 19,282 | 18,472 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 41,632 | 35,190 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 508 | 565 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 64,335 | $ 36,269 |
PROPERTY AND EQUIPMENT, NET - N
PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Derecognition of operating lease assets due to termination or impairment | $ 236 | $ 2,991 | $ 3,022 | $ 7,654 |
Impairment charges | 600 | 1,600 | 1,300 | 2,200 |
Zoes Kitchen | ||||
Property, Plant and Equipment [Line Items] | ||||
Derecognition of operating lease assets due to termination or impairment | 100 | $ 1,600 | 800 | $ 2,200 |
CAVA | ||||
Property, Plant and Equipment [Line Items] | ||||
Derecognition of operating lease assets due to termination or impairment | $ 500 | $ 500 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Thousands | Oct. 01, 2023 | Dec. 25, 2022 | Oct. 02, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 1,944 | $ 1,944 | $ 1,900 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Oct. 01, 2023 | Dec. 25, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ (1,180) | |
Indefinite-Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | $ 1,355 | 1,355 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Carrying Value | 1,355 | 2,562 |
Accumulated Amortization | (1,180) | |
Net | 1,355 | 1,382 |
Trademark | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | 750 | 750 |
Other | ||
Indefinite-Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | $ 605 | 605 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 1,207 | |
Accumulated Amortization | (1,180) | |
Net | 27 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (1,180) |
ACCRUED EXPENSES AND OTHER (Det
ACCRUED EXPENSES AND OTHER (Details) - USD ($) $ in Thousands | Oct. 01, 2023 | Dec. 25, 2022 |
Payables and Accruals [Abstract] | ||
Accrued payroll and payroll taxes | $ 23,894 | $ 13,413 |
Accrued capital purchases | 14,156 | 7,726 |
Sales and use tax payable | 4,158 | 2,339 |
Gift card and loyalty liabilities | 3,497 | 3,271 |
Other accrued expenses | 17,292 | 13,719 |
Total accrued expenses and other | $ 62,997 | $ 40,468 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - Line of Credit - USD ($) | 9 Months Ended | ||||
Jul. 06, 2023 | May 31, 2023 | Oct. 01, 2023 | Feb. 15, 2023 | Nov. 21, 2018 | |
Delayed Draw Facility | Secured Debt | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 24,000,000 | $ 30,000,000 | |||
Amount borrowed on line of credit | $ 6,000,000 | ||||
Repayments of line of credit | $ 6,000,000 | ||||
Rate multiplied for first eight payments to determine quarterly principal payments (in percent) | 0.0125 | ||||
Rate multiplied after eighth payment to determine quarterly principal payments (in percent) | 0.01875 | ||||
Delayed Draw Facility | Secured Debt | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Ticking fee (in percent) | 0.35% | ||||
Delayed Draw Facility | Secured Debt | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Ticking fee (in percent) | 0.20% | ||||
2022 Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 75,000,000 | ||||
Debt instrument term (in years) | 5 years | ||||
Unamortized loan origination fees | $ 1,000,000 | ||||
Borrowings outstanding | $ 0 | ||||
2022 Credit Facility | Maximum | Secured Overnight Financing Rate (SOFR) | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread (in percentage) | 2.50% | ||||
2022 Credit Facility | Minimum | Secured Overnight Financing Rate (SOFR) | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread (in percentage) | 1.50% | ||||
2022 Credit Facility | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 25,000,000 | ||||
2020 Credit Facility | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 38,700,000 |
REDEEMABLE PREFERRED STOCK AN_3
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Reserve Shares of Common Stock (Details) - shares | Oct. 01, 2023 | Jul. 09, 2023 | Dec. 25, 2022 | Oct. 02, 2022 | Jul. 10, 2022 | Dec. 26, 2021 |
Class of Stock [Line Items] | ||||||
Conversion of outstanding shares of preferred stock (in shares) | 0 | 0 | 95,203,554 | 95,203,554 | 95,203,554 | 95,203,554 |
Awards outstanding under the 2015 and 2023 Equity Incentive Plans (in shares) | 5,880,499 | 3,639,087 | ||||
Total reserved shares of common stock (in shares) | 15,954,259 | 100,516,065 | ||||
2015 And 2023 Equity Incentive Plan | ||||||
Class of Stock [Line Items] | ||||||
Shares available for future issuance (in shares) | 8,311,490 | 1,673,424 | ||||
2023 Employee Stock Purchase Plan | ||||||
Class of Stock [Line Items] | ||||||
Shares available for future issuance (in shares) | 1,762,270 | 0 |
REDEEMABLE PREFERRED STOCK AN_4
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Narrative (Details) | 9 Months Ended | ||||||
Jun. 20, 2023 $ / shares shares | Oct. 01, 2023 $ / shares shares | Jul. 09, 2023 shares | Dec. 25, 2022 $ / shares shares | Oct. 02, 2022 shares | Jul. 10, 2022 shares | Dec. 26, 2021 shares | |
Class of Stock [Line Items] | |||||||
Conversion of preferred stock (in shares) | 95,203,554 | 95,203,554 | |||||
Par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Conversion ratio | 1 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 0 | 0 | 95,203,554 | 95,203,554 | 95,203,554 | 95,203,554 | |
Series A | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | $ 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 13,304,238 | ||||||
Series B | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 7,713,585 | ||||||
Series C | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 5,161,029 | ||||||
Series D | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 4,420,452 | ||||||
Series E | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 47,702,841 | ||||||
Series F | |||||||
Class of Stock [Line Items] | |||||||
Par value (in usd per share) | $ / shares | $ 0.0001 | ||||||
Redeemable preferred stock, shares outstanding (in shares) | 16,901,409 |
REDEEMABLE PREFERRED STOCK AN_5
REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Schedule of Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Oct. 01, 2023 | Jul. 09, 2023 | Dec. 25, 2022 | Oct. 02, 2022 | Jul. 10, 2022 | Dec. 26, 2021 |
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 250,000,000 | 111,874,110 | ||||
Shares Issued (in shares) | 0 | 95,203,554 | ||||
Redeemable preferred stock, shares outstanding (in shares) | 0 | 0 | 95,203,554 | 95,203,554 | 95,203,554 | 95,203,554 |
Liquidation Preference | $ 723,065 | |||||
Carrying Value | $ 662,308 | |||||
Series A | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 16,002,549 | |||||
Shares Issued (in shares) | 13,304,238 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 13,304,238 | |||||
Liquidation Preference | $ 38,161 | |||||
Carrying Value | $ (12,912) | |||||
Series B | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 7,731,015 | |||||
Shares Issued (in shares) | 7,713,585 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 7,713,585 | |||||
Liquidation Preference | $ 44,250 | |||||
Carrying Value | $ 44,024 | |||||
Series C | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 5,205,333 | |||||
Shares Issued (in shares) | 5,161,029 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 5,161,029 | |||||
Liquidation Preference | $ 34,950 | |||||
Carrying Value | $ 34,609 | |||||
Series D | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 4,463,088 | |||||
Shares Issued (in shares) | 4,420,452 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 4,420,452 | |||||
Liquidation Preference | $ 33,389 | |||||
Carrying Value | $ 32,999 | |||||
Series E | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 61,570,716 | |||||
Shares Issued (in shares) | 47,702,841 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 47,702,841 | |||||
Liquidation Preference | $ 360,315 | |||||
Carrying Value | $ 359,520 | |||||
Series F | ||||||
Class of Stock [Line Items] | ||||||
Shares Authorized (in shares) | 16,901,409 | |||||
Shares Issued (in shares) | 16,901,409 | |||||
Redeemable preferred stock, shares outstanding (in shares) | 16,901,409 | |||||
Liquidation Preference | $ 212,000 | |||||
Carrying Value | $ 204,068 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate (in percent) | 0.60% | 0.20% | 1% | (0.20%) |
Income tax expense (benefit) | $ 38 | $ (29) | $ 116 | $ 67 |
LEASES - Schedule of Lease Term
LEASES - Schedule of Lease Term and Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | Dec. 25, 2022 | |
Leases [Abstract] | |||||
Weighted average remaining lease term (years) | 8 years 3 months 18 days | 8 years 3 months 18 days | 8 years 4 months 24 days | ||
Weighted average discount rate | 5.98% | 5.98% | 5.51% | ||
Lease, Cost [Abstract] | |||||
Operating lease cost | $ 10,372 | $ 9,795 | $ 33,384 | $ 32,885 | |
Pre-opening lease cost | 1,134 | 1,186 | 3,436 | 2,721 | |
Closed store lease cost | 112 | 95 | 489 | 723 | |
Short-term lease costs | 74 | 108 | 292 | 343 | |
Variable lease cost | 336 | 70 | 1,158 | 163 | |
Sublease income | (138) | (137) | (444) | (464) | |
Total lease cost | $ 11,890 | $ 11,117 | $ 38,315 | $ 36,371 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Lessee, Lease, Description [Line Items] | ||||
Cash paid for operating lease liabilities | $ 12,067 | $ 7,983 | $ 35,220 | $ 34,715 |
Operating lease assets obtained in exchange for operating lease liabilities | 8,457 | 8,047 | 42,341 | 313,806 |
Derecognition of operating lease assets due to termination or impairment | $ 236 | $ 2,991 | $ 3,022 | 7,654 |
Cumulative Effect, Period of Adoption, Adjustment | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease assets obtained in exchange for operating lease liabilities | $ 256,900 |
LEASES - Schedule of Maturity (
LEASES - Schedule of Maturity (Details) $ in Thousands | Oct. 01, 2023 USD ($) |
Leases [Abstract] | |
2023 (remainder) | $ 9,387 |
2024 | 55,481 |
2025 | 56,135 |
2026 | 55,117 |
2027 | 52,784 |
Thereafter | 214,252 |
Total | 443,156 |
Less: imputed interest | 100,797 |
Operating lease liabilities (current and non-current) | $ 342,359 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Millions | Oct. 01, 2023 USD ($) |
Leases [Abstract] | |
Lease payments for leases not yet commenced | $ 63.9 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Oct. 01, 2023 USD ($) letters_of_credit | Dec. 25, 2022 USD ($) letters_of_credit |
Other Commitments [Line Items] | ||
Number of irrevocable letters of credit | letters_of_credit | 8 | 8 |
Letter of Credit | ||
Other Commitments [Line Items] | ||
Aggregate amount of letters of credit | $ | $ 1.3 | $ 1.3 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - Related Party - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 02, 2022 | Oct. 02, 2022 | |
CMRG | ||
Related Party Transaction [Line Items] | ||
Professional fees | $ 0.1 | $ 0.2 |
Act III Management, LLC | ||
Related Party Transaction [Line Items] | ||
Professional fees | $ 0.2 | $ 0.7 |
EQUITY-BASED COMPENSATION - Nar
EQUITY-BASED COMPENSATION - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 20, 2023 shares | Oct. 01, 2023 USD ($) | Oct. 02, 2022 USD ($) | Oct. 01, 2023 USD ($) shares | Oct. 02, 2022 USD ($) shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Options granted to CEO (in shares) | 1,373,215 | 459,066 | |||
2023 Equity Incentive Plan | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Shares authorized for issuance | 9,398,771 | ||||
Increase in shares reserved for issuance (in percent) | 0.01 | ||||
2015 And 2023 Equity Incentive Plan | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Compensation expense | $ | $ 3,000 | $ 1,200 | $ 6,000 | $ 3,000 | |
Stock options | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Option term (in years) | 10 years | ||||
Vesting period (in years) | 4 years | ||||
Unrecognized compensation costs related to option awards | $ | 13,200 | $ 13,200 | |||
Vesting period (in years) | 4 years 1 month 6 days | ||||
Stock options | Chief Executive Officer | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period (in years) | 5 years | ||||
Options granted to CEO (in shares) | 647,123 | ||||
Restricted stock units | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period (in years) | 4 years | ||||
Vesting period (in years) | 3 years 7 months 6 days | ||||
Granted (in shares) | 1,697,450 | 880,656 | |||
Unrecognized compensation expense related to RSUs | $ | 30,200 | $ 30,200 | |||
Restricted stock units | Chief Executive Officer | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Vesting period (in years) | 5 years | ||||
Granted (in shares) | 332,386 | ||||
Employee Stock | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Shares authorized for issuance | 1,762,270 | ||||
Compensation expense | $ | $ 200 | $ 200 | |||
Percent of outstanding shares | 1% | ||||
Purchase price of common stock (in percent) | 85% |
EQUITY-BASED COMPENSATION - Sch
EQUITY-BASED COMPENSATION - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Dec. 25, 2022 | Dec. 26, 2021 | |
Number Of Options | ||||
Beginning Balance (in shares) | 1,863,099 | 1,431,771 | 1,431,771 | |
Granted (in shares) | 1,373,215 | 459,066 | ||
Exercised (in shares) | (61,748) | (13,608) | ||
Forfeited or expired (in shares) | (79,741) | (10,800) | ||
Ending Balance (in shares) | 3,094,825 | 1,866,429 | 1,863,099 | 1,431,771 |
Exercise Price | ||||
Options outstanding, Weighted average exercise price per share - Beginning Balance (in $ per share) | $ 5.04 | $ 4.45 | $ 4.45 | |
Options granted, Weighted average exercise price per share (in $ per share) | 19.61 | 6.75 | ||
Options exercised, Weighted average exercise price per share (in $ per share) | 4.75 | 2.39 | ||
Options forfeited or expired, Weighted average exercise price per share (in $ per share) | 9.47 | 2.70 | ||
Options outstanding, Weighted average exercise price per share - Ending Balance (in $ per share) | $ 11.40 | $ 5.04 | $ 5.04 | $ 4.45 |
Stock Options Additional Disclosures | ||||
Options outstanding, Weighted average remaining contractual term (in years) | 7 years | 6 years 1 month 6 days | 5 years 10 months 24 days | 5 years 9 months 18 days |
Options outstanding, Aggregate intrinsic value (in USD) | $ 59,508 | $ 5,424 | $ 8,444 | $ 3,828 |
Options exercisable, Number of options (in shares) | 1,457,407 | 1,344,153 | ||
Options exercisable, Weighted average exercise price per share (in $ per share) | $ 4.69 | $ 4.37 | ||
Options exercisable, Weighted average remaining contractual term (in years) | 4 years 2 months 12 days | 4 years 10 months 24 days | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||||
Options vested and expected to vest (in shares) | 3,094,825 | 1,866,429 | ||
Options vested and expected to vest, Weighted average exercise price per share (in $ per share) | $ 11.40 | $ 5.04 | ||
Options vested and expected to vest, Weighted average remaining contractual term (in years) | 7 years | 6 years 1 month 6 days | ||
Options vested and expected to vest, Aggregate intrinsic value (in USD) | $ 59,508 | $ 5,424 |
EQUITY-BASED COMPENSATION - Wei
EQUITY-BASED COMPENSATION - Weighted Average Assumptions (Details) - Stock options - $ / shares | 9 Months Ended | |
Oct. 01, 2023 | Oct. 02, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 4 months 24 days | 6 years 2 months 12 days |
Volatility | 46% | 45% |
Risk-free interest rate | 3.80% | 1.70% |
Dividend rate | 0% | 0% |
Weighted-average grant date fair value per share | $ 9.98 | $ 2.97 |
EQUITY-BASED COMPENSATION - S_2
EQUITY-BASED COMPENSATION - Schedule of Restricted Stock (Details) - Restricted stock units - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |||
Oct. 01, 2023 | Oct. 02, 2022 | Dec. 25, 2022 | Dec. 26, 2021 | |
Unvested Restricted Stock Outstanding | ||||
Beginning balance (in shares) | 1,775,988 | 1,486,977 | ||
Granted (in shares) | 1,697,450 | 880,656 | ||
Vested (in shares) | (457,545) | (298,605) | ||
Forfeited (in shares) | (230,219) | (149,607) | ||
Ending balance (in shares) | 2,785,674 | 1,919,421 | ||
Weighted Average Grant Date Fair Value | ||||
Outstanding, Weighted average grant date fair value, Beginning Balance ($ per share) | $ 4.76 | $ 3.08 | ||
Granted, Weighted average grant date fair value ($ per share) | 17.51 | 6.74 | ||
Vested, Weighted average grant date fair value ($ per share) | 4.56 | 2.76 | ||
Forfeited, Weighted average grant date fair value ($ per share) | 7.53 | 3.55 | ||
Outstanding, Weighted average grant date fair value, Ending Balance ($ per share) | $ 12.35 | $ 4.76 | ||
Aggregate Intrinsic Value | $ 85,297 | $ 15,240 | $ 16,996 | $ 10,032 |
EARNINGS (LOSS) PER SHARE - Sch
EARNINGS (LOSS) PER SHARE - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Numerator: | ||||
Net income (loss) | $ 6,833 | $ (11,893) | $ 11,231 | $ (40,141) |
Denominator: | ||||
Weighted average shares outstanding, basic | 113,584 | 1,327 | 43,244 | 1,314 |
Dilutive awards outstanding | 4,129 | 0 | 2,722 | 0 |
Weighted average shares outstanding, diluted | 117,713 | 1,327 | 45,966 | 1,314 |
Earnings (loss) per common share: | ||||
Basic (in usd per share) | $ 0.06 | $ (8.96) | $ 0.26 | $ (30.54) |
Diluted (in usd per share) | $ 0.06 | $ (8.96) | $ 0.24 | $ (30.54) |
EARNINGS (LOSS) PER SHARE - S_2
EARNINGS (LOSS) PER SHARE - Schedule of Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalents | 0 | 97,430 | 0 | 97,430 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalents | 0 | 1,461 | 0 | 1,461 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalents | 0 | 765 | 0 | 765 |
Preferred stock (as converted to common shares) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalents | 0 | 95,204 | 0 | 95,204 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2023 | Oct. 02, 2022 | Oct. 01, 2023 | Oct. 02, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 175,553 | $ 139,258 | $ 551,530 | $ 434,184 |
Total restaurant-level operating expenses | 131,066 | 112,850 | 411,048 | 360,027 |
Total restaurant-level profit | 44,487 | 26,408 | 140,482 | 74,157 |
Reconciliation of restaurant-level profit to income (loss) before income taxes: | ||||
General and administrative expenses | 24,472 | 16,547 | 76,817 | 53,768 |
Depreciation and amortization | 11,528 | 10,018 | 35,096 | 31,783 |
Restructuring and other costs | 1,092 | 2,055 | 5,160 | 4,989 |
Pre-opening costs | 3,410 | 6,175 | 12,809 | 14,225 |
Impairment and asset disposal costs | 1,190 | 3,838 | 4,295 | 9,848 |
Interest (income) expense, net | (3,956) | (115) | (4,630) | 262 |
Other income, net | (120) | (188) | (412) | (644) |
Income (loss) before income taxes | 6,871 | (11,922) | 11,347 | (40,074) |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,794 | 1,613 | 6,054 | 5,642 |
Total restaurant-level operating expenses | 887 | 1,595 | 3,574 | 5,050 |
Total restaurant-level profit | 907 | 18 | 2,480 | 592 |
CAVA | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 173,759 | 116,213 | 541,609 | 333,546 |
Total restaurant-level operating expenses | 130,179 | 90,992 | 403,430 | 265,480 |
Total restaurant-level profit | 43,580 | 25,221 | 138,179 | 68,066 |
Zoes Kitchen | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 21,432 | 3,867 | 94,996 |
Total restaurant-level operating expenses | 0 | 20,263 | 4,044 | 89,497 |
Total restaurant-level profit | $ 0 | $ 1,169 | $ (177) | $ 5,499 |