Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2023 | Feb. 20, 2024 | Jul. 01, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 30, 2023 | ||
Entity File Number | 1-39609 | ||
Entity Registrant Name | Hillman Solutions Corp. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 85-2096734 | ||
Entity Address, Address Line One | 1280 Kemper Meadow Drive | ||
Entity Address, City or Town | Cincinnati | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 45240 | ||
City Area Code | 513 | ||
Local Phone Number | 851-4900 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,741 | ||
Entity Central Index Key | 0001822492 | ||
Current Fiscal Year End Date | --12-30 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Common Stock, Shares Outstanding | 195,181,953 | ||
Documents Incorporated by Reference | Documents Incorporated by Reference: Part III of this 10-K incorporates by reference certain information from the registrants definitive Proxy Statement for the 2024 Annual Meeting of Stockholders. | ||
Entity Filer Category | Large Accelerated Filer | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 30, 2023 | |
Auditor Information [Abstract] | |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | Cincinnati, OH |
Auditor Firm ID | 34 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 38,553 | $ 31,081 |
Accounts Receivable, after Allowance for Credit Loss, Current | 103,482 | 86,985 |
Inventories, net | 382,710 | 489,326 |
Other current assets | 23,235 | 24,227 |
Total current assets | 547,980 | 631,619 |
Property and equipment, net | 200,553 | 190,258 |
Goodwill | 825,042 | 823,812 |
Intangible assets, net | 655,293 | 734,460 |
Operating lease right of use assets | 87,479 | 66,955 |
Other assets | 14,754 | 23,586 |
Total assets | 2,331,101 | 2,470,690 |
Current liabilities: | ||
Accounts payable | 140,290 | 131,751 |
Current portion of debt and finance lease obligations | 9,952 | 10,570 |
Current portion of operating lease liabilities | 14,407 | 12,285 |
Accrued expenses: | ||
Salaries and wages | 22,548 | 15,709 |
Pricing allowances | 8,145 | 9,246 |
Income and other taxes | 6,469 | 5,300 |
Interest | 343 | 697 |
Other accrued expenses | 20,966 | 29,854 |
Total current liabilities | 223,120 | 215,412 |
Long-term debt | 731,708 | 884,636 |
Deferred tax liabilities | 131,552 | 140,091 |
Operating lease liabilities | 79,994 | 61,356 |
Other non-current liabilities | 10,198 | 12,456 |
Total liabilities | 1,176,572 | 1,313,951 |
Commitments and Contingencies (Note 18) | $ 0 | $ 0 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares outstanding | 194,913,124 | 194,548,411 |
Common Stock, Value, Outstanding | $ 20 | $ 20 |
Stockholders' equity: | ||
Additional paid-in capital | 1,418,535 | 1,404,360 |
Accumulated deficit | (236,206) | (226,617) |
Accumulated other comprehensive loss | (27,820) | (21,024) |
Total stockholders' equity | 1,154,529 | 1,156,739 |
Total liabilities and stockholders' equity | $ 2,331,101 | $ 2,470,690 |
Common Stock, Shares, Issued | 194,913,124 | 194,548,411 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 | Nov. 22, 2021 | Jul. 14, 2021 |
Statement of Financial Position [Abstract] | ||||
Accounts receivable, allowances | $ 2,770 | $ 2,405 | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 333,875 | 333,452 | ||
Other intangible assets, accumulated amortization | $ 470,791 | $ 414,275 | ||
Common Stock, Shares, Issued | 194,913,124 | 194,548,411 | ||
Common stock, shares outstanding | 194,913,124 | 194,548,411 | 187,392,901 | |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Income Statement [Abstract] | |||
Net sales | $ 1,476,477 | $ 1,486,328 | $ 1,425,967 |
Cost of sales (exclusive of depreciation and amortization shown separately below) | 828,956 | 846,551 | 859,557 |
Selling, General and Administrative Expense | 452,110 | 480,993 | 437,875 |
Depreciation | 59,331 | 57,815 | 59,400 |
Amortization | 62,309 | 62,195 | 61,329 |
Management fees to related party | 0 | 0 | 270 |
Other expense (income), net | 12,843 | (1,119) | (2,778) |
Income from operations | 60,928 | 39,893 | 10,314 |
Fair Value Adjustment of Warrants | 0 | 0 | (14,734) |
Interest expense, net | 68,310 | 54,560 | 61,237 |
Interest expense on junior subordinated debentures | 0 | 0 | 7,775 |
Investment income on trust common securities | 0 | 0 | (233) |
Income on mark-to-market adjustment of interest rate swap | 0 | 0 | (1,685) |
Refinancing costs | 0 | 0 | 8,070 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest, Total | (7,382) | (14,667) | (50,116) |
Income tax expense (benefit) | 2,207 | 1,769 | (11,784) |
Net loss | (9,589) | (16,436) | (38,332) |
Net loss from above | (9,589) | (16,436) | (38,332) |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments | 4,801 | (7,615) | (283) |
Hedging activity | (11,597) | 13,745 | 2,517 |
Total other comprehensive (loss) income | (6,796) | 6,130 | 2,234 |
Comprehensive loss | $ (16,385) | $ (10,306) | $ (36,098) |
Basic and diluted loss per share | $ (0.05) | $ (0.08) | $ (0.28) |
Weighted average basic and diluted shares outstanding | 194,722 | 194,249 | 134,699 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Cash flows from operating activities: | |||
Net loss | $ (9,589) | $ (16,436) | $ (38,332) |
Adjustments to reconcile net loss to net cash provided by (used for) operating activities: | |||
Depreciation and amortization | 121,640 | 120,010 | 120,730 |
(Gain) loss on dispositions of property and equipment | (34) | (26) | 221 |
Impairment charges | 24,600 | 0 | 0 |
Deferred income taxes | (8,693) | (873) | (21,846) |
Deferred financing and original issue discount amortization | 5,323 | 3,582 | 4,336 |
Loss on debt restructuring, net of third party fees paid | 0 | 0 | (8,372) |
Stock-based compensation expense | 12,004 | 13,524 | 15,255 |
Fair Value Adjustment of Warrants | 0 | 0 | (14,734) |
Change in fair value of contingent consideration | (4,936) | (1,128) | (1,806) |
Other non-cash interest and change in value of interest rate swap | 0 | 0 | (1,685) |
Changes in operating items: | |||
Accounts receivable | (15,898) | 19,889 | 15,148 |
Inventories | 103,660 | 38,813 | (137,849) |
Other assets | 3,068 | 566 | 3,064 |
Accounts payable | 8,029 | (53,760) | (20,253) |
Other accrued liabilities | (1,139) | (5,150) | (24,131) |
Net cash provided by (used for) by operating activities | 238,035 | 119,011 | (110,254) |
Cash flows from investing activities: | |||
Acquisitions of businesses, net of cash acquired | (1,700) | (2,500) | (38,902) |
Capital expenditures | (65,769) | (69,589) | (51,552) |
Other investing activities | (383) | (733) | 0 |
Net cash (used for) investing activities | (67,852) | (72,822) | (90,454) |
Cash flows from financing activities: | |||
Borrowings on senior term loans, net of discount | 0 | 0 | 883,872 |
Repayments of Secured Debt | (88,510) | (10,638) | (1,072,042) |
Borrowings of revolving credit loans | 178,000 | 244,000 | 322,000 |
Repayments of revolving credit loans | (250,000) | (265,000) | (301,000) |
Repayments of senior term loans | 0 | 0 | (330,000) |
Financing fees | 0 | 0 | (20,988) |
Proceeds from reverse recapitalization | 0 | 0 | 455,161 |
Proceeds from Issuance of Common Stock | 0 | 0 | 363,301 |
Repayments of Subordinated Debt | 0 | 0 | (108,707) |
Principal payments under finance lease obligations | (2,410) | (1,470) | (938) |
Proceeds from exercise of stock options | 2,167 | 2,609 | 2,670 |
Payments of contingent consideration | (1,232) | 0 | 0 |
Other financing activities | 9 | 1,777 | 0 |
Net cash (used for) provided by financing activities | (161,976) | (28,722) | 193,329 |
Effect of exchange rate changes on cash | (735) | (991) | 464 |
Net increase (decrease) in cash and cash equivalents | 7,472 | 16,476 | (6,915) |
Cash and cash equivalents at beginning of period | 31,081 | 14,605 | 21,520 |
Cash and cash equivalents at end of period | $ 38,553 | $ 31,081 | $ 14,605 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent | $ 364,587 | $ 9 | $ 565,815 | $ (171,849) | $ (29,388) |
Common stock, shares outstanding | 90,935,000 | ||||
Beginning Balance at Dec. 26, 2020 | 364,587 | $ 9 | 565,815 | (171,849) | (29,388) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (38,332) | (38,332) | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 523,000 | ||||
Stock option activity, stock awards and employee stock purchase plan | 17,925 | 17,925 | |||
Stock Issued During Period, Value, New Issues | 363,301 | $ 4 | 363,297 | ||
Change in cumulative foreign currency translation adjustment | (283) | (283) | |||
Ending Balance at Dec. 25, 2021 | $ 1,150,095 | 20 | 1,387,410 | (210,181) | (27,154) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Shares issued to SPAC sponsors and public shareholders (6) | 37,500,000 | ||||
Stock Issued During Period, Shares, Reverse Recapitalization | 58,672,000 | ||||
Stock Issued During Period, Value, Reverse Recapitalization | $ 377,965 | 6 | 377,959 | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (2,517) | (2,517) | |||
Stock Issued During Period, Value, Other | $ 62,415 | 1 | 62,414 | ||
Stock Issued During the Period, Shares, Warrant Redemption | 6,365,000 | ||||
Stockholders' Equity Attributable to Parent | $ 1,150,095 | $ 20 | 1,387,410 | (210,181) | (27,154) |
Common stock, shares outstanding | 193,995,000 | ||||
Net loss | (16,436) | (16,436) | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 553,000 | ||||
Stock option activity, stock awards and employee stock purchase plan | 16,190 | 16,190 | |||
Change in cumulative foreign currency translation adjustment | (7,615) | (7,615) | |||
Ending Balance at Dec. 31, 2022 | 1,156,739 | $ 20 | 1,404,360 | (226,617) | (21,024) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (13,745) | (13,745) | |||
Stock Issued During Period, Value, Other | 760 | 760 | |||
Stockholders' Equity Attributable to Parent | $ 1,156,739 | $ 20 | 1,404,360 | (226,617) | (21,024) |
Common stock, shares outstanding | 194,548,411 | 194,548,000 | |||
Net loss | $ (9,589) | (9,589) | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 365,000 | ||||
Stock option activity, stock awards and employee stock purchase plan | 14,175 | 14,175 | |||
Change in cumulative foreign currency translation adjustment | 4,801 | 4,801 | |||
Ending Balance at Dec. 30, 2023 | 1,154,529 | $ 20 | 1,418,535 | (236,206) | (27,820) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 11,597 | (11,597) | |||
Stockholders' Equity Attributable to Parent | $ 1,154,529 | $ 20 | $ 1,418,535 | $ (236,206) | $ (27,820) |
Common stock, shares outstanding | 194,913,124 | 194,913,000 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying financial statements include the consolidated accounts of Hillman Solutions Corp. and its wholly-owned subsidiaries (collectively “Hillman” or the “Company”). Unless the context requires otherwise, references to "Hillman," "we," "us," "our," or "our Company" refer to Hillman Solutions Corp. and its wholly-owned subsidiaries. The Consolidated Financial Statements included herein have been prepared in accordance with accounting standards generally accepted in the United States of America ("U.S. GAAP"). All intercompany balances and transactions have been eliminated. References to 2023, 2022, and 2021 are for fiscal years ended December 30, 2023, December 31, 2022, and December 25, 2021, respectively. On July 14, 2021, privately held HMAN Group Holdings Inc. ("Old Hillman"), and Landcadia Holdings III, Inc. (“Landcadia” and after the Business Combination described herein, “New Hillman”), a special purpose acquisition company ("SPAC") consummated the previously announced business combination (the “Closing”) pursuant to the terms of the Agreement and Plan of Merger, dated as of January 24, 2021 (as amended on March 12, 2021, the "Merger Agreement”) by and among Landcadia, Helios Sun Merger Sub, a wholly-owned subsidiary of Landcadia (“Merger Sub”), HMAN Group Holdings Inc., a Delaware corporation (“Hillman Holdco”) and CCMP Sellers’ Representative, LLC, a Delaware Limited Liability Company in its capacity as the Stockholder Representative thereunder (the “Stockholder Representative”). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Hillman Holdco with Hillman Holdco surviving the merger as a wholly owned subsidiary of New Hillman, which was renamed “Hillman Solutions Corp.” (the “Merger” and together with the other transactions contemplated by the Merger Agreement, the “Business Combination”). Unless the context indicates otherwise, the discussion of the Company and its financial condition and results of operations is with respect to New Hillman following the closing date and Old Hillman prior to the closing date. See Note 3 - Merger Agreement for more information. In connection with the closing of the Business Combination on July 14, 2021, Landcadia changed its name from “Landcadia Holdings III, Inc." to “Hillman Solutions Corp.” and the Company’s common stock began trading on The Nasdaq Stock Market under the trading symbol “HLMN”. The Company has a 52-53 week fiscal year ending on the last Saturday in December. In a 52 week fiscal year, each of the Company’s quarterly periods will consist of 13 weeks. The additional week in a 53 week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. In 2023, the Company had a 52 week fiscal year, whereas in the prior year, 2022, the Company had its first 53 week fiscal year. Nature of Operations: The Company is comprised of three separate operating business segments: (1) Hardware and Protective Solutions, (2) Robotics and Digital Solutions, and (3) Canada. In the first quarter of 2023, the Company realigned its Canada segment to include the Canada portions of the Protective Solutions and MinuteKey businesses, which are now operating under the Canada segment leadership team. Previously, the results of the Canada portion of the Protective Solutions business were reported in the Hardware and Protective Solutions segment and the Canada portion of the MinuteKey business was reported in the Robotics and Digital Solutions segment and were operating under those respective segment leadership teams. See Note 21 - Segment Reporting and Geographic Information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Cash and Cash Equivalents: Cash and cash equivalents consist of commercial paper, U.S. Treasury obligations, and other liquid securities purchased with initial maturities less than 90 days and are stated at cost which approximates fair value. The Company has foreign bank balances of approximately $12,695 and $23,876 at December 30, 2023 and December 31, 2022, respectively. The Company maintains cash and cash equivalent balances with financial institutions that exceed federally insured limits. The Company has not experienced any losses related to these balances. Restricted Investments: The Company's restricted investments are trading securities carried at fair market value which represent assets held in a Rabbi Trust to fund deferred compensation liabilities owed to the Company's employees. The current portion of the investments is included in other current assets and the long term portion in other assets on the accompanying Consolidated Balance Sheets. See Note 11 - Deferred Compensation Plan for additional information. Accounts Receivable and Allowance for Doubtful Accounts: The Company establishes the allowance for doubtful accounts by considering historical losses, adjusted to take into account current market conditions. The estimates for calculating the aggregate reserve are based on the financial condition of the customers, the length of time receivables are past due, historical collection experience, current economic trends, and reasonably supported forecasts. Increases to the allowance for doubtful accounts result in a corresponding expense. The Company writes off individual accounts receivable when collection becomes improbable. The allowance for doubtful accounts was $2,770 and $2,405 as of December 30, 2023 and December 31, 2022, respectively. In the years ended December 30, 2023 and December 31, 2022, the Company entered into agreements to sell, on an ongoing basis and without recourse, certain trade accounts receivable. The buyer is responsible for servicing the receivables. The sale of the receivables is accounted for in accordance with Financial Accounting Standards Board (“FASB”) ASC 860, Transfers and Servicing. Under that guidance, receivables are considered sold when they are transferred beyond the reach of the Company and its creditors, the purchaser has the right to pledge or exchange the receivables, and the Company has surrendered control over the transferred receivables. The Company has received proceeds from the sales of trade accounts receivable of approximately $299,169, $374,105 and $322,509 for the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively, and has included the proceeds in net cash provided by operating activities in the Consolidated Statements of Cash Flows. Related to the sale of accounts receivable, the Company recorded losses of approximately $6,313, $4,432 and $1,433 for the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. Inventories: Inventories consisting predominantly of finished goods are valued at the lower of cost or net realizable value, cost being determined principally on the standard cost method, which approximates the first-in-first-out “FIFO” method. The historical usage rate is the primary factor used in assessing the net realizable value of excess and obsolete inventory. A reduction in the carrying value of an inventory item from cost to net realizable value is recorded for inventory with excess on-hand quantities as determined based on historic and projected sales, product category, and stage in the product life cycle. Property and Equipment: Property and equipment are carried at cost and include expenditures for new facilities and major renewals. For financial accounting purposes, depreciation is computed on the straight-line method over the estimated useful lives of the assets, generally 3 to 15 years. Assets acquired under finance leases are depreciated over the terms of the related leases. Maintenance and repairs are charged to expense as incurred. The Company capitalizes certain costs that are directly associated with the development of internally developed software related to our key and engraving machines, representing the historical cost of these assets. Once the software is completed and placed into service, such costs are amortized over the estimated useful lives. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are removed from their respective accounts, and the resulting gain or loss is reflected in income from operations. Property and equipment, net, consists of the following at December 30, 2023 and December 31, 2022: Estimated (Years) 2023 2022 Leasehold improvements life of lease $ 28,026 $ 17,445 Machinery and equipment 3 - 10 420,921 416,512 Computer equipment and software 3 - 5 70,356 68,410 Furniture and fixtures 6 - 8 12,396 7,888 Construction in process 2,729 13,455 Property and equipment, gross 534,428 523,710 Less: Accumulated depreciation 333,875 333,452 Property and equipment, net $ 200,553 $ 190,258 Goodwill: The Company has adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test and instead requires an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If, after assessing the totality of events or circumstances, the Company determines that the fair value of a reporting unit is less than the carrying value, then the Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The Company’s annual impairment assessment is performed for its reporting units as of October 1st. With the assistance of an independent third-party specialist, management assessed the value the of the reporting units based on a discounted cash flow model and multiple of earnings. Assumptions critical to our fair value estimates under the discounted cash flow model include the discount rate and projected net sales and EBITDA growth rates. The results of the quantitative assessment in 2023, 2022, and 2021 indicated that the fair value of each reporting unit was in excess of its carrying value. Therefore goodwill was not impaired as of our annual testing dates. Goodwill amounts by reportable segment are summarized as follows: Goodwill at Goodwill at December 31, 2022 Acquisitions Disposals Other (1) December 30, 2023 Hardware and Protective Solutions $ 574,744 $ — $ — $ 554 $ 575,298 Robotics and Digital Solutions 220,936 — — — 220,936 Canada 28,132 — — 676 28,808 Total $ 823,812 $ — $ — $ 1,230 $ 825,042 (1) The "Other" change to goodwill relates to adjustments resulting from fluctuations in foreign currency exchange rates for the Canada and Mexico reporting units. Intangible Assets: Intangible assets arise primarily from the determination of their respective fair market values at the date of acquisition. With the exception of certain trade names, intangible assets are amortized on a straight-line basis over periods ranging from 5 to 20 years, representing the period over which the Company expects to receive future economic benefits from these assets. Other intangibles, net, as of December 30, 2023 and December 31, 2022 consist of the following: Useful Life December 30, 2023 December 31, 2022 Customer relationships 13 - 20 $ 944,713 $ 963,622 Trademarks - indefinite Indefinite 85,520 85,275 Trademarks - other 7 - 15 31,665 31,387 Technology and patents 5 - 12 64,186 68,451 Intangible assets, gross 1,126,084 1,148,735 Less: Accumulated amortization 470,791 414,275 Intangible assets, net $ 655,293 $ 734,460 Estimated annual amortization expense for intangible assets subject to amortization at December 30, 2023 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2024 $ 60,545 2025 59,789 2026 55,384 2027 52,636 2028 51,871 Thereafter $ 289,548 The Company also evaluates indefinite-lived intangible assets (primarily trademarks and trade names) for impairment annually or more frequently if events and circumstances indicate that it is more likely than not that the fair value of an indefinite-lived intangible asset is below its carrying amount. With the assistance of an independent third-party specialist, management assessed the fair value of our indefinite-lived intangible assets based on a relief from royalties model. An impairment charge is recorded if the carrying amount of an indefinite-lived intangible asset exceeds the estimated fair value on the measurement date as of October 1st. No impairment charges related to indefinite-lived intangible assets were recorded by the Company in 2023, 2022, or 2021 as a result of the quantitative annual impairment test. Long-Lived Assets: Long-lived assets, such as property and equipment and definite-lived intangible assets, are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by the asset or asset group to its carrying value. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. During fiscal 2023, the Company performed an impairment assessment on certain intangible assets. In the fourth quarter of 2023, we evaluated a specific product line and decided to exit certain retail locations and markets, which reduced the future cash flows from this product line and impacted the lower of cost or net realizable value of inventory. As a result, the Company recognized an impairment charge of $19.6 million during the fourth quarter of 2023 to write down the carrying values of intangible assets to their fair value. The Impairment charge was split between the following asset categories: $15.6 million for customer relationships, $2.2 million for technology and patents, and $1.7 million for trademarks - other. The impairment charge is included in other expense (income), net in the accompanying consolidated statements of comprehensive loss. No other impairment charges were recorded in 2023, 2022, or 2021. Approximately 95% of the Company’s long-lived assets are held within the United States. Income Taxes: Deferred income taxes are computed using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the financial reporting basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Valuation allowances are provided for tax benefits where management estimates it is more likely than not that certain tax benefits will not be realized. Adjustments to valuation allowances are recorded for changes in utilization of the tax-related item. See Note 7 - Income Taxes for additional information. In accordance with guidance regarding the accounting for uncertainty in income taxes, the Company recognizes a tax position if, based solely on its technical merits, it is more likely than not to be sustained upon examination by the relevant taxing authority. If a tax position does not meet the more likely than not recognition threshold, the Company does not recognize the benefit of that position in its Consolidated Financial Statements. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to be recognized in the Consolidated Financial Statements. Interest and penalties related to income taxes are included in (benefit) expense for income taxes. Contingent Consideration: Contingent consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. The estimated fair value of the contingent consideration was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The assumptions utilized in the calculation based on financial performance milestones include projected revenue, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. Risk Insurance Reserves: The Company self-insures our general liability including products liability, automotive liability, and workers' compensation losses up to $500 per occurrence. Our policy is to estimate reserves based upon a number of factors, including known claims, estimated incurred but not reported claims, and third-party actuarial analysis. The third-party actuarial analysis is based on historical information along with certain assumptions about future events. These reserves are classified as other current and other long-term liabilities within the balance sheets. The Company self-insures our group health claims up to an annual stop loss limit of $300 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. Retirement Benefits: Certain employees of the Company are covered under a profit-sharing and retirement savings plan. The plan provides for a matching contribution for eligible employees of 50% of each dollar contributed by the employee up to 6% of the employee's compensation. In addition, the plan allows for an optional annual contribution in amounts authorized by the Board of Directors, subject to the terms and conditions of the plan. Hillman Canada sponsors a Deferred Profit Sharing Plan (“DPSP”) and a Group Registered Retirement Savings Plan (“RRSP”) for all qualified, full-time employees, with at least three months of continuous service. DPSP is an employer-sponsored profit sharing plan registered as a trust with the Canada Revenue Agency (“CRA”). Employees do not contribute to the DPSP. There is no minimum required contribution; however, DPSPs are subject to maximum contribution limits set by the CRA. The DPSP is offered in conjunction with a RRSP. All eligible employees may contribute an additional voluntary amount of up to eight percent of the employee's gross earnings. Hillman Canada is required to match 100% of all employee contributions up to 2% of the employee's compensation into the DPSP account. The assets of the RRSP are held separately from those of Hillman Canada in independently administered funds. Retirement benefit costs were $4,315, $4,055, and $4,218 in the years ended December 30, 2023, December 31, 2022, and December 25, 2021, respectively. Revenue Recognition: Revenue is recognized when control of goods or services is transferred to our customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company offers a variety of sales incentives to its customers primarily in the form of discounts and rebates. Discounts are recognized in the Consolidated Financial Statements at the date of the related sale. Rebates are based on the revenue to date and the contractual rebate percentage to be paid. A portion of the cost of the rebate is allocated to each underlying sales transaction. Discounts and rebates are included in the determination of net sales. The Company also establishes a reserve for customer returns and allowances. The reserve is established based on historical rates of returns and allowances. The reserve is adjusted quarterly based on actual experience. Discounts and allowances are included in the determination of net sales. The following table disaggregates our revenue by product category. Certain amounts in the prior year presentation between segments were reclassified to conform to the current year’s presentation. Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 30, 2023 Fastening and Hardware $ 865,212 $ — $ 140,699 $ 1,005,911 Personal Protective 209,407 — 6,997 216,404 Keys and Key Accessories — 193,212 8,711 201,923 Engraving and Resharp — 52,188 51 52,239 Consolidated $ 1,074,619 $ 245,400 $ 156,458 $ 1,476,477 Year Ended December 31, 2022 Fastening and Hardware $ 834,210 $ — $ 155,362 $ 989,572 Personal Protective 234,524 — 8,926 243,450 Keys and Key Accessories — 189,364 7,625 196,989 Engraving and Resharp — 56,269 48 56,317 Consolidated $ 1,068,734 $ 245,633 $ 171,961 $ 1,486,328 Year Ended December 25, 2021 Fastening and Hardware $ 740,058 $ — $ 149,196 $ 889,254 Personal Protective 277,536 — 7,716 285,252 Keys and Key Accessories — 187,608 4,888 192,496 Engraving and Resharp — 58,886 79 58,965 Consolidated $ 1,017,594 $ 246,494 $ 161,879 $ 1,425,967 The following table disaggregates our revenue by geographic location: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 30, 2023 United States $ 1,062,045 $ 245,400 $ — $ 1,307,445 Canada — — 156,458 156,458 Mexico 12,574 — — 12,574 Consolidated $ 1,074,619 $ 245,400 $ 156,458 $ 1,476,477 Year Ended December 31, 2022 United States $ 1,054,831 $ 245,633 $ — $ 1,300,464 Canada — — 171,961 171,961 Mexico 13,903 — — 13,903 Consolidated $ 1,068,734 $ 245,633 $ 171,961 $ 1,486,328 Year Ended December 25, 2021 United States $ 1,004,750 $ 246,494 $ — $ 1,251,244 Canada — — 161,879 161,879 Mexico 12,844 — — 12,844 Consolidated $ 1,017,594 $ 246,494 $ 161,879 $ 1,425,967 Our revenue by geography is allocated based on the location of our sales operations. Hardware and Protective Solutions revenues consist primarily of the delivery of fasteners, anchors, specialty fastening products, and personal protective equipment such as gloves and eye-wear as well as in-store merchandising services for the related product category. Robotics and Digital Solutions revenues consist primarily of sales of keys and identification tags through self-service key duplication and engraving kiosks. It also includes our associate-assisted key duplication systems and key accessories. Canada revenues consist primarily of the delivery to Canadian customers of fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items as well as in-store merchandising services for the related product category. In the first quarter of 2023, the Company realigned its Canada segment to include the Canada portions of the Protective Solutions and MinuteKey businesses, which are now operating under the Canada segment leadership team. Previously, the results of the Canada portion of the Protective Solutions business were reported in the Hardware and Protective Solutions segment and the Canada portion of the MinuteKey business was reported in the Robotics and Digital Solutions segment and were operating under those respective segment leadership teams. The Company’s performance obligations under its arrangements with customers are providing products, in-store merchandising services, and access to key duplicating and engraving equipment. Generally, the price of the merchandising services and the access to the key duplicating and engraving equipment is included in the price of the related products. Control of products is transferred at the point in time when the customer accepts the goods, which occurs upon delivery of the products. Judgment is required in determining the time at which to recognize revenue for the in-store services and the access to key duplicating and engraving equipment. Revenue is recognized for in-store service and access to key duplicating and engraving equipment as the related products are delivered, which approximates a time-based recognition pattern. Therefore, the entire amount of consideration related to the sale of products, in-store merchandising services, and access to key duplicating and engraving equipment is recognized upon the delivery of the products. The costs to obtain a contract are insignificant, and generally contract terms do not extend beyond one year. Therefore, these costs are expensed as incurred. Freight and shipping costs and the cost of our in-store merchandising services teams are recognized in selling, warehouse, general, and administrative expense when control over products is transferred to the customer. The Company used the practical expedient regarding the existence of a significant financing component as payments are due in less than one year after delivery of the products. Shipping and Handling: The costs incurred to ship product to customers, including freight and handling expenses, are included in selling, warehouse, general, and administrative (“SG&A”) expenses on the Company's Consolidated Statements of Comprehensive Loss. Shipping and handling costs were $53,288, $59,911, and $60,991 in the years ended December 30, 2023, December 31, 2022, and December 25, 2021, respectively. Research and Development: The Company expenses research and development costs, which are included in selling, warehouse, general, and administrative (“SG&A”) expenses on the Company's Consolidated Statements of Comprehensive Loss; consisting primarily of internal wages and benefits in connection with improvements to the fastening products along with the key duplicating and engraving machines. The Company's research and development costs were $2,562, $2,349, and $2,442 in the years ended December 30, 2023, December 31, 2022, and December 25, 2021, respectively. Stock-Based Compensation: 2021 Employee Stock Purchase Plan Our Employee Stock Purchase Plan ("ESPP") became effective on July 14, 2021, in which 1,140,754 shares of common stock were available for issuance under the ESPP. Under the ESPP, eligible employees are granted options to purchase shares of common stock at 85% of the fair market value at the time of exercise. The option period commences on the first payroll date in January, April, July, and October of each year and ends approximately three months later on the last business day in March, June, September or December. No employee may be granted an option under the Plan if, immediately after the option is granted, the employee would own stock possessing five percent or more of the total combined voting power or value of all classes of stock of the Company. The first option period began on January 1, 2022 and the first purchase was made in April of 2022. 2021 Equity Incentive Plan Effective July 14, 2021, in connection with the Merger, the Company established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, the Company may grant options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted in accordance with Accounting Standards Codification 718, Compensation - Stock Compensation ("ASC 718"). The Company uses a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities with publicly traded shares. The Company also makes assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we do not pay dividends and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. HMAN Group Holdings Inc. 2014 Equity Incentive Plan Prior to the Merger, the Company had a stock-based employee compensation plan pursuant to which the Company granted options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted in its stand-alone Consolidated Financial Statements in accordance with Accounting Standards Codification 718, Compensation — Stock Compensation (“ASC 718”). The Company used a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities. The Company also made assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we have not historically paid dividends on these awards and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. The Company applied assumptions in the determination of the fair value of the common stock underlying the stock-based awards granted. With the assistance of an independent third-party specialist, management assessed the value of the Company’s common stock based on a combination of the income approach and guideline public company method. Factors that were considered in connection with estimating these grant date fair values are as follows: • The Company’s financial results and future financial projections; • The market value of equity interests in substantially similar businesses, which equity interests can be valued through non-discretionary, objective means; • The lack of marketability of the Company’s common stock; • The likelihood of achieving a liquidity event, such as an initial public offering or business combination, given prevailing market conditions; • Industry outlook; and • General economic outlook, including economic growth, inflation and unemployment, interest rate environment and global economic trends Determination of the fair value of our common stock also involved the application of multiple valuation methodologies and approaches, with varying weighting applied to each methodology as of the grant date. Application of these approaches involves the use of estimates, judgment, and assumptions that are highly complex and subjective, such as those regarding the Company’s expected future revenue, expenses, and future cash flows; discount rates; market multiples; the selection of comparable companies; and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact the valuations and may have a material impact on the valuation of our common stock. Prior to the Merger, the Company revalued the common stock annually, unless changes in facts or circumstances indicate the need for a mid-year revaluation. The valuation of the Company’s common stock was historically performed at the end of our fiscal year. Stock-based compensation expense is recognized using a fair value based recognition method. Stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as expense over the requisite vesting period or performance period of the award on a straight-line basis. The stock-based compensation expense is recorded in selling, warehouse, general and administrative expenses. The plans are more fully described in Note 13 - Stock-Based Compensation. Fair Value of Financial Instruments: The Company uses the accounting guidance that applies to all assets and liabilities that are being measured and reported on a fair value basis. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. Whenever possible, quoted prices in active markets are used to determine the fair value of the Company's financial instruments. Derivatives and Hedging: The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. The Company enters into derivative instrument transactions with financial institutions acting as the counter-party. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. The relationships between hedging instruments and hedged items are formally documented, in addition to the risk management objective and strategy for each hedge transaction. For interest rate swaps, the notional amounts, rates, and maturities of our interest rate swaps are closely matched to the related terms of hedged debt obligations. The critical terms of the interest rate swap are matched to the critical terms of the underlying hedged item to determine whether the derivatives used for hedging transactions are highly effective in offsetting changes in the cash flows of the underlying hedged item. If it is determined that a derivative ceases to be a highly effective hedge, the hedge accounting is discontinued and all subsequent derivative gains and losses are recognized in the Statement of Comprehensive Loss. Derivative instruments designated in hedging relationships that mitigate exposure to the variability in future cash flows of the variable-rate debt and foreign currency exchange rates are considered cash flow hedges. The Company records all derivative instruments in other assets or other liabilities on the Consolidated Balance Sheets at their fair values. If the derivative is designated as a cash flow hedge and the hedging relationship qualifies for hedge accounting, the effective portion of the change in the fair value of the derivative is recorded in other comprehensive income or loss. The change in fair value for instruments not qualifying for hedge accounting are recognized in the Statement of Comprehensive Loss in the period of the change. See Note 15 - Derivatives and Hedging for additional information. Translation of Foreign Currencies: The translation of the Company's Canadian and Mexican local currency based financial statements into U.S. dollars is performed for balance sheet accounts using excha |
Merger Agreement
Merger Agreement | 12 Months Ended |
Dec. 30, 2023 | |
Reverse Recapitalization [Abstract] | |
Merger Agreement [Text Block] | On July 14, 2021, the Merger between HMAN and Landcadia was consummated. Pursuant to the Merger Agreement, at the closing date of the Merger, the outstanding shares of Old Hillman common stock were converted into 91,220,901 shares of New Hillman common stock as calculated pursuant to the Merger Agreement. The Merger was accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded, in accordance with GAAP. Under this method of accounting, Landcadia is treated as the “acquired” company for financial reporting purposes. This determination was based primarily on Old Hillman having the ability to appoint a majority of the initial Board of the combined entity, Old Hillman's senior management comprising the majority of the senior management of the combined company, and the ongoing operations of Old Hillman comprising the ongoing operations of the combined company. Accordingly, for accounting purposes, the Merger was treated as the equivalent of New Hillman issuing shares for the net assets of Landcadia, accompanied by a recapitalization. The net assets of Landcadia were stated at carrying value. The historical statements of the combined entity prior to the Merger are presented as those of Old Hillman with the exception of the shares and par value of equity recast to reflect the exchange ratio on the Closing Date, adjusted on a retroactive basis. A summary of the impact of the reverse recapitalization on the cash, cash equivalents and restricted cash, change in net assets and the change in common shares is included in the tables below. Landcadia cash and cash equivalents (1) $ 479,602 PIPE investment proceeds (2) 375,000 Less cash paid to underwriters and other transaction costs, net of tax (3) (36,140) Net change in cash and cash equivalents as a result of recapitalization $ 818,462 Prepaid expenses and other current assets (1) 132 Accounts payable and other accrued expenses (1) (81) Warrant liabilities (1)(4) (77,190) Change in net assets as a result of recapitalization $ 741,323 The change in number of shares outstanding as a result of the reverse recapitalization is summarized as follows: Common shares issued to new Hillman shareholders (5) 91,220,901 Shares issued to SPAC sponsors and public shareholders (6) 58,672,000 Common shares issued to PIPE investors (2) 37,500,000 Common shares outstanding immediately after the business combination 187,392,901 1. These assets and liabilities represent the reported balances as of the Closing Date immediately prior to the Business Combination. The recapitalization of the assets and liabilities from Landcadia's balance sheet was a non-cash financing activity. 2. In connection with the Business Combination, Landcadia entered into subscription agreements with certain investors (the “PIPE Investors”), pursuant to which it issued 37,500,000 shares of common stock at $10.00 per share (the “PIPE Shares”) for an aggregate purchase price of $375,000 (the “PIPE Financing”), which closed simultaneously with the consummation of the Business Combination. 3. In connection with the Business Combination, the Company incurred $36,140 of transaction costs, net of tax, consisting of underwriting, legal and other professional fees which were recorded as accumulated deficit as a reduction of proceeds. 4. The warrants acquired in the Merger include (a) redeemable warrants issued by Landcadia and sold as part of the units in the Landcadia IPO (whether they were purchased in the Landcadia IPO or thereafter in the open market), which were exercisable for an aggregate of 16,666,628 shares of common stock at a purchase price of $11.50 per share (the “Public Warrants”) and (b) warrants issued by Landcadia to the Sponsors in a private placement simultaneously with the closing of the Landcadia IPO, which were exercisable for an aggregate of 8,000,000 shares of common stock at a purchase price of $11.50 per share (the “Private Placement Warrants”). 5. The Company issued 91,220,901 common shares in exchange for 553,439 Old Hillman common shares resulting in an exchange ratio of 164.83. This exchange ratio was applied to Old Hillman's common shares which further impacted common stock held at par value and additional paid in capital as well as the calculation of weighted average shares outstanding and loss per common share. 6. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting which provides optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2024. As of December 30, 2023, the Company does not have any receivables, hedging relationships, lease agreements, or debt agreements that reference LIBOR or another reference rate expected to be discontinued. On June 30, 2023, we amended and restated our term loan and interest rate swap agreements. As a result of those amendments, our floating rate debt no longer references a LIBOR based benchmark rate. In January 2021, FASB issued ASU 2021-01, Reference Rate Reform to expand the scope of ASU 2020-04 by allowing an entity to apply the optional expedients, by stating that a change to the interest rate used for margining, discounting or contract price alignment for a derivative is not considered to be a change to the critical terms of the hedging relationship that requires designation. The entity may apply the contract modification relief provided in ASU 2020-04 and continue to account for the derivative in the same manner that existed prior to the changes resulting from reference rate reform or the discounting transition. As of December 30, 2023, the Company does not have any receivables, hedging relationships, lease agreements, or debt agreements that reference LIBOR or another reference rate expected to be discontinued. On June 30, 2023, we amended and restated our term loan and interest rate swap agreements. As a result of those amendments, our floating rate debt no longer references a LIBOR based benchmark rate. On October 28, 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which amends ASC 805 to require acquiring entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. Under current GAAP, an acquirer generally recognizes such items at fair value on the acquisition date. This update is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to 1) the recognition of an acquired contract liability, and 2) payment terms and their effect on subsequent revenue recognized by the acquirer. The amendment is effective on December 15, 2022. The Company has evaluated the impact provided by the new standard and the standard did not have a material impact on its financial statements. On March 28, 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging which clarifies the guidance in ASC Topic 815, Derivatives and Hedging on fair value hedge accounting of interest rate risk for portfolios of financial assets. The ASU amends the guidance in ASU 2017-12 which established the "last-of-layer" method for making the fair value hedge accounting for these portfolios more accessible. ASU 2022-01 renames that method the "portfolio layer'' method. Under current guidance, the last-of-layer method enables an entity to apply fair value hedging to a stated amount of a closed portfolio of prepayable financial assets without having to consider prepayment risk or credit risk when measuring those assets. ASU 2022-01 expands the scope of this guidance to allow entities to apply the portfolio layer method to portfolios of all financial assets, including both prepayable and non-prepayable financial assets. The amendment is effective for fiscal years beginning after December 15, 2022. The Company has evaluated the impact provided by the new standard and the standard did not have a material impact on its financial statements. In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50) to enhance the transparency of supplier finance programs. The amendments in this update apply to all entities that use supplier finance programs in connection with the purchase of goods and services. Supplier finance programs include reverse factoring, payables finance, or structured payables arrangements that allow a buyer to offer its suppliers the option for access to payment in advance of an invoice due date. The amendments in this update require that a buyer in a supplier finance program disclose sufficient information about the program including the program’s nature and activity during the period, changes from period to period, and potential magnitude as well as disclosure of the qualitative and quantitative information about its supplier finance programs. The amendments in this update are effective for fiscal years beginning after December 15, 2022 and should be applied retrospectively to each period in which a balance sheet is presented. The amendment on roll forward information is effective for fiscal years beginning after December 15, 2023, which should be applied prospectively. Company has evaluated the impact provided by the new standard and the standard did not have a material impact on its financial statements. On November 27, 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assists in assessing potential future cash flows. The amendments in this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and should be applied retrospectively to all prior periods presented. The Company is currently evaluating the impact provided by the new standard. On December 14, 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures. The amendments in this update require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. The amendments on Income Tax Disclosures are effective for fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented. The Company is currently evaluating the impact provided by the new standard. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | The Company recorded aggregate management fee charges and expenses from CCMP and Oak Hill Funds of $270 for the year ended December 25, 2021. Subsequent to the Merger, the Company is no longer being charged management fees, see Note 3 - Merger Agreement for additional details. Gregory Mann and Gabrielle Mann are employed by Hillman. Hillman leases an industrial warehouse and office facility from companies under the control of the Manns. Rental expense for the lease of this facility was $205 and $351 for the years ended December 31, 2022 and December 25, 2021, respectively. The building was sold to a third party in 2022 and is an arm's length transaction from the date of sale forward. Sales to related parties, which are included in net sales, consist primarily of the sale of excess inventory to Ollie's Bargain Outlet Holdings, Inc. ("Ollie's"). John Swygert, President and Chief Executive Officer of Ollie's, is a member of our Board of Directors. Sales to related parties were $1,583 and $687 for the years ended December 30, 2023 and December 31, 2022, respectively. There were no such sales made during 2021. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 30, 2023 | |
Business Combinations [Abstract] | |
Acquisitions | 6. ACQUISITIONS Oz Post International, LLC On April 16, 2021, the Company completed the acquisition of Oz Post International, LLC ("OZCO"), a leading manufacturer of superior quality hardware that offers structural fasteners and connectors used for decks, fences and other outdoor structures, for a total purchase price of $39,834. The Company entered into an amendment ("OZCO Amendment") to the term loan credit agreement dated May 31, 2018 (the "2018 Term Loan"), which provided $35,000 of incremental term loan funds to be used to finance the acquisition. OZCO has business operations throughout North America and its financial results reside in the Company's Hardware and Protective Solutions reportable segment. The following table reconciles the fair value of the acquired assets and assumed liabilities to the total purchase price of OZCO. Accounts receivable $ 1,341 Inventory 3,435 Other current assets 26 Property and equipment 595 Goodwill 9,093 Customer relationships 23,500 Trade names 2,600 Technology 4,000 Total assets acquired $ 44,590 Less: Liabilities assumed (4,756) Total purchase price $ 39,834 Pro forma financial information has not been presented for OZCO as their associated financial results are insignificant to the financial results of the Company. Other Acquisitions On March 7, 2022, the Company completed its acquisition of the Irvine, California-based Monkey Hook, LLC ("Monkey Hook") for a total purchase price of $2,800, which includes $300 in hold-back that remained payable to the seller as of December 31, 2022. During the first quarter of 2023, the hold-back of $300 was paid to satisfy the full purchase price. Monkey Hook products are designed to hang artwork on drywall where no stud is present. Monkey Hook sells its products throughout North America and its financial results reside in the Company's Hardware and Protective Solutions reportable segment and have been determined to be immaterial for purposes of additional disclosure. On December 5, 2023, the Company completed its acquisition of Ajustlock, an innovative adjustable barrel bolt lock used on gates, doors or windows which self-adjusts vertically to eliminate door shift issues, for a total purchase price of $1,400, which includes a $100 hold-back payable to the seller. Ajustlock sells its products throughout North America and its financial results reside in the Company's Hardware and Protective Solutions reportable segment and have been determined to be immaterial for purposes of additional disclosure. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Loss before income taxes are comprised of the following components for the periods indicated: Year Ended December 30, 2023 Year Ended Year Ended United States based operations $ (17,902) $ (32,817) $ (56,597) Non-United States based operations 10,520 18,150 6,481 Loss before income taxes $ (7,382) $ (14,667) $ (50,116) Below are the components of the Company's income tax expense (benefit) for the periods indicated: Year Ended December 30, 2023 Year Ended Year Ended Current: Federal & State $ 4,713 $ 1,838 $ 894 Foreign 2,642 177 746 Total current 7,355 2,015 1,640 Deferred: Federal & State (5,059) (4,648) (13,651) Foreign (38) 4,406 664 Total deferred (5,097) (242) (12,987) Valuation allowance (51) (4) (437) Income tax expense (benefit) $ 2,207 $ 1,769 $ (11,784) The Company has U.S. federal net operating loss (“NOL”) carryforwards totaling $35,938 as of December 30, 2023 that are available to offset future taxable income. The remaining NOL can be carried forward indefinitely but is subject to an 80% taxable income limitation. $4,921 of the remaining U.S. federal NOLs were acquired with the MinuteKey purchase in 2018. The MinuteKey NOLs are subject to limitation under IRC §382 from current and prior ownership changes. Management anticipates utilizing all U.S. federal NOLs prior to their expiration. The Company has state NOL carryforwards with an aggregate tax benefit of $2,411 which expire from 2023 to 2042. The Company has $1,035 of general business tax credit carryforwards which expire from 2026 to 2041. A valuation allowance of $210 has been maintained for a portion of these tax credits. The Company has $82 of foreign tax credit carryforwards which expire from 2023 to 2026. A full valuation allowance has been established for these credits given insufficient foreign source income projections. The table below reflects the significant components of the Company's net deferred tax assets and liabilities at December 30, 2023 and December 31, 2022: December 30, 2023 December 31, 2022 Non-current Non-current Deferred Tax Asset: Inventory $ 21,807 $ 12,786 Bad debt and other sales related reserves 1,918 1,868 Casualty loss reserve 651 606 Accrued bonus / deferred compensation 9,628 6,458 Interest limitation 26,247 37,709 Lease liabilities 25,690 19,843 Deferred revenue - shipping terms 319 354 Transaction costs 1,536 1,701 Deferred financing fees 949 867 Federal / foreign net operating loss 7,363 16,477 State net operating loss 2,411 3,793 Tax credit carryforwards 1,219 2,274 All other 2,404 1,487 Gross deferred tax assets 102,142 106,223 Valuation allowance for deferred tax assets (292) (1,030) Net deferred tax assets $ 101,850 $ 105,193 Deferred Tax Liability: Intangible asset amortization $ 178,025 $ 192,989 Property and equipment 29,875 28,647 Lease assets 23,903 18,129 Derivative security value 1,599 5,519 Deferred tax liabilities $ 233,402 $ 245,284 Net deferred tax liability $ 131,552 $ 140,091 Realization of the net deferred tax assets is dependent on the reversal of deferred tax liabilities. Although realization is not assured, management estimates it is more likely than not that the net deferred tax assets will be realized. The amount of net deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward periods are reduced. The Company historically considered the undistributed earnings of its foreign subsidiaries to be indefinitely reinvested based on access to sufficient liquidity within the United States, as well as plans for use and investment outside of the United States. As such, the Company did not provide for income taxes on undistributed earnings and other outside basis differences of its Canadian and Mexican subsidiaries. In 2023, the Company reevaluated its assertion and determined it no longer intends to indefinitely reinvest its non-U.S. undistributed earnings. In 2023, the Company repatriated funds from its Canadian subsidiary and recorded an associated withholding tax expense of $1,484. The Company has determined that the remaining undistributed earnings as of the reporting date can be repatriated without incurring further withholding taxes, U.S. state taxes, and certain tax impacts relating to foreign currency exchange effects. Any tax implications of future year remittances are expected to result from future year earnings. Below is a reconciliation of statutory income tax rates to the effective income tax rates for the periods indicated: Year Ended December 30, 2023 Year Ended December 31, 2022 Year Ended Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Non-U.S. taxes (12.5) % (7.1) % (1.3) % State and local income taxes, net of U.S. federal income tax benefit 0.2 % 2.9 % 2.9 % Change in valuation allowance — % — % 0.9 % Adjustment for change in tax law — % 5.4 % — % Acquisition and related transaction costs (3.8) % (2.7) % (2.2) % Decrease in fair value of warrant liability — % — % 6.2 % Meals & Entertainment (2.7) % (0.1) % (0.2) % Withholding taxes (20.1) % — % — % Impact of foreign currency 3.3 % — % — % Global Intangible Low-Taxed Income ("GILTI") — % (24.4) % (0.5) % Reconciliation of tax provision to return (1.4) % (0.2) % (1.7) % Non-deductible compensation (13.3) % (6.4) % (1.9) % Reconciliation of other adjustments (0.6) % (0.5) % 0.3 % Effective income tax rate (29.9) % (12.1) % 23.5 % The Company's reserve for unrecognized tax benefits remains unchanged for the year ended December 30, 2023. A balance of $1,101 of unrecognized tax benefit is shown in the financial statements at December 30, 2023 as a reduction of the deferred tax asset for the Company's NOL carryforward. The following is a summary of the changes for the periods indicated below: Year Ended December 30, 2023 Year Ended Year Ended Unrecognized tax benefits - beginning balance $ 1,101 $ 1,101 $ 1,101 Gross increases - tax positions in current period — — — Gross increases - tax positions in prior period — — — Gross decreases - tax positions in prior period — — — Unrecognized tax benefits - ending balance $ 1,101 $ 1,101 $ 1,101 Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate $ 1,101 $ 1,101 $ 1,101 The Company files a consolidated income tax return in the U.S. and numerous consolidated and separate income tax returns in various states and foreign jurisdictions. The Company is under audit in Canada. The audit is in the beginning phase. There are no other significant audits for the period ended December 30, 2023. In general, our income tax returns for the years from 2008 through the current year remain open to examination by federal and state taxing authorities. In addition, our tax years of 2015 through current year remain open and subject to examination by tax authorities in certain foreign jurisdictions in which we have operations. |
Warrants
Warrants | 12 Months Ended |
Dec. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Warrants | Each whole warrant entitles the holder thereof to purchase one share of common stock at an exercise price of $11.50 per share and a redemption price of $.10 a share. As of the date of the merger, as discussed in Note 3 - Merger Agreement, there were 24,666,628 warrants outstanding consisting of 16,666,628 public warrants, which were included in the units issued in Landcadia's initial public offering ("Public Warrants"), and 8,000,000 private placement warrants, which were included in the units issued in the concurrent private placement at the time of Landcadia's initial public offering ("Private Placement Warrants" and, collectively with the Public Warrants, the "Warrants"). The Public and Private Placement Warrants were accounted for as liabilities and are presented as warrant liabilities on the Consolidated Balance Sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within loss on change in fair value of warrant liabilities in the Consolidated Statements of Comprehensive Loss. As of the date of the Merger, the fair market value of the warranty liabilities were recorded as $77,190 on the Consolidated Balance Sheets. The Public Warrants were considered part of level 1 of the fair value hierarchy, as those securities are traded on an active public market. At the Closing Date, the Company valued the Private Warrants using Level 3 of the fair value hierarchy. The Private Warrants were valued using a Modified Black Scholes Model, which is considered to be a Level 3 fair value measurement. The primary unobservable input utilized in determining the fair value of the Private Warrants are the share price of the Company's common stock, the risk free rate, and the expected volatility of the Company’s common stock. The Public Warrants may only be exercised for a whole number of shares. No fractional warrants were issued upon separation of the units issued in the initial public offering into their component parts of Public Warrants and shares of common stock. The Public Warrants became exercisable on the later of 30 days after the completion of the Business Combination or 12 months from the closing of the Public Offering. On November 22, 2021, the Company announced that it would redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), that were issued under the Amended and Restated Warrant Agreement (the “Warrant Agreement”), dated November 13, 2020, by and between the Company and Continental Stock Transfer & Trust Company (“CST”), as warrant agent (the “Warrant Agent”) as part of the units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 5:00 p.m. New York City time on December 22, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Public Warrant. In addition, the Company would redeem all of its outstanding warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO (the “Private Warrants” and, together with the Public Warrants, the “Warrants”) on the same terms as the outstanding Public Warrants. Under the terms of the Warrant Agreement, the Company was entitled to redeem all of the outstanding Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last sales price (the “Reference Value”) of the Common Stock equals or exceeds $10.00 per share on any twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share, the Private Warrants must also concurrently be called for redemption on the same terms as the outstanding Public Warrants. At the direction of the Company, the Warrant Agent delivered a notice of redemption to each of the registered holders of the outstanding Warrants. As the Reference Value was less than $18.00 per share, payment upon exercise of the Warrants was made either (i) in cash, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder received a number of shares of Common Stock determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date and the volume weighted average price (the “Fair Market Value”) of the Common Stock during the 10 trading days immediately following the date on which the notice of redemption was sent to holders of Warrants. The Company provided holders the Fair Market Value no later than one business day after such 10-trading day period ends. In no event did the number of shares of Common Stock issued in connection with an exercise on a cashless basis exceed 0.361 shares of Common Stock per Warrant. If any holder of Warrants would, after taking into account all of such holder’s Warrants exercised at one time, have been entitled to receive a fractional interest in a share of Common Stock, the number of shares the holder was entitled to receive was rounded down to the nearest whole number of shares. Any Warrants that remained unexercised at 5:00 p.m. New York City time on the Redemption Date was then void and no longer exercisable, and the holders of those Warrants were entitled to receive only the redemption price of $0.10 per warrant. As of December 25, 2021, the Company exercised and redeemed all of its warrants generating cash proceeds of $8 and cash paid of $47 and issuing 6,365 shares of Common Stock. Public and private warrant exercise activity and underlying Common Stock issued or surrendered for the year ended December 25, 2021 is: Public Warrants Private Warrants Total Beginning balance as of July, 14 2021 16,666,628 8,000,000 24,666,628 Shares issued for cash exercises (666) — (666) Shares issued for cashless exercises (16,199,169) (8,000,000) (24,199,169) Shares redeemed by the Company (466,793) — (466,793) Ending balance as of December 25, 2021 — — — |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | The following table summarizes the Company’s debt: December 30, 2023 December 31, 2022 Revolving loans $ — $ 72,000 Senior Term Loan, due 2028 751,852 840,363 Finance leases & other obligations 9,097 6,406 $ 760,949 $ 918,769 Unamortized discount on Senior Term Loan (4,087) (5,012) Current portion of long term debt and finance leases (9,952) (10,570) Deferred financing fees (15,202) (18,551) Total long term debt, net $ 731,708 $ 884,636 2023 Conversion of Debt from LIBOR Interest Rate to SOFR Interest Rate The Company's debt instruments are subject to interest rate adjustments that were initially based on the London Interbank Offered Rate ("LIBOR"). However, due to the discontinuation of LIBOR as a benchmark rate and the industry's transition to the Secured Overnight Financing Rate (SOFR), the Company has undertaken the necessary steps to convert its debt from LIBOR interest rate to SOFR interest rate. On June 30, 2023, the Company amended the term loan credit agreement to change the benchmark rate from LIBOR to SOFR. The interest rate for the term loan is, at the discretion of the Company, (i) term SOFR plus a margin varying from 2.50% to 2.75% per annum based on leverage, plus a credit spread adjustment varying between 0.11% to 0.43%, depending on the SOFR tenor selected; or (ii) an alternate base rate plus a margin varying from 1.50% to 1.75% per annum based on leverage. Revolving Loans and Term Loans As of December 30, 2023, the ABL Revolver did not have an outstanding balance, and had outstanding letters of credit of $40,890. The Company has $246,838 of available borrowings under the revolving credit facility as a source of liquidity as of December 30, 2023 based on the customary asset-backed loan borrowing base and availability provisions. In August 2023, the Company made a $80.0 million prepayment against the outstanding term loan balance without payment of a premium or penalty. On July 29, 2022, the Company amended the asset-based revolving credit agreement (the “ABL Revolver") with Barclays Bank PLC, as administrative agent, and the lenders and other parties thereto (the “ABL Credit Agreement”), increasing the aggregate commitments thereunder to $375.0 million and extended the maturity. Portions of the ABL Agreement are separately available for borrowing by the Company's United States subsidiary and Canadian subsidiary for $325.0 million and $50.0 million, respectively. The interest rate for the ABL Revolver is, at the discretion of the Company, adjusted SOFR (or a Canadian banker’s acceptance rate in the case of Canadian Dollar loans) plus a margin varying from 1.25% to 1.75% per annum based on availability or an alternate base rate (or a Canadian prime rate or alternate base rate in the case of Canadian Dollar loans), plus a margin varying from 0.25% to 0.75% per annum based on availability, plus a 0.10% credit spread adjustment. The stated maturity date of the revolving credit commitments under the ABL Credit Agreement is July 29, 2027. The loans and other amounts outstanding under the ABL Credit Agreement and related documents are guaranteed by Hillman Solutions Corp., and, subject to certain exceptions, the Borrower’s wholly-owned domestic subsidiaries and are secured by substantially all of the Borrower’s and the guarantors’ assets plus, solely in the case of the Canadian Borrower, its and its wholly-owned Canadian subsidiary’s assets, which is guaranteed by the Canadian portion under the ABL Credit Agreement. On April 16, 2021, the Company acquired Oz Post International, LLC ("OZCO"). The Company entered into an amendment ("OZCO Amendment") to the term loan credit agreement dated May 31, 2018 (the "2018 Term Loan"), which provided $35,000 of incremental term loan funds to be used to finance the acquisition. See Note 6 - Acquisitions for additional information regarding the OZCO acquisition. The aggregate minimum principal maturities of the long-term debt obligations for each of the five years following December 30, 2023 are as follows: Year Amount 2024 $ 7,152 2025 6,806 2026 6,823 2027 8,661 2028 8,510 Thereafter 715,685 Total $ 753,637 Note that future finance lease payments were excluded from the maturity schedule above. Refer to Note 10 - Leases. 2021 Refinancing In connection with the Closing as described in Note 1 - Basis of Presentation, the Company entered into a new credit agreement (the “Term Credit Agreement”), which provided for a new funded term loan facility of $835.0 million and a delayed draw term loan facility of $200.0 million (of which $16.0 million was drawn). The Company also entered into an amendment to their existing Asset-Based Revolving Credit Agreement (the “ABL Amendment”) extending the maturity and conformed certain provisions to the Term Credit Agreement. The proceeds of the funded term loans under the Term Credit Agreement and revolving credit loans under the ABL Credit Agreement were used, together with other available cash, to (1) refinance in full all outstanding term loans and to terminate all outstanding commitments under the credit agreement, dated as of May 31, 2018 ("2018 Term Loan" including the OZCO Amendment), (2) refinance outstanding revolving credit loans, and (3) redeem in full the senior notes due July 15, 2022 (the “6.375% Senior Notes”). Additionally, the Company fully redeemed the 11.6% Junior Subordinated Debentures. The interest rate on the Term Credit Agreement is, at the discretion of the Company, either the adjusted London Interbank Offered Rate ("LIBOR") rate plus a margin varying from 2.50% and 2.75% per annum or an alternate base rate plus a margin varying from 1.50% to 1.75% per annum. The Term Credit Agreement is payable in installments equal to 0.25% of the original principal amount and delayed draw with a balloon payment due on the maturity date of July 14, 2028. The term loans and other amounts outstanding under the Term Credit Agreement are guaranteed by the Company's wholly-owned domestic subsidiaries and are secured by substantially all of the Borrower’s and the Guarantors' assets. The delayed draw term loan facility under the Term Credit Agreement may be used to finance permitted acquisitions and similar investments and to replenish cash and repay revolving credit loans previously used for permitted acquisitions. As of July 2023, the delayed draw term loan facility expired and is no longer accumulating interest expense. In connection with the Term Credit Agreement, the Company recorded $23,432 in deferred financing fees and $6,380 in discounts which are recorded as long term debt on the Consolidated Balance Sheet. In connection with the ABL Amendment, the Company recorded $3,035 in deferred financing fees which are recorded as other non-current assets on the Consolidated Balance Sheet. Additionally, the Company recorded a loss (gain) on extinguishment of debt for each debt instrument included in the refinancing as detailed below. The Company amended its interest rate swaps in connection with the refinancing, see Note 15 - Derivatives and Hedging for additional details. Loss (gain) on extinguishment of debt Term Credit Agreement $ 20,243 ABL Revolver 288 6.375% Senior Notes, due 2022 1,083 11.6% Junior Subordinated Debentures (13,603) Interest rate swaps 59 Total $ 8,070 The interest rate on the 2018 Term Loan was, at the discretion of the Company, either the adjusted LIBOR rate plus 4.00% per annum for LIBOR loans or an alternate base rate plus 3.00% per annum. The 2018 Term Loan was payable in fixed installments of approximately $2,652 per quarter, with a balloon payment scheduled on the loan's maturity date of May 31, 2025. 6.375% Senior Notes, due 2022 On June 30, 2014, Hillman Group issued $330.0 million aggregate principal amount of its senior notes due July 15, 2022 (the “6.375% Senior Notes”), which are guaranteed by Hillman Solutions Corp. and its domestic subsidiaries other than the Hillman Group Capital Trust. Hillman Group pays interest on the 6.375% Senior Notes semi-annually on January 15 and July 15 of each fiscal year. The 6.375% senior notes were fully redeemed in 2021 in connection with the refinancing discussed above. Guaranteed Preferred Beneficial Interest in the Company's Junior Subordinated Debentures In September 1997, The Hillman Group Capital Trust ("Trust"), a Grantor trust, completed a $105,443 underwritten public offering of 4,217,724 Trust Preferred Securities (“TOPrS”). The Trust invested the proceeds from the sale of the preferred securities in an equal principal amount of 11.6% Junior Subordinated Debentures of Hillman due September 30, 2027. The Company paid interest to the Trust on the Junior Subordinated Debentures underlying the TOPrS at the rate of 11.6% per annum on their face amount of $105,443, or $12,231 per annum in the aggregate. The Trust distributed monthly cash payments it received from the Company as interest on the debentures to preferred security holders at an annual rate of 11.6% on the liquidation amount of $25.00 per preferred security. In connection with the public offering of TOPrS, the Trust issued $3,261 of trust common securities to the Company. The Trust invested the proceeds from the sale of the trust common securities in an equal principal amount of 11.6% Junior Subordinated Debentures of Hillman due September 30, 2027. The Trust distributed monthly cash payments it received from the Company as interest on the debentures to the Company at an annual rate of 11.6% on the liquidation amount of the common security. |
Leases
Leases | 12 Months Ended |
Dec. 30, 2023 | |
Leases [Abstract] | |
Leases | Lessee The Company determines if a contract is or contains a lease at inception or modification of a contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both 1) the right to obtain substantially all of the economic benefits from the use of the asset and 2) the right to direct the use of the asset. The Company leases certain distribution center locations, vehicles, forklifts, computer equipment, and its corporate headquarters with expiration dates through 2033. Certain lease arrangements include escalating rent payments and options to extend the lease term. Expected lease terms include these options to extend or terminate the lease when it is reasonably certain the Company will exercise the option. The Company's leasing arrangements do not contain material residual value guarantees nor material restrictive covenants. The components of operating and finance lease costs for the years ended December 30, 2023, December 31, 2022 and December 25, 2021 were as follows: Year Ended December 30, 2023 Year Ended Year Ended December 25, 2021 Operating lease costs $ 21,451 $ 19,670 $ 20,860 Short term lease costs 5,534 6,960 4,827 Variable lease costs 847 2,028 1,496 Finance lease costs: Amortization of right of use assets 2,570 1,563 914 Interest on lease liabilities 285 122 123 Rent expense is recognized on a straight-line basis over the expected lease term. Rent expense totaled $27,832, $28,658 and $27,183 in the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. Rent expense includes operating lease cost as well as expense for non-lease components such as common area maintenance, real estate taxes, real estate insurance, variable costs related to our leased vehicles and also short-term rental expenses. The implicit rate is not determinable in most of the Company’s leases, as such management uses the Company’s incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The weighted average remaining lease terms and discount rates for all of our operating leases as of December 30, 2023 and December 31, 2022 were as follows: December 30, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted average remaining lease term 6.33 2.95 6.13 2.65 Weighted average discount rate 7.04% 5.38% 7.22% 2.99% Supplemental balance sheet information related to the Company's finance leases as of December 30, 2023 and December 31, 2022: December 30, 2023 December 31, 2022 Finance lease assets, net, included in property plant and equipment $ 7,166 $ 4,540 Current portion of long-term debt 2,800 1,862 Long-term debt, less current portion 4,512 2,767 Total principal payable on finance leases $ 7,312 $ 4,629 Supplemental cash flow information related to our operating leases was as follows for the years ended December 30, 2023 and December 31, 2022: Year Ended December 30, 2023 Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 20,614 $ 19,377 Operating cash outflow from finance leases 267 119 Financing cash outflow from finance leases 2,410 1,470 As of December 30, 2023, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 30, 2023: Operating Leases Finance Leases Less than one year $ 20,373 $ 3,127 1 to 2 years 19,635 2,539 2 to 3 years 19,039 1,461 3 to 4 years 16,989 535 4 to 5 years 14,777 272 After 5 years 25,589 16 Total future minimum rental commitments 116,402 7,950 Less - amounts representing interest (22,001) (638) Present value of lease liabilities $ 94,401 $ 7,312 Lessor The Company has certain arrangements for key duplication equipment under which we are the lessor. These leases meet the criteria for operating lease classification. Lease income associated with these leases is not material. |
Leases | Lessee The Company determines if a contract is or contains a lease at inception or modification of a contract. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both 1) the right to obtain substantially all of the economic benefits from the use of the asset and 2) the right to direct the use of the asset. The Company leases certain distribution center locations, vehicles, forklifts, computer equipment, and its corporate headquarters with expiration dates through 2033. Certain lease arrangements include escalating rent payments and options to extend the lease term. Expected lease terms include these options to extend or terminate the lease when it is reasonably certain the Company will exercise the option. The Company's leasing arrangements do not contain material residual value guarantees nor material restrictive covenants. The components of operating and finance lease costs for the years ended December 30, 2023, December 31, 2022 and December 25, 2021 were as follows: Year Ended December 30, 2023 Year Ended Year Ended December 25, 2021 Operating lease costs $ 21,451 $ 19,670 $ 20,860 Short term lease costs 5,534 6,960 4,827 Variable lease costs 847 2,028 1,496 Finance lease costs: Amortization of right of use assets 2,570 1,563 914 Interest on lease liabilities 285 122 123 Rent expense is recognized on a straight-line basis over the expected lease term. Rent expense totaled $27,832, $28,658 and $27,183 in the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. Rent expense includes operating lease cost as well as expense for non-lease components such as common area maintenance, real estate taxes, real estate insurance, variable costs related to our leased vehicles and also short-term rental expenses. The implicit rate is not determinable in most of the Company’s leases, as such management uses the Company’s incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The weighted average remaining lease terms and discount rates for all of our operating leases as of December 30, 2023 and December 31, 2022 were as follows: December 30, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted average remaining lease term 6.33 2.95 6.13 2.65 Weighted average discount rate 7.04% 5.38% 7.22% 2.99% Supplemental balance sheet information related to the Company's finance leases as of December 30, 2023 and December 31, 2022: December 30, 2023 December 31, 2022 Finance lease assets, net, included in property plant and equipment $ 7,166 $ 4,540 Current portion of long-term debt 2,800 1,862 Long-term debt, less current portion 4,512 2,767 Total principal payable on finance leases $ 7,312 $ 4,629 Supplemental cash flow information related to our operating leases was as follows for the years ended December 30, 2023 and December 31, 2022: Year Ended December 30, 2023 Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 20,614 $ 19,377 Operating cash outflow from finance leases 267 119 Financing cash outflow from finance leases 2,410 1,470 As of December 30, 2023, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 30, 2023: Operating Leases Finance Leases Less than one year $ 20,373 $ 3,127 1 to 2 years 19,635 2,539 2 to 3 years 19,039 1,461 3 to 4 years 16,989 535 4 to 5 years 14,777 272 After 5 years 25,589 16 Total future minimum rental commitments 116,402 7,950 Less - amounts representing interest (22,001) (638) Present value of lease liabilities $ 94,401 $ 7,312 Lessor The Company has certain arrangements for key duplication equipment under which we are the lessor. These leases meet the criteria for operating lease classification. Lease income associated with these leases is not material. |
Deferred Compensation Plan
Deferred Compensation Plan | 12 Months Ended |
Dec. 30, 2023 | |
Retirement Benefits [Abstract] | |
Deferred Compensation Plan | The Company maintains a deferred compensation plan for key employees (the “Nonqualified Deferred Compensation Plan” or “NQDC”). The NQDC was frozen at the end of fiscal 2021 such that the NQDC does not allow new contributions. The NQDC previously allowed eligible employees to defer up to 25% of salary and commissions and up to 100% of bonuses. Prior to 2021, the Company contributed a matching contribution of 25% on the first $10 of employee deferrals, subject to a five-year vesting schedule. As of December 30, 2023 and December 31, 2022, the Company's Consolidated Balance Sheets included $818 and $1,155, respectively, in restricted investments representing the assets held in mutual funds to fund deferred compensation liabilities owed to the Company's current and former employees. The current portion of the restricted investments was $18 and $17 as of December 30, 2023 and December 31, 2022, respectively, and is included in other current assets on the accompanying Consolidated Balance Sheets. The assets held in the NQDC are classified as an investment in trading securities, accordingly, the investments are marked-to-market, see Note 16 - Fair Value Measurements for additional detail. During the years ended December 30, 2023, December 31, 2022, and December 25, 2021, distributions from the deferred compensation plan aggregated $537, $228, and $633, respectively. |
Equity and Accumulated Other Co
Equity and Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 30, 2023 | |
Equity [Abstract] | |
Equity and Accumulated Other Comprehensive Income | Common Stock Hillman Solutions Corp. has one class of common stock. Accumulated Other Comprehensive Loss The following is the detail of the change in the Company's accumulated other comprehensive loss from December 26, 2020 to December 30, 2023 including the effect of significant reclassifications out of accumulated other comprehensive loss (net of tax) : Accumulated Other Comprehensive Loss Balance at December 26, 2020 $ (29,388) Other comprehensive income before reclassifications 1,849 Amounts reclassified from other comprehensive income¹ 385 Net current period other comprehensive income 2,234 Balance at December 25, 2021 (27,154) Other comprehensive income before reclassifications 10,524 Amounts reclassified from other comprehensive income² (4,394) Net current period other comprehensive income 6,130 Balance at December 31, 2022 (21,024) Other comprehensive income before reclassifications 8,812 Amounts reclassified from other comprehensive income 3 (15,608) Net current period other comprehensive loss (6,796) Balance at December 30, 2023 $ (27,820) 1. In the year December 25, 2021, the Company obtained and amended its interest rate swap agreements to hedge against effective cash flows (i.e. interest payments) on floating-rate debt associated with the Company's new Term Credit Agreement. In accordance with ASC 815, derivatives designated and that qualify as cash flow hedges of interest rate risk record the associated gain or loss within other comprehensive income. For the year ended December 25, 2021, the Company deferred a gain of $2,982, reclassified a loss of $385 and a net of tax of $850 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. 2. During the year ended December 31, 2022, the Company deferred a gain of 22,711, reclassified a gain of $4,394 and a net of tax of 4,631 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. 3. For the year ended December 30, 2023, the Company deferred a gain of $125, reclassified a gain of $15,608 including tax expense of $3,886 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Following the Merger and in connection with the business combination described in Note 3 - Merger Agreement, Landcadia Holdings III, Inc. (“Landcadia”) became the direct parent company of HMAN and was renamed Hillman Solutions Corp. (“New Hillman”). Shares of Class A common stock of New Hillman (“New Hillman Shares”) are publicly traded on The Nasdaq Capital Market. Consequently, the outstanding stock options issued under the 2014 Equity Incentive Plan (the “Prior Plan”) prior to the Merger were converted and modified to purchase New Hillman Shares. At the Closing, each outstanding option to acquire common stock of Hillman Holdco (a “Hillman Holdco Option”), whether vested or unvested, was assumed by New Hillman and converted into an option to purchase common stock of New Hillman (“New Hillman Option”) with substantially the same terms and conditions (including expiration date and exercise provisions) as applicable to the Hillman Holdco Option immediately prior to the Closing, except both the number of shares and the exercise price were modified using the conversion ratio at Closing. Each New Hillman Option is generally subject to the same vesting conditions as the Hillman Holdco Option from which it was converted, except that the performance-based vesting conditions of any Hillman Holdco Option granted prior to 2021 were adjusted such that the performance-based portion of the associated New Hillman Option will vest upon certain pre-established stock price hurdles. For all time based options and performance options granted during 2021 the change in fair value was immaterial and as such no additional compensation cost was recognized. For the performance options granted prior, the modification of the vesting criteria resulted in $11,482 of additional compensation expense, $8,228 of which was recognized in 2021 and $3,254 was recognized in the year ended December 31, 2022. At the Closing, (i) each share of unvested restricted Hillman Holdco common stock was cancelled and converted into the right to receive a number of shares of New Hillman restricted stock equal to the Closing Stock Per Restricted Share Amount (as defined in the Merger Agreement) with substantially the same terms and conditions as were applicable to the related share of Hillman Holdco restricted stock immediately prior to the Closing (including with respect to vesting and termination-related provisions), and (ii) each Hillman Holdco restricted stock unit was assumed by New Hillman and converted into a New Hillman restricted stock unit award with substantially the same terms and conditions as were applicable to such Hillman Holdco restricted stock unit immediately prior to the Closing (including with respect to vesting and termination-related provisions). Upon closing, the 2014 Equity Incentive Plan may grant options, stock appreciation rights, restricted stock, and other stock-based awards for up to an aggregate of 14,523,510 shares of its common stock. The following table summarizes the key assumptions used in the valuation model for valuing the Company's stock compensation awards under the 2014 Equity Incentive Plan: Dividend yield 0% Risk free interest rate 0.40% - 1.81% Expected volatility 31.50% Expected terms 6.25 years Stock Options The fair value of stock options is determined at the grant date using the Black-Scholes option pricing model. The time-based stock option awards generally vest evenly over four years from the grant date and performance-based options vest based on specified targets such as Company performance and Company stock price hurdles. A summary of the stock option activity under the 2014 Equity Inventive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Weighted Avg. Outstanding at December 31, 2022 12,537 $ 8.14 6.23 years Granted — Exercised (77) Forfeited or expired (477) Outstanding at December 30, 2023 11,983 $ 8.09 5.09 years Exercisable at December 30, 2023 9,250 $ 8.22 5.27 years In fiscal years ended December 30, 2023, December 31, 2022 and December 25, 2021, 77, 182, and 435 options were exercised, respectfully. Stock option compensation expense of $3,504, $8,144, and $13,634 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the years ended December 30, 2023, December 31, 2022, and December 25, 2021, respectively. As of December 30, 2023, there was $1,629 of unrecognized compensation expense for unvested common options. The expense will be recognized as a charge to earnings over a weighted average period of approximately 0.50 years. The weighted-average grant-date fair value of share options granted during the year 2021 was $3.23. The total intrinsic value of share options exercised during the years ended 2023, 2022, and 2021 was $162, $893, and $1,594, respectively. Restricted Stock Awards The Company granted restricted stock at the grant date fair value of the underlying common stock securities. The restrictions lapse in one quarter increments on each of the three There were no restricted stock award activity under the 2014 Equity Incentive Plan for the year ended December 30, 2023. Restricted stock compensation expense of $346 and $624 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the fiscal years ended December 31, 2022, and December 25, 2021, respectively. Restricted Stock Units The Restricted Stock Units ("RSUs") granted to employees for service generally vest after three years, subject to continued employment. A summary of the restricted stock unit activity under the 2014 Equity Incentive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Outstanding at December 31, 2022 212 $ 10.00 Granted — Vested — Forfeited or expired (13) Outstanding at December 30, 2023 199 $ 10.00 Restricted stock compensation expense of $582, $357 and $661 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the fiscal years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. As of December 30, 2023, there was $55 of unrecognized compensation expense for unvested common options. The expense will be recognized as a charge to earnings over a weighted average period of approximately 0.13 years. 2021 Equity Incentive Plan Effective July 14, 2021, the Company established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan (the “Plan”), the maximum number of shares of Stock that may be delivered in satisfaction of Awards under the Plan as of the Effective Date is (i) 7,150,814 shares, plus (ii) the number of shares of Stock underlying awards under the 2014 Equity Incentive Plan that on or after the Effective Date expire or become unexercisable, or are forfeited, cancelled or otherwise terminated, in each case, without delivery of shares or cash therefore, and would have become available again for grant under the Prior Plan in accordance with its terms (not to exceed 14,523,510 shares of Stock in the aggregate) (the “Share Pool”). The following table summarizes the key assumptions used in the valuation model for valuing the Company's stock compensation awards under the 2021 Equity Incentive Plan: Dividend yield 0% Risk free interest rate 1.71% - 4.15% Expected volatility 30.00% - 35.00% Expected terms 6.25 years Stock Options The fair value of stock options is determined at the grant date using the Black-Scholes option pricing model. The time-based stock option awards generally vest evenly over four years from the grant date and performance-based options vest based on specified targets such as Company performance and Company stock price hurdles. A summary of the stock option activity under the 2021 Equity Inventive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Weighted Avg. Outstanding at December 31, 2022 751 $ 9.98 9.08 years Granted 666 Exercised — Forfeited or expired (30) Outstanding at December 30, 2023 1,387 $ 9.39 8.62 years Exercisable at December 30, 2023 180 $ 9.98 8.09 years In fiscal years ended December 30, 2023 and December 31, 2022, no options were exercised. Stock option compensation expense of $1,124 and $543 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the years ended December 30, 2023 and December 31, 2022. In December 25, 2021 there was not any stock compensation expense. As of December 30, 2023, there was $3,237 of unrecognized compensation expense for unvested common options. The expense will be recognized as a charge to earnings over a weighted average period of approximately 1.43 years. The weighted-average grant-date fair value of share options granted during the years 2023 was $3.73. Restricted Stock Units The RSUs granted to employees for service generally vest after three years, subject to continued employment. The RSUs granted to non-employee directors generally vest in full on the first anniversary of the grant date or the date of the annual meeting following the grant date, whichever is earlier. A summary of the restricted stock unit activity under the 2021 Equity Incentive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Outstanding at December 31, 2022 1,109 $ 9.85 Granted 1,472 Vested (72) Forfeited or expired (72) Outstanding at December 30, 2023 2,437 $ 9.11 Restricted stock compensation expense of $6,440, $3,810 and $336 was recognized in the accompanying Consolidated Statements of Comprehensive Loss for the fiscal years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. As of December 30, 2023, there was $12,937 of unrecognized compensation expense for unvested common stock options. The expense will be recognized as a charge to earnings over a weighted average period of approximately 1.18 years. 2021 Employee Stock Purchase Plan Our Employee Stock Purchase Plan ("ESPP") became effective on July 14, 2021, in which 1,140,754 shares of common stock were available for issuance under the ESPP. Under the ESPP, eligible employees are granted options to purchase shares of common stock at 85% of the fair market value at the time of exercise. The option period commences on the first payroll date in January, April, July, and October of each year and ends approximately three months later on the last business day in March, June, September or December. No employee may be granted an option under the Plan if, immediately after the option is granted, the employee would own stock possessing five percent or more of the total combined voting power or value of all classes of stock of the Company. The first option period began on January 1, 2022 and the first purchase was made in April of 2022. Compensation expense associated with ESPP purchase rights is recognized on a straight-line basis over the vesting period. For the years ended December 30, 2023 and December 31, 2022, there was approximately $355 and $314 of compensation expense related to the ESPP. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Basic earnings per share is computed based on the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share include the dilutive effect of stock options, restricted stock awards, and warrants. The following is a reconciliation of the basic and diluted Earnings Per Share ("EPS") computations for both the numerator and denominator (in thousands, except per share data): Year Ended December 30, 2023 Earnings Shares Per Share Net loss $ (9,589) 194,722 $ (0.05) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (9,589) 194,722 $ (0.05) Year Ended December 31, 2022 Earnings Shares Per Share Net loss $ (16,436) 194,249 $ (0.08) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (16,436) 194,249 $ (0.08) Year Ended December 25, 2021 Earnings Shares Per Share Net loss $ (38,332) 134,699 $ (0.28) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (38,332) 134,699 $ (0.28) |
Derivatives and Hedging
Derivatives and Hedging | 12 Months Ended |
Dec. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | FASB ASC 815, Derivatives and Hedging ("ASC 815"), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (1) how and why an entity uses derivative instruments, (2) how the entity accounts for derivative instruments and related hedged items, and (3) how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company's objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments. The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. Interest Rate Swap Agreements On July 9, 2021, the Company entered into an interest swap agreement ("2021 Swap 1") for a notional amount of $144,000. The forward start date of the 2021 Swap 1 was July 30, 2021 and the termination date is July 31, 2024. Originally, the 2021 Swap 1 has a determined pay fixed interest rate of 0.75%. As of June 30, 2023 the Company modified the terms of the swaps to replace the LIBOR-based reference rates with SOFR-based reference rates, in accordance with the respective swap agreements and market conventions. This modification resulted in a determined pay fixed interest rate of 0.74%. In accordance with ASC 815, the Company determined the 2021 Swap 1 constituted an effective cash flow hedge and therefore changes in fair value are recorded within other comprehensive (loss) income within the Company's Statement of Comprehensive Loss and the deferred gains or losses are reclassified out of other comprehensive (loss) income into interest expense in the same period during which the hedged transactions affect earnings. On July 9, 2021, the Company entered into an interest swap agreement ("2021 Swap 2") for a notional amount of $216,000. The forward start date of the 2021 Swap 2 was July 30, 2021 and the termination date is July 31, 2024. Originally, the 2021 Swap 2 has a determined pay fixed interest rate of 0.76%. As of June 30, 2023 the Company modified the terms of the swaps to replace the LIBOR-based reference rates with SOFR-based reference rates, in accordance with the respective swap agreements and market conventions. This modification resulted in a determined pay fixed interest rate of 0.74%. In accordance with ASC 815, the Company determined the 2021 Swap 2 constituted an effective cash flow hedge and therefore changes in fair value are recorded within other comprehensive (loss) income within the Company's Statement of Comprehensive Loss and the deferred gains or losses are reclassified out of other comprehensive (loss) income into interest expense in the same period during which the hedged transactions affect earnings. On December 19, 2023, the Company entered into an interest swap agreement ("2024 Swap 1") for a notional amount of $144,000. The forward start date of the 2024 Swap 1 is July 21, 2024 and the termination date is January 31, 2027. The 2024 Swap 1 has a determined pay fixed interest rate of 3.8%. In accordance with ASC 815, the Company determined the 2024 Swap 1 constituted an effective cash flow hedge and therefore changes in fair value are recorded within other comprehensive (loss) income within the Company's Statement of Comprehensive Loss and the deferred gains or losses are reclassified out of other comprehensive (loss) income into interest expense in the same period during which the hedged transactions affect earnings. On December 19, 2023, the Company entered into an interest swap agreement ("2024 Swap 2") for a notional amount of $216,000. The forward start date of the 2024 Swap 2 was July 21, 2024 and the termination date is January 31, 2027. The 2024 Swap 2 has a determined pay fixed interest rate of 3.62%. In accordance with ASC 815, the Company determined the 2024 Swap 2 constituted an effective cash flow hedge and therefore changes in fair value are recorded within other comprehensive (loss) income within the Company's Statement of Comprehensive Loss and the deferred gains or losses are reclassified out of other comprehensive (loss) income into interest expense in the same period during which the hedged transactions affect earnings. The following table summarizes the Company's derivatives financial instruments: Asset Derivatives Liability Derivatives As of December 30, 2023 As of December 31, 2022 As of December 30, 2023 As of December 31, 2022 Balance Sheet Fair Value Fair Value Balance Sheet Fair Value Fair Value Derivatives designated as hedging instruments: 2021 Swap 1 Other current/ non-current assets $ 3,560 $ 8,705 Other accrued expenses $ — $ — 2021 Swap 2 Other current/ non-current assets 5,336 13,044 Other accrued expenses — — 2024 Swap 1 Other current assets 207 — Other non-current liabilities (1,613) — 2024 Swap 2 Other current assets 436 — Other non-current liabilities (1,660) — Total hedging instruments $ 9,539 $ 21,749 $ (3,273) $ — During 2024, the Company estimates that an additional $9,619 will be reclassified as a decrease to interest expense/income. Additional information with respect to the fair value of derivative instruments is included in Note 16 - Fair Value Measurements. Foreign Currency Forward Contracts During fiscal 2022 and 2021 the Company entered into multiple foreign currency forward contracts. The purpose of the Company's foreign currency forward contracts is to manage the Company's exposure to fluctuations in the exchange rate of the Canadian dollar. As of December 30, 2023, the Company did not have any foreign currency forward contracts. The total notional amount of contracts outstanding was C$2,692 as of December 31, 2022. The total fair value of the foreign currency forward contracts was $12 as of December 31, 2022, and was reported on the accompanying Consolidated Balance Sheets in other current liabilities. An increase in other income of $95 and $331 was recorded in the Consolidated Statements of Comprehensive Loss for the change in fair value during year ended December 31, 2022 and December 25, 2021, respectfully. The Company's foreign currency forward contracts did not qualify for hedge accounting treatment because they did not meet the provisions specified in ASC 815. Accordingly, the gain or loss on these derivatives was recognized in other (income) expense in the Consolidated Statements of Comprehensive Loss. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. Additional information with respect to the fair value of derivative instruments is included in Note 16 - Fair Value Measurements. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | The Company uses the accounting guidance that applies to all assets and liabilities that are being measured and reported on a fair value basis. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Assets and liabilities carried at fair value are classified and disclosed in one of the following three categories. Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity's own assumptions. The accounting guidance establishes a hierarchy which requires an entity to maximize the use of quoted market prices and minimize the use of unobservable inputs. An asset or liability's level is based on the lowest level of input that is significant to the fair value measurement. The following tables set forth the Company's financial assets and liabilities that were measured at fair value on a recurring basis during the period, by level, within the fair value hierarchy: As of December 30, 2023 Level 1 Level 2 Level 3 Total Trading securities $ 818 $ — $ — $ 818 Interest rate swaps — 6,266 — 6,266 Contingent consideration payable — — 4,895 4,895 As of December 31, 2022 Level 1 Level 2 Level 3 Total Trading securities $ 1,155 $ — $ — $ 1,155 Interest rate swaps — 21,749 — 21,749 Contingent consideration payable — — 11,063 11,063 Trading securities are valued using quoted prices on an active exchange. Trading securities represent assets held in a Rabbi Trust to fund deferred compensation liabilities and are included as restricted investments on the accompanying Consolidated Balance Sheets. The Company utilizes interest rate swap contracts to manage our targeted mix of fixed and floating rate debt, and these contracts are valued using observable benchmark rates at commonly quoted intervals for the full term of the swap contracts. As of December 30, 2023 and December 31, 2022, the Company's interest rate swaps were recorded on the accompanying Consolidated Balance Sheets in accordance with ASC 815. The Company utilizes foreign exchange forward contracts to manage our exposure to currency fluctuations in the Canadian dollar versus the U.S. dollar. The forward contracts were valued using observable benchmark rates at commonly quoted intervals during the term of the forward contract. As of December 30, 2023 and December 31, 2022, the foreign exchange forward contracts were included in other current liabilities on the accompanying Consolidated Balance Sheets. As of December 30, 2023 and December 31, 2022, the Company's foreign exchange forward contracts were immaterial for disclosure. The contingent consideration represents future potential earn-out payments related to the Resharp acquisition in fiscal 2019 in which the maximum payout for the contingent consideration is $25.0 million plus 1.8% of net knife-sharpening revenues for five years after the $25.0 million is fully paid and the Instafob acquisition in the first quarter of 2020 where payment is based on 5% of the net sales from 2020 through 2022 plus 1% of net sales from 2023 through 2029. The estimated fair value of the contingent earn-outs was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting earn-out payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The carrying amount of the liability may fluctuate significantly and actual amounts paid may be materially different from the estimated value of the liability. The current and non-current portions of these obligations are reported separately on the Consolidated Balance Sheets as other accrued expense and other non-current liabilities, respectively. Subsequent changes in the fair value of the contingent consideration liabilities, as determined by using a simulation model of the Monte Carlo analysis that includes updated projections applicable to the liability, are recorded within other expense (income), net in the Consolidated Statements of Comprehensive Loss. The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for Resharp and Instafob as of December 30, 2023. Resharp Instafob Other accrued expense Other non-current liabilities Other accrued expense Other non-current liabilities Total Fair value as of December 31, 2022 $ 271 $ 9,729 $ 922 $ 141 $ 11,063 Fair value of cash consideration paid (219) — (1,013) — (1,232) Change in fair value of contingent consideration 148 (5,129) 107 (62) (4,936) Fair value as of December 30, 2023 $ 200 $ 4,600 $ 16 $ 79 $ 4,895 Cash, restricted investments, accounts receivable, short-term borrowings and accounts payable are reflected in the Consolidated Financial Statements at book value, which approximates fair value, due to the short-term nature of these instruments. The carrying amount of the long-term debt under the revolving credit facility approximates the fair value at December 30, 2023 and December 31, 2022, as the interest rate is variable and approximates current market rates. The Company also believes the carrying amount of the long-term debt under the senior term loan approximates the fair value at December 30, 2023 and December 31, 2022 because, while subject to a minimum SOFR floor rate, the interest rate approximates current market rates of debt with similar terms and comparable credit risk. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Canadian Restructuring Plan During fiscal 2018, the Company initiated plans to restructure the operations of the Canada segment. The restructuring seeks to streamline operations in the greater Toronto area by consolidating facilities, exiting certain lines of business, and rationalizing Stock Keeping Units (“SKUs”). The intended result of the Canada restructuring will be a more streamlined and scalable operation focused on delivering optimal service and a broad offering of products across the Company's core categories. Plans were finalized during the fourth quarter of 2018. The Company completed restructuring related activities in our Canada segment in 2021. Charges incurred in part of the Canada Restructuring Plan included: Year Ended Facility consolidation (1) Inventory valuation adjustments $ — Labor expense — Consulting and legal fees 26 Other expense 5 Rent and related charges — Severance 466 Total $ 497 (1) Facility consolidation includes inventory valuation adjustments associated with SKU rationalization, labor expense related to organizing inventory and equipment in preparation for the facility consolidation, consulting and legal fees related to the project, and other expenses. The labor, consulting, and legal expenses were included in selling, general and administrative expense ("SG&A") on the Consolidated Statement of Comprehensive Loss. The inventory valuation adjustments were included in cost of sales on the Consolidated Statement of Comprehensive Loss. The following represents the roll forward of restructuring reserves for the year ended December 30, 2023: Severance and related expense Balance as of December 25, 2021 $ 339 Restructuring charges — Cash paid (182) Balance as of December 31, 2022 $ 157 Restructuring charges — Cash paid (157) Balance as of December 30, 2023 $ — During the year ended December 30, 2023, the Company paid approximately $157 in severance related to the Canada Restructuring Plan. United States Restructuring Plan During fiscal 2019, the Company implemented a plan to restructure the management and operations within the United States to achieve synergies and cost savings associated with the recent acquisitions described in Note 6 - Acquisitions. This restructuring includes management realignment, integration of sales and operating functions, and strategic review of the Company's product offerings. This plan was finalized during the fourth quarter of fiscal year 2019. The Company incurred additional charges in fiscal 2021 related to the consolidation of two of our distribution centers. Charges incurred in part of the United States Restructuring Plan included: Year Ended December 25, 2021 Management realignment & integration Severance $ 111 Facility closures Severance — Inventory valuation adjustments — Other 319 Total $ 430 The following represents a roll forward of the restructuring reserves for the year ended December 30, 2023: Severance and related expense Balance as of December 26, 2020 $ 825 Restructuring charges 111 Cash paid (936) Balance as of December 25, 2021 $ — |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Cybersecurity Incident In late May 2023, the Company experienced a ransomware attack relating to certain systems on its network (the “Cybersecurity Incident”). The Company promptly initiated an investigation, engaged the services of cyber-security experts and outside advisors and worked with appropriate law enforcement authorities to contain, assess and remediate the Cybersecurity Incident. The Cybersecurity Incident affected certain information technology systems. As part of the containment effort, affected systems were suspended and the Company elected to temporarily suspend additional systems in an abundance of caution. The Company reactivated and restored its operational systems over the course of the week following the Cybersecurity Incident. The Cybersecurity Incident related costs net of an expected insurance receivable totaled $1.0 million. System remediation efforts regarding the Cybersecurity Incident have concluded as of December 30, 2023. The Company expects to incur ongoing costs related to costs for ongoing efforts to enhance data security in response to ongoing developments in the cybersecurity landscape. Insurance Coverage The Company self-insures our general liability including products liability, automotive liability, and workers' compensation losses up to $500 per occurrence. Catastrophic coverage has been purchased from third party insurers for occurrences up to $60,000. The two risk areas involving the most significant accounting estimates are workers' compensation and automotive liability. Actuarial valuations performed by the Company's third-party risk insurance expert were used by the Company's management to form the basis for workers' compensation and automotive liability loss reserves. The actuary contemplated the Company's specific loss history, actual claims reported, and industry trends among statistical and other factors to estimate the range of reserves required. Risk insurance reserves are comprised of specific reserves for individual claims and additional amounts expected for development of these claims, as well as for incurred but not yet reported claims. The Company believes that the liability of approximately $2,593 recorded for such risk insurance reserves is adequate as of December 30, 2023. As of December 30, 2023, the Company has provided certain vendors and insurers letters of credit aggregating $40,890 related to our product purchases and insurance coverage of product liability, workers' compensation, and general liability. The Company self-insures our group health claims up to an annual stop loss limit of $300 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. Provisions for losses expected under these programs are recorded based on an analysis of historical insurance claim data and certain actuarial assumptions. The Company believes that the liability of approximately $2,851 recorded for such group health insurance reserves is adequate as of December 30, 2023. Import Duties The Company imports large quantities of fastener products which are subject to customs requirements and to tariffs and quotas set by governments through mutual agreements and bilateral actions. The Company could be subject to the assessment of additional duties and interest if it or its suppliers fail to comply with customs regulations or similar laws. The U.S. Department of Commerce (the "Department”) has received requests from petitioners to conduct administrative reviews of compliance with anti-dumping duty and countervailing duty laws for certain nails products sourced from Asian countries. The Company sourced products under review from vendors in China and Taiwan during the periods selected for review. The Company accrues for the duty expense once it is determined to be probable and the amount can be reasonably estimated. Litigation As of December 30, 2023, the Company is involved in litigation arising in the normal course of business. In management’s opinion, any such litigation is not expected to have a material adverse effect on the consolidated financial condition, results of operations, or cash flows . Hy-Ko Litigation On June 1, 2021, Hy-Ko Products Company LLC ("Hy-Ko"), a manufacturer of key duplication machines, filed a complaint for, among other things, patent infringement against Hillman Group in the United States District Court for the Eastern District of Texas (Marshall Division). The case was assigned Civil Action No. 2:21-cv-0197. Hy-Ko's complaint alleged that Hillman's KeyKrafter and PKOR key duplication machines infringed certain patents, and sought damages and injunctive relief against the Hillman Group. On October 7, 2022, following a jury trial commencing October 3, 2022, the jury rendered a verdict finding that Hillman infringed two Hy-Ko patents, but also found that there was no willfulness in the infringement. The jury awarded Hy-Ko a one-time lump sum royalty payment of $16.0 million. Following the verdict, on December 28, 2022, Hillman and Hy-Ko entered into a confidential settlement agreement that finally resolved all claims in the litigation (including those related to the jury verdict) and on January 4, 2023, the Court granted the parties’ joint stipulation dismissing all claims in the litigation with prejudice. The terms of the settlement agreement include an $18.5 million payment from Hillman to Hy-Ko (in lieu of the $16.0 million jury verdict) and protection from any potential future patent infringement claims between the parties relating to key duplication or key identification through 2032. KeyMe Litigation On June 3, 2019, The Hillman Group, Inc. ("Hillman Group") filed a complaint for patent infringement against KeyMe, LLC ("KeyMe"), a provider of self-service key duplication kiosks, in the United States District Court for the Eastern District of Texas (Marshall Division) (the "Texas Court"). On August 16, 2019, KeyMe filed a complaint for patent infringement against Hillman Group in the United States District Court for the District of Delaware. On March 2, 2020, Hillman Group filed a second complaint for patent infringement against KeyMe in the same Texas Court. On October 23, 2020, the Texas Court granted KeyMe’s motion to consolidate the two Texas cases and granted Hillman Group’s motion to add another patent. On April 12, 2021, a jury in the Texas case returned a verdict that KeyMe did not infringe any of the asserted patents and several of the asserted claims were invalid. Final judgment was entered on April 13, 2021. On June 14, 2021, Hillman Group and KeyMe entered into a Settlement Agreement which globally resolved all pending legal disputes, including the Texas and Delaware district court actions discussed above. |
Statements of Cash Flows
Statements of Cash Flows | 12 Months Ended |
Dec. 30, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Statements of Cash Flows | Supplemental disclosures of cash flows information are presented below: Year Ended December 30, 2023 Year Ended Year Ended Cash paid during the period for: Interest on junior subordinated debentures $ — $ — $ 7,542 Interest 55,872 55,829 64,522 Income taxes, net of refunds 5,356 2,993 2,500 As of December 30, 2023, capital expenditures recorded in accounts payable totaled $1,186. |
Concentration of Credit Risks
Concentration of Credit Risks | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risks | Financial instruments which potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and trade receivables. The Company places its cash and cash equivalents with high credit quality financial institutions. Concentrations of credit risk with respect to sales and trade receivables are limited due to the large number of customers, with the exception of the two below customers, comprising the Company's customer base and their dispersion across geographic areas. The Company performs periodic credit evaluations of its customers' financial condition and generally does not require collateral. For the year ended December 30, 2023, the largest two customers accounted for 43.4% of total revenues and 34.1% of the year-end accounts receivable balance. For the year ended December 31, 2022, the largest two customers accounted for 45.7% of total revenues and 40.2% of the year-end accounts receivable balance. No other customer accounted for more than 10% of the Company's accounts receivables in 2023, 2022, nor 2021. In each of the years ended December 30, 2023, December 31, 2022, and December 25, 2021, the Company derived over 10% of its total revenues from two separate customers which operated in each of the operating segments. The following table presents revenue from each customer as a percentage of total revenue for each of the years ended: Year Ended December 30, 2023 Year Ended December 31, 2022 Year Ended December 25, 2021 Lowe's 20.1 % 21.7 % 20.6 % Home Depot 23.3 % 24.0 % 27.0 % |
Segment Reporting and Geographi
Segment Reporting and Geographic Information | 12 Months Ended |
Dec. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting and Geographic Information | The Company's segment reporting structure uses the Company's management reporting structure as the foundation for how the Company manages its business. The Company periodically evaluates its segment reporting structure in accordance with ASC 350-20-55 and has concluded that it has three reportable segments as of December 30, 2023. The segments are as follows: • Hardware and Protective Solutions • Robotics and Digital Solutions • Canada The Hardware and Protective Solutions segment distributes fasteners and related hardware items, threaded rod, personal protective equipment, and letters, numbers, and signs to hardware stores, home centers, mass merchants, and other retail outlets primarily in the United States and Mexico. The Robotics and Digital Solutions segment consists of key duplication and engraving kiosks that can be operated directly by the consumer. The kiosks operate in retail and other high-traffic locations offering customized licensed and unlicensed products targeted to consumers in the respective locations. It also includes our associate-assisted key duplication systems and key accessories. The Robotics and Digital Solutions segment also includes Resharp, our robotic knife sharpening business, and Instafob, which specializes in RFID ("Radio Frequency Identification") key duplication technology. The Canada segment distributes fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items, such as tags and letters, numbers, and signs to hardware stores, home centers, mass merchants, industrial distributors, automotive aftermarket distributors, and other retail outlets and industrial Original Equipment Manufacturers (“OEMs”) in Canada. The Canada segment also produces fasteners, stampings, fittings, and processes threaded parts for automotive suppliers and industrial OEMs. The Company uses profit or loss from operations to evaluate the performance of its segments, and does not include segment assets or non-operating income/expense items for management reporting purposes. Profit or loss from operations is defined as income from operations before interest and tax expenses. Segment revenue excludes sales between segments, which is consistent with the segment revenue information provided to the Company's Chief Operating Decision Maker ("CODM"). In the first quarter of 2023, the Company realigned its Canada segment to include the Canada portions of the Protective Solutions and MinuteKey businesses, which are now operating under the Canada segment leadership team. Previously, the results of the Canada portion of the Protective Solutions business were reported in the Hardware and Protective Solutions segment and the Canada portion of the MinuteKey business was reported in the Robotics and Digital Solutions segment and were operating under those respective segment leadership teams. The table below presents revenues and income from operations for the reportable segments for the years ended December 30, 2023, December 31, 2022, and December 25, 2021. Certain amounts in the prior year presentation between segments were reclassified to conform to the current year’s presentation. Year Ended December 30, 2023 Year Ended Year Ended December 25, 2021 Revenues Hardware and Protective Solutions $ 1,074,619 $ 1,068,734 $ 1,017,594 Robotics and Digital Solutions 245,400 245,633 246,494 Canada 156,458 171,961 161,879 Total revenues $ 1,476,477 $ 1,486,328 $ 1,425,967 Segment Income from Operations Hardware and Protective Solutions $ 8,366 $ 20,742 $ (14,650) Robotics and Digital Solutions 42,953 3,541 21,761 Canada 9,609 15,610 3,203 Total segment income from operations $ 60,928 $ 39,893 $ 10,314 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Koch Industries, Inc. On January 11, 2024, the Company completed the acquisition of Koch Industries, Inc ("Koch"), a premier provider and merchandiser of rope and twine, chain and wire rope, and related hardware products for a total purchase price of $23,956. Koch has business operations throughout North America and its financial results will reside in the Company's Hardware and Protective Solutions reportable segment. |
Schedule II - Valuation Account
Schedule II - Valuation Accounts | 12 Months Ended |
Dec. 30, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation Accounts | Schedule II - VALUATION ACCOUNTS (dollars in thousands) Deducted From Allowance for Ending Balance - December 26, 2020 $ 2,395 Additions charged to cost and expense 522 Deductions due to: Others (26) Ending Balance - December 25, 2021 2,891 Additions charged to cost and expense 973 Deductions due to: Others (1,459) Ending Balance - December 31, 2022 2,405 Additions charged to cost and expense 521 Deductions due to: Others (156) Ending Balance - December 30, 2023 $ 2,770 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents consist of commercial paper, U.S. Treasury obligations, and other liquid securities purchased with initial maturities less than 90 days and are stated at cost which approximates fair value. The Company has foreign bank balances of approximately $12,695 and $23,876 at December 30, 2023 and December 31, 2022, respectively. The Company maintains cash and cash equivalent balances with financial institutions that exceed federally insured limits. The Company has not experienced any losses related to these balances. |
Restricted Investments | Restricted Investments: The Company's restricted investments are trading securities carried at fair market value which represent assets held in a Rabbi Trust to fund deferred compensation liabilities owed to the Company's employees. The current portion of the investments is included in other current assets and the long term portion in other assets on the accompanying Consolidated Balance Sheets. See Note 11 - Deferred Compensation Plan for additional information. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts: The Company establishes the allowance for doubtful accounts by considering historical losses, adjusted to take into account current market conditions. The estimates for calculating the aggregate reserve are based on the financial condition of the customers, the length of time receivables are past due, historical collection experience, current economic trends, and reasonably supported forecasts. Increases to the allowance for doubtful accounts result in a corresponding expense. The Company writes off individual accounts receivable when collection becomes improbable. The allowance for doubtful accounts was $2,770 and $2,405 as of December 30, 2023 and December 31, 2022, respectively. In the years ended December 30, 2023 and December 31, 2022, the Company entered into agreements to sell, on an ongoing basis and without recourse, certain trade accounts receivable. The buyer is responsible for servicing the receivables. The sale of the receivables is accounted for in accordance with Financial Accounting Standards Board (“FASB”) ASC 860, Transfers and Servicing. Under that guidance, receivables are considered sold when they are transferred beyond the reach of the Company and its creditors, the purchaser has the right to pledge or exchange the receivables, and the Company has surrendered control over the transferred receivables. The Company has received proceeds from the sales of trade accounts receivable of approximately $299,169, $374,105 and $322,509 for the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively, and has included the proceeds in net cash provided by operating activities in the Consolidated Statements of Cash Flows. Related to the sale of accounts receivable, the Company recorded losses of approximately $6,313, $4,432 and $1,433 for the years ended December 30, 2023, December 31, 2022 and December 25, 2021, respectively. |
Inventories | Inventories: |
Property and Equipment | Property and Equipment: |
Goodwill | Goodwill: The Company has adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 from the goodwill impairment test and instead requires an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If, after assessing the totality of events or circumstances, the Company determines that the fair value of a reporting unit is less than the carrying value, then the Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. |
Intangible Assets | Intangible Assets: Intangible assets arise primarily from the determination of their respective fair market values at the date of acquisition. With the exception of certain trade names, intangible assets are amortized on a straight-line basis over periods ranging from 5 to 20 years, representing the period over which the Company expects to receive future economic benefits from these assets. Other intangibles, net, as of December 30, 2023 and December 31, 2022 consist of the following: Useful Life December 30, 2023 December 31, 2022 Customer relationships 13 - 20 $ 944,713 $ 963,622 Trademarks - indefinite Indefinite 85,520 85,275 Trademarks - other 7 - 15 31,665 31,387 Technology and patents 5 - 12 64,186 68,451 Intangible assets, gross 1,126,084 1,148,735 Less: Accumulated amortization 470,791 414,275 Intangible assets, net $ 655,293 $ 734,460 Estimated annual amortization expense for intangible assets subject to amortization at December 30, 2023 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2024 $ 60,545 2025 59,789 2026 55,384 2027 52,636 2028 51,871 Thereafter $ 289,548 |
Long-Lived Assets | Long-Lived Assets: Long-lived assets, such as property and equipment and definite-lived intangible assets, are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by the asset or asset group to its carrying value. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. During fiscal 2023, the Company performed an impairment assessment on certain intangible assets. In the fourth quarter of 2023, we evaluated a specific product line and decided to exit certain retail locations and markets, which reduced the future cash flows from this product line and impacted the lower of cost or net realizable value of inventory. As a result, the Company recognized an impairment charge of $19.6 million during the fourth quarter of 2023 to write down the carrying values of intangible assets to their fair value. The Impairment charge was split between the following asset categories: $15.6 million for customer relationships, $2.2 million for technology and patents, and $1.7 million for trademarks - other. The impairment charge is included in other expense (income), net in the accompanying consolidated statements of comprehensive loss. |
Income Taxes | Income Taxes: Deferred income taxes are computed using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the financial reporting basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Valuation allowances are provided for tax benefits where management estimates it is more likely than not that certain tax benefits will not be realized. Adjustments to valuation allowances are recorded for changes in utilization of the tax-related item. See Note 7 - Income Taxes for additional information. In accordance with guidance regarding the accounting for uncertainty in income taxes, the Company recognizes a tax position if, based solely on its technical merits, it is more likely than not to be sustained upon examination by the relevant taxing authority. If a tax position does not meet the more likely than not recognition threshold, the Company does not recognize the benefit of that position in its Consolidated Financial Statements. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to be recognized in the Consolidated Financial Statements. Interest and penalties related to income taxes are included in (benefit) expense for income taxes. |
Contingent Consideration | Contingent Consideration: Contingent consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. The estimated fair value of the contingent consideration was determined using a Monte Carlo analysis examining the frequency and mean value of the resulting payments. The resulting value captures the risk associated with the form of the payout structure. The risk neutral method is applied, resulting in a value that captures the risk associated with the form of the payout structure and the projection risk. The assumptions utilized in the calculation based on financial performance milestones include projected revenue, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. |
Risk Insurance Reserves | Risk Insurance Reserves: The Company self-insures our general liability including products liability, automotive liability, and workers' compensation losses up to $500 per occurrence. Our policy is to estimate reserves based upon a number of factors, including known claims, estimated incurred but not reported claims, and third-party actuarial analysis. The third-party actuarial analysis is based on historical information along with certain assumptions about future events. These reserves are classified as other current and other long-term liabilities within the balance sheets. The Company self-insures our group health claims up to an annual stop loss limit of $300 per participant. Historical group insurance loss experience forms the basis for the recognition of group health insurance reserves. |
Retirement Benefits | Retirement Benefits: Certain employees of the Company are covered under a profit-sharing and retirement savings plan. The plan provides for a matching contribution for eligible employees of 50% of each dollar contributed by the employee up to 6% of the employee's compensation. In addition, the plan allows for an optional annual contribution in amounts authorized by the Board of Directors, subject to the terms and conditions of the plan. Hillman Canada sponsors a Deferred Profit Sharing Plan (“DPSP”) and a Group Registered Retirement Savings Plan (“RRSP”) for all qualified, full-time employees, with at least three months of continuous service. DPSP is an employer-sponsored profit sharing plan registered as a trust with the Canada Revenue Agency (“CRA”). Employees do not contribute to the DPSP. There is no minimum required contribution; however, DPSPs are subject to maximum contribution limits set by the CRA. The DPSP is offered in conjunction with a RRSP. All eligible employees may contribute an additional voluntary amount of up to eight percent of the employee's gross earnings. Hillman Canada is required to match 100% of all employee contributions up to 2% of the employee's compensation into the DPSP account. The assets of the RRSP are held separately from those of Hillman Canada in independently administered funds. |
Revenue Recognition | Revenue Recognition: Revenue is recognized when control of goods or services is transferred to our customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company offers a variety of sales incentives to its customers primarily in the form of discounts and rebates. Discounts are recognized in the Consolidated Financial Statements at the date of the related sale. Rebates are based on the revenue to date and the contractual rebate percentage to be paid. A portion of the cost of the rebate is allocated to each underlying sales transaction. Discounts and rebates are included in the determination of net sales. The Company also establishes a reserve for customer returns and allowances. The reserve is established based on historical rates of returns and allowances. The reserve is adjusted quarterly based on actual experience. Discounts and allowances are included in the determination of net sales. Our revenue by geography is allocated based on the location of our sales operations. Hardware and Protective Solutions revenues consist primarily of the delivery of fasteners, anchors, specialty fastening products, and personal protective equipment such as gloves and eye-wear as well as in-store merchandising services for the related product category. Robotics and Digital Solutions revenues consist primarily of sales of keys and identification tags through self-service key duplication and engraving kiosks. It also includes our associate-assisted key duplication systems and key accessories. Canada revenues consist primarily of the delivery to Canadian customers of fasteners and related hardware items, threaded rod, keys, key duplicating systems, accessories, personal protective equipment, and identification items as well as in-store merchandising services for the related product category. In the first quarter of 2023, the Company realigned its Canada segment to include the Canada portions of the Protective Solutions and MinuteKey businesses, which are now operating under the Canada segment leadership team. Previously, the results of the Canada portion of the Protective Solutions business were reported in the Hardware and Protective Solutions segment and the Canada portion of the MinuteKey business was reported in the Robotics and Digital Solutions segment and were operating under those respective segment leadership teams. The Company’s performance obligations under its arrangements with customers are providing products, in-store merchandising services, and access to key duplicating and engraving equipment. Generally, the price of the merchandising services and the access to the key duplicating and engraving equipment is included in the price of the related products. Control of products is transferred at the point in time when the customer accepts the goods, which occurs upon delivery of the products. Judgment is required in determining the time at which to recognize revenue for the in-store services and the access to key duplicating and engraving equipment. Revenue is recognized for in-store service and access to key duplicating and engraving equipment as the related products are delivered, which approximates a time-based recognition pattern. Therefore, the entire amount of consideration related to the sale of products, in-store merchandising services, and access to key duplicating and engraving equipment is recognized upon the delivery of the products. The costs to obtain a contract are insignificant, and generally contract terms do not extend beyond one year. Therefore, these costs are expensed as incurred. Freight and shipping costs and the cost of our in-store merchandising services teams are recognized in selling, warehouse, general, and administrative expense when control over products is transferred to the customer. The Company used the practical expedient regarding the existence of a significant financing component as payments are due in less than one year after delivery of the products. |
Research and Development | Research and Development: |
Stock Based Compensation | Stock-Based Compensation: 2021 Employee Stock Purchase Plan Our Employee Stock Purchase Plan ("ESPP") became effective on July 14, 2021, in which 1,140,754 shares of common stock were available for issuance under the ESPP. Under the ESPP, eligible employees are granted options to purchase shares of common stock at 85% of the fair market value at the time of exercise. The option period commences on the first payroll date in January, April, July, and October of each year and ends approximately three months later on the last business day in March, June, September or December. No employee may be granted an option under the Plan if, immediately after the option is granted, the employee would own stock possessing five percent or more of the total combined voting power or value of all classes of stock of the Company. The first option period began on January 1, 2022 and the first purchase was made in April of 2022. 2021 Equity Incentive Plan Effective July 14, 2021, in connection with the Merger, the Company established the 2021 Equity Incentive Plan. Under the 2021 Equity Incentive Plan, the Company may grant options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted in accordance with Accounting Standards Codification 718, Compensation - Stock Compensation ("ASC 718"). The Company uses a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities with publicly traded shares. The Company also makes assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we do not pay dividends and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. HMAN Group Holdings Inc. 2014 Equity Incentive Plan Prior to the Merger, the Company had a stock-based employee compensation plan pursuant to which the Company granted options, stock appreciation rights, restricted stock, and other stock-based awards. Hillman reflects the options granted in its stand-alone Consolidated Financial Statements in accordance with Accounting Standards Codification 718, Compensation — Stock Compensation (“ASC 718”). The Company used a Black-Scholes option pricing model to determine the fair value of stock options on the dates of grant. The Black-Scholes pricing model requires various assumptions, including expected term, which is based on our historical experience and expected volatility which is estimated based on the average historical volatility of similar entities. The Company also made assumptions regarding the risk-free interest rate and the expected dividend yield. The risk-free interest rate is based on the U.S. Treasury interest rate whose term is consistent with the expected term of the share-based award. The dividend yield on our common stock is assumed to be zero since we have not historically paid dividends on these awards and have no current plans to do so in the future. Determining the fair value of stock options at the grant date requires judgment, including estimates for the expected life of the share-based award, stock price volatility, dividend yield, and interest rate. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. The Company applied assumptions in the determination of the fair value of the common stock underlying the stock-based awards granted. With the assistance of an independent third-party specialist, management assessed the value of the Company’s common stock based on a combination of the income approach and guideline public company method. Factors that were considered in connection with estimating these grant date fair values are as follows: • The Company’s financial results and future financial projections; • The market value of equity interests in substantially similar businesses, which equity interests can be valued through non-discretionary, objective means; • The lack of marketability of the Company’s common stock; • The likelihood of achieving a liquidity event, such as an initial public offering or business combination, given prevailing market conditions; • Industry outlook; and • General economic outlook, including economic growth, inflation and unemployment, interest rate environment and global economic trends Determination of the fair value of our common stock also involved the application of multiple valuation methodologies and approaches, with varying weighting applied to each methodology as of the grant date. Application of these approaches involves the use of estimates, judgment, and assumptions that are highly complex and subjective, such as those regarding the Company’s expected future revenue, expenses, and future cash flows; discount rates; market multiples; the selection of comparable companies; and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact the valuations and may have a material impact on the valuation of our common stock. Prior to the Merger, the Company revalued the common stock annually, unless changes in facts or circumstances indicate the need for a mid-year revaluation. The valuation of the Company’s common stock was historically performed at the end of our fiscal year. Stock-based compensation expense is recognized using a fair value based recognition method. Stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as expense over the requisite vesting period or performance period of the award on a straight-line basis. The stock-based compensation expense is recorded in selling, warehouse, general and administrative expenses. The plans are more fully described in Note 13 - Stock-Based Compensation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: |
Derivatives and Hedging | Derivatives and Hedging: The Company uses derivative financial instruments to manage its exposures to (1) interest rate fluctuations on its floating rate senior term loan and (2) fluctuations in foreign currency exchange rates. The Company measures those instruments at fair value and recognizes changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. The Company enters into derivative instrument transactions with financial institutions acting as the counter-party. The Company does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes. The relationships between hedging instruments and hedged items are formally documented, in addition to the risk management objective and strategy for each hedge transaction. For interest rate swaps, the notional amounts, rates, and maturities of our interest rate swaps are closely matched to the related terms of hedged debt obligations. The critical terms of the interest rate swap are matched to the critical terms of the underlying hedged item to determine whether the derivatives used for hedging transactions are highly effective in offsetting changes in the cash flows of the underlying hedged item. If it is determined that a derivative ceases to be a highly effective hedge, the hedge accounting is discontinued and all subsequent derivative gains and losses are recognized in the Statement of Comprehensive Loss. Derivative instruments designated in hedging relationships that mitigate exposure to the variability in future cash flows of the variable-rate debt and foreign currency exchange rates are considered cash flow hedges. The Company records all derivative instruments in other assets or other liabilities on the Consolidated Balance Sheets at their fair values. If the derivative is designated as a cash flow hedge and the hedging relationship qualifies for hedge accounting, the effective portion of the change in the fair value of the derivative is recorded in other comprehensive income or loss. The change in fair value for instruments not qualifying for hedge accounting are recognized in the Statement of Comprehensive Loss in the period of the change. See Note 15 - Derivatives and Hedging for additional information. |
Translation of Foreign Currencies | Translation of Foreign Currencies: The translation of the Company's Canadian and Mexican local currency based financial statements into U.S. dollars is performed for balance sheet accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. Cumulative translation adjustments are recorded as a component of accumulated other comprehensive income (loss) in stockholders' equity. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements: The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the reporting period. Actual results may differ from these estimates. |
Selling, General and Administrative Expenses, Policy | Shipping and Handling: The costs incurred to ship product to customers, including freight and handling expenses, are included in selling, warehouse, general, and administrative (“SG&A”) expenses on the Company's Consolidated Statements of Comprehensive Loss. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Property and Equipment | Property and equipment, net, consists of the following at December 30, 2023 and December 31, 2022: Estimated (Years) 2023 2022 Leasehold improvements life of lease $ 28,026 $ 17,445 Machinery and equipment 3 - 10 420,921 416,512 Computer equipment and software 3 - 5 70,356 68,410 Furniture and fixtures 6 - 8 12,396 7,888 Construction in process 2,729 13,455 Property and equipment, gross 534,428 523,710 Less: Accumulated depreciation 333,875 333,452 Property and equipment, net $ 200,553 $ 190,258 |
Summary of Goodwill | Goodwill amounts by reportable segment are summarized as follows: Goodwill at Goodwill at December 31, 2022 Acquisitions Disposals Other (1) December 30, 2023 Hardware and Protective Solutions $ 574,744 $ — $ — $ 554 $ 575,298 Robotics and Digital Solutions 220,936 — — — 220,936 Canada 28,132 — — 676 28,808 Total $ 823,812 $ — $ — $ 1,230 $ 825,042 (1) The "Other" change to goodwill relates to adjustments resulting from fluctuations in foreign currency exchange rates for the Canada and Mexico reporting units. |
Schedule of Intangible Assets | Other intangibles, net, as of December 30, 2023 and December 31, 2022 consist of the following: Useful Life December 30, 2023 December 31, 2022 Customer relationships 13 - 20 $ 944,713 $ 963,622 Trademarks - indefinite Indefinite 85,520 85,275 Trademarks - other 7 - 15 31,665 31,387 Technology and patents 5 - 12 64,186 68,451 Intangible assets, gross 1,126,084 1,148,735 Less: Accumulated amortization 470,791 414,275 Intangible assets, net $ 655,293 $ 734,460 |
Schedule of Intangible Assets | Other intangibles, net, as of December 30, 2023 and December 31, 2022 consist of the following: Useful Life December 30, 2023 December 31, 2022 Customer relationships 13 - 20 $ 944,713 $ 963,622 Trademarks - indefinite Indefinite 85,520 85,275 Trademarks - other 7 - 15 31,665 31,387 Technology and patents 5 - 12 64,186 68,451 Intangible assets, gross 1,126,084 1,148,735 Less: Accumulated amortization 470,791 414,275 Intangible assets, net $ 655,293 $ 734,460 |
Schedule of Future Amortization Expense | Estimated annual amortization expense for intangible assets subject to amortization at December 30, 2023 for the next five fiscal years is as follows: Fiscal Year Ended Amortization Expense 2024 $ 60,545 2025 59,789 2026 55,384 2027 52,636 2028 51,871 Thereafter $ 289,548 |
Summary of Disaggregation of Revenue | The following table disaggregates our revenue by product category. Certain amounts in the prior year presentation between segments were reclassified to conform to the current year’s presentation. Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 30, 2023 Fastening and Hardware $ 865,212 $ — $ 140,699 $ 1,005,911 Personal Protective 209,407 — 6,997 216,404 Keys and Key Accessories — 193,212 8,711 201,923 Engraving and Resharp — 52,188 51 52,239 Consolidated $ 1,074,619 $ 245,400 $ 156,458 $ 1,476,477 Year Ended December 31, 2022 Fastening and Hardware $ 834,210 $ — $ 155,362 $ 989,572 Personal Protective 234,524 — 8,926 243,450 Keys and Key Accessories — 189,364 7,625 196,989 Engraving and Resharp — 56,269 48 56,317 Consolidated $ 1,068,734 $ 245,633 $ 171,961 $ 1,486,328 Year Ended December 25, 2021 Fastening and Hardware $ 740,058 $ — $ 149,196 $ 889,254 Personal Protective 277,536 — 7,716 285,252 Keys and Key Accessories — 187,608 4,888 192,496 Engraving and Resharp — 58,886 79 58,965 Consolidated $ 1,017,594 $ 246,494 $ 161,879 $ 1,425,967 The following table disaggregates our revenue by geographic location: Hardware and Protective Solutions Robotics and Digital Solutions Canada Total Revenue Year Ended December 30, 2023 United States $ 1,062,045 $ 245,400 $ — $ 1,307,445 Canada — — 156,458 156,458 Mexico 12,574 — — 12,574 Consolidated $ 1,074,619 $ 245,400 $ 156,458 $ 1,476,477 Year Ended December 31, 2022 United States $ 1,054,831 $ 245,633 $ — $ 1,300,464 Canada — — 171,961 171,961 Mexico 13,903 — — 13,903 Consolidated $ 1,068,734 $ 245,633 $ 171,961 $ 1,486,328 Year Ended December 25, 2021 United States $ 1,004,750 $ 246,494 $ — $ 1,251,244 Canada — — 161,879 161,879 Mexico 12,844 — — 12,844 Consolidated $ 1,017,594 $ 246,494 $ 161,879 $ 1,425,967 |
Merger (Tables)
Merger (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Reverse Recapitalization [Abstract] | |
Schedule of Reverse Recapitalization | A summary of the impact of the reverse recapitalization on the cash, cash equivalents and restricted cash, change in net assets and the change in common shares is included in the tables below. Landcadia cash and cash equivalents (1) $ 479,602 PIPE investment proceeds (2) 375,000 Less cash paid to underwriters and other transaction costs, net of tax (3) (36,140) Net change in cash and cash equivalents as a result of recapitalization $ 818,462 Prepaid expenses and other current assets (1) 132 Accounts payable and other accrued expenses (1) (81) Warrant liabilities (1)(4) (77,190) Change in net assets as a result of recapitalization $ 741,323 The change in number of shares outstanding as a result of the reverse recapitalization is summarized as follows: Common shares issued to new Hillman shareholders (5) 91,220,901 Shares issued to SPAC sponsors and public shareholders (6) 58,672,000 Common shares issued to PIPE investors (2) 37,500,000 Common shares outstanding immediately after the business combination 187,392,901 1. These assets and liabilities represent the reported balances as of the Closing Date immediately prior to the Business Combination. The recapitalization of the assets and liabilities from Landcadia's balance sheet was a non-cash financing activity. 2. In connection with the Business Combination, Landcadia entered into subscription agreements with certain investors (the “PIPE Investors”), pursuant to which it issued 37,500,000 shares of common stock at $10.00 per share (the “PIPE Shares”) for an aggregate purchase price of $375,000 (the “PIPE Financing”), which closed simultaneously with the consummation of the Business Combination. 3. In connection with the Business Combination, the Company incurred $36,140 of transaction costs, net of tax, consisting of underwriting, legal and other professional fees which were recorded as accumulated deficit as a reduction of proceeds. 4. The warrants acquired in the Merger include (a) redeemable warrants issued by Landcadia and sold as part of the units in the Landcadia IPO (whether they were purchased in the Landcadia IPO or thereafter in the open market), which were exercisable for an aggregate of 16,666,628 shares of common stock at a purchase price of $11.50 per share (the “Public Warrants”) and (b) warrants issued by Landcadia to the Sponsors in a private placement simultaneously with the closing of the Landcadia IPO, which were exercisable for an aggregate of 8,000,000 shares of common stock at a purchase price of $11.50 per share (the “Private Placement Warrants”). 5. The Company issued 91,220,901 common shares in exchange for 553,439 Old Hillman common shares resulting in an exchange ratio of 164.83. This exchange ratio was applied to Old Hillman's common shares which further impacted common stock held at par value and additional paid in capital as well as the calculation of weighted average shares outstanding and loss per common share. 6. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Business Combinations [Abstract] | |
Schedule of Acquired Assets and Assumed Liabilities | The following table reconciles the fair value of the acquired assets and assumed liabilities to the total purchase price of OZCO. Accounts receivable $ 1,341 Inventory 3,435 Other current assets 26 Property and equipment 595 Goodwill 9,093 Customer relationships 23,500 Trade names 2,600 Technology 4,000 Total assets acquired $ 44,590 Less: Liabilities assumed (4,756) Total purchase price $ 39,834 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Domestic and Foreign Loss before Income Tax | Loss before income taxes are comprised of the following components for the periods indicated: Year Ended December 30, 2023 Year Ended Year Ended United States based operations $ (17,902) $ (32,817) $ (56,597) Non-United States based operations 10,520 18,150 6,481 Loss before income taxes $ (7,382) $ (14,667) $ (50,116) |
Components of Company's Income Tax Provision | Below are the components of the Company's income tax expense (benefit) for the periods indicated: Year Ended December 30, 2023 Year Ended Year Ended Current: Federal & State $ 4,713 $ 1,838 $ 894 Foreign 2,642 177 746 Total current 7,355 2,015 1,640 Deferred: Federal & State (5,059) (4,648) (13,651) Foreign (38) 4,406 664 Total deferred (5,097) (242) (12,987) Valuation allowance (51) (4) (437) Income tax expense (benefit) $ 2,207 $ 1,769 $ (11,784) |
Deferred Tax Assets and Liabilities | The table below reflects the significant components of the Company's net deferred tax assets and liabilities at December 30, 2023 and December 31, 2022: December 30, 2023 December 31, 2022 Non-current Non-current Deferred Tax Asset: Inventory $ 21,807 $ 12,786 Bad debt and other sales related reserves 1,918 1,868 Casualty loss reserve 651 606 Accrued bonus / deferred compensation 9,628 6,458 Interest limitation 26,247 37,709 Lease liabilities 25,690 19,843 Deferred revenue - shipping terms 319 354 Transaction costs 1,536 1,701 Deferred financing fees 949 867 Federal / foreign net operating loss 7,363 16,477 State net operating loss 2,411 3,793 Tax credit carryforwards 1,219 2,274 All other 2,404 1,487 Gross deferred tax assets 102,142 106,223 Valuation allowance for deferred tax assets (292) (1,030) Net deferred tax assets $ 101,850 $ 105,193 Deferred Tax Liability: Intangible asset amortization $ 178,025 $ 192,989 Property and equipment 29,875 28,647 Lease assets 23,903 18,129 Derivative security value 1,599 5,519 Deferred tax liabilities $ 233,402 $ 245,284 Net deferred tax liability $ 131,552 $ 140,091 |
Reconciliation of Statutory Income Tax Rates to Effective Income Tax Rates | Below is a reconciliation of statutory income tax rates to the effective income tax rates for the periods indicated: Year Ended December 30, 2023 Year Ended December 31, 2022 Year Ended Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Non-U.S. taxes (12.5) % (7.1) % (1.3) % State and local income taxes, net of U.S. federal income tax benefit 0.2 % 2.9 % 2.9 % Change in valuation allowance — % — % 0.9 % Adjustment for change in tax law — % 5.4 % — % Acquisition and related transaction costs (3.8) % (2.7) % (2.2) % Decrease in fair value of warrant liability — % — % 6.2 % Meals & Entertainment (2.7) % (0.1) % (0.2) % Withholding taxes (20.1) % — % — % Impact of foreign currency 3.3 % — % — % Global Intangible Low-Taxed Income ("GILTI") — % (24.4) % (0.5) % Reconciliation of tax provision to return (1.4) % (0.2) % (1.7) % Non-deductible compensation (13.3) % (6.4) % (1.9) % Reconciliation of other adjustments (0.6) % (0.5) % 0.3 % Effective income tax rate (29.9) % (12.1) % 23.5 % |
Components of Changes in Unrecognized Tax Benefits | The following is a summary of the changes for the periods indicated below: Year Ended December 30, 2023 Year Ended Year Ended Unrecognized tax benefits - beginning balance $ 1,101 $ 1,101 $ 1,101 Gross increases - tax positions in current period — — — Gross increases - tax positions in prior period — — — Gross decreases - tax positions in prior period — — — Unrecognized tax benefits - ending balance $ 1,101 $ 1,101 $ 1,101 Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate $ 1,101 $ 1,101 $ 1,101 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | Public and private warrant exercise activity and underlying Common Stock issued or surrendered for the year ended December 25, 2021 is: Public Warrants Private Warrants Total Beginning balance as of July, 14 2021 16,666,628 8,000,000 24,666,628 Shares issued for cash exercises (666) — (666) Shares issued for cashless exercises (16,199,169) (8,000,000) (24,199,169) Shares redeemed by the Company (466,793) — (466,793) Ending balance as of December 25, 2021 — — — |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes the Company’s debt: December 30, 2023 December 31, 2022 Revolving loans $ — $ 72,000 Senior Term Loan, due 2028 751,852 840,363 Finance leases & other obligations 9,097 6,406 $ 760,949 $ 918,769 Unamortized discount on Senior Term Loan (4,087) (5,012) Current portion of long term debt and finance leases (9,952) (10,570) Deferred financing fees (15,202) (18,551) Total long term debt, net $ 731,708 $ 884,636 |
Schedule of Extinguishment of Debt | Additionally, the Company recorded a loss (gain) on extinguishment of debt for each debt instrument included in the refinancing as detailed below. The Company amended its interest rate swaps in connection with the refinancing, see Note 15 - Derivatives and Hedging for additional details. Loss (gain) on extinguishment of debt Term Credit Agreement $ 20,243 ABL Revolver 288 6.375% Senior Notes, due 2022 1,083 11.6% Junior Subordinated Debentures (13,603) Interest rate swaps 59 Total $ 8,070 |
Schedule of Maturities of Long-Term Debt | The aggregate minimum principal maturities of the long-term debt obligations for each of the five years following December 30, 2023 are as follows: Year Amount 2024 $ 7,152 2025 6,806 2026 6,823 2027 8,661 2028 8,510 Thereafter 715,685 Total $ 753,637 Note that future finance lease payments were excluded from the maturity schedule above. Refer to Note 10 - Leases. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Leases [Abstract] | |
Summary of Lease Components | The components of operating and finance lease costs for the years ended December 30, 2023, December 31, 2022 and December 25, 2021 were as follows: Year Ended December 30, 2023 Year Ended Year Ended December 25, 2021 Operating lease costs $ 21,451 $ 19,670 $ 20,860 Short term lease costs 5,534 6,960 4,827 Variable lease costs 847 2,028 1,496 Finance lease costs: Amortization of right of use assets 2,570 1,563 914 Interest on lease liabilities 285 122 123 December 30, 2023 December 31, 2022 Operating Leases Finance Leases Operating Leases Finance Leases Weighted average remaining lease term 6.33 2.95 6.13 2.65 Weighted average discount rate 7.04% 5.38% 7.22% 2.99% Supplemental balance sheet information related to the Company's finance leases as of December 30, 2023 and December 31, 2022: December 30, 2023 December 31, 2022 Finance lease assets, net, included in property plant and equipment $ 7,166 $ 4,540 Current portion of long-term debt 2,800 1,862 Long-term debt, less current portion 4,512 2,767 Total principal payable on finance leases $ 7,312 $ 4,629 Supplemental cash flow information related to our operating leases was as follows for the years ended December 30, 2023 and December 31, 2022: Year Ended December 30, 2023 Year Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflow from operating leases $ 20,614 $ 19,377 Operating cash outflow from finance leases 267 119 Financing cash outflow from finance leases 2,410 1,470 |
Schedule of Lease Liability Maturity | As of December 30, 2023, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 30, 2023: Operating Leases Finance Leases Less than one year $ 20,373 $ 3,127 1 to 2 years 19,635 2,539 2 to 3 years 19,039 1,461 3 to 4 years 16,989 535 4 to 5 years 14,777 272 After 5 years 25,589 16 Total future minimum rental commitments 116,402 7,950 Less - amounts representing interest (22,001) (638) Present value of lease liabilities $ 94,401 $ 7,312 |
Schedule of Lease Liability Maturity | As of December 30, 2023, our future minimum rental commitments are immaterial for lease agreements beginning after the current reporting period. Maturities of our lease liabilities for all operating and finance leases are as follows as of December 30, 2023: Operating Leases Finance Leases Less than one year $ 20,373 $ 3,127 1 to 2 years 19,635 2,539 2 to 3 years 19,039 1,461 3 to 4 years 16,989 535 4 to 5 years 14,777 272 After 5 years 25,589 16 Total future minimum rental commitments 116,402 7,950 Less - amounts representing interest (22,001) (638) Present value of lease liabilities $ 94,401 $ 7,312 |
Equity and Accumulated Other _2
Equity and Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following is the detail of the change in the Company's accumulated other comprehensive loss from December 26, 2020 to December 30, 2023 including the effect of significant reclassifications out of accumulated other comprehensive loss (net of tax) : Accumulated Other Comprehensive Loss Balance at December 26, 2020 $ (29,388) Other comprehensive income before reclassifications 1,849 Amounts reclassified from other comprehensive income¹ 385 Net current period other comprehensive income 2,234 Balance at December 25, 2021 (27,154) Other comprehensive income before reclassifications 10,524 Amounts reclassified from other comprehensive income² (4,394) Net current period other comprehensive income 6,130 Balance at December 31, 2022 (21,024) Other comprehensive income before reclassifications 8,812 Amounts reclassified from other comprehensive income 3 (15,608) Net current period other comprehensive loss (6,796) Balance at December 30, 2023 $ (27,820) 1. In the year December 25, 2021, the Company obtained and amended its interest rate swap agreements to hedge against effective cash flows (i.e. interest payments) on floating-rate debt associated with the Company's new Term Credit Agreement. In accordance with ASC 815, derivatives designated and that qualify as cash flow hedges of interest rate risk record the associated gain or loss within other comprehensive income. For the year ended December 25, 2021, the Company deferred a gain of $2,982, reclassified a loss of $385 and a net of tax of $850 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. 2. During the year ended December 31, 2022, the Company deferred a gain of 22,711, reclassified a gain of $4,394 and a net of tax of 4,631 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. 3. For the year ended December 30, 2023, the Company deferred a gain of $125, reclassified a gain of $15,608 including tax expense of $3,886 into other comprehensive loss due to hedging activities. The amounts reclassified out of other comprehensive loss were recorded as interest expense. See Note 15 - Derivatives and Hedging for additional information on the interest rate swaps. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of the stock option activity under the 2014 Equity Inventive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Weighted Avg. Outstanding at December 31, 2022 12,537 $ 8.14 6.23 years Granted — Exercised (77) Forfeited or expired (477) Outstanding at December 30, 2023 11,983 $ 8.09 5.09 years Exercisable at December 30, 2023 9,250 $ 8.22 5.27 years A summary of the stock option activity under the 2021 Equity Inventive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Weighted Avg. Outstanding at December 31, 2022 751 $ 9.98 9.08 years Granted 666 Exercised — Forfeited or expired (30) Outstanding at December 30, 2023 1,387 $ 9.39 8.62 years Exercisable at December 30, 2023 180 $ 9.98 8.09 years |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | A summary of the restricted stock unit activity under the 2014 Equity Incentive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Outstanding at December 31, 2022 212 $ 10.00 Granted — Vested — Forfeited or expired (13) Outstanding at December 30, 2023 199 $ 10.00 A summary of the restricted stock unit activity under the 2021 Equity Incentive Plan for the year ended December 30, 2023 is presented below (share amounts in thousands): Number of Shares Weighted Avg. Outstanding at December 31, 2022 1,109 $ 9.85 Granted 1,472 Vested (72) Forfeited or expired (72) Outstanding at December 30, 2023 2,437 $ 9.11 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following table summarizes the key assumptions used in the valuation model for valuing the Company's stock compensation awards under the 2014 Equity Incentive Plan: Dividend yield 0% Risk free interest rate 0.40% - 1.81% Expected volatility 31.50% Expected terms 6.25 years The following table summarizes the key assumptions used in the valuation model for valuing the Company's stock compensation awards under the 2021 Equity Incentive Plan: Dividend yield 0% Risk free interest rate 1.71% - 4.15% Expected volatility 30.00% - 35.00% Expected terms 6.25 years |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a reconciliation of the basic and diluted Earnings Per Share ("EPS") computations for both the numerator and denominator (in thousands, except per share data): Year Ended December 30, 2023 Earnings Shares Per Share Net loss $ (9,589) 194,722 $ (0.05) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (9,589) 194,722 $ (0.05) Year Ended December 31, 2022 Earnings Shares Per Share Net loss $ (16,436) 194,249 $ (0.08) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (16,436) 194,249 $ (0.08) Year Ended December 25, 2021 Earnings Shares Per Share Net loss $ (38,332) 134,699 $ (0.28) Dilutive effect of stock options and awards — — — Dilutive effect of warrants — — — Net loss per diluted common share $ (38,332) 134,699 $ (0.28) |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the Company's derivatives financial instruments: Asset Derivatives Liability Derivatives As of December 30, 2023 As of December 31, 2022 As of December 30, 2023 As of December 31, 2022 Balance Sheet Fair Value Fair Value Balance Sheet Fair Value Fair Value Derivatives designated as hedging instruments: 2021 Swap 1 Other current/ non-current assets $ 3,560 $ 8,705 Other accrued expenses $ — $ — 2021 Swap 2 Other current/ non-current assets 5,336 13,044 Other accrued expenses — — 2024 Swap 1 Other current assets 207 — Other non-current liabilities (1,613) — 2024 Swap 2 Other current assets 436 — Other non-current liabilities (1,660) — Total hedging instruments $ 9,539 $ 21,749 $ (3,273) $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Measurement of Assets and Liabilities at Fair Value on Recurring Basis | The following tables set forth the Company's financial assets and liabilities that were measured at fair value on a recurring basis during the period, by level, within the fair value hierarchy: As of December 30, 2023 Level 1 Level 2 Level 3 Total Trading securities $ 818 $ — $ — $ 818 Interest rate swaps — 6,266 — 6,266 Contingent consideration payable — — 4,895 4,895 As of December 31, 2022 Level 1 Level 2 Level 3 Total Trading securities $ 1,155 $ — $ — $ 1,155 Interest rate swaps — 21,749 — 21,749 Contingent consideration payable — — 11,063 11,063 |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for Resharp and Instafob as of December 30, 2023. Resharp Instafob Other accrued expense Other non-current liabilities Other accrued expense Other non-current liabilities Total Fair value as of December 31, 2022 $ 271 $ 9,729 $ 922 $ 141 $ 11,063 Fair value of cash consideration paid (219) — (1,013) — (1,232) Change in fair value of contingent consideration 148 (5,129) 107 (62) (4,936) Fair value as of December 30, 2023 $ 200 $ 4,600 $ 16 $ 79 $ 4,895 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Charges Incurred | Charges incurred in part of the Canada Restructuring Plan included: Year Ended Facility consolidation (1) Inventory valuation adjustments $ — Labor expense — Consulting and legal fees 26 Other expense 5 Rent and related charges — Severance 466 Total $ 497 (1) Facility consolidation includes inventory valuation adjustments associated with SKU rationalization, labor expense related to organizing inventory and equipment in preparation for the facility consolidation, consulting and legal fees related to the project, and other expenses. The labor, consulting, and legal expenses were included in selling, general and administrative expense ("SG&A") on the Consolidated Statement of Comprehensive Loss. The inventory valuation adjustments were included in cost of sales on the Consolidated Statement of Comprehensive Loss. Year Ended December 25, 2021 Management realignment & integration Severance $ 111 Facility closures Severance — Inventory valuation adjustments — Other 319 Total $ 430 |
Schedule of Restructuring Reserve by Type of Cost | The following represents the roll forward of restructuring reserves for the year ended December 30, 2023: Severance and related expense Balance as of December 25, 2021 $ 339 Restructuring charges — Cash paid (182) Balance as of December 31, 2022 $ 157 Restructuring charges — Cash paid (157) Balance as of December 30, 2023 $ — The following represents a roll forward of the restructuring reserves for the year ended December 30, 2023: Severance and related expense Balance as of December 26, 2020 $ 825 Restructuring charges 111 Cash paid (936) Balance as of December 25, 2021 $ — |
Statements of Cash Flows (Table
Statements of Cash Flows (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosures of Cash Flows Information | Supplemental disclosures of cash flows information are presented below: Year Ended December 30, 2023 Year Ended Year Ended Cash paid during the period for: Interest on junior subordinated debentures $ — $ — $ 7,542 Interest 55,872 55,829 64,522 Income taxes, net of refunds 5,356 2,993 2,500 As of December 30, 2023, capital expenditures recorded in accounts payable totaled $1,186. |
Concentration of Credit Risks (
Concentration of Credit Risks (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Risks and Uncertainties [Abstract] | |
Schedule of Concentration of Risk | The following table presents revenue from each customer as a percentage of total revenue for each of the years ended: Year Ended December 30, 2023 Year Ended December 31, 2022 Year Ended December 25, 2021 Lowe's 20.1 % 21.7 % 20.6 % Home Depot 23.3 % 24.0 % 27.0 % |
Segment Reporting and Geograp_2
Segment Reporting and Geographic Information (Tables) | 12 Months Ended |
Dec. 30, 2023 | |
Segment Reporting [Abstract] | |
Revenues and Income from Operations for Reportable Segments | The table below presents revenues and income from operations for the reportable segments for the years ended December 30, 2023, December 31, 2022, and December 25, 2021. Certain amounts in the prior year presentation between segments were reclassified to conform to the current year’s presentation. Year Ended December 30, 2023 Year Ended Year Ended December 25, 2021 Revenues Hardware and Protective Solutions $ 1,074,619 $ 1,068,734 $ 1,017,594 Robotics and Digital Solutions 245,400 245,633 246,494 Canada 156,458 171,961 161,879 Total revenues $ 1,476,477 $ 1,486,328 $ 1,425,967 Segment Income from Operations Hardware and Protective Solutions $ 8,366 $ 20,742 $ (14,650) Robotics and Digital Solutions 42,953 3,541 21,761 Canada 9,609 15,610 3,203 Total segment income from operations $ 60,928 $ 39,893 $ 10,314 |
Basis of Presentation (Details)
Basis of Presentation (Details) | 12 Months Ended |
Dec. 30, 2023 Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 3 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Accounting Policies | |||
Cash and cash equivalents | $ 38,553,000 | $ 31,081,000 | |
Accounts receivable, allowances | 2,770,000 | 2,405,000 | |
Proceeds from sale of trade receivables | 299,169,000 | 374,105,000 | $ 322,509,000 |
Gain (Loss) on Sale of Accounts Receivable | (6,313,000) | (4,432,000) | (1,433,000) |
Intangible assets impairment charge | 0 | ||
Impairment charges | $ 24,600,000 | 0 | 0 |
Percentage of deferred matching contribution amount | 50% | ||
Percent of employees' gross pay, matching contribution | 6% | ||
Defined contribution plan costs | $ 4,315,000 | 4,055,000 | 4,218,000 |
Selling, General and Administrative Expense | 452,110,000 | 480,993,000 | 437,875,000 |
Research and development costs | 2,562,000 | 2,349,000 | 2,442,000 |
Shipping and Handling Expense | $ 53,288,000 | 59,911,000 | $ 60,991,000 |
Minimum | |||
Accounting Policies | |||
Estimated Useful Life | 3 years | ||
Estimated useful life - intangible assets | 5 years | ||
Maximum | |||
Accounting Policies | |||
Estimated Useful Life | 15 years | ||
Estimated useful life - intangible assets | 20 years | ||
Non-United States based operations | |||
Accounting Policies | |||
Cash and cash equivalents | $ 12,695,000 | $ 23,876,000 | |
Group health insurance claims | |||
Accounting Policies | |||
Loss limit covered under self-insurance | $ 300 | ||
Deferred Profit Sharing Plan | |||
Accounting Policies | |||
Percentage of deferred matching contribution amount | 100% | ||
Percent of employees' gross pay, matching contribution | 2% | ||
Maximum annual contribution per employee | 8% | ||
United States | |||
Accounting Policies | |||
Geographic Areas, Long-Lived Assets, Percent | 95% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 534,428 | $ 523,710 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 333,875 | 333,452 |
Property and equipment, net | $ 200,553 | 190,258 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 15 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 28,026 | 17,445 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 420,921 | 416,512 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 10 years | |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 70,356 | 68,410 |
Computer equipment and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Computer equipment and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 12,396 | 7,888 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 6 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 8 years | |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,729 | $ 13,455 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Goodwill (Details) $ in Thousands | 12 Months Ended |
Dec. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 823,812 |
Acquisitions | 0 |
Disposals | 0 |
Other | 1,230 |
Goodwill, ending balance | 825,042 |
Hardware and Protective Solutions | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 574,744 |
Acquisitions | 0 |
Disposals | 0 |
Other | 554 |
Goodwill, ending balance | 575,298 |
Robotics and Digital Solutions | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 220,936 |
Acquisitions | 0 |
Disposals | 0 |
Other | 0 |
Goodwill, ending balance | 220,936 |
Canada | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 28,132 |
Acquisitions | 0 |
Disposals | 0 |
Other | 676 |
Goodwill, ending balance | $ 28,808 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 30, 2023 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,126,084,000 | $ 1,148,735,000 |
Less: Accumulated amortization | 470,791,000 | 414,275,000 |
Intangible assets, net | 655,293,000 | 734,460,000 |
Amortization Expense | ||
2020 | 60,545,000 | |
2021 | 59,789,000 | |
2022 | 55,384,000 | |
2023 | 52,636,000 | |
2024 | 51,871,000 | |
Finite-Lived Intangible Asset, Expected Amortization, after Year Five | 289,548,000 | |
Intangible assets impairment charge | $ 0 | |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 5 years | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 20 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 944,713,000 | 963,622,000 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 13 years | |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 20 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 31,665,000 | 31,387,000 |
Trademarks | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 7 years | |
Trademarks | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 15 years | |
Technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, finite | $ 64,186,000 | 68,451,000 |
Technology and patents | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 5 years | |
Technology and patents | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life - intangible assets | 12 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, indefinite | $ 85,520,000 | $ 85,275,000 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 1,476,477 | $ 1,486,328 | $ 1,425,967 |
Fastening and Hardware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,005,911 | 989,572 | 889,254 |
Personal Protective | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 216,404 | 243,450 | 285,252 |
Keys and Key Accessories | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 201,923 | 196,989 | 192,496 |
Engraving and Resharp | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 52,239 | 56,317 | 58,965 |
Hardware and Protective Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,074,619 | 1,068,734 | 1,017,594 |
Hardware and Protective Solutions | Fastening and Hardware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 865,212 | 834,210 | 740,058 |
Hardware and Protective Solutions | Personal Protective | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 209,407 | 234,524 | 277,536 |
Hardware and Protective Solutions | Keys and Key Accessories | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Hardware and Protective Solutions | Engraving and Resharp | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Robotics and Digital Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 245,400 | 245,633 | 246,494 |
Robotics and Digital Solutions | Fastening and Hardware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Robotics and Digital Solutions | Personal Protective | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Robotics and Digital Solutions | Keys and Key Accessories | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 193,212 | 189,364 | 187,608 |
Robotics and Digital Solutions | Engraving and Resharp | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 52,188 | 56,269 | 58,886 |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 156,458 | 171,961 | 161,879 |
Canada | Fastening and Hardware | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 140,699 | 155,362 | 149,196 |
Canada | Personal Protective | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 6,997 | 8,926 | 7,716 |
Canada | Keys and Key Accessories | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 8,711 | 7,625 | 4,888 |
Canada | Engraving and Resharp | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 51 | 48 | 79 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,307,445 | 1,300,464 | 1,251,244 |
United States | Hardware and Protective Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,062,045 | 1,054,831 | 1,004,750 |
United States | Robotics and Digital Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 245,400 | 245,633 | 246,494 |
United States | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 156,458 | 171,961 | 161,879 |
Canada | Hardware and Protective Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Canada | Robotics and Digital Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Canada | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 156,458 | 171,961 | 161,879 |
Mexico | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 12,574 | 13,903 | 12,844 |
Mexico | Hardware and Protective Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 12,574 | 13,903 | 12,844 |
Mexico | Robotics and Digital Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 0 | 0 | 0 |
Mexico | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 0 | $ 0 | $ 0 |
Merger (Details)
Merger (Details) - USD ($) | 12 Months Ended | ||||
Jul. 14, 2021 | Dec. 30, 2023 | Dec. 25, 2021 | Dec. 31, 2022 | Nov. 22, 2021 | |
Reverse Recapitalization [Abstract] | |||||
Merger Agreement [Text Block] | On July 14, 2021, the Merger between HMAN and Landcadia was consummated. Pursuant to the Merger Agreement, at the closing date of the Merger, the outstanding shares of Old Hillman common stock were converted into 91,220,901 shares of New Hillman common stock as calculated pursuant to the Merger Agreement. The Merger was accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded, in accordance with GAAP. Under this method of accounting, Landcadia is treated as the “acquired” company for financial reporting purposes. This determination was based primarily on Old Hillman having the ability to appoint a majority of the initial Board of the combined entity, Old Hillman's senior management comprising the majority of the senior management of the combined company, and the ongoing operations of Old Hillman comprising the ongoing operations of the combined company. Accordingly, for accounting purposes, the Merger was treated as the equivalent of New Hillman issuing shares for the net assets of Landcadia, accompanied by a recapitalization. The net assets of Landcadia were stated at carrying value. The historical statements of the combined entity prior to the Merger are presented as those of Old Hillman with the exception of the shares and par value of equity recast to reflect the exchange ratio on the Closing Date, adjusted on a retroactive basis. A summary of the impact of the reverse recapitalization on the cash, cash equivalents and restricted cash, change in net assets and the change in common shares is included in the tables below. Landcadia cash and cash equivalents (1) $ 479,602 PIPE investment proceeds (2) 375,000 Less cash paid to underwriters and other transaction costs, net of tax (3) (36,140) Net change in cash and cash equivalents as a result of recapitalization $ 818,462 Prepaid expenses and other current assets (1) 132 Accounts payable and other accrued expenses (1) (81) Warrant liabilities (1)(4) (77,190) Change in net assets as a result of recapitalization $ 741,323 The change in number of shares outstanding as a result of the reverse recapitalization is summarized as follows: Common shares issued to new Hillman shareholders (5) 91,220,901 Shares issued to SPAC sponsors and public shareholders (6) 58,672,000 Common shares issued to PIPE investors (2) 37,500,000 Common shares outstanding immediately after the business combination 187,392,901 1. These assets and liabilities represent the reported balances as of the Closing Date immediately prior to the Business Combination. The recapitalization of the assets and liabilities from Landcadia's balance sheet was a non-cash financing activity. 2. In connection with the Business Combination, Landcadia entered into subscription agreements with certain investors (the “PIPE Investors”), pursuant to which it issued 37,500,000 shares of common stock at $10.00 per share (the “PIPE Shares”) for an aggregate purchase price of $375,000 (the “PIPE Financing”), which closed simultaneously with the consummation of the Business Combination. 3. In connection with the Business Combination, the Company incurred $36,140 of transaction costs, net of tax, consisting of underwriting, legal and other professional fees which were recorded as accumulated deficit as a reduction of proceeds. 4. The warrants acquired in the Merger include (a) redeemable warrants issued by Landcadia and sold as part of the units in the Landcadia IPO (whether they were purchased in the Landcadia IPO or thereafter in the open market), which were exercisable for an aggregate of 16,666,628 shares of common stock at a purchase price of $11.50 per share (the “Public Warrants”) and (b) warrants issued by Landcadia to the Sponsors in a private placement simultaneously with the closing of the Landcadia IPO, which were exercisable for an aggregate of 8,000,000 shares of common stock at a purchase price of $11.50 per share (the “Private Placement Warrants”). 5. The Company issued 91,220,901 common shares in exchange for 553,439 Old Hillman common shares resulting in an exchange ratio of 164.83. This exchange ratio was applied to Old Hillman's common shares which further impacted common stock held at par value and additional paid in capital as well as the calculation of weighted average shares outstanding and loss per common share. 6. | ||||
Stock Converted in Reverse Recapitalization | 91,220,901 | ||||
Cash Acquired Through Reverse Recapitalization | $ 479,602,000 | ||||
Proceeds from Issuance of Private Placement | 375,000,000 | ||||
Payments Of Reverse Recapitalization Transaction Costs | (36,140,000) | ||||
Proceeds From Recapitalization Transaction | 818,462,000 | ||||
Reverse Recapitalization, Prepaid Expenses And Other Current Assets | 132,000 | ||||
Reverse Recapitalization, Accounts Payable And Other Accrued Liabilities | (81,000) | ||||
Reverse Recapitalization, Warrants And Rights Outstanding | (77,190,000) | ||||
Reverse Recapitalization, Net | $ 741,323,000 | ||||
Shares issued to SPAC sponsors and public shareholders (6) | 37,500,000 | ||||
Common stock, shares outstanding | 187,392,901 | 194,913,124 | 194,548,411 | ||
Stock Converted, Reverse Recapitalization | 91,220,901 | ||||
Sale of Stock, Price Per Share | $ 10 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.5 | $ 11.50 | |||
Recapitalization Exchange Ratio | $ 164.83 | ||||
Public Warrants | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 16,666,628 | ||||
Private Placement Warrants | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 8,000,000 | ||||
SPAC Sponsors and Public Shareholders [Domain] | |||||
Shares issued to SPAC sponsors and public shareholders (6) | 58,672,000 | ||||
PIPE Investors [Domain] | |||||
Shares issued to SPAC sponsors and public shareholders (6) | 37,500,000 | ||||
Public Shareholders | |||||
Shares issued to SPAC sponsors and public shareholders (6) | 50,000,000 | ||||
Old Hillman Shareholders | |||||
Common stock, shares outstanding | 553,439 | ||||
SPAC Sponsors | |||||
Shares issued to SPAC sponsors and public shareholders (6) | 8,672,000 | ||||
Public Warrants | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 | ||||
Private Placement Warrants | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | $ 0 | $ 0 | $ 270 |
Affiliated Entity | Industrial Warehouse and Office Facility Lease Agreement - Manns | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | 205 | 351 | |
Affiliated Entity | Ollies Bargain Outlet Sales | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | $ 1,583 | $ 687 | |
Affiliated Entity | Management Fees | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Purchases from Related Party | $ 270 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | Dec. 05, 2023 | Mar. 07, 2022 | |
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Net of Cash Acquired | $ (1,700) | $ (2,500) | $ (38,902) | ||
Schedule of Acquired Assets and Assumed Liabilities | The following table reconciles the fair value of the acquired assets and assumed liabilities to the total purchase price of OZCO. Accounts receivable $ 1,341 Inventory 3,435 Other current assets 26 Property and equipment 595 Goodwill 9,093 Customer relationships 23,500 Trade names 2,600 Technology 4,000 Total assets acquired $ 44,590 Less: Liabilities assumed (4,756) Total purchase price $ 39,834 | ||||
Monkey Hook | |||||
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Net of Cash Acquired | $ (300) | ||||
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation | $ 2,800 | ||||
Ajustlock | |||||
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Net of Cash Acquired | $ (100) | ||||
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation | $ 1,400 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocations (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 | Apr. 16, 2021 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Goodwill | $ 825,042 | $ 823,812 | |
Ozco | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | $ 26 | ||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Assets Acquired Including Goodwill | 44,590 | ||
Goodwill | 9,093 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (4,756) | ||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 39,834 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 1,341 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 3,435 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 595 | ||
Ozco | Ozco Term Amendment | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Face amount | 35,000 | ||
Customer Relationships [Member] | Ozco | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 23,500 | ||
Trade Names [Member] | Ozco | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2,600 | ||
Technology-Based Intangible Assets [Member] | Ozco | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 4,000 |
Income Taxes - Schedule of Dome
Income Taxes - Schedule of Domestic and Foreign Loss before Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Income Tax Disclosure [Abstract] | |||
United States based operations | $ (17,902) | $ (32,817) | $ (56,597) |
Non-United States based operations | 10,520 | 18,150 | 6,481 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | $ (7,382) | $ (14,667) | $ (50,116) |
Income Taxes - Components of Co
Income Taxes - Components of Company's Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Current: | |||
Federal & State | $ 4,713 | $ 1,838 | $ 894 |
Foreign | 2,642 | 177 | 746 |
Total current | 7,355 | 2,015 | 1,640 |
Deferred: | |||
Federal & State | (5,059) | (4,648) | (13,651) |
Foreign | (38) | 4,406 | 664 |
Total deferred | (5,097) | (242) | (12,987) |
Valuation allowance | (51) | (4) | (437) |
Income tax expense (benefit) | $ 2,207 | $ 1,769 | $ (11,784) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | Dec. 26, 2020 | |
Income Tax Contingency [Line Items] | ||||
Valuation allowance, deferred tax assets | $ 292 | $ 1,030 | ||
Valuation allowance, decrease | (51) | (4) | $ (437) | |
Unrecognized tax benefits | 1,101 | $ 1,101 | $ 1,101 | $ 1,101 |
Taxes, Other | 1,484 | |||
Federal | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 35,938 | |||
Foreign | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 82 | |||
State | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | 2,411 | |||
General Business Tax Credit Carryforwards | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 1,035 | |||
Valuation allowance, tax credit carryforward | $ 210 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Deferred Tax Asset: | ||
Inventory | $ 21,807 | $ 12,786 |
Bad debt and other sales related reserves | 1,918 | 1,868 |
Casualty loss reserve | 651 | 606 |
Accrued bonus / deferred compensation | 9,628 | 6,458 |
Interest limitation | 26,247 | 37,709 |
Lease liabilities | 25,690 | 19,843 |
Deferred revenue - shipping terms | 319 | 354 |
Transaction costs | 1,536 | 1,701 |
Deferred Tax Asset, Deferred Financing Fees | 949 | 867 |
Federal / foreign net operating loss | 7,363 | 16,477 |
State net operating loss | 2,411 | 3,793 |
Tax credit carryforwards | 1,219 | 2,274 |
All other | 2,404 | 1,487 |
Deferred Tax Assets, Gross | 102,142 | 106,223 |
Valuation allowance for deferred tax assets | (292) | (1,030) |
Net deferred tax assets | 101,850 | 105,193 |
Deferred Tax Liability: | ||
Intangible asset amortization | 178,025 | 192,989 |
Property and equipment | 29,875 | 28,647 |
Lease assets | 23,903 | 18,129 |
Deferred Tax Liabilities, Derivatives | 1,599 | 5,519 |
Deferred tax liabilities | 233,402 | 245,284 |
Net deferred tax liability | $ 131,552 | $ 140,091 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Income Tax Rates to Effective Income Tax Rates (Detail) | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 21% | 21% | 21% |
Non-U.S. taxes | (12.50%) | (7.10%) | (1.30%) |
State and local income taxes, net of U.S. federal income tax benefit | 0.20% | 2.90% | 2.90% |
Change in valuation allowance | 0% | 0% | 0.90% |
Adjustment for change in tax law | 0% | 5.40% | 0% |
Acquisition and related transaction costs | (3.80%) | (2.70%) | (2.20%) |
Decrease in fair value of warrant liability | 0% | 0% | 6.20% |
Meals & Entertainment | (0.027) | (0.001) | (0.002) |
Withholding taxes | (20.10%) | 0% | 0% |
Impact of foreign currency | 3.30% | 0% | 0% |
Global Intangible Low-Taxed Income ("GILTI") | 0% | (24.40%) | (0.50%) |
Reconciliation of tax provision to return | (1.40%) | (0.20%) | (1.70%) |
Non-deductible compensation | (13.30%) | (6.40%) | (1.90%) |
Reconciliation of other adjustments | (0.60%) | (0.50%) | 0.30% |
Effective income tax rate | (29.90%) | (12.10%) | 23.50% |
Income Taxes - Components of Ch
Income Taxes - Components of Changes in Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits - beginning balance | $ 1,101 | $ 1,101 | $ 1,101 |
Gross increases - tax positions in current period | 0 | 0 | 0 |
Gross increases - tax positions in prior period | 0 | 0 | 0 |
Gross decreases - tax positions in prior period | 0 | 0 | 0 |
Unrecognized tax benefits - ending balance | 1,101 | 1,101 | 1,101 |
Amount of unrecognized tax benefit that, if recognized would affect the Company's effective tax rate | $ 1,101 | $ 1,101 | $ 1,101 |
Warrants (Details)
Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jul. 14, 2021 | Dec. 30, 2023 | Dec. 25, 2021 | Dec. 31, 2022 | Nov. 22, 2021 | |
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Outstanding | 24,666,628 | 0 | |||
Shares issued for cash exercises | (666) | ||||
Shares issued for cashless exercises | (24,199,169) | ||||
Shares redeemed by the Company | (466,793) | ||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.5 | $ 11.50 | |||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | 0.0001 | ||
Proceeds from Issuance of Warrants | $ 8 | ||||
Payments for Repurchase of Warrants | $ 47 | ||||
Reverse Recapitalization, Warrants And Rights Outstanding | $ (77,190) | ||||
Stock Issued During the Period, Shares, Warrant Redemption | 6,365,000 | ||||
Public Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Outstanding | 16,666,628 | 0 | |||
Shares issued for cash exercises | (666) | ||||
Shares issued for cashless exercises | (16,199,169) | ||||
Shares redeemed by the Company | (466,793) | ||||
Class Of Warrant Or Right, Period From Business Combination That Warrant Becomes Exercisable | 30 days | ||||
Redemption Price of Warrants | $ 0.10 | ||||
Class Of Warrant Or Right, Period From Public Offering That Warrant Becomes Exercisable | 12 months | ||||
Private Placement Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Outstanding | 8,000,000 | 0 | |||
Shares issued for cash exercises | 0 | ||||
Shares issued for cashless exercises | (8,000,000) | ||||
Shares redeemed by the Company | 0 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 | Jul. 01, 2017 |
Debt Instrument [Line Items] | |||
Finance leases & other obligations | $ 9,097 | $ 6,406 | |
Long-term debt | 760,949 | 918,769 | |
Unamortized discount on Senior Term Loan | (4,087) | (5,012) | |
Current portion of long term debt and finance leases | (9,952) | (10,570) | |
Deferred financing fees | (15,202) | (18,551) | |
Total long term debt, net | 731,708 | 884,636 | |
Revolving loans | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 0 | 72,000 | |
Senior term loans | |||
Debt Instrument [Line Items] | |||
Stated rate | 6.375% | ||
Senior term loans | Senior Term Loan, due 2028 | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 751,852 | $ 840,363 | |
Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated rate | 6.375% | ||
Junior Subordinated Debentures - Preferred | |||
Debt Instrument [Line Items] | |||
Stated rate | 11.60% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 12 Months Ended | ||||||
Jun. 30, 2023 | Jul. 14, 2021 | Dec. 30, 2023 | Dec. 25, 2021 | Dec. 31, 2022 | Apr. 16, 2021 | Jul. 01, 2017 | |
Debt Instrument [Line Items] | |||||||
Issuance of shares, amount | $ 363,301,000 | ||||||
Deferred financing fees | $ 15,202,000 | $ 18,551,000 | |||||
Unamortized discount | 4,087,000 | 5,012,000 | |||||
Aggregate vendors and insurers letters of credit related to product purchases and insurance coverage of product liability, workers' compensation and general liability | 40,890,000 | ||||||
Shares issued to SPAC sponsors and public shareholders (6) | 37,500,000 | ||||||
Interest rate swaps | |||||||
Debt Instrument [Line Items] | |||||||
Gain (Loss) on Extinguishment of Debt | 59,000 | ||||||
Ozco Term Amendment | Ozco | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 35,000,000 | ||||||
Senior term loans | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 330,000,000 | ||||||
Periodic payment | 2,652,000 | ||||||
Stated rate | 6.375% | ||||||
Senior term loans | Senior Funded Term Loan Due 2028 | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 835,000,000 | ||||||
Unamortized discount | $ 6,380,000 | ||||||
Debt Instrument, Periodic Payment, Principal, Percent | 0.25% | ||||||
Debt Issuance Costs, Gross | $ 23,432,000 | ||||||
Gain (Loss) on Extinguishment of Debt | 20,243,000 | ||||||
Senior term loans | Senior Delayed Draw Term Loan Due 2028 | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | 200,000,000 | ||||||
Long-term debt, gross | 16,000,000 | ||||||
Revolving loans | |||||||
Debt Instrument [Line Items] | |||||||
Remaining borrowing capacity | 246,838,000 | ||||||
Long-term debt, gross | 0 | $ 72,000,000 | |||||
Debt Issuance Costs, Line of Credit Arrangements, Gross | $ 3,035,000 | ||||||
Gain (Loss) on Extinguishment of Debt | $ 288,000 | ||||||
Junior Subordinated Debentures - Preferred | |||||||
Debt Instrument [Line Items] | |||||||
Stated rate | 11.60% | ||||||
Annual interest payment | $ 12,231,000 | ||||||
Gain (Loss) on Extinguishment of Debt | $ (13,603,000) | ||||||
Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Stated rate | 6.375% | ||||||
Gain (Loss) on Extinguishment of Debt | $ 1,083,000 | ||||||
ABR | Senior term loans | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 3% | ||||||
ABR | Senior term loans | Senior Funded Term Loan Due 2028 | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 1.75% | ||||||
ABR | Senior term loans | Senior Funded Term Loan Due 2028 | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 1.50% | ||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Senior term loans | Senior Funded Term Loan Due 2028 | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 2.75% | ||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Senior term loans | Senior Funded Term Loan Due 2028 | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 2.50% |
Long-Term Debt - Schedule of Va
Long-Term Debt - Schedule of Variable Interest Entities (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Sep. 30, 1997 | Dec. 30, 2023 | Dec. 25, 2021 | |
Debt Instrument [Line Items] | |||
Stock Issued During Period, Value, New Issues | $ 363,301 | ||
Shares issued to SPAC sponsors and public shareholders (6) | 37,500,000 | ||
VIE, Primary Beneficiary | |||
Debt Instrument [Line Items] | |||
Stock Issued During Period, Value, New Issues | $ 105,443 | ||
Shares issued to SPAC sponsors and public shareholders (6) | 4,217,724 | ||
Junior Subordinated Debentures - Preferred | |||
Debt Instrument [Line Items] | |||
Stated rate | 11.60% | ||
Annual interest payment | $ 12,231 | ||
Liquidation amount per preferred share (in dollars per share) | $ 25 | ||
Junior Subordinated Debt - Common [Member] | VIE, Primary Beneficiary | |||
Debt Instrument [Line Items] | |||
Stock Issued During Period, Value, New Issues | $ 3,261 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-Term Debt (Detail) $ in Thousands | Dec. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 7,152 |
2025 | 6,806 |
2026 | 6,823 |
2027 | 8,661 |
2028 | 8,510 |
Thereafter | 715,685 |
Long-term Debt, Total | $ 753,637 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Leases [Abstract] | |||
Operating lease costs | $ 21,451 | $ 19,670 | $ 20,860 |
Short term lease costs | 5,534 | 6,960 | 4,827 |
Variable lease costs | 847 | 2,028 | 1,496 |
Finance lease costs: | |||
Amortization of right of use assets | 2,570 | 1,563 | 914 |
Interest on lease liabilities | $ 285 | $ 122 | $ 123 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Leases [Abstract] | |||
Rent expense | $ 27,832 | $ 28,658 | $ 27,183 |
Leases - Weighted Average Assum
Leases - Weighted Average Assumptions (Details) | Dec. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating leases, weighted average remaining term | 6 years 3 months 29 days | 6 years 1 month 17 days |
Finance lease, weighted average remaining term | 2 years 11 months 12 days | 2 years 7 months 24 days |
Operating lease, weighted average discount rate | 7.04% | 7.22% |
Finance lease, weighted average discount rate | 5.38% | 2.99% |
Leases - Finance Lease Balance
Leases - Finance Lease Balance Sheet Locations (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Finance lease assets, net, included in property plant and equipment | $ 7,166 | $ 4,540 |
Current portion of long-term debt | 2,800 | 1,862 |
Long-term debt, less current portion | 4,512 | 2,767 |
Total principal payable on finance leases | 7,312 | 4,629 |
Finance Lease, Liability | $ 7,312 | $ 4,629 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of debt and finance lease obligations | Current portion of debt and finance lease obligations |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term debt | Long-term debt |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Leases [Abstract] | |||
Operating cash outflow from operating leases | $ 20,614 | $ 19,377 | |
Operating cash outflow from finance leases | 267 | 119 | |
Financing cash outflow from finance leases | $ 2,410 | $ 1,470 | $ 938 |
Leases - Lease Maturities (Deta
Leases - Lease Maturities (Details) - USD ($) $ in Thousands | Dec. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Less than one year | $ 20,373 | |
1 to 2 years | 19,635 | |
2 to 3 years | 19,039 | |
3 to 4 years | 16,989 | |
4 to 5 years | 14,777 | |
After 5 years | 25,589 | |
Total future minimum rental commitments | 116,402 | |
Less - amounts representing interest | (22,001) | |
Present value of lease liabilities | 94,401 | |
Finance Leases | ||
Less than one year | 3,127 | |
1 to 2 years | 2,539 | |
2 to 3 years | 1,461 | |
3 to 4 years | 535 | |
4 to 5 years | 272 | |
After 5 years | 16 | |
Total future minimum rental commitments | 7,950 | |
Less - amounts representing interest | (638) | |
Present value of lease liabilities | $ 7,312 | $ 4,629 |
Deferred Compensation Plan - Na
Deferred Compensation Plan - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Retirement Benefits [Abstract] | |||
Assets held in mutual funds | $ 818 | $ 1,155 | |
Assets held in mutual funds, current | 18 | 17 | |
Distributions from the deferred compensation plan aggregated | $ 537 | $ 228 | $ 633 |
Equity and Accumulated Other _3
Equity and Accumulated Other Comprehensive Income - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Segment Reporting Information [Line Items] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax | $ 125 | $ 22,711 | $ 2,982 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, before Tax | (15,608) | (4,394) | 385 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax, Portion Attributable to Parent | $ (3,886) | $ 4,631 | $ 850 |
Equity and Accumulated Other _4
Equity and Accumulated Other Comprehensive Income - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 1,156,739 | $ 1,150,095 | $ 364,587 |
Other comprehensive income before reclassifications | 8,812 | 10,524 | 1,849 |
Amounts reclassified from other comprehensive income | (15,608) | (4,394) | 385 |
Total other comprehensive (loss) income | (6,796) | 6,130 | 2,234 |
Ending Balance | 1,154,529 | 1,156,739 | 1,150,095 |
Accumulated Other Comprehensive (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (21,024) | (27,154) | (29,388) |
Ending Balance | $ (27,820) | $ (21,024) | $ (27,154) |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | Jul. 14, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 949% | |||
Equity Incentive Plan 2014 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares outstanding | 11,983,000 | 12,537,000 | ||
Dividend yield | 0% | |||
Expected volatility | 31.50% | |||
Expected term | 6 years 3 months | |||
Unrecognized compensation expense | $ 1,629 | |||
Exercised (in shares) | 77,000 | |||
Share-based Payment Arrangement, Plan Modification, Incremental Cost | $ 3,254 | $ 8,228 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 0.40% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.81% | |||
Equity Incentive Plan 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dividend yield | 0% | |||
Expected term | 6 years 3 months | |||
Unvested restricted stock (in shares) | 1,387,000 | 751,000 | ||
Granted (in shares) | 666,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 1.71% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 4.15% | |||
Equity Incentive Plan 2021 | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 30% | |||
Equity Incentive Plan 2021 | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 35% | |||
Equity Incentive Plan 2014 And 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 14,523,510 | |||
Stock Options | Equity Incentive Plan 2014 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | $ 3,504 | $ 8,144 | 13,634 | |
Stock Options | Equity Incentive Plan 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | 1,124 | 543 | ||
Unrecognized compensation expense | $ 3,237 | |||
Restricted Stock | Equity Incentive Plan 2014 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Stock compensation expense | $ 346 | $ 624 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding, beginning balance (in shares) | 12,537,000 | ||
Granted (in shares) | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (77,000) | ||
Forfeited or expired (in shares) | 477,000 | ||
Outstanding, ending balance (in shares) | 11,983,000 | 12,537,000 | |
Exercisable, ending balance (in shares) | 9,250,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding, beginning balance (in dollars per share) | $ 8.14 | ||
Granted (in dollars per share) | |||
Forfeited or expired (in dollars per share) | |||
Outstanding, ending balance (in dollars per share) | 8.09 | $ 8.14 | |
Exercisable, ending balance (in dollars per share) | $ 8.22 | ||
Outstanding, Weighted Average Remaining Contractual Term (Years) | 5 years 1 month 2 days | 6 years 2 months 23 days | |
Exercisable, Weighted Average Remaining Contractual Term (Years) | 5 years 3 months 7 days | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | |||
Fair value of option (in dollars per share) | $ 3.23 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 162 | $ 893 | $ 1,594 |
Equity Incentive Plan 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Exercisable, ending balance (in dollars per share) | $ 9.98 | ||
Exercisable, Weighted Average Remaining Contractual Term (Years) | 8 years 1 month 2 days | ||
Fair value of option (in dollars per share) | $ 3.73 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Period Increase (Decrease), Weighted Average Exercise Price | $ 9.39 | $ 9.98 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 8 years 7 months 13 days | 9 years 29 days | |
Share-based Payment Arrangement, Option, Exercise Price Range, Shares Exercisable | 180,000 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Exercised or converted (in shares) | 182 | 435 | |
Stock Options | Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Stock compensation expense | $ 3,504 | $ 8,144 | $ 13,634 |
Stock Options | Equity Incentive Plan 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Stock compensation expense | $ 1,124 | $ 543 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of shares outstanding | 11,983 | 12,537 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Share-based Payment Arrangement, Plan Modification, Incremental Cost | $ 3,254 | $ 8,228 | |
Equity Incentive Plan 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Unvested, beginning balance (in shares) | 751 | ||
Granted (in shares) | 666 | ||
Vested (in shares) | 0 | ||
Forfeited (in shares) | (30) | ||
Unvested, ending balance (in shares) | 1,387 | 751 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 8 years 7 months 13 days | 9 years 29 days | |
Restricted Stock | Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Vesting period | 3 years | ||
Stock compensation expense | $ 346 | 624 | |
Restricted Stock Units (RSUs) | Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Granted (in shares) | 0 | ||
Number of shares outstanding | 199 | 212 | |
Forfeited (in shares) | (13) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Stock compensation expense | $ 582 | $ 357 | 661 |
Share-based Compensation Arrangement by Share-based Payment Award, Option, Nonvested, Weighted Average Exercise Price | $ 10 | $ 10 | |
Share-based Payment Arrangement, Plan Modification, Incremental Cost | $ 55 | ||
Restricted Stock Units (RSUs) | Equity Incentive Plan 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Unvested, beginning balance (in shares) | 1,109 | ||
Granted (in shares) | 1,472 | ||
Vested (in shares) | (72) | ||
Forfeited (in shares) | (72) | ||
Unvested, ending balance (in shares) | 2,437 | 1,109 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Unvested, beginning balance (in dollars per share) | $ 9.85 | ||
Unvested, ending balance (in dollars per share) | $ 9.11 | $ 9.85 | |
Stock compensation expense | $ 6,440 | $ 3,810 | 336 |
Share-based Payment Arrangement, Plan Modification, Incremental Cost | 12,937 | ||
Stock Options | Equity Incentive Plan 2014 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Stock compensation expense | 3,504 | 8,144 | $ 13,634 |
Stock Options | Equity Incentive Plan 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Stock compensation expense | $ 1,124 | $ 543 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - ESPP - Employee Stock Purchase Plan - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Jul. 14, 2021 | |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of shares authorized | 1,140,754 | ||
Stock compensation expense | $ 355 | $ 314 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Net Income (Loss) Available to Common Stockholders, Basic | $ (9,589) | $ (16,436) | $ (38,332) |
Weighted average basic and diluted shares outstanding | 194,722,000 | 194,249,000 | 134,699,000 |
Basic and diluted loss per share | $ (0.05) | $ (0.08) | $ (0.28) |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 0 | 0 |
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 0 | 0 | 0 |
Net Income (Loss) Available to Common Stockholders, Diluted | $ (9,589) | $ (16,436) | $ (38,332) |
Weighted Average Number of Shares Outstanding, Diluted | 194,722,000 | 194,249,000 | 134,699,000 |
Earnings Per Share, Diluted | $ (0.05) | $ (0.08) | $ (0.28) |
Share-based Payment Arrangement | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,874,000 | 5,896,000 | 1,886,000 |
Warrant | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 10,540,000 |
Derivatives and Hedging - Narra
Derivatives and Hedging - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 25, 2021 | Dec. 30, 2023 | Dec. 19, 2023 | Jan. 08, 2018 | |
Foreign exchange forward contracts | |||||
Derivative [Line Items] | |||||
Notional amount | $ 2,692 | ||||
Foreign Currency Forward, Gain or Loss | (95) | $ (331) | |||
Interest Rate Swap Agreement - 2021 Swap 1 | |||||
Derivative [Line Items] | |||||
Notional amount | $ 144 | ||||
Fixed interest rate | 0.75% | ||||
Interest Rate Swap Agreement - 2021 Swap 2 | |||||
Derivative [Line Items] | |||||
Notional amount | $ 216 | ||||
Fixed interest rate | 0.76% | ||||
Interest Rate Swap Agreement - 2024 Swap 1 | |||||
Derivative [Line Items] | |||||
Notional amount | $ 144 | ||||
Fixed interest rate | 3.80% | ||||
Interest Rate Swap Agreement - 2024 Swap 2 | |||||
Derivative [Line Items] | |||||
Notional amount | $ 216 | ||||
Fixed interest rate | 3.62% | ||||
Fair Value, Recurring | Foreign exchange forward contracts | |||||
Derivative [Line Items] | |||||
Derivative asset | $ 12 |
Derivatives and Hedging (Detail
Derivatives and Hedging (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 30, 2023 | Dec. 31, 2022 | |
Derivative [Line Items] | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within 12 Months | $ (9,619) | |
Fair Value, Recurring | Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Derivative asset | $ 12 | |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 9,539 | 21,749 |
Derivative Liability, Fair Value, Gross Liability | 3,273 | 0 |
Other Noncurrent Assets | Interest Rate Swap Agreement - 2021 Swap 1 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 3,560 | 8,705 |
Other Noncurrent Assets | Interest Rate Swap Agreement - 2021 Swap 2 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 5,336 | 13,044 |
Other Accrued Expenses | Interest Rate Swap Agreement - 2021 Swap 1 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 |
Other Accrued Expenses | Interest Rate Swap Agreement - 2021 Swap 2 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 |
Other Accrued Expenses And Other Noncurrent Liabilities | Interest Rate Swap Agreement - 2021 Swap 2 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | (1,660) | 0 |
Other Accrued Expenses And Other Noncurrent Liabilities | Interest Rate Swap Agreement - 2024 Swap 1 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | (1,613) | 0 |
Other current assets | Interest Rate Swap Agreement - 2024 Swap 1 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 207 | 0 |
Other current assets | Interest Rate Swap Agreement - 2024 Swap 2 | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | $ 436 | $ 0 |
Fair Value Measurements - Measu
Fair Value Measurements - Measurement of Assets and Liabilities at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payments of contingent consideration | $ (1,232) | $ 0 | $ 0 |
Change in fair value of contingent consideration | (4,936) | (1,128) | $ (1,806) |
Other current liabilities | Resharp | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, current | 200 | 271 | |
Payments of contingent consideration | (219) | ||
Change in fair value of contingent consideration | 148 | ||
Other current liabilities | Instafob | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, current | 16 | 922 | |
Payments of contingent consideration | (1,013) | ||
Change in fair value of contingent consideration | 107 | ||
Other non-current liabilities | Resharp | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, noncurrent | 4,600 | 9,729 | |
Payments of contingent consideration | 0 | ||
Change in fair value of contingent consideration | (5,129) | ||
Other non-current liabilities | Instafob | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payable, noncurrent | 79 | 141 | |
Payments of contingent consideration | 0 | ||
Change in fair value of contingent consideration | (62) | ||
Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities | 818 | 1,155 | |
Business Combination, Contingent Consideration, Liability | 4,895 | 11,063 | |
Level 1 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities | 818 | 1,155 | |
Business Combination, Contingent Consideration, Liability | 0 | 0 | |
Level 2 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities | 0 | 0 | |
Business Combination, Contingent Consideration, Liability | 0 | 0 | |
Level 3 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities | 0 | 0 | |
Business Combination, Contingent Consideration, Liability | 4,895 | 11,063 | |
Interest rate swaps | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 6,266 | 21,749 | |
Interest rate swaps | Level 1 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 0 | 0 | |
Interest rate swaps | Level 2 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | 6,266 | 21,749 | |
Interest rate swaps | Level 3 | Fair Value, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value of contingent consideration | $ (4,936) | $ (1,128) | $ (1,806) |
Restructuring - Charges (Detail
Restructuring - Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 25, 2021 | |
United States | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 430 | |
United States | Management realignment & integration | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance | 111 | |
United States | Facility closures | ||
Restructuring Cost and Reserve [Line Items] | ||
Inventory valuation adjustments | 0 | |
Other expense | 319 | |
Severance | $ 0 | |
Canada | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 497 | |
Canada | Facility consolidation | ||
Restructuring Cost and Reserve [Line Items] | ||
Inventory valuation adjustments | 0 | |
Labor expense | 0 | |
Consulting and legal fees | 26 | |
Other expense | 5 | |
Rent and related charges | 0 | |
Severance | $ 466 |
Restructuring - Reserve Rollfor
Restructuring - Reserve Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Canada | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring charges | $ 497 | ||
Canada | Severance and related expense | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | $ 157 | 339 | |
Restructuring charges | 0 | 0 | |
Cash paid | (157) | (182) | |
Ending Balance | $ 0 | $ 157 | $ 339 |
United States | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring charges | 430 | ||
United States | Management realignment & integration | |||
Restructuring Reserve [Roll Forward] | |||
Severance | $ 111 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Detail) | 12 Months Ended |
Dec. 30, 2023 USD ($) | |
Loss Contingencies [Line Items] | |
Occurrences in excess for purchased catastrophic coverage (up to) | $ 500 |
Aggregate vendors and insurers letters of credit related to product purchases and insurance coverage of product liability, workers' compensation and general liability | 40,890,000 |
Maximum | |
Loss Contingencies [Line Items] | |
Occurrences in excess for purchased catastrophic coverage (up to) | 60,000 |
Insurance claims | |
Loss Contingencies [Line Items] | |
Liability recorded for such risk insurance reserves | 2,593,000 |
Group health insurance claims | |
Loss Contingencies [Line Items] | |
Liability recorded for such risk insurance reserves | 2,851,000 |
Loss limit covered under self-insurance | $ 300 |
Statements of Cash Flows - Supp
Statements of Cash Flows - Supplemental Disclosures (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Debt Instrument [Line Items] | |||
Interest | $ 55,872 | $ 55,829 | $ 64,522 |
Income taxes, net of refunds | 5,356 | 2,993 | 2,500 |
Capital Expenditures Incurred but Not yet Paid | 1,186 | ||
Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Interest | $ 0 | $ 0 | $ 7,542 |
Concentration of Credit Risks -
Concentration of Credit Risks - Narrative (Detail) - Two largest customers - Customer Concentration Risk | 12 Months Ended | |
Dec. 30, 2023 | Dec. 31, 2022 | |
Sales | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 43.40% | 45.70% |
Accounts Receivable | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 34.10% | 40.20% |
Concentration of Credit Risks_2
Concentration of Credit Risks - Schedule of Concentration of Risk (Details) - Sales - Customer Concentration Risk | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Lowe's | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 20.10% | 21.70% | 20.60% |
Home Depot | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 23.30% | 24% | 27% |
Segment Reporting and Geograp_3
Segment Reporting and Geographic Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 1,476,477 | $ 1,486,328 | $ 1,425,967 |
Segment Income from Operations | 60,928 | 39,893 | 10,314 |
Hardware and Protective Solutions | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 1,074,619 | 1,068,734 | 1,017,594 |
Segment Income from Operations | 8,366 | 20,742 | (14,650) |
Robotics and Digital Solutions | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 245,400 | 245,633 | 246,494 |
Segment Income from Operations | 42,953 | 3,541 | 21,761 |
Canada | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 156,458 | 171,961 | 161,879 |
Segment Income from Operations | $ 9,609 | $ 15,610 | $ 3,203 |
Schedule II - Valuation Accou_2
Schedule II - Valuation Accounts - Summary of Valuation Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 25, 2021 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance | $ 2,405 | $ 2,891 | $ 2,395 |
Additions charged to cost and expense | 521 | 973 | 522 |
Others | (156) | (1,459) | (26) |
Balance | $ 2,770 | $ 2,405 | $ 2,891 |