Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Jan. 02, 2022 | Mar. 02, 2022 | Jul. 04, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Jan. 2, 2022 | ||
Current Fiscal Year End Date | --01-02 | ||
Entity File Number | 001-33174 | ||
Entity Registrant Name | CARROLS RESTAURANT GROUP, INC. | ||
Entity Address, Address Line One | 968 James Street | ||
Entity Address, Postal Zip Code | 13203 | ||
Entity Address, City or Town | Syracuse, | ||
Entity Address, State or Province | NY | ||
City Area Code | 315 | ||
Local Phone Number | 424-0513 | ||
Title of 12(b) Security | Common Stock, par value $.01 per share | ||
Trading Symbol | TAST | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 54,564,994 | ||
Entity Public Float | $ 203,157,199 | ||
Documents Incorporated by Reference | Portions of the registrant's definitive Proxy Statement for Carrols Restaurant Group, Inc's 2022 Annual Meeting of Stockholders, which is expected to be filed pursuant to Regulation 14A no later than 120 days after the conclusion of Carrols Restaurant Group, Inc.'s fiscal year ended January 2, 2022, are incorporated by reference into Part III of this annual report. | ||
Entity Central Index Key | 0000809248 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 83-3804854 | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Small Business | true |
Audit Information
Audit Information | 12 Months Ended |
Jan. 02, 2022 | |
Audit Information [Abstract] | |
Auditor Location | Rochester, New York |
Auditor Name | Deloitte & Touche LLP |
Auditor Firm ID | 34 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
ASSETS | ||
Cash | $ 29,151 | $ 64,964 |
Receivables, Net, Current | 16,644 | 19,862 |
Inventory, Net | 14,023 | 11,595 |
Prepaid rent | 1,581 | 8,046 |
Prepaid expenses and other current assets | 6,802 | 7,309 |
Refundable income taxes | 147 | 169 |
Total current assets | 68,348 | 111,945 |
Property and equipment, net | 337,702 | 349,555 |
Franchise rights, net | 326,769 | 334,597 |
Goodwill | 124,451 | 122,619 |
Franchise agreements, net | 30,788 | 31,584 |
Operating right-of-use assets, net | 791,763 | 799,962 |
Other assets | 7,243 | 6,823 |
Total assets | 1,687,064 | 1,757,085 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current portion of long-term debt | 5,794 | 5,525 |
Less: current portion | 44,688 | 41,815 |
Accounts payable | 31,164 | 27,596 |
Accrued interest | 9,433 | 656 |
Accrued payroll, related taxes and benefits | 50,855 | 49,417 |
Accrued real estate taxes | 8,256 | 7,774 |
Other liabilities | 18,433 | 23,558 |
Total current liabilities | 168,623 | 156,341 |
Total Long-term Debt | 465,317 | 475,695 |
Operating Lease, Liability, Noncurrent | 802,959 | 809,969 |
Deferred Income Tax Liabilities, Net | 7,617 | 11,362 |
Accrued postretirement benefits | 1,552 | 1,523 |
Other liabilities | 26,772 | 30,663 |
Total liabilities | 1,472,840 | 1,485,553 |
Commitments and Contingencies | ||
Stockholders' equity: | ||
Preferred stock, par value $.01 | 0 | 0 |
Voting common stock, par value $.01 | 520 | 515 |
Additional paid-in capital | 287,816 | 306,469 |
Retained Earnings | (61,396) | (18,367) |
Accumulated other comprehensive income | 1,411 | (3,015) |
Treasury stock, at cost | (14,127) | (14,070) |
Total stockholders' equity | 214,224 | 271,532 |
Total liabilities and stockholders' equity | $ 1,687,064 | $ 1,757,085 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
Franchise rights, accumulated amortization | $ 14,608 | $ 14,653 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred Stock, shares issued | 100 | 100 |
Preferred stock, shares outstanding | 100 | 100 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 53,374,341 | 49,932,558 |
Common stock, shares outstanding | 52,653,964 | 49,389,382 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Revenue | $ 1,652,370 | $ 1,547,502 | $ 1,462,765 |
Costs and expenses: | |||
Cost of sales | 499,685 | 452,738 | 431,969 |
Restaurant wages and related expenses | 549,933 | 498,127 | 485,278 |
Lessee, Operating Leases, Rent Expense, Net | 122,662 | 118,444 | 107,147 |
Other restaurant operating expenses | 257,774 | 236,059 | 227,364 |
Advertising expense | 65,433 | 60,735 | 58,689 |
General and administrative | 83,660 | 84,051 | 84,734 |
Depreciation and amortization | 80,798 | 81,727 | 74,674 |
Impairment and other lease charges | 4,470 | 12,778 | 3,564 |
Other expense (income) | (1,186) | (1,271) | (1,911) |
Total operating expenses | 1,663,229 | 1,543,388 | 1,471,508 |
Income (loss) from operations | (10,859) | 4,114 | (8,743) |
Interest Expense | 28,791 | 27,283 | 27,856 |
Loss on extinguishment of debt | 8,538 | 0 | 7,443 |
Income (loss) before income taxes | (48,188) | (23,169) | (44,042) |
Provision (benefit) for income taxes | (5,159) | 6,294 | (12,123) |
Net income (loss) | $ (43,029) | $ (29,463) | $ (31,919) |
Basic and diluted net income (loss) per share | $ (0.86) | $ (0.58) | $ (0.74) |
Basic weighted average common shares outstanding | 49,899,274 | 50,751,185 | 43,421,715 |
Diluted weighted average common shares outstanding | 49,899,274 | 50,751,185 | 43,421,715 |
Other comprehensive income (loss), net of tax: | |||
Net income (loss) | $ (43,029) | $ (29,463) | $ (31,919) |
Change in postretirement benefit obligations, net of tax | 4,426 | (5,284) | 1,268 |
Comprehensive income (loss) | (38,603) | (34,747) | (30,651) |
Restaurant sales | |||
Revenue | 1,652,370 | 1,547,502 | 1,452,516 |
Other revenue | |||
Revenue | $ 0 | $ 0 | $ 10,249 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Income Statement [Abstract] | |||
Stock-based compensation | $ 6,234 | $ 5,223 | $ 5,753 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] |
Common stock, shares outstanding at Dec. 30, 2018 | 35,742,427 | 100 | |||||
Balance at Dec. 30, 2018 | $ 185,540 | $ 357 | $ 150,459 | $ 35,511 | $ (646) | $ (141) | |
Balance (Accounting Standards Update 2016-02 [Member]) at Dec. 30, 2018 | 7,504 | 7,504 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 5,753 | 5,753 | |||||
Vesting of non-vested shares, shares | 492,135 | ||||||
Vesting of non-vested shares | 0 | $ 4 | (4) | ||||
Issuance of common and preferred stock, shares | 7,364,413 | 10,000 | |||||
Issuance of common and preferred stock | $ 145,333 | $ 74 | 145,259 | ||||
Treasury Stock, Shares, Acquired | 553,112 | ||||||
Repurchase of treasury stock | $ (4,017) | (4,017) | |||||
Retirement of treasury stock | (141) | $ (141) | |||||
Conversion of preferred stock to common stock, shares | 7,450,402 | (10,000) | |||||
Conversion of preferred stock to common stock | 0 | $ 75 | (75) | ||||
Net income (loss) | (31,919) | (31,919) | |||||
Change in postretirement benefit obligations | 1,268 | 1,268 | |||||
Common stock, shares outstanding at Dec. 29, 2019 | 51,049,377 | 100 | 553,112 | ||||
Balance at Dec. 29, 2019 | 309,462 | $ 510 | 301,251 | 11,096 | 622 | $ (4,017) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 5,223 | 5,223 | |||||
Vesting of non-vested shares, shares | 436,739 | ||||||
Vesting of non-vested shares | $ 0 | $ 5 | (5) | ||||
Treasury Stock, Shares, Acquired | 1,543,622 | ||||||
Repurchase of treasury stock | $ (10,053) | $ (10,053) | |||||
Net income (loss) | (29,463) | (29,463) | |||||
Change in Valuation of Interest Rate Swap | (4,221) | (4,221) | |||||
Change in postretirement benefit obligations | $ 584 | 584 | |||||
Common stock, shares outstanding at Jan. 03, 2021 | 49,389,382 | 51,486,116 | 100 | 2,096,734 | |||
Balance at Jan. 03, 2021 | $ 271,532 | $ 515 | 306,469 | (18,367) | (3,015) | $ (14,070) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 6,234 | 6,234 | |||||
Vesting of non-vested shares, shares | 551,395 | ||||||
Vesting of non-vested shares | $ 0 | $ 5 | (5) | ||||
Treasury Stock, Shares, Acquired | 8,219 | ||||||
Repurchase of treasury stock | $ (57) | $ (57) | |||||
Special cash dividend | 24,882 | 24,882 | |||||
Net income (loss) | (43,029) | (43,029) | |||||
Change in Valuation of Interest Rate Swap | 4,710 | 4,710 | |||||
Change in postretirement benefit obligations | $ (284) | (284) | |||||
Common stock, shares outstanding at Jan. 02, 2022 | 52,653,964 | 52,037,511 | 100 | 2,104,953 | |||
Balance at Jan. 02, 2022 | $ 214,224 | $ 520 | $ 287,816 | $ (61,396) | $ 1,411 | $ (14,127) |
Consolidated Statement of Sto_2
Consolidated Statement of Stockholders' Equity Parentheticals - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Accumulated Defined Benefit Plans Adjustment [Member] | |||
Other Comprehensive Income (Loss), Tax | $ 94 | $ 194 | $ 420 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
Other Comprehensive Income (Loss), Tax | $ 2,002 | $ 1,841 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Cash flows provided from (used for) operating activities: | |||
Net income (loss) | $ (43,029) | $ (29,463) | $ (31,919) |
Adjustments to reconcile net income to net cash provided from operating activities: | |||
Loss (gain) on disposals of property and equipment | 8 | (994) | (74) |
Stock-based compensation | 6,234 | 5,223 | 5,753 |
Impairment and other lease charges | 4,470 | 12,778 | 3,564 |
Depreciation and amortization | 80,798 | 81,727 | 74,674 |
Amortization of deferred financing costs | 2,446 | 2,170 | 1,694 |
Amortization of bond premium and discount on debt | 487 | 539 | (80) |
Deferred income taxes | (5,123) | 6,026 | (11,982) |
Loss on extinguishment of debt - non-cash | 8,538 | 0 | 129 |
Refundable income taxes | 22 | 115 | (284) |
Trade and other receivables | 3,218 | (6,417) | (523) |
Accounts payable | 1,100 | (5,927) | 1,196 |
Accrued interest | 8,777 | (245) | (2,917) |
Accrued payroll, related taxes and benefits | 1,438 | 18,103 | (538) |
Increase (Decrease) in Other Operating Liabilities | 903 | 10,993 | 238 |
Change in operating right-of-use assets and operating lease liabilities, net | 8,147 | 10,906 | 3,980 |
Other | (7,563) | (1,589) | 5,797 |
Net cash provided from operating activities | 70,871 | 103,945 | 48,708 |
Cash flows used for investing activities: | |||
New restaurant development | (9,000) | (17,824) | (53,596) |
Restaurant remodeling | (16,712) | (15,317) | (50,383) |
Other restaurant capital expenditures | (17,045) | (13,064) | (18,922) |
Corporate and restaurant information systems | (9,006) | (10,685) | (11,978) |
Total capital expenditures | (51,763) | (56,890) | (134,879) |
Acquisition of restaurants, net of cash acquired | (30,819) | 0 | (130,646) |
Proceeds from Sale of Other Assets, Investing Activities | 229 | 0 | 0 |
Proceeds from insurance recoveries | 1,523 | 2,071 | 323 |
Properties purchased for sale-leaseback | 0 | (15,537) | (1,207) |
Proceeds from sale-leaseback transactions | 22,251 | 22,499 | 48,364 |
Net cash used for investing activities | (58,579) | (47,857) | (218,045) |
Cash flows provided from (used for) financing activities: | |||
Proceeds from issuance of senior secured second lien notes | 300,000 | 0 | 0 |
Repayments of Unsecured Debt | (321,375) | (4,625) | (2,125) |
Proceeds from Issuance of Unsecured Debt | 0 | 71,250 | 422,875 |
Retirement of 8% Senior Secured Second Lien Notes | 0 | 0 | (280,500) |
Borrowings under new revolving credit facility | 47,063 | 150,000 | 436,000 |
Repayments under new revolving credit facility | (47,063) | (195,750) | (390,250) |
Proceeds from lease financing obligations | 4,594 | 0 | 0 |
Payment of Special Cash Dividend, Financing Activities | (24,882) | 0 | 0 |
Payments on finance lease liabilities | (981) | (1,617) | (2,170) |
Costs associated with financing long-term debt | (5,404) | (3,303) | (11,516) |
Purchase of treasury shares | (57) | (10,053) | (4,017) |
Net cash provided from (used for) financing activities | (48,105) | 5,902 | 168,297 |
Net increase (decrease) in cash | (35,813) | 61,990 | (1,040) |
Cash and cash equivalents, beginning of period | 64,964 | 2,974 | 4,014 |
Cash and cash equivalents, end of period | 29,151 | 64,964 | 2,974 |
Supplemental disclosures: | |||
Interest paid on long-term debt | 16,976 | 24,714 | 29,055 |
Interest paid on lease financing obligations | 104 | 104 | 104 |
Accruals for capital expenditures | 2,858 | 1,241 | 15,062 |
Common stock issued for consideration in acquisition | 0 | 0 | 145,333 |
Income taxes paid (refunded), net | (13) | 153 | 144 |
Finance lease obligations acquired or incurred | $ 6,383 | $ 754 | $ 49 |
Basis of Presentation (Notes)
Basis of Presentation (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis Of Presentation | Business Description At January 2, 2022 Carrols Restaurant Group, Inc. ("Carrols Restaurant Group") operated, as franchisee, 1,026 Burger King restaurants in 23 Northeastern, Midwestern, Southcentral and Southeastern states and 65 Popeyes restaurants in seven Southeastern states. Carrols Restaurant Group is a holding company and conducts all of its operations through its direct and indirect wholly-owned subsidiaries Carrols Corporation and New CFH, LLC and their wholly-owned subsidiaries. Carrols Corporation's material direct and indirect wholly-owned subsidiaries include its wholly-owned subsidiary Carrols LLC, a Delaware limited liability company. New CFH LLC's material direct and indirect wholly-owned subsidiaries include Frayser Quality, LLC and Nashville Quality, LLC (and together with New CFH, LLC's immaterial direct and indirect subsidiaries, collectively, "New CFH"). Unless the context otherwise requires, Carrols Restaurant Group and its direct and indirect wholly-owned subsidiaries are collectively referred to as the “Company.” COVID-19 . In March 2020, the World Health Organization declared the COVID-19 outbreak to be a global pandemic. The COVID-19 pandemic has significantly impacted the communities the Company's restaurants operate in as federal, state and local governments have taken a series of actions to contain its spread. In March 2020, the Company closed its dining rooms in all restaurants and modified operating hours in line with local ordinances and day-part sales trends. Over the course of the pandemic, each restaurant has operated according to its respective local governmental guidelines as well as safety procedures developed by Burger King and Popeyes. The COVID-19 pandemic and its impact on restaurants in communities in which the Company operates continues to evolve. During 2021, we saw a modest shift in guests returning to dining rooms, with take-out and dine-in representing approximately 14% of net sales in December of 2021, as compared to 10% of net sales in December of 2020 and 30% of net sales for all of 2019. |
Acquisition
Acquisition | 12 Months Ended |
Jan. 02, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition [Text Block] | Acquisitions 2021 Acquisitions In 2021, the Company acquired an aggregate of 19 Burger King restaurants from other franchisees in the following transactions (in thousands except number of restaurants): Closing Date Number of Restaurants Purchase Price Fee-Owned (1) Market Location June 17, 2021 14 $ 27,603 12 Fort Wayne, Indiana June 23, 2021 5 3,216 1 Battle Creek, Michigan 19 $ 30,819 13 (1) The 2021 acquisitions included the purchase of 13 fee-owned restaurants, of which 12 were sold in subsequent sale-leaseback transactions during the third quarter of 2021 for net proceeds of approximately $20.2 million. The Company allocated the aggregate purchase price for the 2021 acquisitions at their estimated fair values. The following table summarizes the final allocation of the aggregate purchase price for the 2021 acquisitions reflected in the consolidated balance sheets as of January 2, 2022: Inventory $ 229 Land and buildings 20,376 Restaurant equipment 850 Restaurant equipment - subject to finance leases 29 Right-of-use assets 2,997 Leasehold improvements 550 Franchise fees 411 Franchise rights 6,025 Deferred income taxes 484 Goodwill 1,832 Operating lease liabilities (2,900) Finance lease liabilities for restaurant equipment (35) Accounts payable (29) Net assets acquired $ 30,819 The results of operations for the restaurants acquired are included from the closing date of the respective acquisition. The 2021 acquired restaurants contributed restaurant sales of $12.9 million in the year ended January 2, 2022. It is impracticable to disclose net earnings for the post-acquisition period for the acquired restaurants as net earnings of these restaurants were not tracked on a collective basis due to the integration of administrative functions, including field supervision. The pro forma impact on the results of operations for the restaurants acquired in 2021 are included below. The pro forma results of operations are not necessarily indicative of the results that would have occurred had the acquisitions been consummated at the beginning of the periods presented, nor are they necessarily indicative of any future consolidated operating results. The following table summarizes the Company's unaudited pro forma operating results: Year Ended January 2, 2022 January 3, 2021 Total revenue $ 1,663,860 $ 1,571,457 Net loss (41,796) (27,621) Basic and diluted net loss per share (0.84) (0.54) This pro forma financial information does not give effect to any anticipated synergies, operating efficiencies, cost savings or integration costs related to the 2021 acquired restaurants. The pro forma financial results exclude transaction costs recorded as general and administrative expenses of $0.4 million during the year ended January 2, 2022. 2019 Acquisitions During the year ended December 29, 2019, the Company acquired a total of 234 restaurants from other franchisees, which are referred to as the "2019 acquired restaurants", in the following transactions: Closing Date Number of Restaurants Purchase Price Fee Owned (3) Market Location April 30, 2019 (1) 220 $ 259,083 14 Southeastern states, primarily TN, MS, LA June 11, 2019 13 15,788 — Baltimore, Maryland August 20, 2019 (2) 1 1,108 — Pennsylvania 234 $ 275,979 14 (1) During the second quarter of 2019, the Company completed the merger with New CFH, LLC ("Cambridge") and acquired 165 Burger King restaurants and 55 Popeyes restaurants. (2) Acquisitions resulting from the exercise of the Company's right of first refusal on acquisitions in certain markets (see Note 16). (3) The 2019 acquisitions included the purchase of 14 fee-owned restaurants, of which six were sold in subsequent sale-leaseback transactions during 2019 for net proceeds of approximately $8.3 million and two in 2020 for net proceeds of approximately $3.4 million. On April 30, 2019 the Company completed a merger with Cambridge ("the Cambridge Merger") for a purchase price of $259.1 million through the issuance of shares of stock which consisted of (i) approximately 7.4 million shares of common stock, (ii) 10,000 shares of the Company's newly designated Series C Convertible Preferred Stock, which were converted into approximately 7.5 million shares of common stock on August 29, 2019, and (iii) the retirement of approximately $113.8 million of the indebtedness of Cambridge, net of cash acquired. All shares issued were subject to a two year restriction on sale or transfer subject to certain limited exceptions. As part of the transaction, Cambridge Franchise Holdings LLC ("Cambridge Holdings") now has the right to designate up to two director nominees and two Cambridge Holdings executives joined the Company's Board of Directors on April 30, 2019 (see Note 13). Under the purchase method of accounting, the aggregate purchase price is allocated to the net tangible and intangible assets based on their estimated fair values on the acquisition date. The purchase price allocation valued the common stock at $145.3 million based on the $9.81 closing price of the Company's stock on the date of acquisition. The Company allocated the aggregate purchase price to the net tangible and intangible assets acquired in the Cambridge Merger at their estimated fair values. The Company engaged a third party valuation specialist to assist with the valuation of franchise rights, leasehold improvements and favorable and unfavorable leases included in the operating right-to-use assets acquired. The fair value of other property and equipment and franchise agreements was based on the carrying value of the respective assets given that in the three years prior to the Cambridge Merger, Cambridge had completed valuations in connection with its own acquisition of 132 restaurants and also recently constructed 33 new restaurants. The fair value of the operating lease liability is based upon the lease payments over the remaining lease term discounted by the Company's incremental borrowing rate. The deferred income tax liability allocated from the purchase price represents book and tax differences primarily related to the fair value of the acquired franchise rights. Goodwill recorded in connection with the Cambridge Merger represents the excess of the purchase price over the aggregate fair value of net assets acquired and is related to the benefits expected as a result of the merger, including sales, operating synergies, development and growth opportunities. The Company believes that Cambridge's existing Burger King and Popeyes restaurant portfolios provide it with significant growth and development opportunities and due to the geographic location of the restaurants mitigate the dependence on the economic performance of any one particular geographic location or restaurant concept. The following table summarizes the final allocation of the aggregate purchase price for the Cambridge Merger: Inventory $ 2,839 Prepaid expenses 2,947 Other assets 1,846 Land and buildings 21,257 Restaurant equipment 25,358 Restaurant equipment - subject to finance leases 488 Right-of-use assets 251,431 Leasehold improvements 3,498 Franchise fees 7,300 Franchise rights 174,500 Deferred taxes (44,292) Goodwill 84,060 Finance lease obligations for restaurant equipment (568) Operating lease liabilities (255,897) Accounts payable (8,014) Accrued payroll, related taxes and benefits (3,133) Other liabilities (4,537) Net assets acquired $ 259,083 The Company allocated the aggregate purchase price for the 2019 acquisitions other than the Cambridge Merger at their estimated fair values. The following table summarizes the final allocation of the aggregate purchase price for these other 2019 acquisitions: Inventory $ 158 Restaurant equipment 743 Restaurant equipment - subject to finance leases 150 Right-of-use assets 9,515 Leasehold improvements 6,205 Franchise fees 394 Franchise rights (Note 5) 9,809 Deferred taxes 29 Goodwill (Note 5) 86 Operating lease liabilities (9,968) Finance lease obligations for restaurant equipment (185) Accounts payable (40) Net assets acquired $ 16,896 The results of operations for the restaurants acquired are included from the closing date of the respective acquisition. The 2019 acquired restaurants contributed restaurant sales of $288.9 million and $201.9 million during the years ended January 3, 2021 and December 29, 2019, respectively and other revenue of $10.2 million during the year ended December 29, 2019. It is impracticable to disclose net earnings for the post-acquisition periods as net earnings of these restaurants were not tracked on a collective basis due to the integration of administrative functions, including field supervision. The pro forma impact on the results of operations for restaurants acquired in 2019 is included below. The pro forma results of operations are not necessarily indicative of the results that would have occurred had the restaurants acquired in 2019 been consummated at the beginning of the periods presented, nor are they necessarily indicative of any future consolidated operating results. The following table summarizes the Company's unaudited proforma operating results: Year Ended December 29, 2019 Restaurant sales $ 1,568,533 Net loss (25,586) Basic and diluted net loss per share (0.59) This pro forma financial information does not give effect to any anticipated synergies, operating efficiencies or cost savings or any integration costs related to the 2019 acquired restaurants. The proforma results exclude transaction costs recorded as general and administrative expenses of $4.1 million during the year ended December 29, 2019. Acquired Intangible Assets Goodwill recorded in connection with the acquisitions in 2021 and 2019 represent costs in excess of fair values assigned to the underlying net assets of acquired restaurants. Acquired goodwill that is expected to be deductible for income tax purposes was $1.8 million in 2021 and $47.2 million in 2019. The weighted average amortization period of the intangible assets acquired is as follows: 2021 Acquisitions 2019 Acquisitions Franchise rights 28.7 32.7 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 02, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and Equipment Property and equipment at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Land $ 10,021 $ 8,301 Owned buildings 14,581 13,325 Leasehold improvements 442,461 424,685 Equipment 337,533 320,909 Assets subject to finance leases 22,694 16,663 827,290 783,883 Less accumulated depreciation and amortization (489,588) (434,328) $ 337,702 $ 349,555 |
Intangible Assets (Notes)
Intangible Assets (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Franchise Rights, Favorable and Unfavorable Leases | Intangible Assets Goodwill. The Company is required to review goodwill for impairment annually, or more frequently when events and circumstances indicate that the carrying amount may be impaired. The Company evaluated the impact of the initial decline in market value below the Company’s net asset value during the third quarter of 2021 to determine whether there was a triggering event requiring it to perform a goodwill impairment test. The Company determined a triggering event occurred given this initial decline and performed a quantitative goodwill impairment test for its reporting units. As part of this goodwill impairment test, the Company considered certain qualitative factors, such as the Company’s performance, business forecasts and expansion plans. In addition, revisions to projected cash flows and future revenue for reporting units were compared to the results of the Company’s annual quantitative impairment test performed during the last quarter of 2020. Using both the income approach and the market approach, the Company compared the fair value of each of its reporting units to carrying value. Based on the results of this analysis, the fair value of each reporting unit exceeded carrying value and goodwill was not impaired. As disclosed in Note 2, the interim impairment test performed at the end of the third quarter will also serve as the Company's 2021 annual goodwill impairment test. The Company assessed events and circumstances from the date of its annual goodwill impairment test through January 2, 2022 and there were no indicators representing a further triggering event. There were no goodwill impairment losses recorded during the years ended January 2, 2022, January 3, 2021 and December 29, 2019. Goodwill at December 29, 2019 $ 122,619 Acquisitions of restaurants (Note 3) — Goodwill at January 3, 2021 122,619 Acquisitions of restaurants (Note 3) 1,832 Goodwill at January 2, 2022 $ 124,451 Franchise Rights. Amounts allocated to franchise rights for each acquisition of Burger King and Popeyes restaurants are amortized using the straight-line method over the average remaining term of the acquired franchise agreements plus one twenty-year renewal period. No impairment charges were recorded related to the Company’s franchise rights during the years ended January 2, 2022, January 3, 2021 and December 29, 2019. The following is a summary of the Company’s franchise rights as of the respective balance sheet dates: Balance at December 29, 2019 $ 348,941 Amortization expense (14,344) Balance at January 3, 2021 334,597 Acquisitions of restaurants (Note 3) 6,025 Amortization expense (13,853) Balance at January 2, 2022 $ 326,769 |
Impairment Of Long-Lived Assets
Impairment Of Long-Lived Assets And Other Lease Charges | 12 Months Ended |
Jan. 02, 2022 | |
Restructuring Costs and Asset Impairment Charges [Abstract] | |
Asset Impairment Charges [Text Block] | Impairment of Long-Lived Assets and Other Lease Charges The Company reviews its long-lived assets, principally property and equipment, for impairment at the restaurant level. If an indicator of impairment exists for any of its assets, an estimate of the undiscounted future cash flows over the life of the primary asset for each restaurant is compared to that long-lived asset’s carrying value. If the carrying value is greater than the undiscounted cash flow, the Company then determines the fair value of the asset and if an asset is determined to be impaired, the loss is measured by the excess of the carrying amount of the asset over its fair value. For closed restaurant locations, the Company reviews the future minimum lease payments and related ancillary costs from the date of the restaurant closure to the end of the remaining lease term and records a lease charge for any ROU asset impairment or lease-related costs during the remaining term, net of any estimated sublease recoveries. For restaurants reviewed for impairment, the Company determined the fair value of restaurant equipment based on current economic conditions. These fair value asset measurements rely on significant unobservable inputs and are considered Level 3 in the fair value hierarchy. During the year ended January 2, 2022, the Company recorded impairment and other lease charges of $4.5 million consisting of $1.5 million related to initial impairment charges for nine underperforming restaurants, $0.5 million of capital expenditures at previously impaired restaurants, other lease charges of $0.6 million and $1.9 million related to impairment of certain owned non-operating properties. During the year ended January 3, 2021, the Company recorded impairment and other lease charges of $12.8 million consisting of $1.2 million for capital expenditures at previously impaired restaurants, $5.0 million related to initial impairment charges for fifteen underperforming restaurants, other lease charges of $4.6 million primarily from 22 restaurant closures, and $2.0 million related to impairment of its right of first refusal under its Area Development and Remodeling Agreement with BKC (see Note 16). During the year ended December 29, 2019, the Company recorded impairment and other lease charges of $3.6 million including $0.3 million for capital expenditures at previously impaired restaurants, $1.3 million related to initial impairment charges for seven underperforming restaurants, and other lease charges of $1.9 million mostly related to the closing of six convenience stores acquired in 2019. |
Other Liabilities, Long-Term (N
Other Liabilities, Long-Term (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
Liabilities, Noncurrent [Abstract] | |
Other Liabilities Disclosure [Text Block] | Other Liabilities, Long-Term Other liabilities, long-term, at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Accrued occupancy costs $ 1,741 $ 2,394 Accrued workers’ compensation and general liability claims 4,947 5,499 Interest rate swap (Note 9) — 6,062 Deferred compensation 2,286 4,419 Deferred federal payroll taxes 10,808 10,808 Lease financing obligations 5,780 1,191 Other 1,210 290 $ 26,772 $ 30,663 |
Leases
Leases | 12 Months Ended |
Jan. 02, 2022 | |
Leases [Abstract] | |
Leases | Leases During the years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company sold 13, 12 and 27 restaurant properties, respectively, in sale-leaseback transactions for net proceeds of $22.3 million, $22.5 million and $48.4 million, respectively. These leases have been classified as operating leases and generally contain a twenty-year initial term plus renewal options. As a result of the COVID-19 pandemic and the resulting economic uncertainty in the restaurant industry in 2020, the Company contacted each of its landlords to potentially negotiate accommodations to preserve cash. For certain leases the Company was able to modify existing payment terms, in some cases through deferral of existing payments until future periods and in some cases through a reduction in payments due during this period. The Company elected the practical expedient to not evaluate whether a deferral of rent within the current term is a lease modification. Any concessions which resulted in extension of the existing lease term were accounted for as a lease modification under the current U.S. GAAP guidance. The total rent that was or will be deferred or abated as a result of requests for relief from our landlords other than BKC was $5.8 million, of which $4.8 million has been or remains to be repaid over various periods which began in the third quarter of 2020. Additionally, the Company received $0.4 million in 2020 from BKC for concessions related to leases the Company subleases from BKC with third party landlords (see Note 16). As of January 2, 2022, $0.2 million remains to be repaid to landlords related to these deferrals. Rent commitments under finance and non-cancelable operating leases at January 2, 2022 were as follows: Fiscal year ending: Operating Leases Finance Leases January 2, 2022 $ 101,758 $ 1,840 January 1, 2023 101,085 1,678 December 31, 2023 99,896 1,291 December 29, 2024 97,941 1,170 December 28, 2025 96,262 1,082 Thereafter 839,158 53 Total lease payments 1,336,100 7,114 Less: imputed interest (488,453) (808) Present value of lease liabilities 847,647 6,306 Less: current portion (44,688) (1,544) Total long-term lease liabilities $ 802,959 $ 4,762 Lease Cost The components and classification of lease expense for the years ended January 2, 2022, January 3, 2021 and December 29, 2019 are as follows: Year ended Lease cost Classification January 2, 2022 January 3, 2021 December 29, 2019 Operating lease cost (1) Restaurant rent expense $ 103,733 $ 102,651 $ 90,718 Operating lease cost (2) General and administrative 946 606 579 Variable lease cost - variable rent Restaurant rent expense 18,929 15,793 16,429 Variable lease cost - common area maintenance Other restaurant operating expenses 585 521 617 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization 755 1,233 1,778 Interest on lease liabilities Interest expense 133 130 256 Total lease cost $ 125,081 $ 120,934 $ 110,377 (1) Includes short-term leases which are not material. (2) Represents operating lease costs for property and equipment not directly related to restaurant operations. Lease Position Supplemental balance sheet information related to leases was as follows as of January 2, 2022 and January 3, 2021: Leases Classification January 2, 2022 January 3, 2021 Assets Operating leases Operating right-of-use assets, net $ 791,763 $ 799,962 Finance leases Property and equipment, net 6,153 644 Total leased assets $ 797,916 $ 800,606 Liabilities Current Operating leases Current portion of operating lease liabilities $ 44,688 $ 41,815 Finance leases Current portion of long-term debt and finance lease liabilities 1,544 525 Long-term Operating leases Operating lease liabilities 802,959 809,969 Finance leases Long-term debt and finance lease liabilities 4,762 383 Total lease liabilities $ 853,953 $ 852,692 Weighted Average Remaining Lease Term Operating leases 13.5 years 14.0 years Finance leases 4.3 years 2.4 years Weighted Average Discount Rate Operating leases 7.0 % 7.0 % Finance leases 5.8 % 8.9 % Other Information Supplemental cash flow information related to leases for the years ended January 2, 2022 and January 3, 2021 are as follows: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Gain (loss) on sale-leaseback transactions $ (22) $ 189 $ 636 Lease assets and liabilities resulting from lease modifications and new leases 36,633 50,978 76,878 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 100,660 98,561 87,220 Operating cash flows from finance leases 133 130 256 Financing cash flows from finance lease obligations 981 1,617 2,170 |
Leases | Leases During the years ended January 2, 2022, January 3, 2021 and December 29, 2019, the Company sold 13, 12 and 27 restaurant properties, respectively, in sale-leaseback transactions for net proceeds of $22.3 million, $22.5 million and $48.4 million, respectively. These leases have been classified as operating leases and generally contain a twenty-year initial term plus renewal options. As a result of the COVID-19 pandemic and the resulting economic uncertainty in the restaurant industry in 2020, the Company contacted each of its landlords to potentially negotiate accommodations to preserve cash. For certain leases the Company was able to modify existing payment terms, in some cases through deferral of existing payments until future periods and in some cases through a reduction in payments due during this period. The Company elected the practical expedient to not evaluate whether a deferral of rent within the current term is a lease modification. Any concessions which resulted in extension of the existing lease term were accounted for as a lease modification under the current U.S. GAAP guidance. The total rent that was or will be deferred or abated as a result of requests for relief from our landlords other than BKC was $5.8 million, of which $4.8 million has been or remains to be repaid over various periods which began in the third quarter of 2020. Additionally, the Company received $0.4 million in 2020 from BKC for concessions related to leases the Company subleases from BKC with third party landlords (see Note 16). As of January 2, 2022, $0.2 million remains to be repaid to landlords related to these deferrals. Rent commitments under finance and non-cancelable operating leases at January 2, 2022 were as follows: Fiscal year ending: Operating Leases Finance Leases January 2, 2022 $ 101,758 $ 1,840 January 1, 2023 101,085 1,678 December 31, 2023 99,896 1,291 December 29, 2024 97,941 1,170 December 28, 2025 96,262 1,082 Thereafter 839,158 53 Total lease payments 1,336,100 7,114 Less: imputed interest (488,453) (808) Present value of lease liabilities 847,647 6,306 Less: current portion (44,688) (1,544) Total long-term lease liabilities $ 802,959 $ 4,762 Lease Cost The components and classification of lease expense for the years ended January 2, 2022, January 3, 2021 and December 29, 2019 are as follows: Year ended Lease cost Classification January 2, 2022 January 3, 2021 December 29, 2019 Operating lease cost (1) Restaurant rent expense $ 103,733 $ 102,651 $ 90,718 Operating lease cost (2) General and administrative 946 606 579 Variable lease cost - variable rent Restaurant rent expense 18,929 15,793 16,429 Variable lease cost - common area maintenance Other restaurant operating expenses 585 521 617 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization 755 1,233 1,778 Interest on lease liabilities Interest expense 133 130 256 Total lease cost $ 125,081 $ 120,934 $ 110,377 (1) Includes short-term leases which are not material. (2) Represents operating lease costs for property and equipment not directly related to restaurant operations. Lease Position Supplemental balance sheet information related to leases was as follows as of January 2, 2022 and January 3, 2021: Leases Classification January 2, 2022 January 3, 2021 Assets Operating leases Operating right-of-use assets, net $ 791,763 $ 799,962 Finance leases Property and equipment, net 6,153 644 Total leased assets $ 797,916 $ 800,606 Liabilities Current Operating leases Current portion of operating lease liabilities $ 44,688 $ 41,815 Finance leases Current portion of long-term debt and finance lease liabilities 1,544 525 Long-term Operating leases Operating lease liabilities 802,959 809,969 Finance leases Long-term debt and finance lease liabilities 4,762 383 Total lease liabilities $ 853,953 $ 852,692 Weighted Average Remaining Lease Term Operating leases 13.5 years 14.0 years Finance leases 4.3 years 2.4 years Weighted Average Discount Rate Operating leases 7.0 % 7.0 % Finance leases 5.8 % 8.9 % Other Information Supplemental cash flow information related to leases for the years ended January 2, 2022 and January 3, 2021 are as follows: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Gain (loss) on sale-leaseback transactions $ (22) $ 189 $ 636 Lease assets and liabilities resulting from lease modifications and new leases 36,633 50,978 76,878 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 100,660 98,561 87,220 Operating cash flows from finance leases 133 130 256 Financing cash flows from finance lease obligations 981 1,617 2,170 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jan. 02, 2022 | |
Long-term Debt, Unclassified [Abstract] | |
Long-Term Debt | Long-term Debt Long-term debt at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Senior Credit Facility: Term B Loans $ 171,875 $ 419,375 Term B-1 Loans — 73,875 Revolving credit borrowings (1) — — Senior Notes Due 2029 300,000 — Finance lease liabilities 6,306 908 Total Funded debt 478,181 494,158 Less: current portion of long-term debt and finance lease liabilities (5,794) (5,525) Less: unamortized debt issuance costs (6,490) (7,777) Less: original issue discount (580) (5,161) Total Long-term Debt $ 465,317 $ 475,695 (1) As of March 9, 2022 the Company had $20.0 million in revolving credit borrowings outstanding. Senior Credit Facility . On April 30, 2019, the Company entered into senior secured credit facilities in an aggregate principal amount of $550.0 million, consisting of (i) a Term Loan B Facility in an aggregate principal amount of $425.0 million (the “Term Loan B Facility”) maturing on April 30, 2026 and (ii) a revolving credit facility (including a sub-facility of $35.0 million for standby letters of credit) in an aggregate principal amount of $125.0 million maturing on April 30, 2024 (the “Revolving Credit Facility” and, together with the Term Loan B Facility, the " Senior Credit Facilities”). On December 13, 2019, the Company entered into the First Amendment to its Senior Credit Facilities (the “First Amendment”) which amended a financial covenant under the Senior Credit Facilities applicable solely with respect to the Revolving Credit Facility that previously required the Company to maintain quarterly a Total Net Leverage Ratio (as defined in the Senior Credit Facilities) of not greater than 4.75 to 1.00 (measured on a most recent four quarter basis), to now require that the Company maintain only a First Lien Leverage Ratio (as defined in the Senior Credit Facilities) of not greater than 5.75 to 1.00 (as measured on a most recent four quarter basis) if, and only if, on the last day of any fiscal quarter (beginning with the fiscal quarter ended December 29, 2019), the sum of the aggregate principal amount of outstanding revolving credit borrowings under the Revolving Credit Facility and the aggregate face amount of letters of credit issued under the Revolving Credit Facility (excluding undrawn letters of credit in an aggregate face amount up to $12.0 million) exceeds 35% of the aggregate amount of the maximum revolving credit borrowings under the Revolving Credit Facility. The First Amendment also reduced the aggregate maximum revolving credit borrowings under the Revolving Credit Facility by $10.0 million to a total of $115.0 million. On March 25, 2020, the Company entered into the Second Amendment to its Senior Credit Facilities (the “Second Amendment”). The Second Amendment, among other things, (i) increased the aggregate maximum commitments available for revolving credit borrowings (including standby letters of credit) under the Revolving Credit Facility (the “Revolving Committed Amount”) by $15.4 million to a total of $130.4 million, (ii) amended the definition of Applicable Margin (such definition and all other definitions used herein and otherwise not defined herein shall be the meanings set forth in the Senior Credit Facilities), (iii) provided for a commitment fee (the “Ticking Fee”) beginning on the 180th day after the Second Amendment Effective Date and for so long as the Revolving Committed Amount remained greater than $115.0 million, and (iv) provided that the Company shall use the proceeds of an Extension of Credit which results in the sum of the aggregate principal amount of outstanding Revolving Loans plus the aggregate amount of LOC Obligations equaling an amount in excess of $115.0 million solely for ongoing operations of the Company and its subsidiaries and shall not be held as cash on the balance sheet. The terms outlined as (ii), (iii) and (iv) were modified in the Sixth Amendment described below. On April 8, 2020, the Company entered into the Third Amendment to its Senior Credit Facilities which increased the aggregate maximum commitments available for revolving credit borrowings (including standby letters of credit) under the Revolving Credit Facility by $15.4 million to a total of $145.8 million. On April 16, 2020, the Company entered into the Fourth Amendment to its Senior Credit Facilities (the "Fourth Amendment"). The Fourth Amendment permits the Company to incur and, if necessary, repay indebtedness incurred pursuant to the Paycheck Protection Program (the "PPP") under the CARES Act. Subsequent to the Fourth Amendment, the Company withdrew its application for relief under the PPP and returned the funds upon receipt. On June 23, 2020 (the “Fifth Amendment Effective Date”), the Company entered into the Fifth Amendment to its Senior Credit Facilities (the “Fifth Amendment”). The Fifth Amendment increased the Term Loan (as defined in the Senior Credit Facilities) borrowings in the aggregate principal amount of $75 million of Incremental Term B-1 Loans (as defined in the Senior Credit Facilities). The Incremental Term B-1 Loans constituted a new tranche of Term Loans ranking pari passu in right of payment and security with the Initial Term Loans for all purposes under the Senior Credit Facilities. The Incremental Term B-1 Loans had the same terms as outstanding borrowings under the Company's existing Term Loan B facility pursuant to and in accordance with the Senior Credit Facilities, provided that (i) borrowings under the Incremental Term B-1 Loans bore interest at a rate per annum, at the Company’s option, of (a) the Alternate Base Rate (as defined in the Senior Credit Facilities) plus the applicable margin of 5.25% or (b) the LIBOR Rate (as defined in the Senior Credit Facilities) (which shall not be less than 1% for Incremental Term B-1 Loans) plus the applicable margin of 6.25% and (ii) certain prepayments of the Incremental Term B-1 Loans by the Company prior to the first anniversary of the Fifth Amendment Effective Date would be subject to a premium to the Administrative Agent (as defined in the Senior Credit Facilities), for the ratable account of each applicable Term Loan Lender (as defined in the Senior Credit Facilities) holding Incremental Term B-1 Loans on the date of such prepayment equal to the Applicable Make-Whole Amount (as defined in the Senior Credit Facilities) with respect to the principal amount of the Incremental Term B-1 Loans so prepaid. The principal amount of the Incremental Term B-1 Loans amortized in an aggregate annual amount equal to 1% of the original principal amount of the Incremental Term B-1 Loans and were repayable in consecutive quarterly installments on the last day of the Company's fiscal quarters beginning on the third fiscal quarter of 2020. The remaining outstanding principal amount of the Incremental Term B-1 Loan and all accrued but unpaid interest and other amounts payable with respect to the Incremental Term B-1 Loan would be due on April 30, 2026, which is the Term Loan Maturity Date (as defined in the Senior Credit Facilities). The net proceeds of the Incremental Term B-1 Loans were $71.3 million after original issue discount and were used for general corporate purposes, including repayment of the outstanding balance of the Revolving Credit Facility. The Term B-1 Loans were repaid in full on June 28, 2021. On April 6, 2021, the Company entered into the Sixth Amendment to its Senior Credit Facilities (the “Sixth Amendment”) which increased the aggregate maximum commitments available for revolving credit borrowings (including standby letters of credit) under the Revolving Credit Facility by $29.2 million to a total of $175.0 million. The Sixth Amendment also amended the definitions in the Senior Credit Facilities of (i) Applicable Margin, to provide that the Applicable Margin for borrowings under the Revolving Credit Facility (including Letter of Credit Fees) shall be at a rate per annum equal to 3.25% for LIBOR Rate Loans and 2.25% for Alternate Base Rate Loans, and (ii) Revolving Maturity Date, to provide that the Revolving Maturity Date is extended to January 29, 2026. In addition, the Sixth Amendment amended the Senior Credit Facilities to remove the obligation by the Company to (i) pay a Ticking Fee pursuant to the Ticking Fee Rate and (ii) use the proceeds of an Extension of Credit which results in the sum of the aggregate principal amount of outstanding Revolving Loans plus the aggregate amount of LOC Obligations equaling an amount in excess of $115.0 million solely for ongoing operations of the Company and its subsidiaries and not to hold as cash on the balance sheet. On June 28, 2021, the Company entered into the Seventh Amendment to its Senior Credit Facilities (the “Seventh Amendment”). The Seventh Amendment revised (a) the initial amount for calculating the Available Amount (as defined in the Senior Credit Facilities) from $27.0 million to $50.0 million which is utilized, among other items, in determining the amount of Restricted Payments (as defined in the Senior Credit Facilities) and Permitted Investments (as defined in the Senior Credit Facilities), (b) the calculation of the Company's ability to incur an Incremental Term Loan (as defined in the Senior Credit Facilities) or an increase to the Revolving Committed Amount from $135.0 million to $180.0 million, and (c) the general basket for Restricted Payments, Permitted Investments and Restricted Junior Debt Payment (as defined in the Senior Credit Facilities) from an aggregate amount not to exceed the greater of (i) $27.0 million and (ii) 20% of Consolidated EBITDA (as defined in the Senior Credit Facilities) as of the most recently completed Reference Period (as defined in the Senior Credit Facilities) to (i) $50.0 million and (ii) 40% of Consolidated EBITDA as of the most recently completed Reference Period. In addition, the Seventh Amendment revises the Total Net Leverage Ratio required for the Company to make Restricted Payments or prepay Junior Debt (as defined in the Senior Credit Facilities) with unutilized Available Amount from 3.00 to 1.00 to 4.00 to 1.00. The Seventh Amendment also provided for affiliates of the Company to acquire up to 20% of the outstanding term loans pursuant to certain transactions. On September 30, 2021, the Company entered into the Eighth Amendment to its Senior Credit Facilities (the “Eighth Amendment”). The Eighth Amendment increased the aggregate maximum commitments available for revolving credit borrowings under the revolving credit facility by $40.0 million to a total of $215.0 million. The Company’s obligations under the Senior Credit Facilities are guaranteed by its subsidiaries and are secured by first priority liens on substantially all of the assets of the Company and its subsidiaries, including a pledge of all of the capital stock and equity interests of its subsidiaries. Under the Senior Credit Facilities, the Company is required to make mandatory prepayments of borrowings in the event of dispositions of assets, debt issuances and insurance and condemnation proceeds (all subject to certain exceptions). The Senior Credit Facilities contain certain covenants, including without limitation, those limiting the Company’s and its subsidiaries' ability to, among other things, incur indebtedness, incur liens, sell or acquire assets or businesses, change the character of its business in all material respects, engage in transactions with related parties, make certain investments, make certain restricted payments or pay dividends. In addition, the Senior Credit Facilities require the Company to meet a First Lien Leverage Ratio (as defined in the Senior Credit Facilities) if revolving credit borrowings exceed 35% of the aggregate borrowing capacity, as described under the First Amendment above. As there were no borrowings under the Revolving Credit Facility at January 2, 2022, no First Lien Leverage Ratio calculation was required. However, if the Company had been subject to the First Lien Leverage Ratio, the Company's First Lien Leverage Ratio was 1.67 to 1.00 as of January 2, 2022 which was below the required First Lien Leverage Ratio of 5.75 to 1.00. As a result, the Company does not expect to have to reduce its term loan borrowings mandatorily with Excess Cash Flow (as defined in the Senior Credit Facilities).The Company was in compliance with the covenants under its Senior Credit Facilities at January 2, 2022. The Senior Credit Facilities contain customary default provisions, including that the lenders may terminate their obligation to advance and may declare the unpaid balance of borrowings, or any part thereof, immediately due and payable upon the occurrence and during the continuance of customary events of default which include, without limitation, payment default, covenant default, bankruptcy default, cross-default on other indebtedness, judgment default and the occurrence of a change of control. The Term Loan B Facility requires quarterly installment payments, which began on September 30, 2019. Amounts outstanding at January 2, 2022 are due and payable as follows: (i) seventeen quarterly installments of $1.1 million; (ii) one final payment of $153.8 million on April 30, 2026. At January 2, 2022, borrowings under the Senior Credit Facilities bore interest as follows (subject to interest rate swap as described below): (i) Revolving Credit Facility: at a rate per annum equal to (a) the Alternate Base Rate (as defined in the Senior Credit Facilities) plus 2.50% or (b) LIBOR Rate (as defined in the Senior Credit Facilities) plus 3.50%. (ii) Term Loan B Facility borrowings: at a rate per annum equal to (a) the Alternate Base Rate (as defined in the Senior Credit Facilities) plus 2.25% or (b) LIBOR Rate (as defined in the Senior Credit Facilities) plus 3.25%. As of January 2, 2022, there were no revolving credit borrowings outstanding and $9.0 million of letters of credit issued under the Revolving Credit Facility. After reserving for issued letters of credit and outstanding revolving credit borrowings, $206.0 million was available for revolving credit borrowings under the Revolving Credit Facility at January 2, 2022. As of March 9, 2022, after reserving for issued letters of credit and $20.0 million in revolving credit borrowings, $186.0 million was available for revolving credit borrowings. Senior Notes due 2029 . On June 28, 2021, the Company issued $300.0 million principal amount of 5.875% Senior Notes due 2029 (the “Notes”) in a private placement. The proceeds of the offering, together with $46.0 million of revolving credit borrowings under the Senior Credit Facilities, were used to (i) repay $74.4 million of outstanding term B-1 loans and $243.6 million of outstanding term B loans under the Senior Credit Facilities (which included scheduled principal payments), (ii) to pay fees and expenses related to the offering of the Notes and the Seventh Amendment and (iii) for working capital and general corporate purposes, including for possible future repurchases of its common stock and/or a dividend payment and/or payments on its common stock. In connection with these transactions, the Company recognized a loss of $8.5 million on the early repayment of the outstanding Term B-1 and Term B loans. Carrols Restaurant Group and certain of its subsidiaries (the "Guarantors") entered into the Indenture (the “Indenture”) dated as of June 28, 2021 with the Bank of New York Mellon Trust Company governing the Notes. The Indenture provides that the Notes will mature on July 1, 2029 and will bear interest at the rate of 5.875% per annum, payable semi-annually on July 1 and January 1 of each year, beginning on January 1, 2022. The entire principal amount of the Notes will be due and payable in full on the maturity date. The Indenture further provides that the Company (i) may redeem some or all of the Notes at any time after July 1, 2024 at the redemption prices described therein, (ii) may redeem up to 40% of the Notes using the proceeds of certain equity offerings completed before July 1, 2024 and (iii) must offer to purchase the Notes if it sells certain of its assets or if specific kinds of changes in control occur, all as set forth in the Indenture. The Notes are senior unsecured obligations of Carrols Restaurant Group and are guaranteed on an unsecured basis by the Guarantors. The Indenture contains certain covenants that limit the ability of Carrols Restaurant Group and the Guarantors to, among other things: incur indebtedness or issue preferred stock; incur liens; pay dividends or make distributions in respect of capital stock or make certain other restricted payments or investments; sell assets; agree to payment restrictions affecting Restricted Subsidiaries (as defined in the Indenture); enter into transactions with affiliates; or merge, consolidate or sell substantially all of the assets. Such restrictions are subject to certain exceptions and qualifications all as set forth in the Indenture. The Company was in compliance with all such covenants as of January 2, 2022. Interest Rate Swap. In March 2020, the Company entered into an interest rate swap agreement with certain of its lenders under the Senior Credit Facilities to mitigate the risk of increases in the variable interest rate related to term loan borrowings under the Senior Credit Facilities. The interest rate swap fixed the interest rate on 50% of the outstanding borrowings under the Senior Credit Facility at 0.915% plus the applicable margin in its Senior Credit Facilities. The agreement matures on February 28, 2025 and had an original notional amount of $220.0 million. The differences between the variable LIBOR rate and the interest rate swap rate of 0.915% are settled monthly. The Company made additional interest payments of $1.7 million and $1.0 million to settle the interest rate swap during the twelve months ended January 2, 2022 and January 3, 2021, respectively. On November 12, 2021, the Company partially terminated this interest rate swap to reduce the notional amount hedged from $220.0 million to $120.0 million. The reduction, which settled with net proceeds to the Company of $0.2 million, leaves the fixed rate and other terms of the swap arrangement unchanged and provided the flexibility to repay borrowings under the Senior Credit Facilities which previously needed to be maintained at the hedged $220.0 million notional amount. The fair value of the Company's interest rate swap agreement was an asset of $0.6 million as of January 2, 2022 which is included in other assets in the accompanying consolidated balance sheets. Changes in the valuation of the Company's interest rate swap were included as a component of other comprehensive income and will be reclassified to earnings as the income or losses are realized. The Company expects to reclassify net losses totaling $0.9 million into earnings in the next twelve months. The Company's counterparties under this arrangement provided the Company with quarterly statements of the market values of these instruments based on significant inputs that were observable or could be derived principally from, or corroborated by, observable market data for substantially the full term of the asset or liability. The Company classified this within Level 2 of the valuation hierarchy described in Note 2. The impact on the derivative liabilities for the Company and the counterparties' non-performance risk to the derivative trades was considered when measuring the fair value of derivative liabilities. At January 2, 2022, principal payments required on long-term debt, including finance leases, were as follows: Fiscal year ending: January 1, 2023 $ 5,794 December 31, 2023 5,699 December 29, 2024 5,389 December 28, 2025 5,326 December 27, 2026 155,922 Thereafter 300,051 $ 478,181 |
Other Income (Notes)
Other Income (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
Other Income and Expenses [Abstract] | |
Other Income | Other Income, net In 2021, the Company recorded other income, net of $1.2 million, which consisted of a $1.1 million gain from the sale of a litigation claim, insurance recoveries of $1.3 million related to property damage at two of the Company's restaurants and a loss on disposal of assets of $1.2 million. In 2020, the Company recorded other income, net of $1.3 million, which consisted of gains related to insurance recoveries from property damage at four of its restaurants of $2.1 million, net gain on 12 sale-leaseback transactions of $0.2 million and a loss on disposal of assets of $1.0 million. In 2019, the Company recorded other income, net of $1.9 million which consisted of a $1.9 million gain from a settlement with RBI for their approval of new restaurant development by other franchisees which unfavorably impacted the Company's restaurants, $0.6 million net gains on sale-leaseback transactions, a $0.2 million gain related to insurance recoveries from fire at two of its restaurants and a loss on a disposal of restaurant equipment of $0.8 million. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 02, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision (benefit) for income taxes was comprised of the following: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Current: Federal $ — $ — $ (260) State (36) 268 119 (36) 268 (141) Deferred: Federal (12,374) (6,039) (9,768) State (4,021) (1,073) (2,214) (16,395) (7,112) (11,982) Increase in valuation allowance 11,272 13,138 — Provision (benefit) for income taxes $ (5,159) $ 6,294 $ (12,123) Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. The components of deferred income tax assets and liabilities at January 2, 2022 and January 3, 2021 were as follows: January 2, 2022 January 3, 2021 Deferred income tax assets: Operating lease liabilities $ 217,236 $ 219,096 Federal net operating loss carryforwards 26,839 28,880 Tax credit carryforwards 39,965 35,650 State net operating loss carryforwards 6,837 6,032 Interest expense limitation under section 163 (j) 1,345 — Stock-based compensation expense 1,683 1,323 Accrued vacation benefits 2,844 2,684 Accumulated other comprehensive income-accrued interest rate swap — 1,841 Postretirement benefit obligations 766 853 Other deferred income tax assets 6,507 4,345 Gross deferred income tax assets 304,022 300,704 Less: Valuation allowance (24,410) (13,138) Total deferred income tax assets $ 279,612 $ 287,566 Deferred income tax liabilities: Operating right-of-use assets (202,887) (205,897) Property and equipment depreciation (18,092) (26,056) Franchise rights (63,030) (65,329) Accumulated other comprehensive income-postretirement benefits (380) (474) Accumulated other comprehensive income-accrued interest rate swap (161) — Other deferred income tax liabilities (2,679) (1,172) Total deferred income tax liabilities (287,229) (298,928) Net long-term deferred income tax liabilities $ (7,617) $ (11,362) The Company's federal net operating loss carryforwards generated prior to December 31, 2017 expire beginning in 2035. Federal net operating losses generated subsequent to 2017 have no expiration date. As of January 2, 2022, the Company had federal net operating loss carryforwards of approximately $127.8 million, general business credits ("GBC") carryforwards of $40.0 million and approximately $143.9 million in state net operating loss carryforwards. The Company's GBC carryforwards begin to expire in 2031 and state net operating loss carryforwards begin to expire in 2022. The Company has performed the required assessment of positive and negative evidence regarding the realization of deferred income tax assets in accordance with ASC 740 at January 2, 2022 and January 3, 2021. Under ASC 740, the weight given to negative and positive evidence is commensurate only to the extent that such evidence can be objectively verified. ASC 740 prescribes that objective historical evidence, in particular the Company’s three-year cumulative loss position at January 2, 2022, be given a greater weight than subjective evidence, including the Company’s forecast of future taxable income, which include assumptions that cannot be objectively verified. In determining the likelihood of future realization of the deferred income tax assets as of January 2, 2022 and January 3, 2021 the Company considered both positive and negative evidence and weighted the effect of such evidence based upon its objectivity. Based on the required weight of evidence under ASC 740, as of January 2, 2022 and January 3, 2021, the Company determined the valuation allowances needed for certain federal income tax credits that may expire prior to their utilization by the Company of $24.4 million and $13.1 million, respectively. The amount of the deferred tax asset to be considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as projections for growth. The company recorded income tax expense of $11.3 million and $13.1 million in fiscal 2021 and 2020, respectively, relative to this valuation reserve. A reconciliation of the statutory federal income tax provision to the income tax provision (benefit) for the years ended January 2, 2022, January 3, 2021, and December 29, 2019 was as follows: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Statutory federal income tax provision (benefit) $ (10,119) $ (4,865) $ (9,249) State income taxes, net of federal benefit (2,934) (726) (1,655) Employment tax credits (3,274) (2,585) (2,938) Change in valuation allowances 11,272 13,138 — Non-deductible expenses 431 214 1,374 Stock-based compensation 127 525 308 Rate change (163) 312 — Miscellaneous (499) 281 37 Provision (benefit) for income taxes $ (5,159) $ 6,294 $ (12,123) The Company's policy is to recognize interest and/or penalties related to uncertain tax positions in income tax expense. At January 2, 2022 and January 3, 2021, the Company had no unrecognized tax benefits and no accrued interest related to uncertain tax positions. The tax years 2017 - 2020 remain open to examination by the major taxing jurisdictions to which the Company is subject. Although it is not reasonably possible to estimate the amount by which unrecognized tax benefits may increase within the next twelve months due to uncertainties regarding the timing of examinations, the Company does not expect unrecognized tax benefits to significantly change in the next twelve months. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jan. 02, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2016 Stock Incentive Plan. In 2016, the Company adopted a stock plan entitled the 2016 Stock Incentive Plan (the “2016 Plan”) and reserved and authorized a total of 4,000,000 shares of common stock for grant thereunder. On June 18, 2021, at the 2021 Annual Meeting of Stockholders, the Company' stockholders approved the Second Amendment to the 2016 Plan increasing the authorized total by 3,500,000 to 7,500,000 shares of common stock for grant thereunder. As of January 2, 2022, 3,599,630 shares were available for future grant or issuance. Stock-based compensation expense for the years ended January 2, 2022, January 3, 2021, and December 29, 2019 was $6.2 million, $5.2 million and $5.8 million, respectively. As of January 2, 2022, the total remaining stock-based compensation expense relating to non-vested shares and stock options was approximately $5.6 million and the remaining weighted average vesting period for non-vested shares and stock options was 1.1 years. Non-vested Shares . During the year ended January 2, 2022, the Company granted 895,000 non-vested shares of common stock to certain employees and officers of the Company and 92,744 non-vested shares to outside directors of the Company. These shares generally vest in equal installments over their three-year service period, provided the participant has continuously remained an employee, officer, or director of the Company. During the year ended January 3, 2021, the Company granted 790,000 non-vested shares of common stock to certain employees and officers of the Company and 73,128 non-vested shares to outside directors of the Company. These shares generally vest in equal installments over their three-year service period, provided the participant has continuously remained an employee, officer, or director of the Company. During the year ended December 29, 2019, the Company granted 417,500 non-vested shares of common stock to certain employees and officers of the Company and 47,470 non-vested shares of common stock to non-employee directors provided that the participant has continuously remained an employee, officer or director of the Company. These shares generally vest in equal installments over their three-year service period. Also in 2019, the Company granted 10,000 non-vested shares of common stock to an interim officer of the Company, which vested in May 2020. A summary of all non-vested common share activity for the year ended January 2, 2022 was as follows: Shares Weighted Average Grant Date Price Non-vested at January 3, 2021 1,167,848 $ 7.02 Granted 987,744 $ 6.94 Vested (531,437) $ 7.94 Forfeited (287,325) $ 7.21 Non-vested at January 2, 2022 1,336,830 $ 6.55 The fair value of the non-vested shares is based on the closing price of the Company's common stock on the date of grant. Stock Options. During the twelve months ended January 3, 2021, the Company granted in the aggregate options to purchase 1,075,000 shares of its common stock, consisting of 739,340 shares of non-qualified stock options and 335,660 shares of incentive stock options (“ISOs”) to certain employees and officers of the Company. These options become exercisable and are being expensed in equal installments over their three-year service period. The options expire seven years from the date of the grant and were issued with an exercise price equal to the fair market value of the stock price, or $7.12 per share of common stock, on the date of grant. The following assumptions were used in the Black-Scholes option-pricing model to determine the fair value of stock option awards at the grant date: 2020 Risk-free interest rate 0.21 % Expected term (in years) 4.5 Expected volatility 65.10 % Expected dividend yield — % Fair Value $ 3.65 Expected term represents the period that the stock option awards were expected to be outstanding. Given the Company has not issued stock options since 2010, it concluded that its stock option exercise history did not provide a reasonable basis upon which to estimate expected term and therefore used the simplified method to determine the expected term of this stock option grant. This method bases the expected term calculation on the average of the vesting term and the contractual term of the awards. The risk-free interest rate was based on the yield of constant maturity U.S. treasury bonds with a remaining term equal to the expected term of the awards. There was no expected dividend yield. The Company estimated the stock price volatility using weekly price observations over the most recent historical period equal to the expected life of the awards. A summary of all stock option activity for the year ended January 2, 2022 was as follows: Options Weighted Average Exercise Price Average Remaining Contractual Life Aggregate Intrinsic Value (1) Options outstanding at January 3, 2021 1,050,000 Forfeited (25,000) $ 7.12 Options Outstanding at January 2, 2022 1,025,000 $ 7.12 5.6 $ — Vested or expected to vest at January 2, 2022 1,025,000 $ 7.12 5.6 $ — Options exercisable at January 2, 2022 348,500 $ 7.12 5.6 $ — (1) The aggregate intrinsic value is calculated using the difference between the market price of the Company's common stock at January 2, 2022 of $2.96 and the grant date exercise price for only those awards that have a grant date exercise price that is less than the market price of the Company's common stock at January 2, 2022. There were no awards having a grant date exercise price less than the market price of the Company's common stock at January 2, 2022. Restricted Stock Units. The Company has issued restricted stock units (“RSUs”) on shares of the Company's common shares to certain officers of the Company. During the twelve months ended January 2, 2022, the Company issued 99,317 RSUs which generally vest in equal installments over three years. Additionally, 12,805 RSUs were issued as dividend equivalents in connection with the special dividend in 2021 which will vest according to the original vesting schedules of the underlying RSUs. During the twelve months ended January 2, 2022, 19,958 RSUs vested into shares of the Company's common stock at a weighted average price of $6.68 per share. A summary of all RSU activity for the year ended January 2, 2022 was as follows: Units Non-vested at January 3, 2021 37,456 Granted 112,122 Vested (19,958) Non-vested at January 2, 2022 129,620 |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Jan. 02, 2022 | |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |
Preferred Stock [Text Block] | Stockholders' Equity Preferred Stock . In 2012, Carrols Restaurant Group issued to BKC 100 shares of the Company's Series A Convertible Preferred Stock (the "Series A Convertible Preferred Stock") pursuant to a certificate of designation. These shares were convertible into 9,414,580 shares of Carrols Restaurant Group Common Stock ("Carrols Common Stock"). In 2018, Carrols Restaurant Group, BKC and Blue Holdco 1, LLC ("Blue Holdco" and together with BKC, the "BKC Stockholders") exchanged the Series A Convertible Preferred Stock for Series B Convertible Preferred Stock (the "Series B Convertible Preferred Stock"), with substantially the same powers, preferences and rights of the shares of Series A Convertible Preferred Stock, except to provide that such shares will be transferable by the BKC Stockholders solely to certain of its affiliates or subsidiaries. The Series B Convertible Preferred Stock ranks senior to Carrols Common Stock with respect to rights on liquidation, winding-up and dissolution of Carrols Restaurant Group. The Series B Convertible Preferred Stock is perpetual, will receive any dividends and amounts upon a liquidation event on an as converted basis, does not pay interest and has no mandatory prepayment features. The BKC Stockholders also have certain approval and voting rights as set forth in the certificate of designation for the Series B Convertible Preferred Stock so long as they own greater than 7.5% of the outstanding shares of Carrols Common Stock (on an as-converted basis). The Series B Convertible Preferred Stock will vote with the Company's Common Stock on an as converted basis and provides for the right of the BKC Stockholders to elect (a) two members to the Company's Board of Directors until the date on which the number of shares of common stock into which the outstanding shares of Series B Convertible Preferred Stock held by the BKC stockholders are then convertible constitutes less than 11.5% of the total number of outstanding shares of the Company's Common Stock and (b) one member to the Company's Board of Directors until the BKC Stockholders own Series B Convertible Preferred Stock (on an as converted basis) of less than 7.5% of the total number of outstanding shares of the Company's Common Stock. In connection with the Cambridge Merger, Cambridge Holdings was issued 10,000 shares of the Company's Series C Convertible Preferred Stock (the "Series C Convertible Preferred Stock") that was automatically converted during the third quarter of 2019 into approximately 7.5 million shares of the Company's Common Stock when such conversion was approved by the Company's stockholders at the Company's annual stockholders meeting on August 29, 2019. A Registration Rights and Stockholders' Agreement was entered into between the Company and Cambridge Holdings in connection with the issuance of Series C Convertible Preferred Stock which requires (a) two members to be nominated for election or re-election to the Company's Board of Directors until the date on which the number of shares of common stock held by Cambridge Holdings is less than 14.5% of the total number of outstanding shares of the Company's Common Stock and (b) one member to be nominated for election or re-election to the Company's Board of Directors until the date on which the number of shares of common stock held by Cambridge Holdings is less than 10% of the total number of outstanding shares of the Company's Common Stock. As of January 2, 2022 Cambridge Holdings beneficially owns approximately 24.4% of the Company's outstanding Common Stock after giving effect to treasury share repurchases. Stock Repurchase Program. On August 2, 2019, the Company's Board of Directors approved a stock repurchase plan ("Repurchase Program") under which the Company may repurchase up to $25.0 million of its outstanding common stock. The authorization became effective August 2, 2019. On August 10, 2021, the Company's Board of Directors approved an extension of the Company's Repurchase Program with approximately $11.0 million of its original $25 million in capacity remaining. The authorization will expire on August 2, 2023, unless terminated earlier by the Board of Directors. Purchases under the Repurchase Program may be made from time to time in open market transactions at prevailing market prices or in privately negotiated transactions (including, without limitation, the use of Rule 10b5-1 plans) in compliance with applicable federal securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The Company has no obligation to repurchase stock under the Repurchase Program, and the timing, actual number and value of shares purchased will depend on the Company's stock price, trading volume, general market and economic conditions, and other factors. During the twelve months ended January 3, 2021, the Company repurchased in open market transactions 1,534,304 shares of the Company's Common Stock at an average share price of $6.52 for a total cost of $10.0 million under the Repurchase Program. During the twelve months ended December 29, 2019, the Company repurchased in open market transactions 553,112 shares of the Company's Common Stock at an average share price of $7.26 for a total cost of $4.0 million under the Repurchase Program. At January 2, 2022, $11.0 million was available to repurchase shares under the Repurchase Program. Shares repurchased are being held in treasury until they are retired at the discretion of the Board of Directors. Special Cash Dividend. Effective August 12, 2021, the Board declared a $0.41 per share special cash dividend amounting to $0.41 per share on all issued and outstanding shares of common stock, including common stock |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Jan. 02, 2022 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) per Share The Company applies the two-class method to calculate and present net income (loss) per share. The Company's non-vested restricted share awards and Series B Convertible Preferred Stock held by the BKC Stockholders contain non-forfeitable rights to dividends and are considered participating securities for purposes of computing net income per share pursuant to the two-class method. Under the two-class method, net earnings are reduced by the amount of dividends declared (whether paid or unpaid) and the remaining undistributed earnings are then allocated to common stock and participating securities, based on their respective rights to receive dividends. Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of shares of common stock outstanding for the reporting period. Diluted net income (loss) per share reflects additional shares of common stock outstanding, where applicable, calculated using the treasury stock method or the two-class method. The following table sets forth the calculation of basic and diluted net income (loss) per share: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Basic net loss per share: Net loss $ (43,029) $ (29,463) $ (31,919) Less: Income attributable to non-vested shares — — — Less: Income attributable to preferred stock — — — Net loss available to common stockholders $ (43,029) $ (29,463) $ (31,919) Weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Basic net loss per share $ (0.86) $ (0.58) $ (0.74) Diluted net loss per share: Net loss $ (43,029) $ (29,463) $ (31,919) Weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Dilutive effect of preferred stock and non-vested shares — — — Dilutive weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Diluted net loss per share (1) $ (0.86) $ (0.58) $ (0.74) Shares excluded from diluted net loss per share computations (1) 9,681,878 9,615,435 11,484,159 |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Jan. 02, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Lease Guarantees. Fiesta Restaurant Group, Inc. ("Fiesta"), a former wholly-owned subsidiary of the Company, was spun-off in 2012 to the Company's stockholders. As of January 2, 2022, the Company is a guarantor under 17 leases from the time when Fiesta was its subsidiary, which have lease terms expiring on various dates through 2030. As of January 2, 2022, the guarantees include eight Fiesta restaurant property leases and nine Taco Cabana leases of which all but one Fiesta-owned restaurant is still operating. Eight of these guarantees are for leases with Pollo Operations, Inc, a wholly owned subsidiary of Fiesta, and nine of the guarantees are for leases Texas Taco Cabana, L.P., an indirect subsidiary of Taco Cabana, Inc. (together with all direct and indirect subsidiaries, “Taco”). Taco was a wholly owned subsidiary of Fiesta until August 17, 2021 when Fiesta sold all of its outstanding capital stock of Taco Cabana, Inc. to YTC Enterprises, LLC, an affiliate of Yadav Enterprises, Inc. The Company is fully liable for all obligations under the terms of the leases in the event that a tenant fails to pay any sums due under the lease, subject to indemnification provisions of the Separation and Distribution Agreement entered into in connection with the spin-off of Fiesta. The maximum potential amount of future undiscounted rental payments the Company could be required to make under these leases at January 2, 2022 was $9.0 million. The obligations under these leases will generally continue to decrease over time as these operating leases expire, other than execution of option renewals that exist under the original leases. No payments related to these guarantees have been made by the Company to date and none are expected to be required to be made in the future. The Company has not recorded a liability for these guarantees in accordance with ASC 460 - Guarantees as Fiesta has indemnified the Company for all such obligations and the Company did not believe it was probable it would be required to perform under any of the guarantees or direct obligations. Litigation. The Company is a party to various litigation matters that arise in the ordinary course of business. The Company does not believe that the ultimate resolution of any of these other matters will have a material adverse effect on its consolidated financial statements. Supplier Concentrations. The Company primarily utilizes four distributors, McLane Company Inc., Lineage Foodservice Solutions, LLC, Reinhart Food Service LLC and Performance Foodservice, to supply its Burger King restaurants with the majority of its foodstuffs. As of January 2, 2022, such distributors supplied 31%, 30%, 29% and 10%, respectively, of the Company's Burger King restaurants. The Company utilizes five distributors for its Popeyes restaurants, two for poultry products and three for all other products. For the Company's Popeyes restaurants, one distributor, Customized Distribution Services, supplies 69% of its poultry products and 91% of its non-poultry products. |
Related Parties
Related Parties | 12 Months Ended |
Jan. 02, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Transactions with Related Parties In connection with an acquisition of restaurants from BKC in 2012, the Company issued to BKC 100 shares of Series A Convertible Preferred Stock, which was exchanged for 100 shares of newly issued Series B Convertible Preferred Stock in 2018, and as of January 2, 2022 is convertible into approximately 15.5% of the outstanding shares of the Company's common stock after giving effect to the conversion of the Series B Convertible Preferred Stock and excluding shares held in treasury. See Note 13—Stockholder's Equity for further information. Pursuant to the terms of the Series B Convertible Preferred Stock, the BKC Stockholders are entitled to elect two representatives on the Company's Board of Directors. The Company operates its Burger King restaurants under franchise agreements with BKC and its Popeyes restaurants under franchise agreements with PLK, both subsidiaries of RBI. These franchise agreements generally provide for an initial term of twenty years and currently have an initial franchise fee of $50,000. With BKC's and PLK's respective approval, the Company can elect to extend franchise agreements for additional 20 year terms, provided that the restaurant meets the current restaurant image standard and the Company is not in default under terms of the franchise agreement. In addition to the initial franchise fee, the Company generally pays BKC a monthly royalty at a rate of 4.5% of its Burger King sales and PLK a weekly royalty at a rate of 5.0% of its Popeyes sales. Royalty expense was $72.8 million, $67.2 million, and $62.0 million for the years ended January 2, 2022, January 3, 2021 and December 29, 2019, respectively and is included in other restaurant operating expenses in the consolidated statements of comprehensive income (loss). Beginning in May of 2021, the Company also pays a monthly fee to BKC for use of its digital platform which was $1.3 million for the year ended January 2, 2022 and is included in other restaurant operating expenses in the condensed consolidated statements of comprehensive income (loss). The Company is also generally required to contribute 4% of restaurant sales from the Company's restaurants to the advertising funds utilized by BKC and PLK for their advertising, promotional programs and public relations activities, and amounts for additional local advertising in markets that approve such advertising. Advertising expense associated with these expenditures was $64.0 million, $59.3 million and $56.7 million for the years ended January 2, 2022, January 3, 2021 and December 29, 2019, respectively. As of January 2, 2022, January 3, 2021, and December 29, 2019, the Company leased 225, 232 and 248 of its restaurant locations from BKC, respectively. As of January 2, 2022, the terms and conditions of the leases with BKC are identical to those between BKC and their third-party lessor for 96 of the restaurants. Aggregate rent under these BKC leases for the years ended January 2, 2022, January 3, 2021 and December 29, 2019 was $26.9 million, $25.9 million, and $27.4 million, respectively. The Company does not believe that such lease terms have been significantly affected by the fact that the Company and BKC are deemed to be related parties. As of January 2, 2022 and January 3, 2021, the Company owed BKC $16.3 million and $14.7 million respectively, related to the payment of advertising, royalties, digital fees, rent and real estate taxes, which is normally remitted on a monthly basis. These costs are included in accounts payable, other current liabilities, prepaid rent and accrued real estate taxes on the accompanying consolidated balance sheets. The Company, Carrols Corporation, Carrols LLC, and BKC entered into an Area Development Agreement (the “ADA”) which commenced on April 30, 2019, was set to end on September 30, 2024 and which superseded the Operating Agreement dated as of May 30, 2012, as amended, between Carrols LLC and BKC. The ADA was amended and restated by all parties on January 4, 2021 (the “Amended ADA”). Pursuant to the ADA and for a cost of $3.0 million, BKC had assigned to Carrols LLC the right of first refusal on the sale of franchisee-operated restaurants in 16 states and a limited number of counties in four additional states (“ADA ROFR”). The ADA ROFR was terminated in connection with the Amended ADA. Under the Amended ADA, Carrols LLC has agreed to open, build and operate a total of 50 new Burger King restaurants, 80% of which must be in Kentucky, Tennessee and Indiana. This includes four Burger King restaurants by September 30, 2021 (which were completed in 2021), 10 additional Burger King restaurants by September 30, 2022, 12 additional Burger King restaurants by September 30, 2023, 12 additional Burger King restaurants by September 30, 2024 and 12 additional Burger King restaurants by September 30, 2025. There is a 90-day cure period to meet the required restaurant development each development year. In addition, pursuant to the Amended ADA, BKC granted Carrols LLC franchise pre-approval to build new Burger King restaurants or acquire Burger King restaurants from Burger King franchisees with respect to 500 Burger King restaurants in the aggregate in (i) Kentucky, Tennessee and Indiana (excluding certain geographic areas in Indiana) and (ii) (a) 16 states, which include Arkansas, Indiana, Kentucky, Louisiana, Maine, Maryland, Michigan, Mississippi, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Tennessee, Vermont and Virginia (subject to certain exceptions for certain limited geographic areas within certain states) and (b) any other geographic locations that Carrols LLC enters after the commencement date of the Amended ADA pursuant to BKC procedures subject to certain limitations. In connection with an acquisition of restaurants in 2019, the Company assumed a development agreement for Popeyes, which included an assignment by PLK of its right of first refusal under its franchise agreements with its franchisees for acquisitions in two southern states, as well as a development commitment to open, build and operate approximately 80 new Popeyes restaurants over six years. This development agreement with PLK was terminated on March 17, 2021, with certain covenants applicable to the Company surviving the termination. PLK reserved the right to charge the Company a $0.6 million fee if PLK and the Company are not able to come to a mutually agreeable solution with respect to such fee within a six-month period. The Company received $1.9 million related to a settlement with BKC for their approval of new restaurant development by other franchisees which unfavorably impacted the Company's restaurants which was recorded as other income in 2019 (see Note 10). |
Retirement Plans
Retirement Plans | 12 Months Ended |
Jan. 02, 2022 | |
Retirement Benefits [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | Retirement Plans The Company offers its salaried employees the option to participate in the Carrols Corporation Retirement Savings Plan (the “Retirement Plan”). The Retirement Plan includes a savings option pursuant to section 401(k) of the Internal Revenue Code in addition to a post-tax savings option. Participating employees may contribute up to 50% of their salary annually to either of the savings options, subject to other limitations. The employees may allocate their contributions to various investment options available under a trust established by the Retirement Plan. The Company may elect to contribute to the Retirement Plan on an annual basis. The Company's contribution is equal to 50% of the employee's contribution subject to a maximum annual amount and begins to vest after one year of service and fully vests after five years of service. A year of service is defined as a plan year during which an employee completes at least 1,000 hours of service. Expense recognized for the Company's contributions to the Retirement Plan was $1.8 million, $1.9 million and $1.4 million for the years ended January 2, 2022, January 3, 2021 and December 29, 2019, respectively. The Company also has an Amended and Restated Deferred Compensation Plan which permits employees not eligible to participate in the Retirement Plan because they have been excluded as “highly compensated” employees (as so defined in the Retirement Plan) to voluntarily defer portions of their base salary and annual bonus. All amounts deferred by the participants earn interest at 8% per annum. There is no Company matching on any portion of the funds. At January 2, 2022 and January 3, 2021, a total of $4.9 million and $4.4 million, respectively, was deferred under this plan, including accrued interest, which is included in accrued payroll and long-term other liabilities on the accompanying consolidated balance sheets. |
Selected Quarterly Financial an
Selected Quarterly Financial and Earnings Data (Unaudited) (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information [Text Block] | Selected Quarterly Financial Data (Unaudited) Year Ended January 2, 2022 First Quarter Second Quarter Third Quarter Fourth Quarter Restaurant sales $ 389,993 $ 424,541 (1) $ 421,703 $ 416,133 Income (loss) from operations (3,103) (2) 5,889 (1)(2) (3,647) (1)(2) (9,998) (2) Net loss (7,168) (9,559) (3) (9,902) (3) (16,400) (3) Basic and diluted net loss per share (0.14) (0.19) (0.20) (0.33) Restaurants open at end of period 1,075 1,092 1,092 1,091 Year Ended January 3, 2021 First Quarter Second Quarter Third Quarter Fourth Quarter (4) Restaurant sales $ 351,518 (5) $ 368,418 (5) $ 407,036 $ 420,530 Income (loss) from operations (22,047) (6) 14,302 (6) 10,228 (6) 1,631 (6) Net income (loss) (22,209) 7,842 3,531 (18,627) (7) Basic and diluted net income (loss) per share (0.44) 0.13 0.06 (0.37) Restaurants open at end of period 1,093 1,092 1,088 1,074 (1) In fiscal 2021 the Company acquired 19 restaurants in two separate transactions the second quarter. In fiscal 2021 the Company recorded acquisition costs related to the 2021 acquisitions of $0.3 million in the second quarter and $0.1 million in the third quarter (See Note 3). (2) In fiscal 2021 the Company recorded impairment and other lease charges of $0.4 million in the first quarter, $0.1 million in the second quarter, $0.8 million in the third quarter and $3.2 million in the fourth quarter (See Note 6). (3) In 2021, the Company recorded a valuation allowance on certain of its tax credits of $2.6 million in the second quarter, $1.6 million in the third quarter and $7.1 million in the fourth quarter. (4) The fourth quarter of 2020 includes an extra week (See Note 2). Sales in this extra week were $28.4 million. (5) In the first and second quarters of 2020, the Company's sales were impacted by the onset of the COVID-19 pandemic. Restaurant sales during the last two weeks of March and first two weeks of April showed approximately 30% declines in comparable sales. The declines began easing mid-April and throughout May, with a return to positive changes in comparable restaurant sales for the month of June. (6) In fiscal 2020, the Company recorded impairment and other lease charges of $2.9 million in the first quarter, $2.9 million in the second quarter, $2.0 million in the third quarter and $5.0 million in the fourth quarter. The fourth quarter of 2020 included a $2.0 million charge related to the ROFR termination (See Note 6). |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts (Notes) | 12 Months Ended |
Jan. 02, 2022 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Column B Column C Column D Column E Description Balance at Beginning of Period Charged to Costs and Expenses Charged to other accounts Deductions Balance at End of Period Year Ended January 2, 2022 Deferred income tax valuation allowance $ 13,138 $ 11,272 $ — $ — $ 24,410 Year Ended January 3, 2021 Deferred income tax valuation allowance $ — $ 13,138 $ — $ — $ 13,138 |
Basis Of Presentation (Policies
Basis Of Presentation (Policies) | 12 Months Ended |
Jan. 02, 2022shares | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation [Policy Text Block] | Basis of Consolidation. The accompanying consolidated financial statements include the accounts of the Company and its direct and indirect wholly-owned subsidiaries. All intercompany transactions have been eliminated in consolidation. |
Fiscal Period [Policy Text Block] | Fiscal Year. The Company uses a 52 |
Use of Estimates [Policy Text Block] | Use of Estimates. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates include accrued occupancy costs, insurance liabilities, lease accounting matters, the valuation of acquired assets and liabilities, interest rate swap valuation, the valuation of deferred income tax assets and liabilities, and the evaluation for impairment of goodwill, long-lived assets and franchise rights. Actual results could differ from those estimates. |
Cash and Cash Equivalents [Policy Text Block] | Cash and Cash Equivalents. The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. At both January 2, 2022 and January 3, 2021, the Company did not have any cash invested in money market funds which are classified as cash equivalents on the consolidated balance sheets. |
Inventory [Policy Text Block] | Inventories. Inventories, consisting primarily of food, beverage, and paper supplies, are stated at the lower of cost determined on the first-in, first-out method or net realizable value. Net realizable value is determined as the estimated selling price in the normal course of business minus the cost of disposal and transportation. |
Property and Equipment [Policy Text Block] | Property and Equipment. Property and equipment is recorded at cost. The Company capitalizes all direct costs incurred to develop, construct and substantially improve its restaurants. These costs are depreciated and charged to expense based upon their property classification when placed in service. Repairs and maintenance expenditures are expensed as incurred. |
Business Combinations Policy [Policy Text Block] | Business Combinations. In accordance with ASC 805, the Company allocates the purchase price of an acquired business to its identifiable assets and liabilities based on the estimated fair values. The excess of the purchase price over the amount allocated to the assets and liabilities, if any, is recorded as goodwill. The excess value of the net identifiable assets and liabilities acquired over the purchase price, if any, is recorded as a bargain purchase gain. The Company uses all available information to estimate fair values of identifiable intangible assets and property acquired. In making these determinations, the Company may engage an independent third party valuation specialist to assist with the valuation of certain leasehold improvements, franchise rights and favorable and unfavorable leases. The Company estimates that the seller's carrying value of acquired restaurant equipment, subject to certain adjustments, is equivalent to fair value of this equipment at the date of the acquisition. The fair values of assumed franchise agreements are valued as if the remaining term of the agreement is at the market rate. The fair values of acquired land, buildings, certain leasehold improvements, and restaurant equipment subject to finance leases are determined using both the cost approach and market approach and include significant inputs observable in the open market. The Company categorizes these inputs as Level 2 inputs under ASC 820. The fair value of acquired franchise rights and favorable or unfavorable lease positions are determined using the income approach and includes unobservable inputs. The Company categorizes these inputs as Level 3 inputs under ASC 820. |
Intangible Assets [Policy Text Block] | Franchise Agreements. Fees for initial franchises and renewals are amortized using the straight-line method over the term of the agreement, which is generally twenty years. Franchise Rights. To determine the fair value attributable to franchise rights of restaurant acquisitions, the Company estimates the acquired restaurants' future earnings, discounts those earnings using an appropriate market discount rate and subtracts a contributory charge for net working capital, property and equipment and assembled workforce. Amounts allocated to franchise rights for each acquisition are amortized using the straight-line method over the average remaining term of the acquired franchise agreements plus one twenty-year renewal period. The Company assesses the potential impairment of franchise rights whenever events or changes in circumstances indicate that the carrying value may not be recoverable, which include consideration of the impact of a decline in the Company's market value. If an indicator of impairment exists, an estimate of the aggregate undiscounted cash flows from the acquired restaurants is compared to the respective carrying value of franchise rights for each acquisition. If an asset is determined to be impaired, the loss is measured by the excess of the carrying amount of the asset over its fair value. |
Goodwill [Policy Text Block] | Goodwill. Goodwill represents the excess of purchase price over the value assigned to the net tangible and identifiable intangible assets of the businesses acquired. Goodwill is not amortized, but is tested for impairment annually, or more frequently when events and circumstances indicate that the carrying amount may be impaired. Due to the proximity of an interim goodwill impairment analysis date in 2021 to the Company's annual assessment date, and to allow for a greater amount of time to analyze the assessment of goodwill in advance of the Company's annual report filing deadline in future years, the Company updated its accounting policy to shift the annual impairment test from the last day of the fiscal year to the last day of the eighth month of the fiscal year in 2021 and future fiscal years. This change in date of the annual impairment test is preferable and is not deemed material as the new measurement date of the eighth month of the fiscal year is in relative close proximity to the previous measurement date and the year-end balance sheet date, is not expected to materially impact the goodwill analysis, and allows for more timely financial reporting on these estimates. See Note 5 to the consolidated financial statements. |
Impairment or Disposal of Long-Lived Assets [Policy Text Block] | Impairment of Long-Lived Assets. The Company assesses the potential impairment of long-lived assets, principally property and equipment, by determining whether the carrying value of these assets can be recovered over their respective remaining useful lives through undiscounted future operating cash flows. Impairment is reviewed whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Impairment indicators at the restaurant level include low operating cash flows, declining sales and if the ratio of trailing twelve months cash flows extended over the remaining lease term does not exceed the net book value of the asset group. Impairment indicators on a consolidated basis includes consideration of any impact from a decline in the Company's market value. |
Deferred Financing Costs [Policy Text Block] | Deferred Financing Costs. Financing costs incurred in obtaining long-term debt and lease financing obligations are capitalized and amortized over the life of the related obligation as interest expense using the effective interest method. Long-term debt on the consolidated balance sheets is presented net of the unamortized amount of the financing costs related to long-term borrowings. |
Leases [Policy Text Block] | Leases. The Company utilizes land and buildings in its operations under various lease agreements. The Company does not consider any one of these individual leases material to the Company's operations. Initial lease terms are generally for twenty years and provide for renewal options with rent escalations. The exercise of such renewal options are generally at the Company’s sole discretion. The Company evaluates renewal options at lease commencement to determine if such options are reasonably certain to be exercised based on economic factors. Certain leases also require contingent rent, determined as a percentage of sales as defined by the terms of the applicable lease agreement. For most locations, the Company is obligated for occupancy related costs including payment of property taxes, insurance and utilities. Right-of-use (“ROU”) lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make payments in exchange for that right of use. As the rate implicit within our leases is not readily determinable, the Company uses market and term specific incremental borrowing rates which consider the rate of interest it expects to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. ROU assets are also reduced by lease incentives, initial direct costs and adjusted by favorable lease assets and unfavorable lease liabilities. Variable lease components represent amounts that are contractually fixed as a percentage of sales and are recognized in expense as incurred. Leases with a term of 12 months or less are not recorded on the consolidated balance sheet and are recognized as lease expense on a straight-line basis over the lease term. The Company does not account for lease components (e.g., fixed payments including rent) separately from the non-lease components (e.g. common area maintenance). The Company also utilizes certain restaurant equipment under various finance lease agreements with initial terms of generally three For certain leases where rent escalates based upon a change in a financial index, such as the Consumer Price Index, the difference between the rate at lease inception and the subsequent fluctuations in that rate are included in |
Lease Financing Obligations [Policy Text Block] | Lease Financing Obligations. Lease financing obligations pertain to sale-leaseback transactions where the Company is involved in the construction of the asset it is leasing and one sale-leaseback transaction accounted for under the financing method. To the extent the Company is involved with the construction of an asset it is leasing and receives proceeds associated with the sale of such asset prior to completing construction, costs incurred as of the consolidated balance sheet date are recorded within property and equipment and a lease financing obligation representing sale proceeds from the lessor is recorded in other long-term liabilities. Once construction is complete, the accounting requirements for a sale-leaseback transaction are considered. If the arrangement does not qualify for sale-leaseback accounting treatment, it is accounted for as a financing transaction. If an arrangement meets the requirements for sale-leaseback treatment, the Company will record a gain or loss on the sale and derecognize the completed construction assets and lease financing obligation. As of January 2, 2022, lease financing obligations included $4.6 million associated with this type of arrangement. The Company accounts for one sale-leaseback transaction as a financing transaction. The land and building assets subject to this obligation remain on the Company’s consolidated balance sheets at their historical costs and the building assets continue to be depreciated over their remaining useful lives. The proceeds received by the Company from this transaction are recorded as lease financing obligations and the lease payments are applied as payments of principal and interest. The selection of the interest rate on this lease financing obligation was evaluated at inception of the lease based on the Company’s incremental borrowing rate adjusted to the rate required to prevent recognition of a non-cash loss or negative amortization of the obligation through the end of the primary lease term. As of January 2, 2022, lease financing obligations included $1.2 million associated with this sale-leaseback transaction. |
Revenue Recognition [Policy Text Block] | Revenue Recognition . Revenues from Company restaurants and other revenue from convenience store sales, are recognized net of sales discounts and refunds, when payment is tendered at the time of sale or upon fulfillment of delivery orders. Revenues are reported net of sales tax collected from customers and remitted to governmental taxing authorities. Food, beverage and packaging costs. The Company includes food, beverage and paper costs and delivery charges, net of any vendor purchase discounts and rebates, in food, beverage and packaging costs. Other restaurant operating expenses. The Company includes restaurant-level operating costs other than food, beverage and packaging costs, restaurant wages and related expenses, rent expense and advertising costs in other restaurant operating expenses. Its major components include royalty expenses paid to BKC and PLK, utilities, repairs and maintenance, operating supplies, real estate taxes and credit card fees. |
Gift cards [Policy Text Block] | Gift cards. The Company sells gift cards in its restaurants that are issued under the gift card program of Restaurant Brands International, Inc. ("RBI"). Proceeds from the sale of Burger King and Popeyes gift cards at the Company’s restaurants are remitted to RBI, and RBI reimburses the Company for any gift card redemptions at its restaurants. The Company recognizes revenue for restaurant sales upon redemption of gift cards by the customer. |
Advertising Costs [Policy Text Block] | Advertising Costs. All advertising costs are expensed as incurred. |
Pre-opening Costs [Policy Text Block] | Pre-opening Costs. The Company’s pre-opening costs generally include payroll costs and travel associated with the opening of a new restaurant, rent and promotional costs. |
Income Tax [Policy Text Block] | Income Taxes. Deferred income tax assets and liabilities are based on the difference between the financial statement and tax basis of assets and liabilities as measured by the tax rates that are anticipated to be in effect when those differences reverse. The deferred tax provision generally represents the net change in deferred tax assets and liabilities during the period including any changes in valuation allowances. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is established when it is necessary to reduce deferred tax assets to an amount for which realization is likely. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company and its subsidiaries file a consolidated federal income tax return. |
Insurance [Policy Text Block] | Insurance. The Company is self-insured for general liability, medical insurance and most workers’ compensation claims under policies where it pays all claims, subject to stop-loss limitations both for individual claims and in certain cases claims in the aggregate. Losses are accrued based upon the Company’s estimates of the aggregate liability for claims based on Company experience and other methods used to measure such estimates. The Company does not discount any of its self-insurance obligations. |
Fair Value of Financial Instruments [Policy Text Block] | Fair Value of Financial Instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. In determining fair value, the accounting standards establish a three level hierarchy for inputs used in measuring fair value as follows: Level 1 inputs are quoted prices in active markets for identical assets or liabilities; Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices in active markets for similar assets or liabilities; and Level 3 inputs are unobservable and reflect the Company's own assumptions. Financial instruments include cash and cash equivalents, trade and other receivables, accounts payable and long-term debt. The carrying amounts of cash and cash equivalents, trade and other receivables and accounts payable approximate fair value because of the short-term nature of these financial instruments. The carrying amount of the Term loan B borrowings at January 2, 2022 approximates fair value because of its variable rate. |
Stock-based Compensation [Policy Text Block] | Stock-Based Compensation. The Company has an incentive stock plan under which incentive stock options, non-qualified stock options, restricted stock units (RSUs) and non-vested shares may be granted to employees and non-employee directors. The Company has granted non-vested shares under this plan annually as well as granted non-vested shares, stock options, and RSUs to corporate employees for performance. Non-vested shares, options, and RSUs granted to corporate employees and non-employee directors generally vest in equal installments over three years. For non-vested stock awards, the fair market value of the award is determined based upon the closing value of the Company’s stock price on the grant date and is recorded to compensation expense on a straight-line basis over the requisite service period. For stock options, the fair-value of the options is estimated using the Black-Scholes option pricing model based on assumptions for the risk-free rate of interest, expected dividend yield, expected volatility, and the expected term of the award. Compensation expense is recognized on a straight-line basis over the requisite service period. See Note 12 to the consolidated financial statements. |
Concentrations of Credit Risk [Policy Text Block] | Concentrations of Credit Risk. Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains its day-to-day operating cash balances in interest-bearing transaction accounts at financial institutions, which are insured by the Federal Deposit Insurance Corporation up to $250,000. Although the Company maintains balances that exceed the federally insured limit, it has not experienced any losses related to these balances and believes its credit risk to be minimal. |
Segment Information [Policy Text Block] | Segment Information. Operating segments are components of an entity for which separate financial information is available and is regularly reviewed by the chief operating decision maker in order to allocate resources and assess performance. The Company's chief operating decision maker currently evaluates the Company's operations from a number of different operational perspectives; however resource allocation decisions are made based on the chief operating decision maker's evaluation of the total Company operations. The Company derives all significant revenues from a single operating segment. Accordingly, the Company views the operating results of its restaurants as one reportable segment. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements Not Yet Adopted. In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”). This ASU is effective for all entities as of March 12, 2020 through December 31, 2022. The Company will adopt this guidance at the discontinuance of LIBOR. The Company is currently evaluating the guidance to determine the timing and extent to which it will apply to the Company's borrowing and interest rate swap arrangements. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. Recently Issued Accounting Pronouncements Adopted. In April 2020, the FASB staff issued interpretive guidance that indicated it would be acceptable for entities to make an election to account for lease concessions related to the COVID-19 pandemic consistent with how those concessions would be accounted for under ASC Topic 842, Leases ("ASC 842"), as though enforceable rights and obligations for those concessions existed (regardless of whether those enforceable rights and obligations for the concessions explicitly exist in the contract). Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each contract to determine whether enforceable rights and obligations for concessions exist in the contract and can elect to apply or not apply the lease modification guidance in Topic 842 to those contracts. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. The Company made the policy election to apply this interpretive guidance to certain rent relief resulting directly from COVID-19, and assumed that enforceable rights and obligations for those concessions exist in the lease contract. Accordingly, the Company recognized abatements in 2020 that did not result in an extension of lease term as reductions in variable lease payments, and deferrals that did not result in an extension of lease term as an increase in other current liabilities. This election will continue while these abatements or deferrals are in effect. |
Convertible Preferred Stock, Common Shares Issuable upon Conversion | 9,414,580 |
Intangible Assets (Policies)
Intangible Assets (Policies) | 12 Months Ended |
Jan. 02, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill [Policy Text Block] | Goodwill. Goodwill represents the excess of purchase price over the value assigned to the net tangible and identifiable intangible assets of the businesses acquired. Goodwill is not amortized, but is tested for impairment annually, or more frequently when events and circumstances indicate that the carrying amount may be impaired. Due to the proximity of an interim goodwill impairment analysis date in 2021 to the Company's annual assessment date, and to allow for a greater amount of time to analyze the assessment of goodwill in advance of the Company's annual report filing deadline in future years, the Company updated its accounting policy to shift the annual impairment test from the last day of the fiscal year to the last day of the eighth month of the fiscal year in 2021 and future fiscal years. This change in date of the annual impairment test is preferable and is not deemed material as the new measurement date of the eighth month of the fiscal year is in relative close proximity to the previous measurement date and the year-end balance sheet date, is not expected to materially impact the goodwill analysis, and allows for more timely financial reporting on these estimates. See Note 5 to the consolidated financial statements. |
Intangible Assets [Policy Text Block] | Franchise Agreements. Fees for initial franchises and renewals are amortized using the straight-line method over the term of the agreement, which is generally twenty years. Franchise Rights. To determine the fair value attributable to franchise rights of restaurant acquisitions, the Company estimates the acquired restaurants' future earnings, discounts those earnings using an appropriate market discount rate and subtracts a contributory charge for net working capital, property and equipment and assembled workforce. Amounts allocated to franchise rights for each acquisition are amortized using the straight-line method over the average remaining term of the acquired franchise agreements plus one twenty-year renewal period. The Company assesses the potential impairment of franchise rights whenever events or changes in circumstances indicate that the carrying value may not be recoverable, which include consideration of the impact of a decline in the Company's market value. If an indicator of impairment exists, an estimate of the aggregate undiscounted cash flows from the acquired restaurants is compared to the respective carrying value of franchise rights for each acquisition. If an asset is determined to be impaired, the loss is measured by the excess of the carrying amount of the asset over its fair value. |
Impairment Of Long-Lived Asse_2
Impairment Of Long-Lived Assets And Other Lease Charges (Policies) | 12 Months Ended |
Jan. 02, 2022 | |
Restructuring Costs and Asset Impairment Charges [Abstract] | |
Impairment or Disposal of Long-Lived Assets [Policy Text Block] | Impairment of Long-Lived Assets. The Company assesses the potential impairment of long-lived assets, principally property and equipment, by determining whether the carrying value of these assets can be recovered over their respective remaining useful lives through undiscounted future operating cash flows. Impairment is reviewed whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Impairment indicators at the restaurant level include low operating cash flows, declining sales and if the ratio of trailing twelve months cash flows extended over the remaining lease term does not exceed the net book value of the asset group. Impairment indicators on a consolidated basis includes consideration of any impact from a decline in the Company's market value. |
Net Income (Loss) Per Share Ear
Net Income (Loss) Per Share Earnings per share narrative (Policies) | 12 Months Ended |
Jan. 02, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Policy [Policy Text Block] | The Company applies the two-class method to calculate and present net income (loss) per share. The Company's non-vested restricted share awards and Series B Convertible Preferred Stock held by the BKC Stockholders contain non-forfeitable rights to dividends and are considered participating securities for purposes of computing net income per share pursuant to the two-class method. Under the two-class method, net earnings are reduced by the amount of dividends declared (whether paid or unpaid) and the remaining undistributed earnings are then allocated to common stock and participating securities, based on their respective rights to receive dividends. Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of shares of common stock outstanding for the reporting period. Diluted net income (loss) per share reflects additional shares of common stock outstanding, where applicable, calculated using the treasury stock method or the two-class method. |
Basis Of Presentation (Tables)
Basis Of Presentation (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and equipment [Table Text Block] | Depreciation and amortization is provided using the straight-line method over the following estimated useful lives: Owned buildings 9 to 30 years Equipment 3 to 7 years Computer hardware and software 3 to 7 years Assets subject to finance leases Shorter of useful life or lease term Property and equipment at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Land $ 10,021 $ 8,301 Owned buildings 14,581 13,325 Leasehold improvements 442,461 424,685 Equipment 337,533 320,909 Assets subject to finance leases 22,694 16,663 827,290 783,883 Less accumulated depreciation and amortization (489,588) (434,328) $ 337,702 $ 349,555 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | In 2021, the Company acquired an aggregate of 19 Burger King restaurants from other franchisees in the following transactions (in thousands except number of restaurants): Closing Date Number of Restaurants Purchase Price Fee-Owned (1) Market Location June 17, 2021 14 $ 27,603 12 Fort Wayne, Indiana June 23, 2021 5 3,216 1 Battle Creek, Michigan 19 $ 30,819 13 (1) The 2021 acquisitions included the purchase of 13 fee-owned restaurants, of which 12 were sold in subsequent sale-leaseback transactions during the third quarter of 2021 for net proceeds of approximately $20.2 million. During the year ended December 29, 2019, the Company acquired a total of 234 restaurants from other franchisees, which are referred to as the "2019 acquired restaurants", in the following transactions: Closing Date Number of Restaurants Purchase Price Fee Owned (3) Market Location April 30, 2019 (1) 220 $ 259,083 14 Southeastern states, primarily TN, MS, LA June 11, 2019 13 15,788 — Baltimore, Maryland August 20, 2019 (2) 1 1,108 — Pennsylvania 234 $ 275,979 14 (1) During the second quarter of 2019, the Company completed the merger with New CFH, LLC ("Cambridge") and acquired 165 Burger King restaurants and 55 Popeyes restaurants. (2) Acquisitions resulting from the exercise of the Company's right of first refusal on acquisitions in certain markets (see Note 16). (3) The 2019 acquisitions included the purchase of 14 fee-owned restaurants, of which six were sold in subsequent sale-leaseback transactions during 2019 for net proceeds of approximately $8.3 million and two in 2020 for net proceeds of approximately $3.4 million. |
Schedule of Purchase Price Allocation [Table Text Block] | The Company allocated the aggregate purchase price for the 2021 acquisitions at their estimated fair values. The following table summarizes the final allocation of the aggregate purchase price for the 2021 acquisitions reflected in the consolidated balance sheets as of January 2, 2022: Inventory $ 229 Land and buildings 20,376 Restaurant equipment 850 Restaurant equipment - subject to finance leases 29 Right-of-use assets 2,997 Leasehold improvements 550 Franchise fees 411 Franchise rights 6,025 Deferred income taxes 484 Goodwill 1,832 Operating lease liabilities (2,900) Finance lease liabilities for restaurant equipment (35) Accounts payable (29) Net assets acquired $ 30,819 The following table summarizes the final allocation of the aggregate purchase price for the Cambridge Merger: Inventory $ 2,839 Prepaid expenses 2,947 Other assets 1,846 Land and buildings 21,257 Restaurant equipment 25,358 Restaurant equipment - subject to finance leases 488 Right-of-use assets 251,431 Leasehold improvements 3,498 Franchise fees 7,300 Franchise rights 174,500 Deferred taxes (44,292) Goodwill 84,060 Finance lease obligations for restaurant equipment (568) Operating lease liabilities (255,897) Accounts payable (8,014) Accrued payroll, related taxes and benefits (3,133) Other liabilities (4,537) Net assets acquired $ 259,083 Inventory $ 158 Restaurant equipment 743 Restaurant equipment - subject to finance leases 150 Right-of-use assets 9,515 Leasehold improvements 6,205 Franchise fees 394 Franchise rights (Note 5) 9,809 Deferred taxes 29 Goodwill (Note 5) 86 Operating lease liabilities (9,968) Finance lease obligations for restaurant equipment (185) Accounts payable (40) Net assets acquired $ 16,896 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following table summarizes the Company's unaudited pro forma operating results: Year Ended January 2, 2022 January 3, 2021 Total revenue $ 1,663,860 $ 1,571,457 Net loss (41,796) (27,621) Basic and diluted net loss per share (0.84) (0.54) Year Ended December 29, 2019 Restaurant sales $ 1,568,533 Net loss (25,586) Basic and diluted net loss per share (0.59) |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The weighted average amortization period of the intangible assets acquired is as follows: 2021 Acquisitions 2019 Acquisitions Franchise rights 28.7 32.7 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment [Table Text Block] | Depreciation and amortization is provided using the straight-line method over the following estimated useful lives: Owned buildings 9 to 30 years Equipment 3 to 7 years Computer hardware and software 3 to 7 years Assets subject to finance leases Shorter of useful life or lease term Property and equipment at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Land $ 10,021 $ 8,301 Owned buildings 14,581 13,325 Leasehold improvements 442,461 424,685 Equipment 337,533 320,909 Assets subject to finance leases 22,694 16,663 827,290 783,883 Less accumulated depreciation and amortization (489,588) (434,328) $ 337,702 $ 349,555 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Goodwill [Line Items] | |
Schedule of Goodwill [Table Text Block] | Goodwill at December 29, 2019 $ 122,619 Acquisitions of restaurants (Note 3) — Goodwill at January 3, 2021 122,619 Acquisitions of restaurants (Note 3) 1,832 Goodwill at January 2, 2022 $ 124,451 |
Intangible Assets [Table Text Block] | The following is a summary of the Company’s franchise rights as of the respective balance sheet dates: Balance at December 29, 2019 $ 348,941 Amortization expense (14,344) Balance at January 3, 2021 334,597 Acquisitions of restaurants (Note 3) 6,025 Amortization expense (13,853) Balance at January 2, 2022 $ 326,769 |
Other Liabilities, Long-Term (T
Other Liabilities, Long-Term (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Liabilities, Noncurrent [Abstract] | |
Schedule of Other Liabilities [Table Text Block] | Other liabilities, long-term, at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Accrued occupancy costs $ 1,741 $ 2,394 Accrued workers’ compensation and general liability claims 4,947 5,499 Interest rate swap (Note 9) — 6,062 Deferred compensation 2,286 4,419 Deferred federal payroll taxes 10,808 10,808 Lease financing obligations 5,780 1,191 Other 1,210 290 $ 26,772 $ 30,663 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Rent commitments under finance and non-cancelable operating leases at January 2, 2022 were as follows: Fiscal year ending: Operating Leases Finance Leases January 2, 2022 $ 101,758 $ 1,840 January 1, 2023 101,085 1,678 December 31, 2023 99,896 1,291 December 29, 2024 97,941 1,170 December 28, 2025 96,262 1,082 Thereafter 839,158 53 Total lease payments 1,336,100 7,114 Less: imputed interest (488,453) (808) Present value of lease liabilities 847,647 6,306 Less: current portion (44,688) (1,544) Total long-term lease liabilities $ 802,959 $ 4,762 |
Finance Lease, Liability, Maturity [Table Text Block] | Rent commitments under finance and non-cancelable operating leases at January 2, 2022 were as follows: Fiscal year ending: Operating Leases Finance Leases January 2, 2022 $ 101,758 $ 1,840 January 1, 2023 101,085 1,678 December 31, 2023 99,896 1,291 December 29, 2024 97,941 1,170 December 28, 2025 96,262 1,082 Thereafter 839,158 53 Total lease payments 1,336,100 7,114 Less: imputed interest (488,453) (808) Present value of lease liabilities 847,647 6,306 Less: current portion (44,688) (1,544) Total long-term lease liabilities $ 802,959 $ 4,762 |
Lease, Cost [Table Text Block] | The components and classification of lease expense for the years ended January 2, 2022, January 3, 2021 and December 29, 2019 are as follows: Year ended Lease cost Classification January 2, 2022 January 3, 2021 December 29, 2019 Operating lease cost (1) Restaurant rent expense $ 103,733 $ 102,651 $ 90,718 Operating lease cost (2) General and administrative 946 606 579 Variable lease cost - variable rent Restaurant rent expense 18,929 15,793 16,429 Variable lease cost - common area maintenance Other restaurant operating expenses 585 521 617 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization 755 1,233 1,778 Interest on lease liabilities Interest expense 133 130 256 Total lease cost $ 125,081 $ 120,934 $ 110,377 (1) Includes short-term leases which are not material. (2) Represents operating lease costs for property and equipment not directly related to restaurant operations. Supplemental cash flow information related to leases for the years ended January 2, 2022 and January 3, 2021 are as follows: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Gain (loss) on sale-leaseback transactions $ (22) $ 189 $ 636 Lease assets and liabilities resulting from lease modifications and new leases 36,633 50,978 76,878 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 100,660 98,561 87,220 Operating cash flows from finance leases 133 130 256 Financing cash flows from finance lease obligations 981 1,617 2,170 |
Assets And Liabilities, Lessee [Table Text Block] | Supplemental balance sheet information related to leases was as follows as of January 2, 2022 and January 3, 2021: Leases Classification January 2, 2022 January 3, 2021 Assets Operating leases Operating right-of-use assets, net $ 791,763 $ 799,962 Finance leases Property and equipment, net 6,153 644 Total leased assets $ 797,916 $ 800,606 Liabilities Current Operating leases Current portion of operating lease liabilities $ 44,688 $ 41,815 Finance leases Current portion of long-term debt and finance lease liabilities 1,544 525 Long-term Operating leases Operating lease liabilities 802,959 809,969 Finance leases Long-term debt and finance lease liabilities 4,762 383 Total lease liabilities $ 853,953 $ 852,692 Weighted Average Remaining Lease Term Operating leases 13.5 years 14.0 years Finance leases 4.3 years 2.4 years Weighted Average Discount Rate Operating leases 7.0 % 7.0 % Finance leases 5.8 % 8.9 % |
Long-Term Debt Long-Term Debt (
Long-Term Debt Long-Term Debt (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Long-term debt at January 2, 2022 and January 3, 2021 consisted of the following: January 2, 2022 January 3, 2021 Senior Credit Facility: Term B Loans $ 171,875 $ 419,375 Term B-1 Loans — 73,875 Revolving credit borrowings (1) — — Senior Notes Due 2029 300,000 — Finance lease liabilities 6,306 908 Total Funded debt 478,181 494,158 Less: current portion of long-term debt and finance lease liabilities (5,794) (5,525) Less: unamortized debt issuance costs (6,490) (7,777) Less: original issue discount (580) (5,161) Total Long-term Debt $ 465,317 $ 475,695 (1) As of March 9, 2022 the Company had $20.0 million in revolving credit borrowings outstanding. |
Schedule of Maturities of Long-term Debt [Table Text Block] | At January 2, 2022, principal payments required on long-term debt, including finance leases, were as follows: Fiscal year ending: January 1, 2023 $ 5,794 December 31, 2023 5,699 December 29, 2024 5,389 December 28, 2025 5,326 December 27, 2026 155,922 Thereafter 300,051 $ 478,181 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision (benefit) for income taxes was comprised of the following: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Current: Federal $ — $ — $ (260) State (36) 268 119 (36) 268 (141) Deferred: Federal (12,374) (6,039) (9,768) State (4,021) (1,073) (2,214) (16,395) (7,112) (11,982) Increase in valuation allowance 11,272 13,138 — Provision (benefit) for income taxes $ (5,159) $ 6,294 $ (12,123) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The components of deferred income tax assets and liabilities at January 2, 2022 and January 3, 2021 were as follows: January 2, 2022 January 3, 2021 Deferred income tax assets: Operating lease liabilities $ 217,236 $ 219,096 Federal net operating loss carryforwards 26,839 28,880 Tax credit carryforwards 39,965 35,650 State net operating loss carryforwards 6,837 6,032 Interest expense limitation under section 163 (j) 1,345 — Stock-based compensation expense 1,683 1,323 Accrued vacation benefits 2,844 2,684 Accumulated other comprehensive income-accrued interest rate swap — 1,841 Postretirement benefit obligations 766 853 Other deferred income tax assets 6,507 4,345 Gross deferred income tax assets 304,022 300,704 Less: Valuation allowance (24,410) (13,138) Total deferred income tax assets $ 279,612 $ 287,566 Deferred income tax liabilities: Operating right-of-use assets (202,887) (205,897) Property and equipment depreciation (18,092) (26,056) Franchise rights (63,030) (65,329) Accumulated other comprehensive income-postretirement benefits (380) (474) Accumulated other comprehensive income-accrued interest rate swap (161) — Other deferred income tax liabilities (2,679) (1,172) Total deferred income tax liabilities (287,229) (298,928) Net long-term deferred income tax liabilities $ (7,617) $ (11,362) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the statutory federal income tax provision to the income tax provision (benefit) for the years ended January 2, 2022, January 3, 2021, and December 29, 2019 was as follows: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Statutory federal income tax provision (benefit) $ (10,119) $ (4,865) $ (9,249) State income taxes, net of federal benefit (2,934) (726) (1,655) Employment tax credits (3,274) (2,585) (2,938) Change in valuation allowances 11,272 13,138 — Non-deductible expenses 431 214 1,374 Stock-based compensation 127 525 308 Rate change (163) 312 — Miscellaneous (499) 281 37 Provision (benefit) for income taxes $ (5,159) $ 6,294 $ (12,123) |
Stock-based Compensation Stock-
Stock-based Compensation Stock-Based Compensation (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Nonvested Share Activity [Table Text Block] | A summary of all non-vested common share activity for the year ended January 2, 2022 was as follows: Shares Weighted Average Grant Date Price Non-vested at January 3, 2021 1,167,848 $ 7.02 Granted 987,744 $ 6.94 Vested (531,437) $ 7.94 Forfeited (287,325) $ 7.21 Non-vested at January 2, 2022 1,336,830 $ 6.55 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following assumptions were used in the Black-Scholes option-pricing model to determine the fair value of stock option awards at the grant date: 2020 Risk-free interest rate 0.21 % Expected term (in years) 4.5 Expected volatility 65.10 % Expected dividend yield — % Fair Value $ 3.65 Expected term represents the period that the stock option awards were expected to be outstanding. Given the Company has not issued stock options since 2010, it concluded that its stock option exercise history did not provide a reasonable basis upon which to estimate expected term and therefore used the simplified method to determine the expected term of this stock option grant. This method bases the expected term calculation on the average of the |
Share-based Payment Arrangement, Option, Activity | A summary of all stock option activity for the year ended January 2, 2022 was as follows: Options Weighted Average Exercise Price Average Remaining Contractual Life Aggregate Intrinsic Value (1) Options outstanding at January 3, 2021 1,050,000 Forfeited (25,000) $ 7.12 Options Outstanding at January 2, 2022 1,025,000 $ 7.12 5.6 $ — Vested or expected to vest at January 2, 2022 1,025,000 $ 7.12 5.6 $ — Options exercisable at January 2, 2022 348,500 $ 7.12 5.6 $ — (1) The aggregate intrinsic value is calculated using the difference between the market price of the Company's common stock at January 2, 2022 of $2.96 and the grant date exercise price for only those awards that have a grant date exercise price that is less than the market price of the Company's common stock at January 2, 2022. There were no awards having a grant date exercise price less than the market price of the Company's common stock at January 2, 2022. |
Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | A summary of all RSU activity for the year ended January 2, 2022 was as follows: Units Non-vested at January 3, 2021 37,456 Granted 112,122 Vested (19,958) Non-vested at January 2, 2022 129,620 |
Net Income (Loss) Per Share E_2
Net Income (Loss) Per Share Earnings per Share Table (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the calculation of basic and diluted net income (loss) per share: Year ended January 2, 2022 January 3, 2021 December 29, 2019 Basic net loss per share: Net loss $ (43,029) $ (29,463) $ (31,919) Less: Income attributable to non-vested shares — — — Less: Income attributable to preferred stock — — — Net loss available to common stockholders $ (43,029) $ (29,463) $ (31,919) Weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Basic net loss per share $ (0.86) $ (0.58) $ (0.74) Diluted net loss per share: Net loss $ (43,029) $ (29,463) $ (31,919) Weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Dilutive effect of preferred stock and non-vested shares — — — Dilutive weighted average common shares outstanding 49,899,274 50,751,185 43,421,715 Diluted net loss per share (1) $ (0.86) $ (0.58) $ (0.74) Shares excluded from diluted net loss per share computations (1) 9,681,878 9,615,435 11,484,159 (1) Shares issuable upon conversion of preferred stock and non-vested shares were excluded from the computation of diluted net loss per share because their effect would have been anti-dilutive. |
Selected Quarterly Financial _2
Selected Quarterly Financial and Earnings Data (Unaudited) (Tables) | 12 Months Ended |
Jan. 02, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | Selected Quarterly Financial Data (Unaudited) Year Ended January 2, 2022 First Quarter Second Quarter Third Quarter Fourth Quarter Restaurant sales $ 389,993 $ 424,541 (1) $ 421,703 $ 416,133 Income (loss) from operations (3,103) (2) 5,889 (1)(2) (3,647) (1)(2) (9,998) (2) Net loss (7,168) (9,559) (3) (9,902) (3) (16,400) (3) Basic and diluted net loss per share (0.14) (0.19) (0.20) (0.33) Restaurants open at end of period 1,075 1,092 1,092 1,091 Year Ended January 3, 2021 First Quarter Second Quarter Third Quarter Fourth Quarter (4) Restaurant sales $ 351,518 (5) $ 368,418 (5) $ 407,036 $ 420,530 Income (loss) from operations (22,047) (6) 14,302 (6) 10,228 (6) 1,631 (6) Net income (loss) (22,209) 7,842 3,531 (18,627) (7) Basic and diluted net income (loss) per share (0.44) 0.13 0.06 (0.37) Restaurants open at end of period 1,093 1,092 1,088 1,074 (1) In fiscal 2021 the Company acquired 19 restaurants in two separate transactions the second quarter. In fiscal 2021 the Company recorded acquisition costs related to the 2021 acquisitions of $0.3 million in the second quarter and $0.1 million in the third quarter (See Note 3). (2) In fiscal 2021 the Company recorded impairment and other lease charges of $0.4 million in the first quarter, $0.1 million in the second quarter, $0.8 million in the third quarter and $3.2 million in the fourth quarter (See Note 6). (3) In 2021, the Company recorded a valuation allowance on certain of its tax credits of $2.6 million in the second quarter, $1.6 million in the third quarter and $7.1 million in the fourth quarter. (4) The fourth quarter of 2020 includes an extra week (See Note 2). Sales in this extra week were $28.4 million. (5) In the first and second quarters of 2020, the Company's sales were impacted by the onset of the COVID-19 pandemic. Restaurant sales during the last two weeks of March and first two weeks of April showed approximately 30% declines in comparable sales. The declines began easing mid-April and throughout May, with a return to positive changes in comparable restaurant sales for the month of June. (6) In fiscal 2020, the Company recorded impairment and other lease charges of $2.9 million in the first quarter, $2.9 million in the second quarter, $2.0 million in the third quarter and $5.0 million in the fourth quarter. The fourth quarter of 2020 included a $2.0 million charge related to the ROFR termination (See Note 6). (7) In the fourth quarter of 2020, the Company recorded a valuation allowance on certain of its tax credits of $12.9 million (See Note 11). |
Basis Of Presentation Narrative
Basis Of Presentation Narrative (Details) $ in Thousands | Jun. 23, 2021restaurant | Jun. 17, 2021restaurant | Jan. 15, 2019 | Jan. 15, 2018 | Jul. 04, 2021restaurant | Jan. 02, 2022USD ($)segmentrestaurant | Jan. 03, 2021USD ($) | Dec. 29, 2019USD ($)shares | Oct. 03, 2021 | Apr. 04, 2021 | Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 |
Entity Information [Line Items] | |||||||||||||
Pre-Opening Costs | $ 100 | $ 200 | $ 1,400 | ||||||||||
Restaurants Acquired | restaurant | 5 | 14 | 19 | 19 | |||||||||
Number of Restaurants | 1,092 | 1,091 | 1,074 | 1,092 | 1,075 | 1,088 | 1,092 | 1,093 | |||||
Number of states | 23 | ||||||||||||
Franchise Term Renewal Period | 20 years | ||||||||||||
Franchise Agreement, Term | 20 years | ||||||||||||
Asset Impairment Charges | $ 3,900 | $ 8,200 | 1,700 | ||||||||||
Number of Reportable Segments | segment | 1 | ||||||||||||
Operating Lease, Liability | $ 847,647 | ||||||||||||
Operating right-of-use assets, net | $ 791,763 | 799,962 | |||||||||||
Operating leases, term | 20 years | ||||||||||||
Marketing and Advertising Expense | $ 65,433 | 60,735 | $ 58,689 | ||||||||||
Construction Lease Financing Obligation | 4,600 | ||||||||||||
Sale Leaseback Transaction, Lease Financing Obligation | $ 5,780 | $ 1,191 | |||||||||||
Stock Award Vesting Period | 3 years | ||||||||||||
Management [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Stock Award Vesting Period | 3 years | 3 years | |||||||||||
Senior Notes due 2029 | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Interest Rate | 5.875% | ||||||||||||
Debt Instrument, Fair Value Disclosure | $ 269,600 | ||||||||||||
Dine-in and Take-out | Revenue Benchmark | Customer Concentration Risk | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Concentration Risk, Percentage | 14.00% | 10.00% | 30.00% | ||||||||||
Minimum [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Lessee, Finance Lease, Term of Contract | 3 years | ||||||||||||
Minimum [Member] | Management [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Stock Award Vesting Period | 3 years | ||||||||||||
Maximum [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Lessee, Finance Lease, Term of Contract | 8 years | ||||||||||||
Burger King Corporate [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Number of Restaurants | 1,026 | ||||||||||||
Popeyes Franchises [Member] | |||||||||||||
Entity Information [Line Items] | |||||||||||||
Number of Restaurants | 65 | ||||||||||||
Number of states | 7 | ||||||||||||
Right of First Refusal, Number of States | shares | 2 |
Basis Of Presentation Property
Basis Of Presentation Property and Equipment (Details) | 12 Months Ended |
Jan. 02, 2022 | |
Property and equipment [Line Items] | |
Operating leases, term | 20 years |
Building [Member] | Maximum [Member] | |
Property and equipment [Line Items] | |
Useful life | 30 years |
Building [Member] | Minimum [Member] | |
Property and equipment [Line Items] | |
Useful life | 9 years |
Equipment [Member] | Maximum [Member] | |
Property and equipment [Line Items] | |
Useful life | 7 years |
Equipment [Member] | Minimum [Member] | |
Property and equipment [Line Items] | |
Useful life | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Property and equipment [Line Items] | |
Useful life | 7 years |
Computer Equipment [Member] | Minimum [Member] | |
Property and equipment [Line Items] | |
Useful life | 3 years |
Basis Of Presentation Stock-Bas
Basis Of Presentation Stock-Based Compensation (Details) | Jan. 15, 2019 | Jan. 15, 2018 | Jan. 02, 2022 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Award Vesting Period | 3 years | ||
Management [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Award Vesting Period | 3 years | 3 years | |
Management [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Award Vesting Period | 3 years |
Acquisition Narrative (Details)
Acquisition Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 23, 2021USD ($)restaurant | Jun. 17, 2021USD ($)restaurant | Aug. 20, 2019USD ($)restaurant | Jun. 11, 2019USD ($)restaurant | Apr. 30, 2019USD ($)restaurant$ / sharesshares | Jan. 02, 2022USD ($) | Oct. 03, 2021USD ($) | Jul. 04, 2021USD ($)restaurant | Jan. 02, 2022USD ($)restaurant | Jan. 03, 2021USD ($)restaurant | Dec. 29, 2019USD ($)restaurant |
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 1,652,370 | $ 1,547,502 | $ 1,462,765 | ||||||||
Restaurants Acquired | restaurant | 5 | 14 | 19 | 19 | |||||||
Acquisition of restaurants, net of cash acquired | $ (30,819) | 0 | (130,646) | ||||||||
Deferred income taxes | $ 1,800 | 1,800 | $ 47,200 | ||||||||
Acquisition-related costs | $ 100 | $ 300 | |||||||||
Business Combination, Retirement of Debt, Net of Cash Acquired | $ 113,800 | ||||||||||
Business Combination Purchase Price Allocation, Common Stock | $ 145,300 | ||||||||||
Business Combination Purchase Price Allocation, Common Stock, Per Share | $ / shares | $ 9.81 | ||||||||||
Payments to Acquire Businesses, Gross | $ 3,216 | $ 27,603 | $ 30,819 | ||||||||
Number Of Businesses Acquired, Fee Owned | restaurant | 1 | 12 | 13 | ||||||||
2019 Acquisitions [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Pro Forma, General and Administrative Exepnses | $ 4,100 | ||||||||||
Restaurants Acquired | restaurant | 234 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 29 | $ 29 | |||||||||
Other Revenue from Contract with Customer, Excluding Assessed Tax | 10,200 | ||||||||||
Cambridge Holdings, LLC [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Restaurants Acquired | restaurant | 132 | ||||||||||
Business Combination, Construction Of Restaurants Acquired | restaurant | 33 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 44,292 | $ 44,292 | |||||||||
2021 Acquisitions | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 12,900 | ||||||||||
Franchise Rights [Member] | 2019 Acquisitions [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 28 years 8 months 12 days | 32 years 8 months 12 days | |||||||||
Common Stock [Member] | Cambridge Holdings, LLC [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 7,400,000 | ||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | shares | 7,500,000 | ||||||||||
Business Combination, Share Restriction | 2 years | ||||||||||
Series C Preferred Stock [Member] | Cambridge Holdings, LLC [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 10,000 | ||||||||||
NEW YORK | 2019 Acquisitions [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Restaurants Acquired | restaurant | 1 | 13 | 220 | 234 | |||||||
Acquisition of restaurants, net of cash acquired | $ (1,108) | $ (15,788) | $ (259,083) | $ (275,979) | $ (3,400) | $ (8,300) | |||||
Number Of Businesses Acquired, Fee Owned | restaurant | 0 | 0 | 14 | 14 | 2 | 6 | |||||
Restaurant sales | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 1,652,370 | $ 1,547,502 | $ 1,452,516 | ||||||||
Restaurant sales | 2019 Acquisitions [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | 288,900 | 201,900 | |||||||||
Other revenue | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 0 | $ 0 | $ 10,249 |
Acquisition Table of Acquisitio
Acquisition Table of Acquisitions (Details) $ in Thousands | Jun. 23, 2021restaurant | Jun. 17, 2021restaurant | Aug. 20, 2019USD ($)restaurant | Jun. 11, 2019USD ($)restaurant | Apr. 30, 2019USD ($)restaurant | Jul. 04, 2021restaurant | Jan. 02, 2022USD ($)restaurant | Jan. 03, 2021USD ($)restaurant | Dec. 29, 2019USD ($)restaurant |
Business Acquisition [Line Items] | |||||||||
Restaurants Acquired | 5 | 14 | 19 | 19 | |||||
Acquisition of restaurants, net of cash acquired | $ | $ (30,819) | $ 0 | $ (130,646) | ||||||
Number Of Businesses Acquired, Fee Owned | 1 | 12 | 13 | ||||||
Sale Leaseback Transaction, Number Of Restaurants Expected To Be Sold | 12 | ||||||||
Sale Leaseback Transaction, Net Book Value | $ | $ 20,200 | ||||||||
2019 Acquisitions [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Restaurants Acquired | 234 | ||||||||
NEW YORK | 2019 Acquisitions [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Restaurants Acquired | 1 | 13 | 220 | 234 | |||||
Acquisition of restaurants, net of cash acquired | $ | $ (1,108) | $ (15,788) | $ (259,083) | $ (275,979) | $ (3,400) | $ (8,300) | |||
Number Of Businesses Acquired, Fee Owned | 0 | 0 | 14 | 14 | 2 | 6 | |||
Burger King Corporate [Member] | Cambridge Holdings, LLC [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Restaurants Acquired | 165 | ||||||||
Popeyes Franchises [Member] | Cambridge Holdings, LLC [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Restaurants Acquired | 55 |
Acquisition Purchase Price Allo
Acquisition Purchase Price Allocation, Acquisitions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Business Acquisition [Line Items] | |||
Goodwill, Acquired During Period | $ 1,832 | ||
Goodwill | 124,451 | $ 122,619 | $ 122,619 |
2019 Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Inventory | 158 | ||
Restaurant equipment | 743 | ||
Restaurant equipment - subject to capital lease | 150 | ||
Right-of-use assets | 9,515 | ||
Leasehold improvements | 6,205 | ||
Franchise fees | 394 | ||
Franchise rights | 9,809 | ||
Deferred taxes | (29) | ||
Goodwill | 86 | ||
Finance lease obligations for restaurant equipment | (185) | ||
Operating lease liabilities | (9,968) | ||
Accounts payable | (40) | ||
Net assets acquired | 16,896 | ||
Cambridge Holdings, LLC [Member] | |||
Business Acquisition [Line Items] | |||
Inventory | 2,839 | ||
Prepaid expenses | 2,947 | ||
Other assets | 1,846 | ||
Land and building | 21,257 | ||
Restaurant equipment | 25,358 | ||
Restaurant equipment - subject to capital lease | 488 | ||
Right-of-use assets | 251,431 | ||
Leasehold improvements | 3,498 | ||
Franchise fees | 7,300 | ||
Franchise rights | 174,500 | ||
Deferred taxes | (44,292) | ||
Goodwill | 84,060 | ||
Finance lease obligations for restaurant equipment | (568) | ||
Operating lease liabilities | (255,897) | ||
Accounts payable | (8,014) | ||
Accrued payroll, related taxes and benefits | (3,133) | ||
Other liabilities | (4,537) | ||
Net assets acquired | 259,083 | ||
2021 Acquisitions | |||
Business Acquisition [Line Items] | |||
Inventory | 229 | ||
Land and building | 20,376 | ||
Restaurant equipment | 850 | ||
Restaurant equipment - subject to capital lease | 29 | ||
Right-of-use assets | 2,997 | ||
Leasehold improvements | 550 | ||
Franchise fees | 411 | ||
Franchise rights | 6,025 | ||
Goodwill | 1,832 | ||
Finance lease obligations for restaurant equipment | (35) | ||
Operating lease liabilities | (2,900) | ||
Accounts payable | (29) | ||
Net assets acquired | 30,819 | ||
Deferred taxes | $ 484 |
Acquisition Pro Forma Informati
Acquisition Pro Forma Information, Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jan. 02, 2022 | Jan. 02, 2022 | Jan. 03, 2021 | |
Business Acquisition [Line Items] | |||
Restaurant sales | $ 1,663,860 | $ 1,571,457 | |
Net income | $ (41,796) | $ (27,621) | |
Basic and diluted net income (loss) per share | $ (0.84) | $ (0.54) | |
2019 Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Restaurant sales | $ 1,568,533 | ||
Net income | $ (25,586) | ||
Basic and diluted net income (loss) per share | $ (0.59) |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Property and equipment [Line Items] | |||
Land | $ 10,021 | $ 8,301 | |
Owned buildings | 14,581 | 13,325 | |
Leasehold improvements | 442,461 | 424,685 | |
Equipment | 337,533 | 320,909 | |
Assets subject to capital leases | 22,694 | 16,663 | |
Propert and equipment, gross | 827,290 | 783,883 | |
Less accumulated depreciation and amortization | (489,588) | (434,328) | |
Property and equipment, net | 337,702 | 349,555 | |
Depreciation expense | 80,798 | 81,727 | $ 74,674 |
Finance Lease, Right-of-Use Asset, Accumulated Amortization | 16,500 | 16,000 | |
Property and Equipment [Member] | |||
Property and equipment [Line Items] | |||
Depreciation expense | $ 64,500 | $ 64,400 | $ 60,800 |
Intangible Assets Goodwill Disc
Intangible Assets Goodwill Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 122,619 | $ 122,619 | |
Goodwill, Acquired During Period | 1,832 | ||
Goodwill | 124,451 | 122,619 | $ 122,619 |
Goodwill impairment loss | $ 0 | $ 0 | $ 0 |
Intangible Assets Franchise Rig
Intangible Assets Franchise Rights Disclosures (Details) - USD ($) | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Franchise Term Renewal Period | 20 years | ||
Expected Amortization, next fiscal year | $ 14,000,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 14,000,000 | ||
Expected Amortization, year three | 14,000,000 | ||
Expected Amortization, year four | 13,900,000 | ||
Expected Amortization, year five | 13,900,000 | ||
Franchise rights impairment | 0 | $ 0 | $ 0 |
Franchise Rights [Member] | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible Assets, Net (Excluding Goodwill) | 334,597,000 | 348,941,000 | |
Finite-lived Intangible Assets Acquired | 6,025,000 | ||
Amortization expense | (13,853,000) | (14,344,000) | 11,300,000 |
Intangible Assets, Net (Excluding Goodwill) | $ 326,769,000 | $ 334,597,000 | $ 348,941,000 |
Intangible Assets Favorable and
Intangible Assets Favorable and Unfavorable Leases (Details) $ in Millions | Jan. 02, 2022USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Expected Amortization, next fiscal year | $ 14 |
Expected Amortization, year four | 13.9 |
Expected Amortization, year five | $ 13.9 |
Impairment Of Long-Lived Asse_3
Impairment Of Long-Lived Assets And Other Lease Charges (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2022USD ($) | Oct. 03, 2021USD ($) | Jul. 04, 2021USD ($) | Apr. 04, 2021USD ($) | Jan. 03, 2021USD ($)restaurant | Sep. 27, 2020USD ($) | Jun. 28, 2020USD ($) | Mar. 29, 2020USD ($) | Jan. 02, 2022USD ($) | Jan. 03, 2021USD ($)restaurant | Dec. 29, 2019USD ($) | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Impairment and other lease charges | $ 3,200 | $ 800 | $ 100 | $ 400 | $ 5,000 | $ 2,000 | $ 2,900 | $ 2,900 | $ 4,470 | $ 12,778 | $ 3,564 |
Impairment charges | 3,900 | 8,200 | 1,700 | ||||||||
Other lease charges | $ 600 | $ 4,600 | $ 1,900 | ||||||||
Asset impairment charges, number of restaurants | 9 | 15 | 7 | ||||||||
Impairment, Nonoperating | $ 1,900 | ||||||||||
Asset Impairment Charges, Number of Restaurant Closures | restaurant | 22 | 22 | |||||||||
Asset Impairment Charges, Right of First Refusal | $ 2,000 | ||||||||||
Previously Impaired [Member] | |||||||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Impairment charges | 500 | 1,200 | $ 300 | ||||||||
Initial Impairments [Member] | |||||||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Impairment charges | $ 1,500 | $ 5,000 | $ 1,300 | ||||||||
First Right Of Refusal | |||||||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||||||
Impairment charges | $ 2,000 |
Other Liabilities, Long-Term (D
Other Liabilities, Long-Term (Details) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
Unusual or Infrequent Item, or Both [Line Items] | ||
Accrued Occupancy Costs | $ 1,741 | $ 2,394 |
Accrued workers' compensation and general liability claims | 4,947 | 5,499 |
Accrued Interest Rate Swap, Noncurrent | 0 | 6,062 |
Deferred compensation | 2,286 | 4,419 |
Deferred Federal Payroll Taxes, Noncurrent | 10,808 | 10,808 |
Sale Leaseback Transaction, Lease Financing Obligation | 5,780 | 1,191 |
Other Accrued Liabilities, Noncurrent | 1,210 | 290 |
Other Liabilities, Noncurrent | 26,772 | $ 30,663 |
COVID-19 | ||
Unusual or Infrequent Item, or Both [Line Items] | ||
Deferred compensation | 10,400 | |
Deferred Liability, Noncurrent, CARES Act | $ 21,200 |
Leases (Details)
Leases (Details) $ in Thousands | 12 Months Ended | |||
Jan. 02, 2022USD ($)restaurant | Jan. 03, 2021USD ($)restaurant | Dec. 29, 2019USD ($)restaurant | Oct. 03, 2021USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Operating leases, term | 20 years | |||
Properties sold in sale-leaseback transactions | restaurant | 13 | 12 | 27 | |
Proceeds from sale-leaseback transactions | $ 22,251 | $ 22,499 | $ 48,364 | |
COVID-19 | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, Operating Lease, Modification, Deferred Rent | 200 | $ 5,800 | ||
Sublease Income | $ 400 | |||
Lessee, Operating Lease, Modification, Deferred Rent, Expected To Be Repaid | $ 4,800 |
Leases - Minimum Rent Commitmen
Leases - Minimum Rent Commitments (Details) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
Leases [Abstract] | ||
January, 3, 2021 | $ 101,758 | |
January 2, 2022 | 101,085 | |
January, 1, 2023 | 99,896 | |
45655 | 97,941 | |
46019 | 96,262 | |
Thereafter | 839,158 | |
Total lease payments | 1,336,100 | |
Less: imputed interest | $ (488,453) | |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Total Long-term Debt | Total Long-term Debt |
Present value of lease liabilities | $ 847,647 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of long-term debt | Current portion of long-term debt |
Less: current portion | $ (44,688) | $ (41,815) |
Total long-term lease liabilities | 802,959 | 809,969 |
Finance Leases | ||
January, 3, 2021 | 1,840 | |
January 2, 2022 | 1,678 | |
January, 1, 2023 | 1,291 | |
45655 | 1,170 | |
46019 | 1,082 | |
Thereafter | 53 | |
Total lease payments | 7,114 | |
Less: imputed interest | (808) | |
Present value of lease liabilities | 6,306 | |
Less: current portion | (1,544) | |
Total long-term lease liabilities | $ 4,762 | $ 383 |
Leases - Cost (Details)
Leases - Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Finance Lease, Right-of-Use Asset, Amortization | $ 755 | $ 1,233 | $ 1,778 |
Finance Lease, Interest Expense | 133 | 130 | 256 |
Lease, Cost | 125,081 | 120,934 | 110,377 |
Restaurant Rent Expense [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Cost | 103,733 | 102,651 | 90,718 |
Variable Lease, Cost | 18,929 | 15,793 | 16,429 |
General and Administrative Expense [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Cost | 946 | 606 | 579 |
Other Restaurant Operating Expenses [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Variable Lease, Cost | $ 585 | $ 521 | $ 617 |
Leases - Balance Sheet (Details
Leases - Balance Sheet (Details) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
Leases [Abstract] | ||
Operating right-of-use assets, net | $ 791,763 | $ 799,962 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Finance Lease, Right-of-Use Asset | $ 6,153 | $ 644 |
Leased Assets | 797,916 | 800,606 |
Less: current portion | 44,688 | 41,815 |
Long-term Debt and Lease Obligation, Including Current Maturities | 1,544 | 525 |
Operating Lease, Liability, Noncurrent | 802,959 | 809,969 |
Finance Lease, Liability, Noncurrent | 4,762 | 383 |
Lease Liabilities | $ 853,953 | $ 852,692 |
Operating Lease, Weighted Average Remaining Lease Term | 13 years 6 months | 14 years |
Finance Lease, Weighted Average Remaining Lease Term | 4 years 3 months 18 days | 2 years 4 months 24 days |
Operating Lease, Weighted Average Discount Rate, Percent | 7.00% | 7.00% |
Finance Lease, Weighted Average Discount Rate, Percent | 5.80% | 8.90% |
Leases - Cash Flow (Details)
Leases - Cash Flow (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | Dec. 30, 2018 | |
Leases [Abstract] | ||||
Sale and Leaseback Transaction, Gain (Loss), Net | $ (22) | $ 189 | $ 600 | $ 636 |
Operating Lease, Payments | 100,660 | 98,561 | 87,220 | |
Finance Lease, Interest Payment on Liability | 133 | 130 | 256 | |
Finance Lease, Principal Payments | 981 | 1,617 | $ 2,170 | 2,170 |
Lease Assets and Liabilities Resulting From Lease Modifications | $ 36,633 | $ 50,978 | $ 76,878 |
Long-Term Debt Long Term Debt (
Long-Term Debt Long Term Debt (Details) - USD ($) | Mar. 09, 2022 | Jan. 02, 2022 | Jan. 03, 2021 |
Debt Instrument [Line Items] | |||
Long-term Line of Credit | $ 0 | ||
Finance Lease Obligations | 6,306,000 | $ 908,000 | |
Long-term Debt | 478,181,000 | 494,158,000 | |
Less: current portion of long-term debt and finance lease liabilities | (5,794,000) | (5,525,000) | |
Less: unamortized debt issuance costs | 6,490,000 | 7,777,000 | |
Less: original issue discount | (580,000) | (5,161,000) | |
Total Long-term Debt | 465,317,000 | 475,695,000 | |
Letters of Credit Outstanding, Amount | 9,000,000 | ||
Subsequent Event | |||
Debt Instrument [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 20,000,000 | ||
Term Loan B Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Line of Credit | 171,875,000 | 419,375,000 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Line of Credit | 0 | 0 | |
Term Loan B-1 Facility | |||
Debt Instrument [Line Items] | |||
Long-term Line of Credit | $ 0 | $ 73,875,000 |
Long-Term Debt Senior Secured S
Long-Term Debt Senior Secured Second Lien Notes (Details) | Apr. 30, 2026USD ($) | Jun. 28, 2021USD ($) | Apr. 06, 2021USD ($) | Jun. 28, 2020 | Jun. 23, 2020USD ($) | Jan. 02, 2022USD ($) | Jan. 03, 2021USD ($) | Dec. 29, 2019USD ($) | Sep. 30, 2021USD ($) | Jun. 27, 2021USD ($) | Apr. 04, 2021 | Apr. 08, 2020USD ($) | Mar. 25, 2020USD ($) | Dec. 13, 2019 | Apr. 30, 2019USD ($) |
Debt Instrument [Line Items] | |||||||||||||||
Letters of Credit Outstanding, Amount | $ 9,000,000 | ||||||||||||||
Line of Credit Facility, Unused Borrowing Capacity | 206,000,000 | ||||||||||||||
Debt Instrument, Redemption Price, Percentage | 40.00% | ||||||||||||||
Proceeds from issuance of senior secured second lien notes | 300,000,000 | $ 0 | $ 0 | ||||||||||||
Debt Issuance Costs, Net | 6,490,000 | 7,777,000 | |||||||||||||
Long-term Line of Credit | 0 | ||||||||||||||
Loss on extinguishment of debt | $ (8,538,000) | 0 | $ (7,443,000) | ||||||||||||
Senior Secured Credit Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 550,000,000 | ||||||||||||||
Debt, Total Net Leverage Ratio | 4.75 | ||||||||||||||
Debt, First Lien Leverage Ratio | 5.75 | ||||||||||||||
Interest Rate | 0.915% | ||||||||||||||
First Lien Leverage Ratio | 1.67 | 5.75 | |||||||||||||
Letter of Credit [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Letters of Credit Outstanding, Amount | $ 12,000,000 | ||||||||||||||
Debt, Percentage Borrowing Threshold | 35.00% | ||||||||||||||
First Amendment, Revolving Credit Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Letters of Credit Outstanding, Amount | $ 115,000,000 | ||||||||||||||
Line of Credit Facility, Increase (Decrease), Net | 10,000,000 | ||||||||||||||
Term Loan B Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 425,000,000 | ||||||||||||||
Repayment of Debt Quarterly Payment | 1,100,000 | ||||||||||||||
Long-term Line of Credit | 171,875,000 | 419,375,000 | |||||||||||||
Repayments of Long-term Debt | $ 243,600,000 | ||||||||||||||
Loss on extinguishment of debt | 8,500,000 | ||||||||||||||
Term Loan B Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | ||||||||||||||
Term Loan B Facility [Member] | Base Rate [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||||||||
Standby Letters of Credit [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 35,000,000 | ||||||||||||||
Revolving Credit Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000,000 | ||||||||||||||
Debt, Percent of Aggregate Amount of Borrowing | 35.00% | ||||||||||||||
Long-term Line of Credit | 0 | 0 | |||||||||||||
Borrowings Under Prior Revolving Credit Facility | 46,000,000 | ||||||||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||||||
Revolving Credit Facility [Member] | Base Rate [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||||||||||
Second Amendment, Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 130,400,000 | ||||||||||||||
Line of Credit Facility, Increase of Borrowing Capacity | 15,400,000 | ||||||||||||||
Line of Credit Facility, Revolving Committed Amount | $ 115,000,000 | ||||||||||||||
Third Amendment, Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175,000,000 | $ 145,800,000 | |||||||||||||
Line of Credit Facility, Increase of Borrowing Capacity | 29,200,000 | $ 15,400,000 | |||||||||||||
Term Loan B-1 Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from issuance of senior secured second lien notes | $ 71,300,000 | ||||||||||||||
Line of Credit Facility, Additional Borrowing Capacity | $ 75,000,000 | ||||||||||||||
Debt Instrument, Annual Amortization Rate, Percentage Of Principal Amount | 1.00% | ||||||||||||||
Long-term Line of Credit | $ 0 | 73,875,000 | |||||||||||||
Repayments of Long-term Debt | $ 74,400,000 | ||||||||||||||
Term Loan B-1 Facility | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 6.25% | ||||||||||||||
Term Loan B-1 Facility | Base Rate [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 5.25% | ||||||||||||||
Debt Instrument, Interest Rate Floor | 1.00% | ||||||||||||||
Term Loan B And B-1 Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt, Number of Payments | 17 | ||||||||||||||
Senior Notes due 2029 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term Line of Credit | $ 300,000,000 | $ 0 | |||||||||||||
Seventh Amendment, Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 180,000,000 | $ 215,000,000 | $ 135,000,000 | ||||||||||||
Line of Credit Facility, Initial Available Amount | $ 50,000,000 | $ 27,000,000 | |||||||||||||
Line Of Credit Facility, Percentage Of Consolidated EBITDA | 0.40 | 0.20 | |||||||||||||
Total Net Leverage Ratio | 4 | 3 | |||||||||||||
Line Of Credit Facility, Percentage Of Outstanding Terms Loans Eligible To Be Acquired | 0.20 | ||||||||||||||
Eighth Amendment, Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Additional Borrowing Capacity | $ 40,000,000 | ||||||||||||||
Senior Unsecured Notes Due 2029 | Senior Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest Rate | 5.875% | ||||||||||||||
Debt Instrument, Face Amount | $ 300,000,000 | ||||||||||||||
Scenario, Forecast | Term Loan B Facility [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Repayments of Debt | $ 153,800,000 | ||||||||||||||
Revolving Credit Facility [Member] | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of Credit Facility, Revolving Committed Amount | $ 115,000,000 | ||||||||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | ||||||||||||||
Revolving Credit Facility [Member] | Base Rate [Member] | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% |
Long-Term Debt Senior Credit Fa
Long-Term Debt Senior Credit Facility (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | Mar. 09, 2022 | Dec. 30, 2018 | |
Debt Instrument [Line Items] | |||||
Proceeds from issuance of senior secured second lien notes | $ 300,000 | $ 0 | $ 0 | ||
Loss on extinguishment of debt | (8,538) | $ 0 | (7,443) | ||
Long-term Line of Credit | 0 | ||||
Letters of Credit Outstanding, Amount | 9,000 | ||||
Line of Credit Facility, Unused Borrowing Capacity | $ 206,000 | ||||
Debt, Weighted Average Interest Rate | 4.80% | 4.60% | 6.10% | ||
Interest Expense, Debt | $ 28,700 | $ 27,200 | $ 27,800 | ||
Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Letters of Credit Outstanding, Amount | $ 20,000 | ||||
Line of Credit Facility, Unused Borrowing Capacity | $ 186,000 | ||||
Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of Credit Outstanding, Amount | $ 12,000 | ||||
Debt, Percentage Borrowing Threshold | 35.00% |
Long-Term Debt Future Maturitie
Long-Term Debt Future Maturities (Details) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 |
Debt Disclosure [Abstract] | ||
Next Twelve Months | $ 5,794 | |
Year Two | 5,699 | |
Year Three | 5,389 | |
Year Four | 5,326 | |
Year Five | 155,922 | |
Thereafter | 300,051 | |
Long-term Debt | $ 478,181 | $ 494,158 |
Long-Term Debt - Interest Rate
Long-Term Debt - Interest Rate Swap (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2020 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 12, 2021 | Apr. 04, 2021 | |
Debt Instrument [Line Items] | |||||
Derivative Asset, Notional Amount | $ 220,000,000 | $ 120,000,000 | |||
Payments for Derivative Instrument, Financing Activities | 1,700,000 | $ 1,000,000 | |||
Accrued Interest Rate Swap, Noncurrent | 0 | 6,062,000 | |||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | 900,000 | ||||
Proceeds from Derivative Instrument, Financing Activities | $ 200,000 | ||||
Accrued Interest Rate Swap, Noncurrent, Fair Value | $ 600,000 | ||||
Term Loan B Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Derivative, Interest Rate Swap Debt Fix | $ 0.50 | ||||
Senior Secured Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | 0.915% |
Other Income (Details)
Other Income (Details) $ in Thousands | 12 Months Ended | |||||||||
Jan. 02, 2022USD ($)restaurant | Jan. 03, 2021USD ($)restauranttransaction | Dec. 29, 2019USD ($)restaurant | Dec. 30, 2018USD ($) | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | |
Other Income and Expenses [Abstract] | ||||||||||
Other Operating Income (Expense), Net | $ 1,186 | $ 1,271 | $ 1,911 | |||||||
Proceeds from Legal Settlements | (1,900) | |||||||||
Sale and Leaseback Transaction, Gain (Loss), Net | 22 | (189) | (600) | $ (636) | ||||||
Property, Plant and Equipment, Disposals | $ 1,200 | $ 1,000 | 800 | |||||||
Number of Restaurants | 1,091 | 1,074 | 1,092 | 1,092 | 1,075 | 1,088 | 1,092 | 1,093 | ||
Gain on insurance recoveries | $ (2,100) | $ (200) | ||||||||
Number Of Restaurants Subject To Insurance Recovery | restaurant | 2 | 4 | 2 | |||||||
Number Of Sale-leaseback Transactions In Gain Position | transaction | 12 | |||||||||
Other Income | $ (1,300) | |||||||||
Gain on Sale of Litigation Claim | $ (1,100) |
Income Taxes Schedule of Compon
Income Taxes Schedule of Components of income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal | $ 0 | $ 0 | $ (260) |
State | (36) | 268 | 119 |
Current Income Tax Expense (Benefit) | (36) | 268 | (141) |
Federal | (12,374) | (6,039) | (9,768) |
State | (4,021) | (1,073) | (2,214) |
Deferred | (16,395) | (7,112) | (11,982) |
Increase in valuation allowance | 11,272 | 13,138 | 0 |
Provision (benefit) for income taxes | $ (5,159) | $ 6,294 | $ (12,123) |
Income Taxes Schedule of Deferr
Income Taxes Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 |
Income Tax Disclosure [Abstract] | |||
Deferred Tax Assets, Interest Expense | $ 1,345 | $ 0 | |
Deferred Tax Assets, Operating Lease Liabilities | 217,236 | 219,096 | |
Postretirement benefit expenses | 766 | 853 | |
Stock-based compensation expense | 1,683 | 1,323 | |
Federal net operating loss carryforwards | 26,839 | 28,880 | |
State net operating loss carryforwards | 6,837 | 6,032 | |
Tax credit carryforwards | 39,965 | 35,650 | |
Accrued vacation benefits | 2,844 | 2,684 | |
Accrued workers compensation | 0 | 1,841 | |
Accumulated other comprehensive income-postretirement benefits | (380) | (474) | |
Deferred Tax Assets, Accumulated Other Comprehensive Income, Interest Rate Swap | (161) | 0 | |
Deferred Tax Liabilities, Other | (2,679) | (1,172) | |
Other | 6,507 | 4,345 | |
Deferred Tax Assets, Gross, Total | 304,022 | 300,704 | |
Less: Valuation allowance | (24,410) | (13,138) | $ 0 |
Net deferred income tax assets | 279,612 | 287,566 | |
Deferred Tax Liabilities, Operating Right-of-use Assets | (202,887) | (205,897) | |
Property and equipment depreciation | (18,092) | (26,056) | |
Franchise rights | (63,030) | (65,329) | |
Deferred Tax Liabilities, Gross | (287,229) | (298,928) | |
Carrying value of net deferred income tax assets | $ (7,617) | $ (11,362) |
Income Taxes Narrative (Details
Income Taxes Narrative (Details) - USD ($) | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Income Tax Contingency [Line Items] | |||
Federal operating loss carryforwards | $ 127,800,000 | ||
Miscellaneous | (499,000) | $ 281,000 | $ 37,000 |
Unrecognized Tax Benefits | 0 | 0 | |
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 0 | 0 | |
Deferred Tax Assets, Tax Credit Carryforwards, General Business | 40,000,000 | ||
Deferred Tax Assets, Valuation Allowance | 24,410,000 | 13,138,000 | $ 0 |
Valuation Allowances and Reserves, Charged to Cost and Expense | 11,272,000 | $ 13,138,000 | |
State and Local Jurisdiction | |||
Income Tax Contingency [Line Items] | |||
Federal operating loss carryforwards | $ 143,900,000 |
Income Taxes Effective Rate Rec
Income Taxes Effective Rate Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Jan. 03, 2021 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||||||
Statutory federal income tax provision (benefit) | $ (10,119) | $ (4,865) | $ (9,249) | ||||
State income taxes (benefit), net of federal provision (benefit) | (2,934) | (726) | (1,655) | ||||
Employment tax credits | (3,274) | (2,585) | (2,938) | ||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 7,100 | $ 1,600 | $ 2,600 | $ 12,900 | 11,272 | 13,138 | 0 |
Non-deductible expenses | 431 | 214 | 1,374 | ||||
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Amount | 127 | 525 | 308 | ||||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | (163) | 312 | 0 | ||||
Miscellaneous | (499) | 281 | 37 | ||||
Provision (benefit) for income taxes | $ (5,159) | $ 6,294 | $ (12,123) |
Stock-based Compensation Stoc_2
Stock-based Compensation Stock-Based Compensation Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 15, 2019 | Jan. 15, 2018 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | Jun. 18, 2021 | Jan. 03, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock Award Vesting Period | 3 years | ||||||
Stock-based compensation | $ 6,234 | $ 5,223 | $ 5,753 | ||||
Nonvested stock-based compensation expense | $ 5,600 | ||||||
Remaining weighted average vesting period | 1 year 1 month 6 days | ||||||
Grants in Period | 987,744 | ||||||
Granted (in dollars per share) | $ 7.12 | ||||||
Granted (in shares) | 1,075,000 | ||||||
Share price (in dollars per share) | $ 2.96 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 531,437 | ||||||
Management [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted Stock Awards Issued During Period | 790,000 | 417,500 | |||||
Stock Award Vesting Period | 3 years | 3 years | |||||
Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted Stock Awards Issued During Period | 73,128 | 47,470 | |||||
Grants in Period | 10,000 | ||||||
2016 Stock Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares Authorized Under Stock Incentive Plan | 7,500,000 | 3,500,000 | 4,000,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,599,630 | ||||||
Restricted Stock [Member] | Certain Employees and Officers | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 895,000 | ||||||
Restricted Stock [Member] | Outside Directors | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 92,744 | ||||||
Non-Qualified Stock Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in shares) | 739,340 | ||||||
Incentive Stock Options (ISOs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in shares) | 335,660 | ||||||
Share-based Payment Arrangement, Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock Award Vesting Period | 3 years | ||||||
Grants in Period | 99,317 | 12,805 | |||||
Granted (in shares) | 112,122 | ||||||
Share price (in dollars per share) | $ 6.68 | ||||||
Vested | (19,958) |
Stock-based Compensation Summar
Stock-based Compensation Summary of Stock Activity (Details) | 12 Months Ended |
Jan. 02, 2022$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Nonvested shares at beginning of period | shares | 1,167,848 |
Nonvested shares, Weighted Average Grant Date Price at beginning of period | $ / shares | $ 7.02 |
Grants in Period | shares | 987,744 |
Grants in Period, Weighted Average Grant Date Price | $ / shares | $ 6.94 |
Vested | shares | (531,437) |
Vested, Weighted Average Grant Date Price | $ / shares | $ 7.94 |
Forfeited | shares | (287,325) |
Forfeited, Weighed Average Grant Date Price | $ / shares | $ 7.21 |
Nonvested shares at end of period | shares | 1,336,830 |
Nonvested shares, Weighted Average Grant Date Price at end of period | $ / shares | $ 6.55 |
Stock-based Compensation - Fair
Stock-based Compensation - Fair Value Assumptions (Details) - Share-based Payment Arrangement, Option | 12 Months Ended |
Jan. 02, 2022$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free interest rate | 0.21% |
Expected term (in years) | 4 years 6 months |
Expected volatility | 65.10% |
Expected dividend yield | 0.00% |
Fair Value | $ 3.65 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Options Activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Jan. 02, 2022USD ($)$ / sharesshares | |
Options | |
Beginning balance (in shares) | 1,050,000 |
Granted (in shares) | 1,075,000 |
Forfeited (in shares) | (25,000) |
Ending balance (in shares) | 1,025,000 |
Options, Vested or expected to vest (in shares) | 1,025,000 |
Options, Options exercisable (in shares) | 348,500 |
Weighted Average Exercise Price | |
Granted (in dollars per share) | $ / shares | $ 7.12 |
Forfeited (in dollars per share) | $ / shares | 7.12 |
Options Outstanding (in dollars per share) | $ / shares | 7.12 |
Vested or expected to vest (in dollars per share) | $ / shares | $ 7.12 |
Average Remaining Contractual Life | |
Options Outstanding at January 2, 2022 | 5 years 7 months 6 days |
Vested or expected to vest at January 2, 2022 | 5 years 7 months 6 days |
Aggregate Intrinsic Value | |
Options Outstanding at January 2, 2022 | $ | $ 0 |
Vested or expected to vest at January 2, 2022 | $ | $ 0 |
Share price (in dollars per share) | $ / shares | $ 2.96 |
Stock-Based Compensation Summ_2
Stock-Based Compensation Summary of RSU Activity (Details) (Details) | 12 Months Ended |
Jan. 02, 2022shares | |
Options | |
Granted (in shares) | 1,075,000 |
Restricted Stock Units (RSUs) [Member] | |
Options | |
Non-vested at December 29, 2019 | 37,456 |
Granted (in shares) | 112,122 |
Vested | (19,958) |
Non-vested at September 27, 2020 | 129,620 |
Stockholder's Equity - Preferre
Stockholder's Equity - Preferred Stock (Details) | Oct. 05, 2021USD ($) | Aug. 12, 2021 | Sep. 29, 2019 | Sep. 29, 2019 | Jan. 02, 2022USD ($)$ / sharesshares | Jan. 03, 2021USD ($)$ / sharesshares | Dec. 29, 2019USD ($) | Dec. 28, 2014 | Oct. 03, 2021shares | Aug. 02, 2019USD ($) |
Class of Stock [Line Items] | ||||||||||
Preferred Stock, Shares Issued | 100 | 100 | ||||||||
Board of directors, number of members | 2 | |||||||||
Common Stock, Dividends, Per Share, Declared | 0.41 | |||||||||
Convertible Preferred Stock, Common Shares Issuable upon Conversion | 9,414,580 | |||||||||
Payment of Special Cash Dividend, Financing Activities | $ | $ 24,900,000 | $ 24,882,000 | $ 0 | $ 0 | ||||||
Minimum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Board of directors, number of members | 1 | |||||||||
Maximum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Board of directors, number of members | 1 | 1 | 2 | |||||||
Repurchase Program [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Repurchased During Period, Shares | 1,534,304 | 553,112 | ||||||||
Treasury Stock Acquired, Average Cost Per Share | $ / shares | $ 6.52 | $ 7.26 | ||||||||
Stock Repurchased During Period, Value | $ | $ 10,000,000 | $ 4,000,000 | ||||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ | $ 11,000,000 | |||||||||
Series B Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Outstanding Shares | 7.50% | |||||||||
Preferred Stock, Shares Issued | 100 | |||||||||
Series C Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred Units, Issued | 10,000 | |||||||||
Common Stock [Member] | Repurchase Program [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ | $ 11,000,000 | |||||||||
Stock Repurchase Program, Authorized Amount | $ | $ 25,000,000 | |||||||||
BKC [Member] | Series B Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Outstanding Shares | 14.50% | 10.00% | 11.50% | |||||||
Cambridge Holdings, LLC [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 7,500,000 | |||||||||
Cambridge Holdings, LLC [Member] | Carrols Restaurant Group, Inc. | ||||||||||
Class of Stock [Line Items] | ||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 24.40% | |||||||||
2016 Stock Incentive Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,599,630 |
Net Income (Loss) Per Share E_3
Net Income (Loss) Per Share Earnings Per Share Table (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 03, 2021 | Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net income (loss) | $ (16,400) | $ (9,902) | $ (9,559) | $ (7,168) | $ (18,627) | $ 3,531 | $ 7,842 | $ (22,209) | $ (43,029) | $ (29,463) | $ (31,919) |
Net income available to common stockholders | $ (43,029) | $ (29,463) | $ (31,919) | ||||||||
Basic weighted average common shares outstanding | 49,899,274 | 50,751,185 | 43,421,715 | ||||||||
Basic and diluted net income (loss) per share | $ (0.33) | $ (0.20) | $ (0.19) | $ (0.14) | $ (0.37) | $ 0.06 | $ 0.13 | $ (0.44) | $ (0.86) | $ (0.58) | $ (0.74) |
Net income (loss) | $ (16,400) | $ (9,902) | $ (9,559) | $ (7,168) | $ (18,627) | $ 3,531 | $ 7,842 | $ (22,209) | $ (43,029) | $ (29,463) | $ (31,919) |
Basic weighted average common shares outstanding | 49,899,274 | 50,751,185 | 43,421,715 | ||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 0 | 0 | 0 | ||||||||
Diluted weighted average common shares outstanding | 49,899,274 | 50,751,185 | 43,421,715 | ||||||||
Basic and diluted net income (loss) per share | $ (0.33) | $ (0.20) | $ (0.19) | $ (0.14) | $ (0.37) | $ 0.06 | $ 0.13 | $ (0.44) | $ (0.86) | $ (0.58) | $ (0.74) |
Earnings Per Share, Diluted | $ (0.86) | $ (0.58) | $ (0.74) | ||||||||
Shares excluded from diluted net income (loss) per share computations (2) | 9,681,878 | 9,615,435 | 11,484,159 | ||||||||
Restricted Stock [Member] | |||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Less: income attributable to participating securities | $ 0 | $ 0 | $ 0 | ||||||||
Convertible Preferred Stock | |||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Less: income attributable to participating securities | $ 0 | $ 0 | $ 0 |
Commitments And Contingencies L
Commitments And Contingencies Lease Guarantees (Details) $ in Millions | 12 Months Ended |
Jan. 02, 2022USD ($) | |
Guarantor Obligations [Line Items] | |
Maximum potential undiscounted rental payments | $ 9 |
Loss Contingency Accrual, Payments | $ 0 |
McLane Company Inc. | Revenue Benchmark | Supplier Concentration Risk | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 31.00% |
McLane Company Inc. | Revenue Benchmark | Supplier Concentration Risk | Poultry Products | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 69.00% |
McLane Company Inc. | Revenue Benchmark | Supplier Concentration Risk | Non-poultry Products | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 91.00% |
Lineage Foodservice Solutions | Revenue Benchmark | Supplier Concentration Risk | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 30.00% |
Reinhart Food Service LLC | Revenue Benchmark | Supplier Concentration Risk | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 29.00% |
Burger King | Revenue Benchmark | Supplier Concentration Risk | |
Guarantor Obligations [Line Items] | |
Concentration Risk, Percentage | 10.00% |
Property Lease Guarantee [Member] | |
Guarantor Obligations [Line Items] | |
Property Leases | 17 |
Property Lease Guarantee [Member] | Pollo Operations, Inc | |
Guarantor Obligations [Line Items] | |
Property Leases | 8 |
Property Lease Guarantee [Member] | Texas Taco Cabana, L.P. | |
Guarantor Obligations [Line Items] | |
Property Leases | 9 |
Closed Restaurants [Member] | |
Guarantor Obligations [Line Items] | |
Property Leases | 1 |
Related Parties (Details)
Related Parties (Details) $ in Thousands | Apr. 30, 2019USD ($)state | Jan. 02, 2022USD ($)Rateshares | Apr. 04, 2021USD ($) | Jan. 02, 2022USD ($)yrRateshares | Jan. 03, 2021USD ($)shares | Dec. 29, 2019USD ($)restaurantshares | Sep. 30, 2025restaurant | Sep. 30, 2024restaurant | Sep. 30, 2023restaurant | Sep. 30, 2022restaurant | Sep. 30, 2021restaurant | Jan. 04, 2021staterestaurant | Dec. 31, 2017 |
Related Party Transaction [Line Items] | |||||||||||||
Preferred Stock, Shares Issued | shares | 100 | 100 | 100 | ||||||||||
Franchise Term | yr | 20 | ||||||||||||
Board of directors, number of members | 2 | 2 | |||||||||||
Franchise Agreement, Term | 20 years | ||||||||||||
Related Party Transaction, Accounts Payable | $ 31,164 | $ 31,164 | $ 27,596 | ||||||||||
Franchise Agreement, Number Of States | state | 16 | ||||||||||||
Franchise Agreement, Number Of Additional States | state | 4 | ||||||||||||
Franchise Agreement, Remodeling Expense | $ 3,000 | ||||||||||||
Settlement, Approval of Restaurant Development | $ 1,900 | ||||||||||||
Monthly Digital Platform Fee | $ 1,300 | ||||||||||||
Area Development Agreement, Restaurants To Be Opened, Built, And Operated | restaurant | 4 | 50 | |||||||||||
Area Development Agreement, Percentage Of New Restaurants To Be In Kentucky, Tennessee And Indiana | 80.00% | ||||||||||||
Area Development Agreement, Number Of Restaurants To Be Acquired | restaurant | 500 | ||||||||||||
Area Development Agreement, Number Of States | state | 16 | ||||||||||||
Area Development Agreement, Prepaid Franchise Fees | $ 600 | ||||||||||||
Lessee, Operating Leases, Rent Expense, Net | $ 122,662 | 118,444 | 107,147 | ||||||||||
Scenario, Forecast | Subsequent Event | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Area Development Agreement, Restaurants To Be Opened, Built, And Operated | restaurant | 12 | 12 | 12 | 10 | |||||||||
Related Party, Burger King Corporate [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Related Party Transaction, Royalty Fee Rate | Rate | 4.50% | 4.50% | |||||||||||
Royalty Expense | $ 72,800 | 67,200 | 62,000 | ||||||||||
Related Party Transaction, Advertising Fee Rate | Rate | 4.00% | 4.00% | |||||||||||
Advertising Expense | $ 64,000 | $ 59,300 | 56,700 | ||||||||||
Leases, Number of Leased Restaurants | 225 | 225 | 232 | 248 | |||||||||
Related Party Transaction, Accounts Payable | $ 16,300 | $ 16,300 | $ 14,700 | ||||||||||
Related Party Transaction, Percentage of Voting Interests Acquired | Rate | 15.50% | 15.50% | |||||||||||
Lessee, Operating Leases, Rent Expense, Net | $ 26,900 | $ 25,900 | $ 27,400 | ||||||||||
Affiliated Entity [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Franchise Fees, Initial, Net | $ 50 | ||||||||||||
Popeyes Franchises [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Right Of First Refusal, Number Of Franchises | restaurant | 80 | ||||||||||||
Right of First Refusal, Term | 6 years | ||||||||||||
Property Leases Identical to BKC's Lease with Third Party [Member] | Affiliated Entity [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Leases, Number of Leased Restaurants | 96 | 96 | |||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Preferred Stock, Shares Issued | shares | 100 | 100 | |||||||||||
Popeyes Franchises [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Related Party Transaction, Royalty Fee Rate | Rate | 5.00% | 5.00% | |||||||||||
Right of First Refusal, Number of States | shares | 2 |
Retirement Plans (Details)
Retirement Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 50.00% | ||
Defined Contribution Plan, Employer Matching Contribution, Percent | 50.00% | ||
Defined Contribution Plan, Requisite Service Period, Hours of Service | 1,000 | ||
Defined Contribution Plan, Cost | $ 1,800 | $ 1,900 | $ 1,400 |
Deferred Compensation Arrangements, Interest Rate | 8.00% | ||
Deferred Compensation Arrangement with Individual, Contributions by Employer | $ 0 | ||
Deferred compensation | 2,286 | 4,419 | |
Deferred Compensation Liability, Current and Noncurrent | $ 4,900 | $ 4,400 | |
Minimum [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Vesting Period of Company Contributions | 1 year | ||
Maximum [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Vesting Period of Company Contributions | 5 years |
Selected Quarterly Financial _3
Selected Quarterly Financial and Earnings Data (Unaudited) Quarterly Table (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2022USD ($)$ / shares | Oct. 03, 2021USD ($)$ / shares | Jul. 04, 2021USD ($)$ / shares | Apr. 04, 2021USD ($)$ / shares | Jan. 03, 2021USD ($)$ / shares | Sep. 27, 2020USD ($)$ / shares | Jun. 28, 2020USD ($)$ / shares | Mar. 29, 2020USD ($)$ / shares | Jan. 02, 2022USD ($)$ / shares | Jan. 03, 2021USD ($)$ / shares | Dec. 29, 2019USD ($)$ / shares | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Restaurant sales | $ 416,133 | $ 421,703 | $ 424,541 | $ 389,993 | $ 420,530 | $ 407,036 | $ 368,418 | $ 351,518 | |||
Operating income (loss) | (9,998) | (3,647) | 5,889 | (3,103) | 1,631 | 10,228 | 14,302 | (22,047) | $ (10,859) | $ 4,114 | $ (8,743) |
Net income (loss) | $ (16,400) | $ (9,902) | $ (9,559) | $ (7,168) | $ (18,627) | $ 3,531 | $ 7,842 | $ (22,209) | $ (43,029) | $ (29,463) | $ (31,919) |
Basic and diluted net income (loss) per share | $ / shares | $ (0.33) | $ (0.20) | $ (0.19) | $ (0.14) | $ (0.37) | $ 0.06 | $ 0.13 | $ (0.44) | $ (0.86) | $ (0.58) | $ (0.74) |
Restaurants at end of period | 1,091 | 1,092 | 1,092 | 1,075 | 1,074 | 1,088 | 1,092 | 1,093 | 1,091 | 1,074 |
Selected Quarterly Financial _4
Selected Quarterly Financial and Earnings Data (Unaudited) (Details) $ in Thousands | Jun. 23, 2021restaurant | Jun. 17, 2021restaurant | Jan. 02, 2022USD ($) | Oct. 03, 2021USD ($) | Jul. 04, 2021USD ($)restaurant | Apr. 04, 2021USD ($) | Jan. 03, 2021USD ($) | Sep. 27, 2020USD ($) | Jun. 28, 2020USD ($) | Mar. 29, 2020USD ($) | Jan. 02, 2022USD ($)restaurant | Jan. 03, 2021USD ($) | Dec. 29, 2019USD ($) |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||
Restaurants Acquired | restaurant | 5 | 14 | 19 | 19 | |||||||||
Acquisition-related costs | $ 100 | $ 300 | |||||||||||
Impairment and other lease charges | $ 3,200 | $ 800 | $ 100 | $ 400 | $ 5,000 | $ 2,000 | $ 2,900 | $ 2,900 | $ 4,470 | $ 12,778 | $ 3,564 | ||
Number of Restaurants | 1,091 | 1,092 | 1,092 | 1,075 | 1,074 | 1,088 | 1,092 | 1,093 | 1,091 | 1,074 | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 7,100 | $ 1,600 | $ 2,600 | $ 12,900 | $ 11,272 | $ 13,138 | 0 | ||||||
Impairment charges | 3,900 | 8,200 | 1,700 | ||||||||||
Interim Period, Costs Not Allocable [Line Items] | |||||||||||||
Impairment charges | $ 3,900 | $ 8,200 | $ 1,700 | ||||||||||
First Right Of Refusal | |||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||
Impairment charges | 2,000 | ||||||||||||
Interim Period, Costs Not Allocable [Line Items] | |||||||||||||
Impairment charges | $ 2,000 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Sep. 30, 2025restaurant | Sep. 30, 2024restaurant | Sep. 30, 2023restaurant | Sep. 30, 2022restaurant | Sep. 30, 2021restaurant | Jan. 04, 2021staterestaurant | Dec. 29, 2019USD ($) |
Subsequent Event [Line Items] | |||||||
Area Development Agreement, Number Of States | state | 16 | ||||||
Area Development Agreement, Number Of Restaurants To Be Acquired | 500 | ||||||
Area Development Agreement, Prepaid Franchise Fees | $ | $ 0.6 | ||||||
Area Development Agreement, Restaurants To Be Opened, Built, And Operated | 4 | 50 | |||||
Area Development Agreement, Percentage Of New Restaurants To Be In Kentucky, Tennessee And Indiana | 80.00% | ||||||
Subsequent Event | Scenario, Forecast | |||||||
Subsequent Event [Line Items] | |||||||
Area Development Agreement, Restaurants To Be Opened, Built, And Operated | 12 | 12 | 12 | 10 |
Valuation and Qualifying Acco_2
Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 02, 2022 | Jan. 03, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | ||
Deferred Tax Assets, Valuation Allowance Beginning of Year | $ 13,138 | $ 0 |
Valuation Allowances and Reserves, Charged to Cost and Expense | 11,272 | 13,138 |
Valuation Allowances and Reserves, Charged to Other Accounts | 0 | 0 |
SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction | 0 | 0 |
Deferred Tax Assets, Valuation Allowance, End of Year | $ 24,410 | $ 13,138 |