Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2019shares | |
Document Information [Abstract] | |
Document Type | 10-Q |
Entity Central Index Key | 0000813920 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Document Period End Date | Mar. 31, 2019 |
Document Fiscal Year Focus | 2019 |
Trading Symbol | CEC |
Entity Registrant Name | CEC ENTERTAINMENT INC |
Current Fiscal Year End Date | --12-29 |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 200 |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2019 | Dec. 30, 2018 | |
Current assets: | |||
Cash and cash equivalents | $ 112,030,000 | $ 63,170,000 | |
Restricted cash | 266,000 | 151,000 | |
Accounts receivable | 20,747,000 | 24,020,000 | |
Income taxes receivable | 0 | 10,160,000 | |
Inventories | 24,593,000 | 23,807,000 | |
Prepaid expenses | 18,712,000 | 25,424,000 | |
Total current assets | 176,348,000 | 146,732,000 | |
Property and equipment, net | 533,610,000 | 539,185,000 | |
Operating Lease, Right-of-Use Asset | 544,592,000 | 0 | |
Finance Lease, Right-of-Use Asset | 9,839,000 | ||
Goodwill | 484,438,000 | 484,438,000 | |
Intangible assets, net | 470,242,000 | 477,085,000 | |
Other noncurrent assets | 18,883,000 | 18,725,000 | |
Total assets | 2,228,113,000 | 1,666,165,000 | |
Current liabilities: | |||
Bank indebtedness and other long-term debt, current portion | [1] | 7,600,000 | 7,600,000 |
Operating Lease, Liability, Current | 47,509,000 | 0 | |
Finance Lease, Liability, Current | 735,000 | (677,000) | |
Accounts payable | 38,848,000 | 31,410,000 | |
Accrued expenses | 40,405,000 | 36,030,000 | |
Unearned revenues | 22,706,000 | 18,124,000 | |
Accrued interest | 2,417,000 | 7,463,000 | |
Other current liabilities | 5,332,000 | 5,955,000 | |
Total current liabilities | 164,817,000 | 106,582,000 | |
Operating Lease, Liability, Noncurrent | 529,972,000 | 0 | |
Finance Lease, Liability, Noncurrent | 12,104,000 | 12,330,000 | |
Bank indebtedness and other long-term debt, less current portion | 960,715,000 | 961,514,000 | |
Deferred tax liability | 108,450,000 | 107,058,000 | |
Accrued insurance | 9,861,000 | 9,861,000 | |
Other noncurrent liabilities | 190,510,000 | 238,579,000 | |
Total liabilities | 1,964,325,000 | 1,423,594,000 | |
Stockholder’s equity: | |||
Common stock | 0 | 0 | |
Capital in excess of par value | 359,696,000 | 359,570,000 | |
Accumulated deficit | (94,414,000) | (115,660,000) | |
Accumulated other comprehensive loss | (1,494,000) | (1,339,000) | |
Total stockholder’s equity | 263,788,000 | 242,571,000 | |
Total liabilities and stockholder’s equity | 2,228,113,000 | 1,666,165,000 | |
Common Stock [Member] | |||
Stockholder’s equity: | |||
Common stock | 0 | 0 | |
Additional Paid-in Capital [Member] | |||
Stockholder’s equity: | |||
Capital in excess of par value | 359,696,000 | 359,570,000 | |
Retained Earnings [Member] | |||
Stockholder’s equity: | |||
Accumulated deficit | (94,414,000) | (115,660,000) | |
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Stockholder’s equity: | |||
Accumulated other comprehensive loss | $ (1,494,000) | $ (1,339,000) | |
[1] | Excluding net deferred financing costs |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
REVENUES: | ||
Total revenues | $ 273,312,000 | $ 254,904,000 |
Company store operating costs: | ||
Total cost of food, beverage, entertainment and merchandise | 38,398,000 | 36,742,000 |
Labor expenses | 72,505,000 | 67,349,000 |
Operating Leases, Rent Expense | 27,027,000 | 24,049,000 |
Other store operating expenses | 35,297,000 | 38,062,000 |
Total company store operating costs | 173,227,000 | 166,202,000 |
Other costs and expenses: | ||
Advertising expense | 12,253,000 | 13,974,000 |
General and administrative expenses | 15,243,000 | 12,909,000 |
Depreciation and amortization | 24,334,000 | 26,572,000 |
Transaction and severance costs | 23,000 | 534,000 |
Total operating costs and expenses | 225,080,000 | 220,191,000 |
Operating income (loss) | 48,232,000 | 34,713,000 |
Interest Income (Expense), Net | 19,808,000 | 18,557,000 |
Income (loss) before income taxes | 28,424,000 | 16,156,000 |
Income tax expense (benefit) | 7,178,000 | 3,933,000 |
Net income (loss) | 21,246,000 | 12,223,000 |
Weighted average common shares outstanding: | ||
Comprehensive income (loss) | 21,091,000 | 12,377,000 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (155,000) | 154,000 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (155,000) | |
Retained Earnings [Member] | ||
Other costs and expenses: | ||
Net income (loss) | 21,246,000 | |
Food and Beverage [Member] | ||
REVENUES: | ||
Total revenues | 117,815,000 | 118,377,000 |
Company store operating costs: | ||
Total cost of food, beverage, entertainment and merchandise | 26,652,000 | 27,360,000 |
Franchise [Member] | ||
REVENUES: | ||
Total revenues | 5,820,000 | 5,410,000 |
Entertainment [Member] | ||
REVENUES: | ||
Total revenues | 149,677,000 | 131,117,000 |
Company store operating costs: | ||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 11,746,000 | 9,382,000 |
Total cost of food, beverage, entertainment and merchandise | 11,746,000 | 9,382,000 |
Sales Revenue, Net [Member] | ||
REVENUES: | ||
Total revenues | $ 267,492,000 | $ 249,494,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Net income (loss) | $ 21,246 | $ 12,223 |
Components of other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | (155) | 154 |
Total components of other comprehensive income (loss), net of tax | (155) | |
Comprehensive income (loss) | 21,091 | $ 12,377 |
Retained Earnings [Member] | ||
Net income (loss) | $ 21,246 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Cash and cash equivalents | $ 112,030,000 | $ 98,686,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 112,296,000 | 98,772,000 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | 21,246,000 | 12,223,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 24,334,000 | 26,572,000 |
Deferred income taxes | 1,448,000 | (672,000) |
Stock-based compensation expense | 1,162,000 | 64,000 |
Amortization of lease related liabilities | 0 | (211,000) |
Amortization of original issue discount and deferred debt financing costs | 1,059,000 | 1,137,000 |
Loss on asset disposals, net | 954,000 | 1,237,000 |
Noncash Rent Expense | 732,000 | 1,181,000 |
IncreaseDecreaseinLeaseRelatedLiabilities | (152,000) | 0 |
Operating Lease, Payments | 23,398,000 | |
Other adjustments | 112,000 | (26,000) |
Changes in operating assets and liabilities: | ||
Increase (Decrease) in Receivables | 3,369,000 | 3,071,000 |
Inventories | (864,000) | (1,641,000) |
Prepaid expenses | (2,079,000) | 442,000 |
Accounts payable | 7,692,000 | 2,195,000 |
Accrued expenses | 1,638,000 | 1,916,000 |
Other liabilities | 4,578,000 | 3,908,000 |
Income taxes receivable | (4,975,000) | (5,010,000) |
Increase (Decrease) in Income Taxes Payable | 10,224,000 | 4,426,000 |
Increase (Decrease) in Deferred Landlord Contributions | 0 | 1,752,000 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 234,000 | |
Net Cash Provided by (Used in) Operating Activities | 70,478,000 | 52,564,000 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (18,372,000) | (18,060,000) |
Payments to Develop Software | (282,000) | (515,000) |
Proceeds from Sale of Property, Plant, and Equipment | 21,000 | 158,000 |
Net cash used in investing activities | (18,633,000) | (18,417,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments on senior term loan | (1,900,000) | (1,900,000) |
Payments on financing lease obligations | (168,000) | (145,000) |
Sale Leaseback Transaction, Payments, Financing Activities | (803,000) | (688,000) |
Adjustments to Additional Paid in Capital, Other | 0 | |
Net cash used in financing activities | (2,871,000) | (2,733,000) |
Effect of foreign exchange rate changes on cash | 1,000 | 46,000 |
Change in cash, cash equivalents and restricted cash | 48,975,000 | 31,460,000 |
Cash, cash equivalents and restricted cash at end of period | 112,296,000 | 98,772,000 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid | (23,799,000) | (22,546,000) |
Income taxes (refunded) paid, net | (4,493,000) | 180,000 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrued construction costs | 1,062,000 | 634,000 |
Restricted cash | $ 266,000 | $ 86,000 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies: | Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. As of March 31, 2019 we and our franchisees operated a total of 748 venues, of which 554 were Company-operated venues located in 44 states and Canada. Our franchisees operated a total of 194 venues located in 15 states and 13 foreign countries and territories, including Chile, Colombia, Guam, Guatemala, Honduras, Mexico, Panama, Peru, Puerto Rico, Saudi Arabia, Trinidad & Tobago, and the United Arab Emirates. As of March 31, 2019 , a total of 181 Chuck E. Cheese's venues are located in California, Texas, and Florida ( 178 are Company-operated and three are franchised locations), and a total of 133 Peter Piper Pizza venues are located in Arizona, Texas, and Mexico ( 33 are Company-operated and 100 are franchised locations). All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“VIE”). The Association primarily administers the collection and disbursement of funds (the “Association Funds”) used for advertising, entertainment and media programs that benefit both us and our Chuck E. Cheese’s franchisees. We and our franchisees are required to contribute a percentage of gross sales to these funds and could be required to make additional contributions to fund any deficits that may be incurred by the Association. We include the Association in our Consolidated Financial Statements, as we concluded that we are the primary beneficiary of its variable interests because we (a) have the power to direct the majority of its significant operating activities; (b) provide it unsecured lines of credit; and (c) own the majority of the venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $0.8 million and $0.7 million for the three months ended March 31, 2019 and April 1, 2018 , respectively. Our contributions to the Association Funds are eliminated in consolidation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) 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 date of our unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Interim Financial Statements The accompanying Consolidated Financial Statements as of and for the three months ended March 31, 2019 and April 1, 2018 are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and, consequently, do not include all of the information and footnote disclosures required by GAAP. In the opinion of management, the Consolidated Financial Statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of its consolidated results of operations, financial position and cash flows as of the dates and for the periods presented in accordance with GAAP and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). All intercompany accounts have been eliminated in consolidation. Consolidated results of operations for interim periods are not necessarily indicative of results for the full year. The unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2018 , filed with the SEC on March 12, 2019 . |
Revenue Revenue
Revenue Revenue | 3 Months Ended |
Mar. 31, 2019 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Revenue | Revenue: Liabilities relating to unused game credits, gift card liabilities and deferred franchise and development fees are included in “Unearned revenues” on our Consolidated Balance Sheets. The following table presents changes in the Company’s Unearned revenue balances during the three months ended March 31, 2019 : Balance at Balance at December 31, 2018 Revenue Deferred Revenue Recognized March 31, 2019 (in thousands) PlayPass related deferred revenue $ 5,561 $ 14,346 $ (12,455 ) $ 7,452 Gift card related deferred revenue 5,253 1,926 (2,882 ) 4,297 Unearned franchise and development fees 6,321 2,572 (29 ) 8,864 Other unearned revenues 989 9,101 (7,997 ) 2,093 Total unearned revenue $ 18,124 $ 27,945 $ (23,363 ) $ 22,706 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Intangible Assets, Net: The following table presents our indefinite and definite-lived intangible assets at March 31, 2019 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Franchise agreements 25 53,300 (9,758 ) 43,542 $ 480,000 $ (9,758 ) $ 470,242 In connection with the adoption of ASU 2016-02 effective December 31, 2018 , we reclassified $6.3 million related to the net carrying amount of our favorable lease definite-lived intangible asset from “Intangible Assets, Net” to “Operating lease right-of-use assets, net” on our Consolidated Balance Sheets. See Note 1. “Description of Business and Summary of Significant Accounting Policies - Recently Adopted Accounting Guidance” and Note 4. “Leases” for further discussion on the adoption of ASU 2016-02. Amortization expense related to favorable lease agreements was $ 0.4 million for the three months ended April 1, 2018 , and is included in “Lease costs” in our Consolidated Statements of Earnings. As described above, in connection with the adoption of ASU 2016-02 at the beginning of Fiscal 2019, our favorable lease definite-lived intangible asset from “Intangible Assets, Net” to “Operating lease right-of-use assets, net” and therefore we no longer have any amortization expense related to favorable lease agreements. Amortization expense related to franchise agreements was $0.5 million for both the three months ended March 31, 2019 and April 1, 2018 , respectively, and is included in “Depreciation and amortization” in our Consolidated Statements of Earnings. |
Accounts Payable (Notes)
Accounts Payable (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Payable, Other Payables [Member] | |
Accounts Payable [Line Items] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Accounts payable consisted of the following as of the dates presented: March 31, 2019 December 30, 2018 (in thousands) Trade and other amounts payable $ 26,962 $ 20,685 Book overdraft 11,886 10,725 Accounts payable $ 38,848 $ 31,410 The book overdraft balance represents checks issued but not yet presented to banks. |
Indebtedness and Interest Expen
Indebtedness and Interest Expense | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Indebtedness and Interest Expense | Indebtedness and Interest Expense: Our long-term debt consisted of the following as of the dates presented: March 31, December 30, (in thousands) Term loan facility $ 722,000 $ 723,900 Senior notes 255,000 255,000 Total debt outstanding 977,000 978,900 Less: Deferred financing costs, net (7,667 ) (8,633 ) Unamortized original issue discount (1,018 ) (1,153 ) Current portion of term loan facility (7,600 ) (7,600 ) Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion $ 960,715 $ 961,514 We were in compliance with the debt covenants in effect as of March 31, 2019 for both the secured credit facilities and the senior notes. Secured Credit Facilities Our secured credit facilities include (i) a $760.0 million term loan facility with a maturity date of February 14, 2021 (the “term loan facility”) and (ii) a $95.0 million senior secured revolving credit facility with a maturity date of November 16, 2020 (as discussed in more detail below, $95.0 million of our original $150.0 million revolving credit facility maturing on February 14, 2019, was extended to November 16, 2020 ). The revolving credit facility includes a letter of credit sub-facility and a $30.0 million swingline loan sub-facility (the “revolving credit facility” and together with the term loan facility, the “secured credit facilities”). The term loan facility requires scheduled quarterly payments equal to 0.25% of the original principal amount from July 2014 to December 2020 , with the remaining balance paid at maturity, February 14, 2021 . As of March 31, 2019 , we had no borrowings outstanding and an $8.5 million letter of credit issued but undrawn under the revolving credit facility, and a $9.0 million letter of credit issued but undrawn under the revolving credit facility, as of December 30, 2018 . On May 8, 2018 we entered into an incremental assumption agreement with certain of our revolving credit facility lenders to extend the maturity on $95.0 million of the revolving credit facility through November 16, 2020 . In connection with the extension of the maturity date, we agreed to the following covenants for the benefit of the revolving credit facility lenders: (a) with respect to each fiscal year (commencing with the fiscal year ending December 30, 2018), to the extent we have excess cash flow (as defined in the secured credit facilities agreement), we are required to make a mandatory prepayment of term loan principal to the extent that 75% times our excess cash flow (as defined in the secured credit facilities agreement and subject to step-downs based on our net first lien senior secured leverage ratio) exceeds $10 million with any such required mandatory payment reduced by any optional prepayments of principal that may have occurred during the fiscal year, and (b) we shall not incur additional first lien debt in connection with certain acquisitions, mergers or consolidations unless our net first lien senior secured leverage ratio is greater than 3.65 to 1.00 on a pro forma basis. The remaining $55.0 million of the original revolving credit facility matured on February 14, 2019 with no borrowing thereunder outstanding thereunder. All borrowings under our revolving credit facility are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. The term loan was issued net of $3.8 million of original issue discount. We also paid $17.8 million and $3.8 million in debt financing costs related to the term loan facility and revolving credit facility (inclusive of costs incurred in connection with the May 8, 2018 incremental assumption agreement), respectively. All debt financing costs were capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The original issue discount and deferred financing costs related to the term loan facility are amortized over the life of the term loan facility, and the deferred financing costs related to the revolving credit facility are being amortized through November 16, 2020 , and are included in “Interest expense” on our Consolidated Statements of Earnings. Borrowings under the secured credit facilities bear interest at a rate equal to, at our option, either (a) a London Interbank Offered Rate (“LIBOR”) determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowings, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans or (b) a base rate determined by reference to the highest of (i) the federal funds effective rate plus 0.50% ; (ii) the prime rate of Deutsche Bank AG New York Branch; and (iii) the one-month adjusted LIBOR plus 1.00% , in each case plus an applicable margin. The base applicable margin is 3.25% with respect to LIBOR borrowings and 2.25% with respect to base rate borrowings under the term loan facility and base rate borrowings and swingline borrowings under the revolving credit facility. The applicable margin for LIBOR borrowings under the term loan facility is subject to one step-down from 3.25% to 3.00% based on our net first lien senior secured leverage ratio and the applicable margin for LIBOR borrowings under the revolving credit facility is subject to two step-downs from 3.25% to 3.00% and 2.75% based on our net first lien senior secured leverage ratio. During the three months ended March 31, 2019 , the applicable margin for LIBOR borrowings under both the term loan facility and the revolving credit facility was 3.25% . In addition to paying interest on outstanding principal under the secured credit facilities, we are required to pay a commitment fee to the lenders under the revolving credit facility with respect to the unutilized commitments thereunder. The base applicable commitment fee rate under the revolving credit facility is 0.50% per annum and is subject to one step-down from 0.50% to 0.375% based on our net first lien senior secured leverage ratio. During the three months ended March 31, 2019 and April 1, 2018 the commitment fee rate was 0.50% . We are also required to pay customary agency fees, as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee computed at a rate equal to 0.125% per annum on the daily stated amount of such letter of credit. During the three months ended March 31, 2019 , the federal funds rate ranged from 2.40% to 2.43% , the prime rate was 5.50% and the one-month LIBOR ranged from 2.48% to 2.52% . The weighted average effective interest rate incurred on our borrowings under our secured credit facilities was 6.2% and 5.5% for the three months ended March 31, 2019 and April 1, 2018 , respectively, which includes amortization of deferred financing costs related to our secured credit facilities, amortization of our term loan facility original issue discount and commitment and other fees related to our secured credit facilities. Obligations under the secured credit facilities are unconditionally guaranteed by Queso Holdings Inc. (“Parent”) on a limited-recourse basis and each of our existing and future direct and indirect material, wholly-owned domestic subsidiaries, subject to certain exceptions. The obligations are secured by a pledge of our capital stock and substantially all of our assets and those of each subsidiary guarantor, including capital stock of the subsidiary guarantors and 65% of the capital stock of the first-tier foreign subsidiaries that are not subsidiary guarantors, in each case subject to exceptions. Such security interests consist of first priority liens with respect to the collateral. The secured credit facilities also contain customary affirmative and negative covenants, and events of default, which limit our ability to, among other things: incur additional debt or issue certain preferred shares; create liens on certain assets; make certain loans or investments (including acquisitions); pay dividends on or make distributions with respect to our capital stock or make other restricted payments; consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; sell assets; enter into certain transactions with our affiliates; enter into sale-leaseback transactions; change our lines of business; restrict dividends from our subsidiaries or restrict liens; change our fiscal year; and modify the terms of certain debt or organizational agreements. Our revolving credit facility includes a springing financial maintenance covenant that requires our net first lien senior secured leverage ratio not to exceed 6.25 to 1.00 (the ratio of consolidated net debt secured by first-priority liens on the collateral to the last twelve months’ EBITDA, as defined in the senior credit facilities). The covenant will be tested quarterly if the revolving credit facility is more than 30% drawn (excluding outstanding letters of credit) and will be a condition to drawings under the revolving credit facility that would result in more than 30% drawn thereunder. Senior Unsecured Debt Our senior unsecured debt consists of $255.0 million aggregate principal amount borrowings of 8.0% Senior Notes due 2022 (the “senior notes”). The senior notes bear interest at a rate of 8.0% per year payable February 15th and August 15th each year and mature on February 15, 2022. We may call some or all of the senior notes at 102% on or after February 15, 2019 and at 100% on or after February 15, 2020 as set forth in the indenture governing the senior notes (the “indenture”). We paid $6.4 million in debt issuance costs related to the senior notes, which we capitalized in “Bank indebtedness and other long-term debt, net of deferred financing costs” on our Consolidated Balance Sheets. The deferred financing costs are being amortized over the life of the senior notes and are included in “Interest expense” in our Consolidated Statements of Earnings. Our obligations under the senior notes are fully and unconditionally guaranteed, jointly and severally, by our present and future direct and indirect wholly-owned material domestic subsidiaries that guarantee our secured credit facilities. The indenture contains restrictive covenants that limit our ability to, among other things: (i) incur additional debt or issue certain preferred shares; (ii) create liens on certain assets; (iii) make certain loans or investments (including acquisitions); (iv) pay dividends on or make distributions in respect of our capital stock or make other restricted payments; (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; (vi) sell assets; (vii) enter into certain transactions with our affiliates; and (viii) restrict dividends from our subsidiaries. The weighted average effective interest rate incurred on borrowings under our senior notes was 8.2% for both the three months ended March 31, 2019 and April 1, 2018 , which included amortization of deferred financing costs and other fees related to our senior notes. Interest Expense Interest expense consisted of the following for the periods presented: Three Months Ended March 31, 2019 April 1, 2018 (in thousands) Term loan facility (1) $ 10,666 $ 9,119 Senior notes 5,082 5,082 Finance lease obligations 381 428 Sale leaseback obligations 2,695 2,630 Amortization of deferred financing costs 924 1,001 Other 60 297 Total interest expense $ 19,808 $ 18,557 __________________ (1) Includes amortization of original issue discount. The weighted average effective interest rate incurred on our borrowings under our secured credit facilities and senior notes (including amortized debt issuance costs, amortization of original issue discount, commitment and other fees related to the secured credit facilities and senior notes) was 6.7% for the three months ended March 31, 2019 and 6.2% for the three months ended April 1, 2018 , respectively. We were in compliance with the debt covenants in effect as of March 31, 2019 for both the secured credit facilities and the senior notes. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: Fair value measurements of financial instruments are determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy) has been established. The following table presents information on our financial instruments as of the periods presented: March 31, 2019 December 30, 2018 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt: Current portion $ 7,600 $ 7,391 $ 7,600 $ 7,051 Long-term portion (2) 968,382 929,021 970,147 885,212 Bank indebtedness and other long-term debt: $ 975,982 $ 936,412 $ 977,747 $ 892,263 _________________ (1) Excluding net deferred financing costs. (2) Net of original issue discount. Our financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, our secured credit facilities and our senior notes. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximates fair value because of their short maturities. The estimated fair value of our secured credit facilities, term loan facility and senior notes was determined by using the respective average of the ask and bid price of our outstanding borrowings under our term loan facility and the senior notes as of the nearest open market date preceding the reporting period end. The average of the ask and bid price are classified as Level 2 in the fair value hierarchy. Our non-financial assets, which include long-lived assets, including property, plant and equipment, operating lease right-of-use assets, goodwill and intangible assets, are reported at carrying value and are not required to be measured at fair value on a recurring basis. However, on a periodic basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, we assess our long-lived assets for impairment. During the three months ended March 31, 2019 and April 1, 2018 , there were no significant transfers among Level 1, 2 or 3 fair value determinations. |
Other Non-current Liabilities
Other Non-current Liabilities | 3 Months Ended |
Mar. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Noncurrent Liabilities | Other noncurrent liabilities consisted of the following as of the dates presented: March 31, 2019 December 30, 2018 (in thousands) Sale leaseback obligations, less current portion (1) $ 172,543 $ 174,520 Lease related liabilities (2) — 45,195 Financing lease obligations, less current portion 12,104 12,330 Other 5,863 6,534 Total other noncurrent liabilities $ 190,510 $ 238,579 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Legal Proceedings From time to time, we are involved in various inquiries, investigations, claims, lawsuits and other legal proceedings that are incidental to the conduct of our business. These matters typically involve claims from customers, employees or other third parties involved in operational issues common to the retail, restaurant and entertainment industries. Such matters typically represent actions with respect to contracts, intellectual property, taxation, employment, employee benefits, personal injuries and other matters. A number of such claims may exist at any given time, and there are currently a number of claims and legal proceedings pending against us. In the opinion of our management, after consultation with legal counsel, the amount of liability with respect to claims or proceedings currently pending against us is not expected to have a material effect on our consolidated financial condition, results of operations or cash flows. All necessary loss accruals based on the probability and estimate of loss have been recorded. Litigation Related to the Merger: Following the January 16, 2014 announcement that CEC Entertainment had entered into an agreement (“Merger Agreement”), pursuant to which an entity controlled by Apollo Global Management, LLC and its subsidiaries merged with and into CEC Entertainment, with CEC Entertainment surviving the merger (“the Merger”), four putative shareholder class actions were filed in the District Court of Shawnee County, Kansas, on behalf of purported stockholders of CEC Entertainment, against A.P. VIII Queso Holdings, L.P., CEC Entertainment, CEC Entertainment's directors, Apollo and Merger Sub (as defined in the Merger Agreement), in connection with the Merger Agreement and the transactions contemplated thereby. These actions were consolidated into one action (the “Consolidated Shareholder Litigation”) in March 2014, and on July 21, 2015, a consolidated class action petition was filed as the operative consolidated complaint, asserting claims against CEC’s former directors, adding The Goldman Sachs Group (“Goldman Sachs”) as a defendant, and removing all Apollo entities as defendants (the “Consolidated Class Action Petition”). The Consolidated Class Action Petition alleges that CEC Entertainment’s directors breached their fiduciary duties to CEC Entertainment’s stockholders in connection with their consideration and approval of the Merger Agreement by, among other things, conducting a deficient sales process, agreeing to an inadequate tender price, agreeing to certain provisions in the Merger Agreement, and filing materially deficient disclosures regarding the transaction. The Consolidated Class Action Petition also alleges that two members of CEC Entertainment’s board who also served as the senior managers of CEC Entertainment had material conflicts of interest and that Goldman Sachs aided and abetted the board’s breaches as a result of various conflicts of interest facing the bank. The Consolidated Class Action Petition seeks, among other things, to recover damages, attorneys’ fees and costs. The Company assumed the defense of the Consolidated Shareholder Litigation on behalf of CEC’s named former directors and Goldman Sachs pursuant to existing indemnity agreements. On March 23, 2016, the Court conducted a hearing on the defendants’ Motion to Dismiss the Consolidated Class Action Petition and on March 1, 2017, the Special Master appointed by the Court issued a report recommending to the Court that the Consolidated Class Action Petition be dismissed. On September 9, 2018, the Court accepted the Special Master’s recommendations and dismissed the lawsuit in its entirety. On October 8, 2018, the Plaintiff in the Consolidated Shareholder Litigation filed a notice of appeal of the District Court’s decision. The parties have filed their briefs and are awaiting a setting for oral argument. While no assurance can be given as to the ultimate outcome of the consolidated matter, we currently believe that the final resolution of the action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes: | Income Taxes: Our income tax expense consists of the following for the periods presented: Three Months Ended March 31, 2019 April 1, 2018 (in thousands) Federal and state income taxes $ 6,898 $ 3,535 Foreign income taxes (1) 280 398 Income tax expense $ 7,178 $ 3,933 __________________ (1) Including foreign taxes withheld. Our effective income tax rate for the three months ended March 31, 2019 was 25.3% as compared to 24.3% for the three months ended April 1, 2018 . Our effective income tax rate for the three months ended March 31, 2019 and April 1, 2018 were favorably impacted by employment-related federal income tax credits, offset by state taxes and the negative impact of nondeductible litigation costs related to the Merger, nondeductible penalties, and foreign income taxes (taxes withheld on royalties and franchise fees earned from international franchisees not offset by foreign tax credits due to the foreign tax credit limitation). For the periods presented herein, we have used the year-to-date effective tax rate (the “discrete method”), as prescribed by ASC 740-270, Accounting for Income Taxes-Interim Reporting when a reliable estimate of the estimated annual rate cannot be made. We believe at this time, the use of the discrete method is more appropriate than the annual effective tax rate method due to significant variations in the customary relationship between income tax expense and projected annual pre-tax income or loss which occurs when annual projected pre-tax income or loss nears a relatively small amount in comparison to the differences between income and deductions determined for financial statement purposes versus income tax purposes. Using the discrete method, we have determined our current and deferred income tax expense as if the interim period were an annual period. Our liability for uncertain tax positions (excluding interest and penalties) was $4.2 million as of March 31, 2019 and $4.3 million as of December 30, 2018 and if recognized would decrease our provision for income taxes by $3.3 million . Within the next twelve months, we could settle or otherwise conclude certain ongoing income tax audits and resolve uncertain tax positions as a result of expiring statutes of limitations or payment. As such, it is reasonably possible that the liability for uncertain tax positions could decrease by as much as $3.7 million within the next twelve months. Total accrued interest and penalties related to unrecognized tax benefits was $1.1 million as of March 31, 2019 and December 30, 2018 . On the Consolidated Balance Sheets, we include current interest related to unrecognized tax benefits in “Accrued interest,” current penalties in “Accrued expenses” and noncurrent accrued interest and penalties in “Other noncurrent liabilities.” |
Stock-Based Compensation Arrang
Stock-Based Compensation Arrangements | 3 Months Ended | 9 Months Ended |
Mar. 31, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | A summary of the options outstanding under the equity incentive plan as of March 31, 2019 and the activity for the three months ended March 31, 2019 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 30, 2018 1,987,331 $8.87 Options Granted 424,985 $8.86 Options Forfeited (5,366 ) $8.58 Outstanding stock options, March 31, 2019 2,406,950 $8.87 6.1 $ 2,197 Stock options expected to vest, March 31, 2019 1,624,580 $9.05 6.5 $ 1,182 Exercisable stock options, March 31, 2019 601,862 $8.31 5.0 $ 883 __________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of March 31, 2019 , we had $1.7 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 4.4 years. | |
Stock-Based Compensation Arrangements | The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended March 31, April 1, (in thousands) Stock-based compensation costs related to stock awards $ 1,031 $ — Stock-based compensation costs related to incentive stock options 126 67 Portion capitalized as property and equipment (1) (10 ) (3 ) Stock-based compensation expense recognized $ 1,147 $ 64 Payroll taxes related to stock awards $ 15 $ — |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Stockholders’ Equity: | Stockholder’s Equity: The following table summarizes the changes in stockholder’s equity during the three months ended March 31, 2019 : Common Stock Capital In Accumulated Deficit Accumulated Shares Amount Total (in thousands, except share information) Balance at December 30, 2018 200 $ — $ 359,570 $ (115,660 ) $ (1,339 ) $ 242,571 Net loss — — — 21,246 — 21,246 Other comprehensive income — — — — (155 ) (155 ) Stock-based compensation costs — — 126 — — 126 Balance March 31, 2019 200 $ — $ 359,696 $ (94,414 ) $ (1,494 ) $ 263,788 |
Condensed Consolidating Schedul
Condensed Consolidating Schedules | 3 Months Ended |
Mar. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Financial Statements | Consolidating Guarantor Financial Information: On February 14, 2014, CEC Entertainment, Inc. (the “Issuer”) merged with and into an entity controlled by Apollo Global Management, LLC and its subsidiaries, which we refer to as the “Merger.” The senior notes issued by the Issuer, in conjunction with the Merger, are our unsecured obligations and are fully and unconditionally, jointly and severally guaranteed by all of our 100% wholly-owned U.S. subsidiaries (the “Guarantors”). Our wholly-owned foreign subsidiaries and our less-than-wholly-owned U.S. subsidiaries are not a party to the guarantees (the “Non-Guarantors”). The following schedules present the condensed consolidating financial statements of the Issuer, Guarantors and Non-Guarantors, as well as consolidated results, for the periods presented: CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended March 31, 2019 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 102,113 $ 14,223 $ 1,479 $ — $ 117,815 Entertainment and merchandise sales 133,650 13,207 2,820 — 149,677 Total company venue sales 235,763 27,430 4,299 — 267,492 Franchise fees and royalties 685 4,294 841 — 5,820 International Association assessments and other fees 315 11,785 11,319 (23,419 ) — Total revenues 236,763 43,509 16,459 (23,419 ) 273,312 Operating Costs and Expenses: Company venue operating costs (excluding Depreciation and amortization): Cost of food and beverage 22,428 3,734 490 — 26,652 Cost of entertainment and merchandise 11,044 443 259 — 11,746 Total cost of food, beverage, entertainment and merchandise 33,472 4,177 749 — 38,398 Labor expenses 66,240 4,941 1,324 — 72,505 Lease costs 24,594 1,861 572 — 27,027 Other venue operating expenses 42,811 3,737 849 (12,100 ) 35,297 Total company venue operating costs 167,117 14,716 3,494 (12,100 ) 173,227 Advertising expense 11,324 1,600 10,648 (11,319 ) 12,253 General and administrative expenses 5,106 10,398 (261 ) — 15,243 Depreciation and amortization 21,426 2,467 441 — 24,334 Transaction, severance and related litigation costs 23 — — — 23 Total operating costs and expenses 204,996 29,181 14,322 (23,419 ) 225,080 Operating income 31,767 14,328 2,137 — 48,232 Equity in earnings (loss) in affiliates 14,386 — — (14,386 ) — Interest expense 18,915 711 182 — 19,808 Income (loss) before income taxes 27,238 13,617 1,955 (14,386 ) 28,424 Income tax expense 5,992 903 283 — 7,178 Net income (loss) $ 21,246 $ 12,714 $ 1,672 $ (14,386 ) $ 21,246 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (155 ) — (155 ) 155 (155 ) Comprehensive income (loss) $ 21,091 $ 12,714 $ 1,517 $ (14,231 ) $ 21,091 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended April 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 102,648 $ 13,958 $ 1,771 $ — $ 118,377 Entertainment and merchandise sales 115,275 12,727 3,115 — 131,117 Total company venue sales 217,923 26,685 4,886 — 249,494 Franchise fees and royalties 572 4,143 695 — 5,410 International Association assessments and other fees 341 9,038 10,562 (19,941 ) — Total revenues 218,836 39,866 16,143 (19,941 ) 254,904 Operating Costs and Expenses: Company venue operating costs (excluding Depreciation and amortization): Cost of food and beverage 22,884 3,891 585 — 27,360 Cost of entertainment and merchandise 8,766 446 170 — 9,382 Total cost of food, beverage, entertainment and merchandise 31,650 4,337 755 — 36,742 Labor expenses 60,829 5,095 1,425 — 67,349 Lease costs 21,797 1,689 563 — 24,049 Other venue operating expenses 42,908 3,590 969 (9,405 ) 38,062 Total company venue operating costs 157,184 14,711 3,712 (9,405 ) 166,202 Advertising expense 10,985 1,941 11,584 (10,536 ) 13,974 General and administrative expenses 4,195 8,168 546 — 12,909 Depreciation and amortization 23,377 2,732 463 — 26,572 Transaction, severance and related litigation costs 313 221 — — 534 Total operating costs and expenses 196,054 27,773 16,305 (19,941 ) 220,191 Operating income (loss) 22,782 12,093 (162 ) — 34,713 Equity in earnings (loss) in affiliates 8,645 — — (8,645 ) — Interest expense 17,528 844 185 — 18,557 Income (loss) before income taxes 13,899 11,249 (347 ) (8,645 ) 16,156 Income tax expense 1,676 2,186 71 — 3,933 Net income (loss) $ 12,223 $ 9,063 $ (418 ) $ (8,645 ) $ 12,223 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 154 — 154 (154 ) 154 Comprehensive income (loss) $ 12,377 $ 9,063 $ (264 ) $ (8,799 ) $ 12,377 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Event [Line Items] | |
Subsequent Events | Note 15. Subsequent Events: The Company has evaluated subsequent events through May 14, 2019 , and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transaction described below: Business Combination: On April 7, 2019 , Parent and Leo Holdings Corp. (“Leo”), a publicly traded special purpose acquisition company, together with Parent’s controlling stockholder, an entity owned by funds managed by affiliates of Apollo, entered into a Business Combination Agreement (the “Leo Merger Agreement”). Also concurrent with the closing of the transaction, Leo will domesticate as a Delaware corporation, following which Parent will merge with and into Leo with the result that the Company will become a wholly-owned subsidiary of Leo, which will be renamed Chuck E. Cheese Brands Inc. (the “Business Combination”). Concurrent with the consummation of the Business Combination, additional investors will purchase $100 million of common stock of Leo in a private placement. After giving effect to any redemptions by the public shareholders of Leo, the balance of the approximately $200 million in cash held in Leo Holdings’ trust account, together with the $100 million in private placement proceeds, will be used to pay transaction expenses and de-leverage the Company’s existing capital structure by repaying all, or substantially all, of the $255 million senior notes (see Note 6. “Indebtedness and Interest Expense -Senior Unsecured Debt”). It is expected that existing shareholders including funds managed by affiliates of Apollo, will hold an approximately 51% stake in the Company upon completion of the Business Combination. In connection with the proposed Business Combination, including the domestication of Leo as a Delaware corporation, on April 29, 2019 Leo filed with the SEC a registration statement on Form S-4 containing a preliminary proxy statement and a preliminary prospectus of Leo. After the registration statement is declared effective, Leo will mail a definitive proxy statement/prospectus relating to the proposed Business Combination and other relevant materials for the proposed Business Combination to its shareholders as of a record date to be established for voting on the proposed Business Combination. |
Related Party Transactions (Not
Related Party Transactions (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Related Party Transaction [Line Items] | |
Related Party Transactions Disclosure [Text Block] | 13. Related Party Transactions: We reimburse Apollo Management, L.P. for certain out-of-pocket expenses incurred in connection with travel and Board of Directors related expenses. In addition, CEC Entertainment engages Apollo portfolio companies to provide various services, including security services to its venues, licensed music video content for use in its venues, and employment screening services to its recruiting functions. Included in our Total operating costs and expenses are related expenses totaling $0.4 million for both the three months ended March 31, 2019 and April 1, 2018 . Included in our Accounts Receivable balance are amounts due from Parent totaling $2.6 million at both March 31, 2019 and December 30, 2018 , primarily related to various general and administrative and transaction related expenses paid on behalf of Parent. |
Leases (Notes)
Leases (Notes) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Lessee, Operating Leases [Text Block] | . Leases: We lease certain venues, warehouses, office space and equipment. The leases generally require us to pay minimum rent, property taxes, insurance, and other maintenance costs. Certain lease agreements include rental payments based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants Most leases generally have initial terms of 10 to 20 years and include one or more options to renew. The exercise of lease renewal options is at our sole discretion and based on our history of exercising renewal lease options, our operating lease liabilities typically assume the exercise of two lease renewal options. The depreciable life of assets and leasehold improvements are limited by the expected lease term. March 31, 2019 Balance Sheet Classification (in thousands) Assets Operating Operating lease right-of-use assets, net $ 544,592 Finance Property and equipment, net (1) 9,839 Total leased assets $ 554,431 Liabilities Current Operating Operating lease liability, current portion $ 47,509 Finance Other current liabilities 735 Noncurrent Operating Operating lease obligations, less current portion 529,972 Finance Other noncurrent liabilities 12,104 Total leased liabilities $ 590,320 __________________ (1) Finance lease assets are recorded net of accumulated amortization of $5.2 million as of March 31, 2019. As most of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate based on the current cost of debt on our secured credit facilities at commencement date in determining the present value of lease payments. Three Months Ended March 31, 2019 Statement of Earnings Classification (in thousands) Operating lease cost Lease costs $ 27,027 Operating lease cost (2) General and administrative 323 Finance lease cost Amortization of leased assets Depreciation and amortization 248 Interest on lease liabilities Net interest expense 381 Net lease cost $ 27,979 __________________ (1) Includes common area maintenance charges of $3.5 million . (2) Represents the lease cost associated with operating leases relating to our corporate offices and warehouse facilities. Maturity of Lease Liabilities Operating Leases (1) Finance Leases (2) Total (in thousands) Remainder of 2019 $ 69,565 $ 2,192 $ 71,757 2020 91,300 2,204 93,504 2021 89,249 2,181 91,430 2022 87,383 2,147 89,530 2023 84,958 1,920 86,878 After 2023 451,203 13,216 464,419 Total lease payments 873,658 23,860 897,518 Less: interest 296,177 11,021 307,198 Present value of lease liabilities $ 577,481 $ 12,839 $ 590,320 __________________ (1) Operating lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. (2) Finance lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. Lease Term and Discount Rate March 31, 2019 Weighted average remaining lease term (years): Operating leases 10.3 Finance leases 11.4 Weighted average discount rate: Operating leases 8.0 % Finance leases 13.6 % The following table includes supplemental cash flow information related to leases: March 31, 2019 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 23,398 Operating cash flows for finance leases 381 Financing cash flows for finance leases 168 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities 234 Finance lease liabilities — The following table illustrates the Company’s future minimum rental payments for non-cancelable leases as of December 30, 2018 : Financing Operating Fiscal Years (in thousands) 2019 2,182 92,435 2020 2,214 90,983 2021 2,201 88,914 2022 2,184 87,183 2023 1,956 84,806 Thereafter 13,266 457,277 Future minimum lease payments 24,003 901,598 Less amounts representing interest (10,996 ) Present value of future minimum lease payments 13,007 Less current portion (677 ) Finance lease liability, net of current portion $ 12,330 |
Lease, Cost [Table Text Block] | Three Months Ended March 31, 2019 Statement of Earnings Classification (in thousands) Operating lease cost Lease costs $ 27,027 Operating lease cost (2) General and administrative 323 Finance lease cost Amortization of leased assets Depreciation and amortization 248 Interest on lease liabilities Net interest expense 381 Net lease cost $ 27,979 __________________ (1) Includes common area maintenance charges of $3.5 million . (2) Represents the lease cost associated with operating leases relating to our corporate offices and warehouse facilities. Maturity of Lease Liabilities Operating Leases (1) Finance Leases (2) Total (in thousands) Remainder of 2019 $ 69,565 $ 2,192 $ 71,757 2020 91,300 2,204 93,504 2021 89,249 2,181 91,430 2022 87,383 2,147 89,530 2023 84,958 1,920 86,878 After 2023 451,203 13,216 464,419 Total lease payments 873,658 23,860 897,518 Less: interest 296,177 11,021 307,198 Present value of lease liabilities $ 577,481 $ 12,839 $ 590,320 Lease Term and Discount Rate March 31, 2019 Weighted average remaining lease term (years): Operating leases 10.3 Finance leases 11.4 Weighted average discount rate: Operating leases 8.0 % Finance leases 13.6 % March 31, 2019 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 23,398 Operating cash flows for finance leases 381 Financing cash flows for finance leases 168 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities 234 Finance lease liabilities — The following table illustrates the Company’s future minimum rental payments for non-cancelable leases as of December 30, 2018 : Financing Operating Fiscal Years (in thousands) 2019 2,182 92,435 2020 2,214 90,983 2021 2,201 88,914 2022 2,184 87,183 2023 1,956 84,806 Thereafter 13,266 457,277 Future minimum lease payments 24,003 901,598 Less amounts representing interest (10,996 ) Present value of future minimum lease payments 13,007 Less current portion (677 ) Finance lease liability, net of current portion $ 12,330 |
Lessee Lease Balance Sheet Amounts [Table Text Block] | March 31, 2019 Balance Sheet Classification (in thousands) Assets Operating Operating lease right-of-use assets, net $ 544,592 Finance Property and equipment, net (1) 9,839 Total leased assets $ 554,431 Liabilities Current Operating Operating lease liability, current portion $ 47,509 Finance Other current liabilities 735 Noncurrent Operating Operating lease obligations, less current portion 529,972 Finance Other noncurrent liabilities 12,104 Total leased liabilities $ 590,320 __________________ (1) Finance lease assets are recorded net of accumulated amortization of $5.2 million as of March 31, 2019. As most of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate based on the current cost of debt on our secured credit facilities at commencement date in determining the present value of lease payments. Three Months Ended March 31, 2019 Statement of Earnings Classification (in thousands) Operating lease cost Lease costs $ 27,027 Operating lease cost (2) General and administrative 323 Finance lease cost Amortization of leased assets Depreciation and amortization 248 Interest on lease liabilities Net interest expense 381 Net lease cost $ 27,979 |
cec_ScheduleofSupplementalCashFlowInformationRelatedtoLeasesTable [Table Text Block] | March 31, 2019 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 23,398 Operating cash flows for finance leases 381 Financing cash flows for finance leases 168 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities 234 Finance lease liabilities — |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Maturity of Lease Liabilities Operating Leases (1) Finance Leases (2) Total (in thousands) Remainder of 2019 $ 69,565 $ 2,192 $ 71,757 2020 91,300 2,204 93,504 2021 89,249 2,181 91,430 2022 87,383 2,147 89,530 2023 84,958 1,920 86,878 After 2023 451,203 13,216 464,419 Total lease payments 873,658 23,860 897,518 Less: interest 296,177 11,021 307,198 Present value of lease liabilities $ 577,481 $ 12,839 $ 590,320 __________________ (1) Operating lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. (2) Finance lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. |
Finance Lease, Liability, Maturity [Table Text Block] | Maturity of Lease Liabilities Operating Leases (1) Finance Leases (2) Total (in thousands) Remainder of 2019 $ 69,565 $ 2,192 $ 71,757 2020 91,300 2,204 93,504 2021 89,249 2,181 91,430 2022 87,383 2,147 89,530 2023 84,958 1,920 86,878 After 2023 451,203 13,216 464,419 Total lease payments 873,658 23,860 897,518 Less: interest 296,177 11,021 307,198 Present value of lease liabilities $ 577,481 $ 12,839 $ 590,320 __________________ (1) Operating lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. (2) Finance lease payments include payments related to options to extend lease terms that are reasonably certain of being exercised and exclude legally binding minimum lease payments for leases signed but not yet commenced. |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Guidance Effective December 31, 2018 , the beginning of our Fiscal 2019 year, we adopted Accounting Standards Update (“ASU”) ASU 2016-02 , Leases (Topic 842) (“ASU 2016-02”) and subsequent amendment ASU 2018-11, Leases (Topic 842): Target Improvements (“ASU 2018-11”). This new standard introduces a new lease model that requires the recognition of lease right-of-use assets and operating lease liabilities on the balance sheet and the disclosure of key information about leasing arrangements. While this new standard retains most of the principles of the existing lessor model under U.S. GAAP, it aligns many of those principles with Accounting Standards Codification (“ASC”) 606: Revenue from Contracts with Customers . ASU 2018-11 provides for another transition method in addition to the modified retrospective approach required by ASU 2016-02. This option allows for entities to initially apply the new leases standard at the adoption date and recognize a cumulative adjustment to the opening balance sheet of retained earnings in the period of adoption. The cumulative impact of adopting the new lease guidance did not require us to record an adjustment to opening accumulated deficit as of December 31, 2018 in our Consolidated Balance Sheet. Upon adoption of ASU 2016-02, we applied the package of practical expedients included therein, which eliminated the requirements to reassess prior conclusions about lease identification, lease classification, and initial direct costs. We did not elect the hindsight practical expedient, which permits the use of hindsight when determining lease term. Further, we elected a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 1 year or less) and an accounting policy to account for lease and non-lease components as a single component for real estate operating leases. We also utilized the transition method included in ASU 2018-11. By applying ASU 2016-02 at the adoption date, as opposed to at the beginning of the earliest period presented, the presentation of financial information for periods prior to December 31, 2018 remained unchanged and in accordance with Leases (Topic 840). The adoption of the guidance in ASU 2016-02 resulted in the recognition as of December 31, 2018 of Right-of-Use assets related to our operating leases of $557.1 million and lease liabilities related to our operating leases of $590.8 million . In addition, as a result of electing to account for lease and non-lease components as a single component for certain classes of assets, lease costs for the three months ended March 31, 2019 includes $3.5 million of common area maintenance charges, which was previously included in “Other venue operating expenses” in our Consolidated Statement of Earnings. Other venue operating expenses in our Consolidated Statement of Earnings for the three months ended April 1, 2018 includes common area maintenance charges of $3.6 million . The adoption of the guidance did not have a material impact on our Consolidated Statement of Cash Flows. |
Business Description and Basis of Presentation [Text Block] | 1. Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. As of March 31, 2019 we and our franchisees operated a total of 748 venues, of which 554 were Company-operated venues located in 44 states and Canada. Our franchisees operated a total of 194 venues located in 15 states and 13 foreign countries and territories, including Chile, Colombia, Guam, Guatemala, Honduras, Mexico, Panama, Peru, Puerto Rico, Saudi Arabia, Trinidad & Tobago, and the United Arab Emirates. As of March 31, 2019 , a total of 181 Chuck E. Cheese's venues are located in California, Texas, and Florida ( 178 are Company-operated and three are franchised locations), and a total of 133 Peter Piper Pizza venues are located in Arizona, Texas, and Mexico ( 33 are Company-operated and 100 are franchised locations). All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Description of Business and Summary of Significant Accounting Policies: Description of Business The use of the terms “CEC Entertainment,” the “Company,” “we,” “us” and “our” throughout these unaudited notes to the interim Consolidated Financial Statements refer to CEC Entertainment, Inc. and its subsidiaries. We currently operate and franchise Chuck E. Cheese’s and Peter Piper Pizza family dining and entertainment venues in 47 states and 14 foreign countries and territories. As of March 31, 2019 we and our franchisees operated a total of 748 venues, of which 554 were Company-operated venues located in 44 states and Canada. Our franchisees operated a total of 194 venues located in 15 states and 13 foreign countries and territories, including Chile, Colombia, Guam, Guatemala, Honduras, Mexico, Panama, Peru, Puerto Rico, Saudi Arabia, Trinidad & Tobago, and the United Arab Emirates. As of March 31, 2019 , a total of 181 Chuck E. Cheese's venues are located in California, Texas, and Florida ( 178 are Company-operated and three are franchised locations), and a total of 133 Peter Piper Pizza venues are located in Arizona, Texas, and Mexico ( 33 are Company-operated and 100 are franchised locations). All of our venues utilize a consistent restaurant-entertainment format that features both family dining and entertainment areas with a mix of food, entertainment and merchandise. The economic characteristics, products and services, preparation processes, distribution methods and types of customers are substantially similar for each of our venues. Therefore, we aggregate each venue’s operating performance into one reportable segment for financial reporting purposes. Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“VIE”). The Association primarily administers the collection and disbursement of funds (the “Association Funds”) used for advertising, entertainment and media programs that benefit both us and our Chuck E. Cheese’s franchisees. We and our franchisees are required to contribute a percentage of gross sales to these funds and could be required to make additional contributions to fund any deficits that may be incurred by the Association. We include the Association in our Consolidated Financial Statements, as we concluded that we are the primary beneficiary of its variable interests because we (a) have the power to direct the majority of its significant operating activities; (b) provide it unsecured lines of credit; and (c) own the majority of the venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $0.8 million and $0.7 million for the three months ended March 31, 2019 and April 1, 2018 , respectively. Our contributions to the Association Funds are eliminated in consolidation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) 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 date of our unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Interim Financial Statements The accompanying Consolidated Financial Statements as of and for the three months ended March 31, 2019 and April 1, 2018 are unaudited and are presented in accordance with the requirements for quarterly reports on Form 10-Q and, consequently, do not include all of the information and footnote disclosures required by GAAP. In the opinion of management, the Consolidated Financial Statements include all adjustments (consisting solely of normal recurring adjustments) necessary for the fair statement of its consolidated results of operations, financial position and cash flows as of the dates and for the periods presented in accordance with GAAP and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). All intercompany accounts have been eliminated in consolidation. Consolidated results of operations for interim periods are not necessarily indicative of results for the full year. The unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2018 , filed with the SEC on March 12, 2019 . |
Basis of Presentation | Basis of Presentation The Company has a controlling financial interest in International Association of CEC Entertainment, Inc. (the “Association”), a variable interest entity (“VIE”). The Association primarily administers the collection and disbursement of funds (the “Association Funds”) used for advertising, entertainment and media programs that benefit both us and our Chuck E. Cheese’s franchisees. We and our franchisees are required to contribute a percentage of gross sales to these funds and could be required to make additional contributions to fund any deficits that may be incurred by the Association. We include the Association in our Consolidated Financial Statements, as we concluded that we are the primary beneficiary of its variable interests because we (a) have the power to direct the majority of its significant operating activities; (b) provide it unsecured lines of credit; and (c) own the majority of the venues that benefit from the Association’s advertising, entertainment and media expenditures. We eliminate the intercompany portion of transactions with VIEs from our financial results. The assets, liabilities and operating results of the Association are not material to our Consolidated Financial Statements. The Association Funds are required to be segregated and used for specified purposes. Cash balances held by the Association are restricted for use in our advertising, entertainment and media programs, and are recorded as “Restricted cash” on our Consolidated Balance Sheets. Contributions to the advertising, entertainment and media funds from our franchisees were $0.8 million and $0.7 million for the three months ended March 31, 2019 and April 1, 2018 , respectively. Our contributions to the Association Funds are eliminated in consolidation. The preparation of these unaudited Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) 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 date of our unaudited Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Description of Business and S_3
Description of Business and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Cash, cash equivalents and restricted cash |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Revenue Recognition [Abstract] | |
Unearned revenue | Liabilities relating to unused game credits, gift card liabilities and deferred franchise and development fees are included in “Unearned revenues” on our Consolidated Balance Sheets. The following table presents changes in the Company’s Unearned revenue balances during the three months ended March 31, 2019 : Balance at Balance at December 31, 2018 Revenue Deferred Revenue Recognized March 31, 2019 (in thousands) PlayPass related deferred revenue $ 5,561 $ 14,346 $ (12,455 ) $ 7,452 Gift card related deferred revenue 5,253 1,926 (2,882 ) 4,297 Unearned franchise and development fees 6,321 2,572 (29 ) 8,864 Other unearned revenues 989 9,101 (7,997 ) 2,093 Total unearned revenue $ 18,124 $ 27,945 $ (23,363 ) $ 22,706 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Indefinite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at March 31, 2019 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Franchise agreements 25 53,300 (9,758 ) 43,542 $ 480,000 $ (9,758 ) $ 470,242 |
Schedule of Finite-Lived Intangible Assets | The following table presents our indefinite and definite-lived intangible assets at March 31, 2019 : Weighted Average Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Chuck E. Cheese's tradename Indefinite $ 400,000 $ 400,000 Peter Piper Pizza tradename Indefinite 26,700 26,700 Franchise agreements 25 53,300 (9,758 ) 43,542 $ 480,000 $ (9,758 ) $ 470,242 |
Indebtedness and Interest Exp_2
Indebtedness and Interest Expense Indebtedness and Interest Expense (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Our long-term debt consisted of the following as of the dates presented: March 31, December 30, (in thousands) Term loan facility $ 722,000 $ 723,900 Senior notes 255,000 255,000 Total debt outstanding 977,000 978,900 Less: Deferred financing costs, net (7,667 ) (8,633 ) Unamortized original issue discount (1,018 ) (1,153 ) Current portion of term loan facility (7,600 ) (7,600 ) Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion $ 960,715 $ 961,514 |
Schedule of Interest Expense | Interest expense consisted of the following for the periods presented: Three Months Ended March 31, 2019 April 1, 2018 (in thousands) Term loan facility (1) $ 10,666 $ 9,119 Senior notes 5,082 5,082 Finance lease obligations 381 428 Sale leaseback obligations 2,695 2,630 Amortization of deferred financing costs 924 1,001 Other 60 297 Total interest expense $ 19,808 $ 18,557 Three Months Ended March 31, 2019 April 1, 2018 (in thousands) Term loan facility (1) $ 10,666 $ 9,119 Senior notes 5,082 5,082 Finance lease obligations 381 428 Sale leaseback obligations 2,695 2,630 Amortization of deferred financing costs 924 1,001 Other 60 297 Total interest expense $ 19,808 $ 18,557 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value by Balance Sheet Grouping | The following table presents information on our financial instruments as of the periods presented: March 31, 2019 December 30, 2018 Carrying Amount (1) Estimated Fair Value Carrying Amount (1) Estimated Fair Value (in thousands) Financial Liabilities: Bank indebtedness and other long-term debt: Current portion $ 7,600 $ 7,391 $ 7,600 $ 7,051 Long-term portion (2) 968,382 929,021 970,147 885,212 Bank indebtedness and other long-term debt: $ 975,982 $ 936,412 $ 977,747 $ 892,263 |
Other Non-current Liabilities (
Other Non-current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Other Noncurrent Liabilities [Line Items] | |
Other Liabilities Disclosure [Text Block] | Other noncurrent liabilities consisted of the following as of the dates presented: March 31, 2019 December 30, 2018 (in thousands) Sale leaseback obligations, less current portion (1) $ 172,543 $ 174,520 Lease related liabilities (2) — 45,195 Financing lease obligations, less current portion 12,104 12,330 Other 5,863 6,534 Total other noncurrent liabilities $ 190,510 $ 238,579 |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Our income tax expense consists of the following for the periods presented: Three Months Ended March 31, 2019 April 1, 2018 (in thousands) Federal and state income taxes $ 6,898 $ 3,535 Foreign income taxes (1) 280 398 Income tax expense $ 7,178 $ 3,933 (1) Including foreign taxes withheld. |
Stock-Based Compensation Arra_2
Stock-Based Compensation Arrangements (Tables) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended March 31, April 1, (in thousands) Stock-based compensation costs related to stock awards $ 1,031 $ — Stock-based compensation costs related to incentive stock options 126 67 Portion capitalized as property and equipment (1) (10 ) (3 ) Stock-based compensation expense recognized $ 1,147 $ 64 Payroll taxes related to stock awards $ 15 $ — | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | A summary of the options outstanding under the equity incentive plan as of March 31, 2019 and the activity for the three months ended March 31, 2019 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 30, 2018 1,987,331 $8.87 Options Granted 424,985 $8.86 Options Forfeited (5,366 ) $8.58 Outstanding stock options, March 31, 2019 2,406,950 $8.87 6.1 $ 2,197 Stock options expected to vest, March 31, 2019 1,624,580 $9.05 6.5 $ 1,182 Exercisable stock options, March 31, 2019 601,862 $8.31 5.0 $ 883 __________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of March 31, 2019 , we had $1.7 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 4.4 years. | |
Schedule of Stock-Based Compensation Expense and Associated Tax Benefits Recognized | 10. Stock-Based Compensation Arrangements: 2014 Equity Incentive Plan The 2014 Equity Incentive Plan provides Parent authority to grant equity incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, stock bonus awards or performance compensation awards to certain directors, officers or employees of the Company. A summary of the options outstanding under the equity incentive plan as of March 31, 2019 and the activity for the three months ended March 31, 2019 is presented below: Stock Options Weighted Average Exercise Price (1) Weighted Average Remaining Contractual Term Aggregate Intrinsic Value ($ per share) ($ in thousands) Outstanding stock options, December 30, 2018 1,987,331 $8.87 Options Granted 424,985 $8.86 Options Forfeited (5,366 ) $8.58 Outstanding stock options, March 31, 2019 2,406,950 $8.87 6.1 $ 2,197 Stock options expected to vest, March 31, 2019 1,624,580 $9.05 6.5 $ 1,182 Exercisable stock options, March 31, 2019 601,862 $8.31 5.0 $ 883 __________________ (1) The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. As of March 31, 2019 , we had $1.7 million of total unrecognized share-based compensation expense related to unvested options, which is expected to be amortized over the remaining weighted-average period of 4.4 years. Stock Awards During the first quarter of 2019 , certain officers of the Company were granted stock bonus awards under the 2014 Equity Incentive Plan. The number of common shares of Parent awarded was based on the fair market value of Parent’s common stock as of December 31, 2018 . The shares granted to the officers were fully vested immediately on the date that they were granted. In addition, during 2019 , the Company agreed to issue fully vested common shares of Parent to certain officers of the Company in the first quarter 2020 based on the Company’s financial performance for Fiscal 2019 . The following table summarizes stock-based compensation expense and the associated tax benefit recognized in the Consolidated Financial Statements for the periods presented: Three Months Ended March 31, April 1, (in thousands) Stock-based compensation costs related to stock awards $ 1,031 $ — Stock-based compensation costs related to incentive stock options 126 67 Portion capitalized as property and equipment (1) (10 ) (3 ) Stock-based compensation expense recognized $ 1,147 $ 64 Payroll taxes related to stock awards $ 15 $ — __________________ (1) We capitalize the portion of stock-based compensation costs related to our design, construction, facilities and legal departments that are directly attributable to our venue development projects, such as the design and construction of a new venue and the remodeling and expansion of our existing venues. Capitalized stock-based compensation costs attributable to our venue development projects are included in “Property and equipment, net” in the Consolidated Balance Sheets. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Summary of Changes in Stockholders' Equity | The following table summarizes the changes in stockholder’s equity during the three months ended March 31, 2019 : Common Stock Capital In Accumulated Deficit Accumulated Shares Amount Total (in thousands, except share information) Balance at December 30, 2018 200 $ — $ 359,570 $ (115,660 ) $ (1,339 ) $ 242,571 Net loss — — — 21,246 — 21,246 Other comprehensive income — — — — (155 ) (155 ) Stock-based compensation costs — — 126 — — 126 Balance March 31, 2019 200 $ — $ 359,696 $ (94,414 ) $ (1,494 ) $ 263,788 |
Condensed Consolidating Sched_2
Condensed Consolidating Schedules (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of March 31, 2019 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 104,407 $ 5,065 $ 2,558 $ — $ 112,030 Restricted cash — — 266 — 266 Accounts receivable 13,946 5,950 5,834 (4,983 ) 20,747 Inventories 18,658 5,641 294 24,593 Prepaid expenses 8,030 9,740 942 18,712 Total current assets 145,041 26,396 9,894 (4,983 ) 176,348 Property and equipment, net 459,345 68,873 5,392 — 533,610 Operating lease right-of-use assets, net 485,766 48,717 10,109 — 544,592 Goodwill 433,024 51,414 — — 484,438 Intangible assets, net 8,584 461,658 — — 470,242 Intercompany 57,340 80,658 — (137,998 ) — Investment in subsidiaries 491,735 — — (491,735 ) — Other noncurrent assets 7,104 11,759 20 — 18,883 Total assets $ 2,087,939 $ 749,475 $ 25,415 $ (634,716 ) $ 2,228,113 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ — $ — $ — $ 7,600 Operating lease liability, current portion 42,988 3,399 1,122 — 47,509 Accounts payable and accrued expenses 57,215 41,414 5,747 — 104,376 Other current liabilities 5,317 — 15 — 5,332 Total current liabilities 113,120 44,813 6,884 — 164,817 Operating lease obligations, less current portion 463,959 56,689 9,324 — 529,972 Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion 960,715 — — — 960,715 Deferred tax liability 91,990 18,037 (1,577 ) — 108,450 Intercompany — 116,598 26,383 (142,981 ) — Other noncurrent liabilities 194,367 5,970 34 — 200,371 Total liabilities 1,824,151 242,107 41,048 (142,981 ) 1,964,325 Stockholder's equity: Common stock — — — — — Capital in excess of par value 359,696 466,114 3,241 (469,355 ) 359,696 Retained earnings (deficit) (94,414 ) 41,254 (17,224 ) (24,030 ) (94,414 ) Accumulated other comprehensive income (loss) (1,494 ) — (1,650 ) 1,650 (1,494 ) Total stockholder's equity 263,788 507,368 (15,633 ) (491,735 ) 263,788 Total liabilities and stockholder's equity $ 2,087,939 $ 749,475 $ 25,415 $ (634,716 ) $ 2,228,113 CEC Entertainment, Inc. Condensed Consolidating Balance Sheet As of December 30, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Current assets: Cash and cash equivalents $ 54,775 $ 6,725 $ 1,670 $ — $ 63,170 Restricted cash — — 151 — 151 Accounts receivable 28,421 4,956 4,117 (3,314 ) 34,180 Inventories 16,896 6,617 294 — 23,807 Prepaid expenses 14,264 10,562 598 — 25,424 Total current assets 114,356 28,860 6,830 (3,314 ) 146,732 Property and equipment, net 468,827 64,721 5,637 — 539,185 Goodwill 433,024 51,414 — — 484,438 Intangible assets, net 14,716 462,369 — — 477,085 Intercompany 78,402 66,373 — (144,775 ) — Investment in subsidiaries 477,556 — — (477,556 ) — Other noncurrent assets 7,292 11,409 24 — 18,725 Total assets $ 1,594,173 $ 685,146 $ 12,491 $ (625,645 ) $ 1,666,165 Current liabilities: Bank indebtedness and other long-term debt, current portion $ 7,600 $ — $ — $ — $ 7,600 Accounts payable and accrued expenses 56,277 34,429 2,321 — 93,027 Other current liabilities 5,429 510 16 — 5,955 Total current liabilities 69,306 34,939 2,337 — 106,582 Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion 961,514 — — — 961,514 Deferred tax liability 91,049 17,866 (1,857 ) — 107,058 Intercompany — 119,498 28,591 (148,089 ) — Other noncurrent liabilities 229,733 18,191 516 — 248,440 Total liabilities 1,351,602 190,494 29,587 (148,089 ) 1,423,594 Stockholder's equity: Common stock — — — — — Capital in excess of par value 359,570 466,114 3,241 (469,355 ) 359,570 Retained earnings (deficit) (115,660 ) 28,538 (18,691 ) (9,847 ) (115,660 ) Accumulated other comprehensive income (loss) (1,339 ) — (1,646 ) 1,646 (1,339 ) Total stockholder's equity 242,571 494,652 (17,096 ) (477,556 ) 242,571 Total liabilities and stockholder's equity $ 1,594,173 $ 685,146 $ 12,491 $ (625,645 ) $ 1,666,165 |
Condensed Consolidating Income Statement | CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended March 31, 2019 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 102,113 $ 14,223 $ 1,479 $ — $ 117,815 Entertainment and merchandise sales 133,650 13,207 2,820 — 149,677 Total company venue sales 235,763 27,430 4,299 — 267,492 Franchise fees and royalties 685 4,294 841 — 5,820 International Association assessments and other fees 315 11,785 11,319 (23,419 ) — Total revenues 236,763 43,509 16,459 (23,419 ) 273,312 Operating Costs and Expenses: Company venue operating costs (excluding Depreciation and amortization): Cost of food and beverage 22,428 3,734 490 — 26,652 Cost of entertainment and merchandise 11,044 443 259 — 11,746 Total cost of food, beverage, entertainment and merchandise 33,472 4,177 749 — 38,398 Labor expenses 66,240 4,941 1,324 — 72,505 Lease costs 24,594 1,861 572 — 27,027 Other venue operating expenses 42,811 3,737 849 (12,100 ) 35,297 Total company venue operating costs 167,117 14,716 3,494 (12,100 ) 173,227 Advertising expense 11,324 1,600 10,648 (11,319 ) 12,253 General and administrative expenses 5,106 10,398 (261 ) — 15,243 Depreciation and amortization 21,426 2,467 441 — 24,334 Transaction, severance and related litigation costs 23 — — — 23 Total operating costs and expenses 204,996 29,181 14,322 (23,419 ) 225,080 Operating income 31,767 14,328 2,137 — 48,232 Equity in earnings (loss) in affiliates 14,386 — — (14,386 ) — Interest expense 18,915 711 182 — 19,808 Income (loss) before income taxes 27,238 13,617 1,955 (14,386 ) 28,424 Income tax expense 5,992 903 283 — 7,178 Net income (loss) $ 21,246 $ 12,714 $ 1,672 $ (14,386 ) $ 21,246 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments (155 ) — (155 ) 155 (155 ) Comprehensive income (loss) $ 21,091 $ 12,714 $ 1,517 $ (14,231 ) $ 21,091 CEC Entertainment, Inc. Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended April 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Eliminations Consolidated Revenues: Food and beverage sales $ 102,648 $ 13,958 $ 1,771 $ — $ 118,377 Entertainment and merchandise sales 115,275 12,727 3,115 — 131,117 Total company venue sales 217,923 26,685 4,886 — 249,494 Franchise fees and royalties 572 4,143 695 — 5,410 International Association assessments and other fees 341 9,038 10,562 (19,941 ) — Total revenues 218,836 39,866 16,143 (19,941 ) 254,904 Operating Costs and Expenses: Company venue operating costs (excluding Depreciation and amortization): Cost of food and beverage 22,884 3,891 585 — 27,360 Cost of entertainment and merchandise 8,766 446 170 — 9,382 Total cost of food, beverage, entertainment and merchandise 31,650 4,337 755 — 36,742 Labor expenses 60,829 5,095 1,425 — 67,349 Lease costs 21,797 1,689 563 — 24,049 Other venue operating expenses 42,908 3,590 969 (9,405 ) 38,062 Total company venue operating costs 157,184 14,711 3,712 (9,405 ) 166,202 Advertising expense 10,985 1,941 11,584 (10,536 ) 13,974 General and administrative expenses 4,195 8,168 546 — 12,909 Depreciation and amortization 23,377 2,732 463 — 26,572 Transaction, severance and related litigation costs 313 221 — — 534 Total operating costs and expenses 196,054 27,773 16,305 (19,941 ) 220,191 Operating income (loss) 22,782 12,093 (162 ) — 34,713 Equity in earnings (loss) in affiliates 8,645 — — (8,645 ) — Interest expense 17,528 844 185 — 18,557 Income (loss) before income taxes 13,899 11,249 (347 ) (8,645 ) 16,156 Income tax expense 1,676 2,186 71 — 3,933 Net income (loss) $ 12,223 $ 9,063 $ (418 ) $ (8,645 ) $ 12,223 Components of other comprehensive income (loss), net of tax: Foreign currency translation adjustments 154 — 154 (154 ) 154 Comprehensive income (loss) $ 12,377 $ 9,063 $ (264 ) $ (8,799 ) $ 12,377 |
Condensed Consolidating Cash Flow Statement | CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2019 (in thousands) Issuer Guarantors Non-Guarantors Consolidated Cash flows provided by operating activities: $ 64,577 $ 4,743 $ 1,158 $ 70,478 Cash flows from investing activities: Purchases of property and equipment (12,602 ) (5,699 ) (71 ) (18,372 ) Development of internal use software 421 (703 ) — (282 ) Proceeds from sale of property and equipment 21 — — 21 Cash flows used in investing activities (12,160 ) (6,402 ) (71 ) (18,633 ) Cash flows from financing activities: Repayments on senior term loan (1,900 ) — — (1,900 ) Payments on capital lease obligations (165 ) — (3 ) (168 ) Payments on sale leaseback transactions (803 ) — — (803 ) Cash flows used in financing activities (2,868 ) — (3 ) (2,871 ) Effect of foreign exchange rate changes on cash — — 1 1 Change in cash, cash equivalents and restricted cash 49,549 (1,659 ) 1,085 48,975 Cash, cash equivalents and restricted cash at beginning of period 54,775 6,725 1,821 63,321 Cash, cash equivalents and restricted cash at end of period $ 104,324 $ 5,066 $ 2,906 $ 112,296 CEC Entertainment, Inc. Consolidating Statement of Cash Flows For the Three Months Ended April 1, 2018 (in thousands) Issuer Guarantors Non-Guarantors Consolidated Cash flows provided by (used in) operating activities: $ 38,848 $ 18,807 $ (5,091 ) $ 52,564 Cash flows from investing activities: Purchases of property and equipment (9,502 ) (7,868 ) (690 ) (18,060 ) Development of internal use software (622 ) 107 — (515 ) Proceeds from the sale of property and equipment 316 (158 ) — 158 Cash flows used in investing activities (9,808 ) — (7,919 ) — (690 ) — (18,417 ) Cash flows from financing activities: Repayments on senior term loan (1,900 ) — — (1,900 ) Payments on capital lease obligations (143 ) — (2 ) (145 ) Payments on sale leaseback transactions (688 ) — — (688 ) Cash flows used in financing activities (2,731 ) — — — (2 ) — (2,733 ) Effect of foreign exchange rate changes on cash — — 46 46 Change in cash, cash equivalents and restricted cash 26,309 — 10,888 — (5,737 ) — 31,460 Cash, cash equivalents and restricted cash at beginning of period 59,948 410 6,954 67,312 Cash, cash equivalents and restricted cash at end of period $ 86,257 $ 11,298 $ 1,217 $ 98,772 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Related Party Transaction [Line Items] | |
Related Party Transactions Disclosure [Text Block] | 13. Related Party Transactions: We reimburse Apollo Management, L.P. for certain out-of-pocket expenses incurred in connection with travel and Board of Directors related expenses. In addition, CEC Entertainment engages Apollo portfolio companies to provide various services, including security services to its venues, licensed music video content for use in its venues, and employment screening services to its recruiting functions. Included in our Total operating costs and expenses are related expenses totaling $0.4 million for both the three months ended March 31, 2019 and April 1, 2018 . Included in our Accounts Receivable balance are amounts due from Parent totaling $2.6 million at both March 31, 2019 and December 30, 2018 , primarily related to various general and administrative and transaction related expenses paid on behalf of Parent. |
Description of Business and S_4
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) | 9 Months Ended | |||||
Sep. 30, 2018USD ($) | Oct. 01, 2017USD ($) | Mar. 31, 2019USD ($)CountryState | Dec. 30, 2018USD ($) | Apr. 01, 2018USD ($) | Dec. 31, 2017USD ($) | |
Accounting Policies [Abstract] | ||||||
Number of States in which Entity Operates | State | 47 | |||||
Number of foreign countries in which Entity operates | Country | 14 | |||||
Related Party Transaction [Line Items] | ||||||
Restricted cash | $ 266,000 | $ 151,000 | $ 86,000 | |||
Deferred financing costs, net | 1,018,000 | $ 1,153,000 | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | $ 112,296,000 | $ 98,772,000 | $ 67,312,000 | |||
Contributions from franchisees to advertising and media funds | $ 800,000 | $ 700,000 |
Description of Business and S_5
Description of Business and Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Franchise Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 25 years |
Description of Business and S_6
Description of Business and Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 | Apr. 01, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 112,030 | $ 63,170 | $ 98,686 | |
Restricted cash | 266 | 151 | 86 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 112,296 | $ 63,321 | $ 98,772 | $ 67,312 |
Acquisition of CEC Entertainmen
Acquisition of CEC Entertainment, Inc. - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Business Acquisition [Line Items] | ||
Transaction and severance costs | $ 23 | $ 534 |
Acquisition of CEC Entertainm_2
Acquisition of CEC Entertainment, Inc. - Pro Forma Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 273,312 | $ 254,904 |
Revenue (Details)
Revenue (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue, beginning balance | $ 18,124 |
Revenue Deferred | 27,945 |
Revenue Recognized | (23,363) |
Deferred revenue, ending balance | 22,706 |
PlayPass related deferred revenue | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue, beginning balance | 5,561 |
Revenue Deferred | 14,346 |
Revenue Recognized | (12,455) |
Deferred revenue, ending balance | 7,452 |
Gift card related deferred revenue | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue, beginning balance | 5,253 |
Revenue Deferred | 1,926 |
Revenue Recognized | (2,882) |
Deferred revenue, ending balance | 4,297 |
Unearned franchise and development fees | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue, beginning balance | 6,321 |
Revenue Deferred | 2,572 |
Revenue Recognized | (29) |
Deferred revenue, ending balance | 8,864 |
Other unearned revenues | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue, beginning balance | 989 |
Revenue Deferred | 9,101 |
Revenue Recognized | (7,997) |
Deferred revenue, ending balance | $ 2,093 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 533,610 | $ 539,185 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Oct. 02, 2016 | Sep. 27, 2015 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 24,334,000 | $ 26,572,000 | ||
Asset Impairment Charges | $ 772,000 | $ 0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Apr. 02, 2017 | |
Goodwill [Roll Forward] | |||
Goodwill | $ 484,438 | ||
Goodwill | $ 484,438 | ||
Above Market Leases [Member] | |||
Goodwill [Line Items] | |||
Amortization of Intangible Assets | $ 400 | $ 400 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Apr. 02, 2017 | |
Favorable Lease Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 0.4 | $ 0.4 | |
Franchise Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 0.5 | $ 0.5 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Indefinite and Definite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Apr. 01, 2018 | Apr. 02, 2017 | Dec. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | $ 480,000 | |||
Finite-lived intangible assets - accumulated amortization | (9,758) | |||
Intangible assets, net | 470,242 | $ 477,085 | ||
Favorable Lease Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 400 | $ 400 | ||
Franchise Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 500 | $ 500 | ||
Finite-Lived Intangible Asset, Useful Life | 25 years | |||
Finite-lived intangible assets - gross carrying amounts | $ 53,300 | |||
Finite-lived intangible assets - accumulated amortization | (9,758) | |||
Finite-lived intangible assets, net | 43,542 | |||
Peter Piper Pizza [Member] | Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | 26,700 | |||
Peter Piper Pizza [Member] | Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | 26,700 | |||
Chuck E. Cheese [Member] | Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | 400,000 | |||
Chuck E. Cheese [Member] | Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | $ 400,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Franchise Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, net | $ 43,542 |
Accounts Payable (Details)
Accounts Payable (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 |
Accounts Payable [Line Items] | ||
Accounts Payable, Trade, Current | $ 26,962 | $ 20,685 |
Bank Overdrafts | 11,886 | 10,725 |
Accounts Payable | $ 38,848 | $ 31,410 |
Indebtedness and Interest Exp_3
Indebtedness and Interest Expense - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 977,000 | $ 978,900 | |
Deferred financing costs, net | (7,667) | (8,633) | |
Debt Issuance Costs, Noncurrent, Net | (1,018) | (1,153) | |
Long-term Debt, Maturities, Repayments of Principal in Next Rolling Twelve Months | (7,600) | (7,600) | |
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion | 960,715 | 961,514 | |
Interest Expense, Other Long-term Debt | (60) | $ (297) | |
Interest Expense | 19,808 | 18,557 | |
Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Interest Expense, Debt | 10,666 | 9,119 | |
Long-term debt, gross | 722,000 | 723,900 | |
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 255,000 | $ 255,000 | |
Interest Expense, Debt, Excluding Amortization | 5,082 | 5,082 | |
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Capital Leases, Income Statement, Interest Expense | 381 | 428 | |
InterestExpenseSaleLeaseback | 2,695 | 2,630 | |
Sale Leaseback Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | $ 924 | $ 1,001 | |
Senior Notes due 2022 [Member] | Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% |
Indebtedness and Interest Exp_4
Indebtedness and Interest Expense - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | ||
Debt Instrument [Line Items] | ||||
Long-term Debt, Excluding Current Maturities | $ 960,715,000 | $ 961,514,000 | ||
Long-term Debt, Gross | 977,000,000 | 978,900,000 | ||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 3,800,000 | |||
LineofCreditUnusedCapacityDocumentaryandProcessingFee | 0.00% | |||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | |||
Term Loan Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 5.50% | |||
Letter of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Letters of Credit Outstanding, Amount | 9,000,000 | |||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||
The Senior Secured Credit Facilities [Member] | Federal Funds Effective Swap Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||
The Senior Secured Credit Facilities [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||
Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Payments of Debt Issuance Costs | $ 6,400,000 | |||
SecuredCreditFacilitiesAndSeniorNotes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 6.70% | 6.20% | ||
Term Loan Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 722,000,000 | 723,900,000 | ||
Interest Expense, Debt | 10,666,000 | $ 9,119,000 | ||
Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | 760,000,000 | |||
Payments of Debt Issuance Costs | $ 17,800,000 | |||
Federal Funds Rate Minimum | 2.40% | |||
Federal Funds Rate Maximum | 2.43% | |||
Libor Rate Minimum | 2.48% | |||
Libor Rate Maximum | 2.52% | |||
Senior Loans [Member] | The Senior Secured Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
First-Tier Foreign Subsidiaries, Percentage of Capital Stock Securing Obligations | 65.00% | |||
The Senior Secured Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 6.20% | |||
Unsecured Debt [Member] | Senior Notes due 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 8.20% | |||
Revolving Credit Facility [Member] | Senior Debt Obligations [Member] | Senior Secured Revolving Credit Facility, Maturing 2019 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 95,000,000 | |||
Revolving Credit Facility [Member] | Senior Debt Obligations [Member] | Senior Secured Revolving Credit Facility, Maturing 2020 [Member] [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 95,000,000 | |||
Revolving Credit Facility [Member] | Senior Loans [Member] | Swingline Loan Facility, the Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Covenant Threshold of Percentage Drawn | 30.00% | |||
Debt Instrument, Face Amount | $ 30,000,000 | |||
Leverage Ratio | 1 | |||
Payments of Debt Issuance Costs | $ 3,800,000 | |||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.25 | |||
Letter of Credit [Member] | Senior Debt Obligations [Member] | Letter of Credit Sub-Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Letters of Credit Outstanding, Amount | $ 8,500,000 | |||
Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | |||
Minimum [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.75% | |||
Minimum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | |||
Minimum [Member] | Term Loan Facility [Member] | Term Loan Facility Maturing 2021 [Member] | Prime Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | |||
Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | |||
Maximum [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | |||
Maximum [Member] | Term Loan Facility [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.25% | |||
Maximum [Member] | The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | |||
Carrying Amount [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Excluding Current Maturities | [1],[2] | $ 968,382,000 | $ 970,147,000 | |
[1] | Excluding net deferred financing costs | |||
[2] | Net of original issue discount. |
Indebtedness and Interest Exp_5
Indebtedness and Interest Expense - Schedule of Debt Obligations (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | |
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 3,800,000 | ||
LineofCreditUnusedCapacityDocumentaryandProcessingFee | 0.00% | ||
Long-term debt, gross | $ (977,000,000) | $ (978,900,000) | |
Deferred financing costs, net | (7,667,000) | (8,633,000) | |
Debt Issuance Costs, Noncurrent, Net | 1,018,000 | 1,153,000 | |
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion | $ 960,715,000 | 961,514,000 | |
The Senior Secured Credit Facilities [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 6.20% | ||
Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ (722,000,000) | (723,900,000) | |
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.00% | ||
Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 9,000,000 | ||
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Payments of Debt Issuance Costs | $ 6,400,000 | ||
The Senior Secured Credit Facilities [Member] | Senior Loans [Member] | |||
Debt Instrument [Line Items] | |||
First-Tier Foreign Subsidiaries, Percentage of Capital Stock Securing Obligations | 65.00% | ||
The Senior Secured Credit Facilities [Member] | Adjusted London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | ||
The Senior Secured Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | ||
The Senior Secured Credit Facilities [Member] | Federal Funds Effective Swap Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
Term Loan Facility Maturing 2021 [Member] | Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 760,000,000 | ||
Payments of Debt Issuance Costs | $ 17,800,000 | ||
Libor Rate Minimum | 2.48% | ||
Federal Funds Rate Minimum | 2.40% | ||
Federal Funds Rate Maximum | 2.43% | ||
Libor Rate Maximum | 2.52% | ||
Term Loan Facility Maturing 2021 [Member] | Prime Rate [Member] | Minimum [Member] | Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | ||
Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 5.50% | ||
Term Loan Facility [Member] | Base Rate [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.25% | ||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | ||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.00% | ||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.75% | ||
Senior Notes due 2022 [Member] | Unsecured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 8.20% | ||
Letter of Credit [Member] | Letter of Credit Sub-Facility [Member] | Senior Debt Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Letters of Credit Outstanding, Amount | $ 8,500,000 | ||
Revolving Credit Facility [Member] | Senior Secured Revolving Credit Facility, Maturing 2020 [Member] [Member] | Senior Debt Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 95,000,000 | ||
Revolving Credit Facility [Member] | Senior Secured Revolving Credit Facility, Maturing 2019 [Member] | Senior Debt Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 95,000,000 | ||
Revolving Credit Facility [Member] | Swingline Loan Facility, the Revolving Credit Facility [Member] | Senior Loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 30,000,000 | ||
Payments of Debt Issuance Costs | $ 3,800,000 | ||
Line of Credit Facility, Covenant Threshold of Percentage Drawn | 30.00% | ||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 6.25 | ||
Leverage Ratio | 1 |
Indebtedness and Interest Exp_6
Indebtedness and Interest Expense - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Debt Instrument [Line Items] | ||
Interest Expense, Other Long-term Debt | $ 60 | $ 297 |
Interest expense | 19,808 | 18,557 |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Interest Expense, Debt | 10,666 | 9,119 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Interest Expense, Debt, Excluding Amortization | 5,082 | 5,082 |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
InterestExpenseSaleLeaseback | 2,695 | 2,630 |
Capital Leases, Income Statement, Interest Expense | 381 | 428 |
Sale Leaseback Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Amortization of debt issuance costs | $ 924 | $ 1,001 |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate During Period | 5.50% | |
SecuredCreditFacilitiesAndSeniorNotes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate During Period | 6.70% | 6.20% |
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | The Senior Secured Credit Facilities [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 3.25% | |
Maximum [Member] | Base Rate [Member] | Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Additional Margin on Basis Spread of Variable Rate | 2.25% |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Current | [1] | $ 7,600 | $ 7,600 |
Bank indebtedness and other long-term debt, less current portion | 960,715 | 961,514 | |
Long-term portion (2) | 936,412 | 892,263 | |
Debt Instrument, Unamortized Discount | [1] | 975,982 | 977,747 |
Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Bank indebtedness and other long-term debt, less current portion | [1],[2] | 968,382 | 970,147 |
Short-term Debt [Member] | Estimate of Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term portion (2) | 7,391 | 7,051 | |
Long-term Debt [Member] | Estimate of Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term portion (2) | [2] | $ 929,021 | $ 885,212 |
[1] | Excluding net deferred financing costs | ||
[2] | Net of original issue discount. |
Other Non-current Liabilities_2
Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 |
Other Noncurrent Liabilities [Line Items] | ||
Sale leaseback obligations, less current portion | $ 172,543 | $ 174,520 |
Long-term portion of unfavorable leases | 0 | 45,195 |
Finance Lease, Liability, Noncurrent | 12,104 | 12,330 |
Other | 5,863 | 6,534 |
Other noncurrent liabilities | $ 190,510 | $ 238,579 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Merger Agreement [Member] - lawsuit | Jan. 16, 2014 | Jul. 21, 2015 |
Loss Contingencies [Line Items] | ||
New claims filed | 4 | |
Loss contingency, members of the Board also senior management | 2 |
Income Taxes Taxes by Jurisdict
Income Taxes Taxes by Jurisdiction (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Income Taxes [Line Items] | ||
Federal and state income taxes | $ 6,898 | $ 3,535 |
Foreign income taxes | 280 | 398 |
Income tax expense (benefit) | $ 7,178 | $ 3,933 |
Effective income tax rate | 25.30% | 24.30% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Apr. 01, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Tax Credit Carryforward [Line Items] | ||||
Federal and State Income Tax Expense (Benefit), Continuing Operations | $ 6,898 | $ 3,535 | ||
Effective income tax rate | 25.30% | 24.30% | ||
Deferred income taxes | $ 1,448 | $ (672) | ||
Unrecognized tax benefits | 4,200 | $ 0 | ||
Unrecognized tax benefits that would decrease effective tax rate and provision for income taxes, if recognized | 3,300 | |||
Expected decrease in unrecognized tax benefits within next twelve months | $ 3,700 | |||
Total amount of interest and penalties accrued related to unrecognized tax benefits | 1,100 | $ 1,000 | ||
Foreign Income Tax Expense (Benefit), Continuing Operations | 280 | 398 | ||
Income tax expense (benefit) | $ 7,178 | $ 3,933 |
Stock-Based Compensation Arra_3
Stock-Based Compensation Arrangements - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,406,950 | 1,987,331 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 8.87 | $ 8.87 | [1] | ||
ShareBasedCompensationArrangementbyShareBasedPaymentAwarad,Options,Outstanding,WeightedAverageRemainingContractualLife | 6 years 1 month 6 days | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 2,197 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 4 months 27 days | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 8.86 | ||||
Tax benefit related to the accelerated vesting of restricted stock awards | $ 15 | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 9.05 | ||||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,ExpectedtoVest,WeightedAverageRemainingContractualTerm | 6 years 6 months | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 1,182 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (5,366) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | [1] | $ 8.58 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 1,624,580 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options | 601,862 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 8.31 | ||||
ShareBasedCompensationArrangementbyShareBasedPaymentAward,Options,Exercisable,WeightedAverageRemainingContractualLife | 5 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 883 | ||||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted (shares) | 424,985 | ||||
[1] | The weighted average exercise price reflects the original grant date fair value per option as adjusted for the dividend payment made in August 2015. |
Stock-Based Compensation Arra_4
Stock-Based Compensation Arrangements Stock-Based Compensation Arrangements - Summary of Stock-Based Compensation Expense and Associated Tax Benefit Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Deferred Compensation Arrangement with Individual, Allocated Share-based Compensation Expense | $ 1,031 | $ 0 | |
Stock-based compensation costs | 126 | 67 | |
Portion capitalized as property and equipment | [1] | (10) | (3) |
Allocated Share-based Compensation Expense, Net of Tax | 1,147 | ||
Stock-based compensation expense recognized | 1,162 | 64 | |
Tax benefit recognized from stock-based compensation awards | 15 | $ 0 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 1,700 | ||
[1] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOjk5YmMwOGQ1OGFkNDRmYzJhMjRhM2E1Y2UwNTZkOGVkfFRleHRTZWxlY3Rpb246OTlFNUY3MEJBMDE1NUU0MDlGQUE5MDkzQTBCNDM1MkYM} |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Changes In Stockholders' Equity (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common Stock, Value, Issued beginning balance | $ 0 | |
Capital in excess of par value beginning balance | 359,570,000 | |
Retained earnings beginning balance | (115,660,000) | |
Accumulated other comprehensive income beginning balance | (1,494,000) | |
Beginning Balance | 242,571,000 | |
Net income (loss) | 21,246,000 | $ 12,223,000 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (155,000) | 154,000 |
Total components of other comprehensive income (loss), net of tax | (155,000) | |
Stock-based compensation costs | 126,000 | |
Adjustments to Additional Paid in Capital, Other | $ 0 | |
Common Stock, Value, Issued ending balance | 0 | |
Capital in excess of par value ending balance | 359,696,000 | |
Retained earnings ending balance | (94,414,000) | |
Accumulated other comprehensive income ending balance | (1,339,000) | |
Ending Balance | $ 263,788,000 | |
Common Stock [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning Balance (in shares) | 200 | |
Common Stock, Value, Issued beginning balance | $ 0 | |
Ending Balance (in shares) | 200 | |
Common Stock, Value, Issued ending balance | $ 0 | |
Additional Paid-in Capital [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Capital in excess of par value beginning balance | 359,570,000 | |
Stock-based compensation costs | 126,000 | |
Capital in excess of par value ending balance | 359,696,000 | |
Retained Earnings [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Retained earnings beginning balance | (115,660,000) | |
Net income (loss) | 21,246,000 | |
Retained earnings ending balance | (94,414,000) | |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Accumulated other comprehensive income beginning balance | (1,494,000) | |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (155,000) | |
Accumulated other comprehensive income ending balance | $ (1,339,000) |
Condensed Consolidating Sched_3
Condensed Consolidating Schedules - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 30, 2018 | Apr. 01, 2018 | |
Current assets: | ||||
Cash and cash equivalents | $ 112,030 | $ 63,170 | $ 98,686 | |
Restricted Cash and Cash Equivalents | 266 | 151 | ||
Receivables and Income Tax Receivables, Net, Current | 20,747 | 34,180 | ||
Inventories | 24,593 | 23,807 | ||
Prepaid expenses | 18,712 | 25,424 | ||
Total current assets | 176,348 | 146,732 | ||
Property and equipment, net | 533,610 | 539,185 | ||
Operating Lease, Right-of-Use Asset | 544,592 | 0 | ||
Finance Lease, Right-of-Use Asset | 9,839 | |||
Goodwill | 484,438 | 484,438 | ||
Intangible assets, net | 470,242 | 477,085 | ||
Intercompany | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Other noncurrent assets | 18,883 | 18,725 | ||
Total assets | 2,228,113 | 1,666,165 | ||
Current liabilities: | ||||
Bank indebtedness and other long-term debt, current portion | [1] | 7,600 | 7,600 | |
Operating Lease, Liability, Current | 47,509 | 0 | ||
Accounts payable and accrued expenses | 104,376 | 93,027 | ||
Other current liabilities | 5,332 | 5,955 | ||
Total current liabilities | 164,817 | 106,582 | ||
Operating Lease, Liability, Noncurrent | 529,972 | 0 | ||
Bank indebtedness and other long-term debt, less current portion | 960,715 | 961,514 | ||
Lease-related Liabilities | 0 | 45,195 | ||
Deferred tax liability | 108,450 | 107,058 | ||
Intercompany | 0 | 0 | ||
Sale leaseback obligations, less current portion | 172,543 | 174,520 | ||
Other noncurrent liabilities | 200,371 | 248,440 | ||
Total liabilities | 1,964,325 | 1,423,594 | ||
Stockholder’s equity: | ||||
Common stock | 0 | 0 | ||
Capital in excess of par value | 359,696 | 359,570 | ||
Accumulated deficit | (94,414) | (115,660) | ||
Accumulated other comprehensive loss | (1,494) | (1,339) | ||
Total stockholder’s equity | 263,788 | 242,571 | ||
Total liabilities and stockholder’s equity | 2,228,113 | 1,666,165 | ||
Issuer | ||||
Current assets: | ||||
Restricted Cash and Cash Equivalents | 0 | 0 | ||
Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 5,065 | 6,725 | ||
Restricted Cash and Cash Equivalents | 0 | 0 | ||
Receivables and Income Tax Receivables, Net, Current | 5,950 | 4,956 | ||
Inventories | 5,641 | 6,617 | ||
Prepaid expenses | 9,740 | 10,562 | ||
Total current assets | 26,396 | 28,860 | ||
Property and equipment, net | 68,873 | 64,721 | ||
Operating Lease, Right-of-Use Asset | 48,717 | |||
Goodwill | 51,414 | 51,414 | ||
Intangible assets, net | 461,658 | 462,369 | ||
Intercompany | 80,658 | 66,373 | ||
Investment in subsidiaries | 0 | 0 | ||
Other noncurrent assets | 11,759 | 11,409 | ||
Total assets | 749,475 | 685,146 | ||
Current liabilities: | ||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | ||
Operating Lease, Liability, Current | 3,399 | |||
Accounts payable and accrued expenses | 41,414 | 34,429 | ||
Other current liabilities | 0 | 510 | ||
Total current liabilities | 44,813 | 34,939 | ||
Operating Lease, Liability, Noncurrent | 56,689 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | ||
Deferred tax liability | 18,037 | 17,866 | ||
Intercompany | 116,598 | 119,498 | ||
Other noncurrent liabilities | 5,970 | 18,191 | ||
Total liabilities | 242,107 | 190,494 | ||
Stockholder’s equity: | ||||
Common stock | 0 | 0 | ||
Capital in excess of par value | 466,114 | 466,114 | ||
Accumulated deficit | 41,254 | 28,538 | ||
Accumulated other comprehensive loss | 0 | 0 | ||
Total stockholder’s equity | 507,368 | 494,652 | ||
Total liabilities and stockholder’s equity | 749,475 | 685,146 | ||
Non-Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 2,558 | 1,670 | ||
Restricted Cash and Cash Equivalents | 266 | 151 | ||
Receivables and Income Tax Receivables, Net, Current | 5,834 | 4,117 | ||
Inventories | 294 | 294 | ||
Prepaid expenses | 942 | 598 | ||
Total current assets | 9,894 | 6,830 | ||
Property and equipment, net | 5,392 | 5,637 | ||
Operating Lease, Right-of-Use Asset | 10,109 | |||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Intercompany | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Other noncurrent assets | 20 | 24 | ||
Total assets | 25,415 | 12,491 | ||
Current liabilities: | ||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | ||
Operating Lease, Liability, Current | 1,122 | |||
Accounts payable and accrued expenses | 5,747 | 2,321 | ||
Other current liabilities | 15 | 16 | ||
Total current liabilities | 6,884 | 2,337 | ||
Operating Lease, Liability, Noncurrent | 9,324 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | ||
Deferred tax liability | (1,577) | (1,857) | ||
Intercompany | 26,383 | 28,591 | ||
Other noncurrent liabilities | 34 | 516 | ||
Total liabilities | 41,048 | 29,587 | ||
Stockholder’s equity: | ||||
Common stock | 0 | 0 | ||
Capital in excess of par value | 3,241 | 3,241 | ||
Accumulated deficit | (17,224) | (18,691) | ||
Accumulated other comprehensive loss | (1,650) | (1,646) | ||
Total stockholder’s equity | (15,633) | (17,096) | ||
Total liabilities and stockholder’s equity | 25,415 | 12,491 | ||
Subsidiary Issuer [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 104,407 | 54,775 | ||
Receivables and Income Tax Receivables, Net, Current | 13,946 | 28,421 | ||
Inventories | 18,658 | 16,896 | ||
Prepaid expenses | 8,030 | 14,264 | ||
Total current assets | 145,041 | 114,356 | ||
Property and equipment, net | 459,345 | 468,827 | ||
Operating Lease, Right-of-Use Asset | 485,766 | |||
Goodwill | 433,024 | 433,024 | ||
Intangible assets, net | 8,584 | 14,716 | ||
Intercompany | 57,340 | 78,402 | ||
Investment in subsidiaries | 491,735 | 477,556 | ||
Other noncurrent assets | 7,104 | 7,292 | ||
Total assets | 2,087,939 | 1,594,173 | ||
Current liabilities: | ||||
Bank indebtedness and other long-term debt, current portion | 7,600 | 7,600 | ||
Operating Lease, Liability, Current | 42,988 | |||
Accounts payable and accrued expenses | 57,215 | 56,277 | ||
Other current liabilities | 5,317 | 5,429 | ||
Total current liabilities | 113,120 | 69,306 | ||
Operating Lease, Liability, Noncurrent | 463,959 | |||
Bank indebtedness and other long-term debt, less current portion | 960,715 | 961,514 | ||
Deferred tax liability | 91,990 | 91,049 | ||
Intercompany | 0 | 0 | ||
Other noncurrent liabilities | 194,367 | 229,733 | ||
Total liabilities | 1,824,151 | 1,351,602 | ||
Stockholder’s equity: | ||||
Common stock | 0 | 0 | ||
Capital in excess of par value | 359,696 | 359,570 | ||
Accumulated deficit | (94,414) | (115,660) | ||
Accumulated other comprehensive loss | (1,494) | (1,339) | ||
Total stockholder’s equity | 263,788 | 242,571 | ||
Total liabilities and stockholder’s equity | 2,087,939 | 1,594,173 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted Cash and Cash Equivalents | 0 | 0 | ||
Receivables and Income Tax Receivables, Net, Current | (4,983) | (3,314) | ||
Inventories | 0 | |||
Prepaid expenses | 0 | |||
Total current assets | (4,983) | (3,314) | ||
Property and equipment, net | 0 | 0 | ||
Operating Lease, Right-of-Use Asset | 0 | |||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Intercompany | (137,998) | (144,775) | ||
Investment in subsidiaries | (491,735) | (477,556) | ||
Other noncurrent assets | 0 | 0 | ||
Total assets | (634,716) | (625,645) | ||
Current liabilities: | ||||
Bank indebtedness and other long-term debt, current portion | 0 | 0 | ||
Operating Lease, Liability, Current | 0 | |||
Accounts payable and accrued expenses | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Operating Lease, Liability, Noncurrent | 0 | |||
Bank indebtedness and other long-term debt, less current portion | 0 | 0 | ||
Deferred tax liability | 0 | 0 | ||
Intercompany | (142,981) | (148,089) | ||
Other noncurrent liabilities | 0 | 0 | ||
Total liabilities | (142,981) | (148,089) | ||
Stockholder’s equity: | ||||
Common stock | 0 | 0 | ||
Capital in excess of par value | (469,355) | (469,355) | ||
Accumulated deficit | (24,030) | (9,847) | ||
Accumulated other comprehensive loss | 1,650 | 1,646 | ||
Total stockholder’s equity | (491,735) | (477,556) | ||
Total liabilities and stockholder’s equity | $ (634,716) | $ (625,645) | ||
[1] | Excluding net deferred financing costs |
Condensed Consolidating Sched_4
Condensed Consolidating Schedules - P&L (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2019 | Apr. 01, 2018 | Oct. 02, 2016 | Sep. 27, 2015 | Dec. 30, 2018 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $ (155,000) | ||||
Revenue from Related Parties | 0 | $ 0 | |||
Intangible assets, net | 470,242,000 | $ 477,085,000 | |||
Proceeds from sale of property and equipment | (21,000) | (158,000) | |||
Repayments of Senior Debt | 1,900,000 | 1,900,000 | |||
Net Cash Provided by (Used in) Operating Activities | 70,478,000 | 52,564,000 | |||
Payments to Acquire Property, Plant, and Equipment | 18,372,000 | 18,060,000 | |||
Payments to Develop Software | (282,000) | (515,000) | |||
Net cash used in investing activities | (18,633,000) | (18,417,000) | |||
Repayments of Long-term Capital Lease Obligations | (168,000) | (145,000) | |||
Net Cash Provided by (Used in) Financing Activities | (2,871,000) | (2,733,000) | |||
Effect of foreign exchange rate changes on cash | 1,000 | 46,000 | |||
Change in cash, cash equivalents and restricted cash | 48,975,000 | 31,460,000 | |||
REVENUES: | |||||
Total revenues | 273,312,000 | 254,904,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 38,398,000 | 36,742,000 | |||
Labor expenses | 72,505,000 | 67,349,000 | |||
Other store operating expenses | 35,297,000 | 38,062,000 | |||
Total company store operating costs | 173,227,000 | 166,202,000 | |||
Other costs and expenses: | |||||
Advertising expense | 12,253,000 | 13,974,000 | |||
General and administrative expenses | 15,243,000 | 12,909,000 | |||
Depreciation and amortization | 24,334,000 | 26,572,000 | |||
Asset Impairment Charges | $ 772,000 | $ 0 | |||
Transaction and severance costs | 23,000 | 534,000 | |||
Total operating costs and expenses | 225,080,000 | 220,191,000 | |||
Operating Leases, Rent Expense | 27,027,000 | 24,049,000 | |||
Operating Leases, Rent Expense | 27,027,000 | 24,049,000 | |||
Operating income (loss) | 48,232,000 | 34,713,000 | |||
Equity in earnings (loss) in affiliates | 0 | 0 | |||
Interest expense | 19,808,000 | 18,557,000 | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 28,424,000 | 16,156,000 | |||
Income tax expense (benefit) | 7,178,000 | 3,933,000 | |||
Net income (loss) | 21,246,000 | 12,223,000 | |||
Components of other comprehensive income (loss), net of tax: | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (155,000) | 154,000 | |||
Total components of other comprehensive income (loss), net of tax | (155,000) | ||||
Comprehensive income (loss) | (21,091,000) | (12,377,000) | |||
Cash and cash equivalents | 112,030,000 | 98,686,000 | 63,170,000 | ||
Retained Earnings [Member] | |||||
Other costs and expenses: | |||||
Net income (loss) | 21,246,000 | ||||
Issuer | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | (155,000) | ||||
Revenue from Related Parties | 315,000 | 341,000 | |||
Proceeds from sale of property and equipment | (21,000) | (316,000) | |||
Repayments of Senior Debt | 1,900,000 | 1,900,000 | |||
Net Cash Provided by (Used in) Operating Activities | 64,577,000 | 38,848,000 | |||
Payments to Acquire Property, Plant, and Equipment | 12,602,000 | 9,502,000 | |||
Payments to Develop Software | 421,000 | (622,000) | |||
Net cash used in investing activities | (12,160,000) | (9,808,000) | |||
Repayments of Long-term Capital Lease Obligations | (165,000) | (143,000) | |||
Net Cash Provided by (Used in) Financing Activities | (2,868,000) | (2,731,000) | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash, cash equivalents and restricted cash | 26,309,000 | ||||
REVENUES: | |||||
Total revenues | 236,763,000 | 218,836,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 33,472,000 | 31,650,000 | |||
Labor expenses | 66,240,000 | 60,829,000 | |||
Other store operating expenses | 42,811,000 | 42,908,000 | |||
Total company store operating costs | 167,117,000 | 157,184,000 | |||
Other costs and expenses: | |||||
Advertising expense | 11,324,000 | 10,985,000 | |||
General and administrative expenses | 5,106,000 | 4,195,000 | |||
Depreciation and amortization | 21,426,000 | 23,377,000 | |||
Transaction and severance costs | 23,000 | 313,000 | |||
Total operating costs and expenses | 204,996,000 | 196,054,000 | |||
Operating Leases, Rent Expense | 24,594,000 | 21,797,000 | |||
Operating Leases, Rent Expense | 24,594,000 | 21,797,000 | |||
Operating income (loss) | 31,767,000 | 22,782,000 | |||
Equity in earnings (loss) in affiliates | 14,386,000 | 8,645,000 | |||
Interest expense | 18,915,000 | 17,528,000 | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 27,238,000 | 13,899,000 | |||
Income tax expense (benefit) | 5,992,000 | 1,676,000 | |||
Net income (loss) | 21,246,000 | 12,223,000 | |||
Components of other comprehensive income (loss), net of tax: | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 154,000 | ||||
Comprehensive income (loss) | (21,091,000) | (12,377,000) | |||
Guarantors | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | 0 | ||||
Revenue from Related Parties | 11,785,000 | 9,038,000 | |||
Intangible assets, net | 461,658,000 | 462,369,000 | |||
Proceeds from sale of property and equipment | 0 | 158,000 | |||
Repayments of Senior Debt | 0 | 0 | |||
Net Cash Provided by (Used in) Operating Activities | 4,743,000 | 18,807,000 | |||
Payments to Acquire Property, Plant, and Equipment | 5,699,000 | 7,868,000 | |||
Payments to Develop Software | (703,000) | 107,000 | |||
Net cash used in investing activities | (6,402,000) | (7,919,000) | |||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | |||
Net Cash Provided by (Used in) Financing Activities | 0 | 0 | |||
Effect of foreign exchange rate changes on cash | 0 | 0 | |||
Change in cash, cash equivalents and restricted cash | 10,888,000 | ||||
REVENUES: | |||||
Total revenues | 43,509,000 | 39,866,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 4,177,000 | 4,337,000 | |||
Labor expenses | 4,941,000 | 5,095,000 | |||
Other store operating expenses | 3,737,000 | 3,590,000 | |||
Total company store operating costs | 14,716,000 | 14,711,000 | |||
Other costs and expenses: | |||||
Advertising expense | 1,600,000 | 1,941,000 | |||
General and administrative expenses | 10,398,000 | 8,168,000 | |||
Depreciation and amortization | 2,467,000 | 2,732,000 | |||
Transaction and severance costs | 0 | 221,000 | |||
Total operating costs and expenses | 29,181,000 | 27,773,000 | |||
Operating Leases, Rent Expense | 1,861,000 | 1,689,000 | |||
Operating Leases, Rent Expense | 1,861,000 | 1,689,000 | |||
Operating income (loss) | 14,328,000 | 12,093,000 | |||
Equity in earnings (loss) in affiliates | 0 | 0 | |||
Interest expense | 711,000 | 844,000 | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 13,617,000 | 11,249,000 | |||
Income tax expense (benefit) | 903,000 | 2,186,000 | |||
Net income (loss) | 12,714,000 | 9,063,000 | |||
Components of other comprehensive income (loss), net of tax: | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 0 | ||||
Comprehensive income (loss) | (12,714,000) | (9,063,000) | |||
Cash and cash equivalents | 5,065,000 | 6,725,000 | |||
Non-Guarantors | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | (155,000) | ||||
Revenue from Related Parties | 11,319,000 | 10,562,000 | |||
Intangible assets, net | 0 | 0 | |||
Proceeds from sale of property and equipment | 0 | 0 | |||
Repayments of Senior Debt | 0 | 0 | |||
Net Cash Provided by (Used in) Operating Activities | 1,158,000 | (5,091,000) | |||
Payments to Acquire Property, Plant, and Equipment | 71,000 | 690,000 | |||
Payments to Develop Software | 0 | 0 | |||
Net cash used in investing activities | (71,000) | (690,000) | |||
Repayments of Long-term Capital Lease Obligations | (3,000) | (2,000) | |||
Net Cash Provided by (Used in) Financing Activities | (3,000) | (2,000) | |||
Effect of foreign exchange rate changes on cash | 1,000 | 46,000 | |||
Change in cash, cash equivalents and restricted cash | (5,737,000) | ||||
REVENUES: | |||||
Total revenues | 16,459,000 | 16,143,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 749,000 | 755,000 | |||
Labor expenses | 1,324,000 | 1,425,000 | |||
Other store operating expenses | 849,000 | 969,000 | |||
Total company store operating costs | 3,494,000 | 3,712,000 | |||
Other costs and expenses: | |||||
Advertising expense | 10,648,000 | 11,584,000 | |||
General and administrative expenses | (261,000) | 546,000 | |||
Depreciation and amortization | 441,000 | 463,000 | |||
Transaction and severance costs | 0 | 0 | |||
Total operating costs and expenses | 14,322,000 | 16,305,000 | |||
Operating Leases, Rent Expense | 572,000 | 563,000 | |||
Operating Leases, Rent Expense | 572,000 | 563,000 | |||
Operating income (loss) | 2,137,000 | (162,000) | |||
Equity in earnings (loss) in affiliates | 0 | 0 | |||
Interest expense | 182,000 | 185,000 | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 1,955,000 | (347,000) | |||
Income tax expense (benefit) | 283,000 | 71,000 | |||
Net income (loss) | 1,672,000 | (418,000) | |||
Components of other comprehensive income (loss), net of tax: | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 154,000 | ||||
Comprehensive income (loss) | (1,517,000) | 264,000 | |||
Cash and cash equivalents | 2,558,000 | 1,670,000 | |||
Subsidiary Issuer [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Intangible assets, net | 8,584,000 | 14,716,000 | |||
Components of other comprehensive income (loss), net of tax: | |||||
Cash and cash equivalents | 104,407,000 | 54,775,000 | |||
Consolidation, Eliminations [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | 155,000 | ||||
Revenue from Related Parties | (23,419,000) | (19,941,000) | |||
Intangible assets, net | 0 | 0 | |||
REVENUES: | |||||
Total revenues | (23,419,000) | (19,941,000) | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 0 | 0 | |||
Labor expenses | 0 | 0 | |||
Other store operating expenses | (12,100,000) | (9,405,000) | |||
Total company store operating costs | (12,100,000) | (9,405,000) | |||
Other costs and expenses: | |||||
Advertising expense | (11,319,000) | (10,536,000) | |||
General and administrative expenses | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | |||
Transaction and severance costs | 0 | 0 | |||
Total operating costs and expenses | (23,419,000) | (19,941,000) | |||
Operating Leases, Rent Expense | 0 | 0 | |||
Operating Leases, Rent Expense | 0 | 0 | |||
Operating income (loss) | 0 | 0 | |||
Equity in earnings (loss) in affiliates | (14,386,000) | (8,645,000) | |||
Interest expense | 0 | 0 | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (14,386,000) | (8,645,000) | |||
Income tax expense (benefit) | 0 | 0 | |||
Net income (loss) | (14,386,000) | (8,645,000) | |||
Components of other comprehensive income (loss), net of tax: | |||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | (154,000) | ||||
Comprehensive income (loss) | 14,231,000 | 8,799,000 | |||
Cash and cash equivalents | 0 | $ 0 | |||
Food and Beverage [Member] | |||||
REVENUES: | |||||
Total revenues | 117,815,000 | 118,377,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 26,652,000 | 27,360,000 | |||
Food and Beverage [Member] | Issuer | |||||
REVENUES: | |||||
Total revenues | 102,113,000 | 102,648,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 22,428,000 | 22,884,000 | |||
Food and Beverage [Member] | Guarantors | |||||
REVENUES: | |||||
Total revenues | 14,223,000 | 13,958,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 3,734,000 | 3,891,000 | |||
Food and Beverage [Member] | Non-Guarantors | |||||
REVENUES: | |||||
Total revenues | 1,479,000 | 1,771,000 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 490,000 | 585,000 | |||
Food and Beverage [Member] | Consolidation, Eliminations [Member] | |||||
REVENUES: | |||||
Total revenues | 0 | 0 | |||
Company store operating costs: | |||||
Total cost of food, beverage, entertainment and merchandise | 0 | 0 | |||
Franchise [Member] | |||||
REVENUES: | |||||
Total revenues | 5,820,000 | 5,410,000 | |||
Franchise [Member] | Issuer | |||||
REVENUES: | |||||
Total revenues | 685,000 | 572,000 | |||
Franchise [Member] | Guarantors | |||||
REVENUES: | |||||
Total revenues | 4,294,000 | 4,143,000 | |||
Franchise [Member] | Non-Guarantors | |||||
REVENUES: | |||||
Total revenues | 841,000 | 695,000 | |||
Franchise [Member] | Consolidation, Eliminations [Member] | |||||
REVENUES: | |||||
Total revenues | 0 | 0 | |||
Entertainment [Member] | |||||
REVENUES: | |||||
Total revenues | 149,677,000 | 131,117,000 | |||
Company store operating costs: | |||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 11,746,000 | 9,382,000 | |||
Total cost of food, beverage, entertainment and merchandise | 11,746,000 | 9,382,000 | |||
Entertainment [Member] | Issuer | |||||
REVENUES: | |||||
Total revenues | 133,650,000 | ||||
Company store operating costs: | |||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 11,044,000 | 8,766,000 | |||
Entertainment [Member] | Guarantors | |||||
REVENUES: | |||||
Total revenues | 13,207,000 | 12,727,000 | |||
Company store operating costs: | |||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 443,000 | 446,000 | |||
Entertainment [Member] | Non-Guarantors | |||||
REVENUES: | |||||
Total revenues | 2,820,000 | 3,115,000 | |||
Company store operating costs: | |||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 259,000 | 170,000 | |||
Entertainment [Member] | Subsidiary Issuer [Member] | |||||
REVENUES: | |||||
Total revenues | 115,275,000 | ||||
Entertainment [Member] | Consolidation, Eliminations [Member] | |||||
REVENUES: | |||||
Total revenues | 0 | 0 | |||
Company store operating costs: | |||||
Cost of entertainment and merchandise (exclusive of items shown separately below) | 0 | 0 | |||
Sales Revenue, Net [Member] | |||||
REVENUES: | |||||
Total revenues | 267,492,000 | 249,494,000 | |||
Sales Revenue, Net [Member] | Issuer | |||||
REVENUES: | |||||
Total revenues | 235,763,000 | 217,923,000 | |||
Sales Revenue, Net [Member] | Guarantors | |||||
REVENUES: | |||||
Total revenues | 27,430,000 | 26,685,000 | |||
Sales Revenue, Net [Member] | Non-Guarantors | |||||
REVENUES: | |||||
Total revenues | 4,299,000 | 4,886,000 | |||
Sales Revenue, Net [Member] | Consolidation, Eliminations [Member] | |||||
REVENUES: | |||||
Total revenues | $ 0 | $ 0 |
Condensed Consolidating Sched_5
Condensed Consolidating Schedules - Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | Dec. 31, 2017 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | $ 112,296 | $ 98,772 | $ 67,312 | |
Transaction and severance costs | 23 | 534 | ||
Cash flows provided by (used in) operating activities: | ||||
Net Cash Provided by (Used in) Operating Activities | 70,478 | 52,564 | ||
Cash flows provided by (used in) investing activities: | ||||
Proceeds from sale of property and equipment | (18,372) | (18,060) | ||
Proceeds from Sale of Property, Plant, and Equipment | 21 | 158 | ||
Payments to Develop Software | (282) | (515) | ||
Net cash used in investing activities | (18,633) | (18,417) | ||
Repayments on senior term loan | (1,900) | (1,900) | ||
Cash flows from financing activities: | ||||
Repayments of Long-term Capital Lease Obligations | (168) | (145) | ||
Sale Leaseback Transaction, Payments, Financing Activities | (803) | (688) | ||
Adjustments to Additional Paid in Capital, Other | 0 | |||
Net cash used in financing activities | (2,871) | (2,733) | ||
Effect of foreign exchange rate changes on cash | 1 | 46 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 48,975 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 112,296 | 98,772 | $ 63,321 | 67,312 |
Guarantors | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | 5,066 | 11,298 | 410 | |
Transaction and severance costs | 0 | 221 | ||
Cash flows provided by (used in) operating activities: | ||||
Net Cash Provided by (Used in) Operating Activities | 4,743 | 18,807 | ||
Cash flows provided by (used in) investing activities: | ||||
Proceeds from sale of property and equipment | (5,699) | (7,868) | ||
Proceeds from Sale of Property, Plant, and Equipment | 0 | (158) | ||
Payments to Develop Software | (703) | 107 | ||
Net cash used in investing activities | (6,402) | (7,919) | ||
Repayments on senior term loan | 0 | 0 | ||
Cash flows from financing activities: | ||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | ||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | ||
Net cash used in financing activities | 0 | 0 | ||
Effect of foreign exchange rate changes on cash | 0 | 0 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (1,659) | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 6,725 | |||
Non-Guarantors | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | 2,906 | 1,217 | 6,954 | |
Transaction and severance costs | 0 | 0 | ||
Cash flows provided by (used in) operating activities: | ||||
Net Cash Provided by (Used in) Operating Activities | 1,158 | (5,091) | ||
Cash flows provided by (used in) investing activities: | ||||
Proceeds from sale of property and equipment | (71) | (690) | ||
Proceeds from Sale of Property, Plant, and Equipment | 0 | 0 | ||
Payments to Develop Software | 0 | 0 | ||
Net cash used in investing activities | (71) | (690) | ||
Repayments on senior term loan | 0 | 0 | ||
Cash flows from financing activities: | ||||
Repayments of Long-term Capital Lease Obligations | (3) | (2) | ||
Sale Leaseback Transaction, Payments, Financing Activities | 0 | 0 | ||
Net cash used in financing activities | (3) | (2) | ||
Effect of foreign exchange rate changes on cash | 1 | 46 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 1,085 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 1,821 | |||
Issuer | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash, cash equivalents and restricted cash, at Carrying Value | 104,324 | 86,257 | $ 59,948 | |
Transaction and severance costs | 23 | 313 | ||
Cash flows provided by (used in) operating activities: | ||||
Net Cash Provided by (Used in) Operating Activities | 64,577 | 38,848 | ||
Cash flows provided by (used in) investing activities: | ||||
Proceeds from sale of property and equipment | (12,602) | (9,502) | ||
Proceeds from Sale of Property, Plant, and Equipment | 21 | 316 | ||
Payments to Develop Software | 421 | (622) | ||
Net cash used in investing activities | (12,160) | (9,808) | ||
Repayments on senior term loan | (1,900) | (1,900) | ||
Cash flows from financing activities: | ||||
Repayments of Long-term Capital Lease Obligations | (165) | (143) | ||
Sale Leaseback Transaction, Payments, Financing Activities | (803) | (688) | ||
Net cash used in financing activities | (2,868) | (2,731) | ||
Effect of foreign exchange rate changes on cash | 0 | 0 | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 49,549 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 54,775 | |||
Consolidation, Eliminations [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Transaction and severance costs | $ 0 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Dec. 30, 2018 | |
Related Party Transaction [Line Items] | ||
Accounts Receivable, Related Parties | $ 2.6 | $ 2.6 |
Issuer | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Expenses from Transactions with Related Party | $ 0.4 |
Leases Lease Details (Details)
Leases Lease Details (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Apr. 01, 2018 | Dec. 30, 2018 | |
Leases [Abstract] | |||
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | $ 69,565 | ||
Finance Lease, Liability, Payments, Remainder of Fiscal Year | 2,192 | ||
Cost of Property Repairs and Maintenance | 3,500 | ||
Operating Leases, Rent Expense | 27,027 | $ 24,049 | |
cec_Operating Leases, G&A Expense | 323 | ||
Operating Lease, Payments | $ 23,398 | ||
Operating Lease, Weighted Average Remaining Lease Term | 10 years 3 months 18 days | ||
Finance Lease, Weighted Average Remaining Lease Term | 11 years 4 months 24 days | ||
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | $ 92,435 | ||
Finance Lease, Liability, Payments, Due Next Twelve Months | 2,182 | ||
cec_Total Lease Liability, Payments, Remainder of Fiscal Year | $ 71,757 | ||
Operating Lease, Right-of-Use Asset | 544,592 | 0 | |
Finance Lease, Right-of-Use Asset | 9,839 | ||
cec_leaserightofuseassettotal | 554,431 | ||
Operating Lease, Liability, Current | 47,509 | 0 | |
Finance Lease, Liability, Current | (735) | 677 | |
Operating Lease, Liability, Noncurrent | 529,972 | 0 | |
Finance Lease, Liability, Noncurrent | 12,104 | 12,330 | |
cec_totalleaseliability | 590,320 | ||
Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months | 91,300 | 90,983 | |
Finance Lease, Liability, Payments, Due Year Two | 2,204 | 2,214 | |
cec_Total Lease Liability, Payments, Due Year Two | 93,504 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Two | 89,249 | 88,914 | |
Finance Lease, Liability, Payments, Due Year Three | 2,181 | 2,201 | |
cec_Total Lease Liability, Payments, Due Year Three | 91,430 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Three | 87,383 | 87,183 | |
Finance Lease, Liability, Payments, Due Year Four | 2,147 | 2,184 | |
cec_Total Lease Liability, Payments, Due Year Four | 89,530 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Four | 84,958 | 84,806 | |
Finance Lease, Liability, Payments, Due Year Five | 1,920 | 1,956 | |
Finance Lease, Liability, Payments, Due after Year Five | 13,216 | 13,266 | |
cec_Total Lease Liability, Payments, Due After Year Five | 464,419 | ||
cec_Total Lease Liability, Payments, Due Year Five | 86,878 | ||
Operating Leases, Future Minimum Payments, Due Thereafter | 451,203 | 457,277 | |
Operating Leases, Future Minimum Payments Due | 873,658 | 901,598 | |
Finance Lease, Liability, Payments, Due | 23,860 | 24,003 | |
cec_Total Lease Liability, Payments, Due | 897,518 | ||
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | 296,177 | ||
Finance Lease, Liability, Undiscounted Excess Amount | 11,021 | 10,996 | |
Total Lease, Liability, Undiscounted Excess Amount | 307,198 | ||
Operating Lease, Liability | 577,481 | ||
Finance Lease, Liability | $ 12,839 | $ 13,007 | |
Operating Lease, Weighted Average Discount Rate, Percent | 8.00% | ||
Finance Lease, Weighted Average Discount Rate, Percent | 13.60% | ||
Finance Lease, Right-of-Use Asset, Amortization | $ 248 | ||
Finance Lease, Interest Expense | 381 | ||
Lease, Cost | 27,979 | ||
Finance Lease, Interest Payment on Liability | 381 | ||
Total Lease Liability Due | 590,320 | ||
Finance Lease, Principal Payments | 168 | ||
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 234 | ||
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | $ 0 |