Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 29, 2019 | Jul. 20, 2019 | |
Document Information [Line Items] | ||
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Type | 10-Q | |
Document Period End Date | Jun. 29, 2019 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Registrant Name | BOSTON BEER CO INC | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 1-14092 | |
Entity Incorporation, State or Country Code | MA | |
Entity Tax Identification Number | 04-3284048 | |
Entity Address, Address Line One | One Design Center Place, Suite 850 | |
Entity Address, City or Town | Boston | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02210 | |
City Area Code | 617 | |
Local Phone Number | 368-5000 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000949870 | |
Current Fiscal Year End Date | --12-29 | |
Common Class A | ||
Document Information [Line Items] | ||
Trading Symbol | SAM | |
Entity Common Stock, Shares Outstanding | 9,185,036 | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NYSE | |
Common Class B | ||
Document Information [Line Items] | ||
No Trading Symbol Flag | true | |
Entity Common Stock, Shares Outstanding | 2,917,983 | |
Title of 12(b) Security | Common Stock |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 3,017 | $ 108,399 |
Accounts receivable | 69,420 | 34,073 |
Inventories | 80,361 | 70,249 |
Prepaid expenses and other current assets | 16,329 | 13,136 |
Income tax receivable | 9,629 | 5,714 |
Total current assets | 178,756 | 231,571 |
Property, plant and equipment, net | 412,064 | 389,789 |
Operating right-of-use assets | 36,779 | |
Merger consideration | 158,402 | |
Other assets | 23,646 | 14,808 |
Goodwill | 3,683 | 3,683 |
Total assets | 813,330 | 639,851 |
Current Liabilities: | ||
Accounts payable | 74,906 | 47,102 |
Accrued expenses and other current liabilities | 73,545 | 73,412 |
Line of credit | 37,500 | |
Current operating lease liabilities | 2,315 | |
Total current liabilities | 188,266 | 120,514 |
Deferred income taxes, net | 55,452 | 49,169 |
Non-current operating lease liabilities | 39,239 | |
Other liabilities | 7,572 | 9,851 |
Total liabilities | 290,529 | 179,534 |
Commitments and Contingencies (See Note I) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 416,602 | 405,711 |
Accumulated other comprehensive loss, net of tax | (1,155) | (1,197) |
Retained earnings | 107,238 | 55,688 |
Total stockholders' equity | 522,801 | 460,317 |
Total liabilities and stockholders' equity | 813,330 | 639,851 |
Common Class A | ||
Stockholders' Equity: | ||
Common Stock | 87 | 86 |
Common Class B | ||
Stockholders' Equity: | ||
Common Stock | $ 29 | $ 29 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 29, 2019 | Dec. 29, 2018 |
Common Class A | ||
Common Stock, par value | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 22,700,000 | 22,700,000 |
Common Stock, shares issued | 8,655,955 | 8,580,593 |
Common Stock, shares outstanding | 8,655,955 | 8,580,593 |
Common Class B | ||
Common Stock, par value | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 4,200,000 | 4,200,000 |
Common Stock, shares issued | 2,917,983 | 2,917,983 |
Common Stock, shares outstanding | 2,917,983 | 2,917,983 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Revenue | $ 338,643 | $ 289,574 | $ 606,202 | $ 491,405 |
Less excise taxes | 20,236 | 16,474 | 36,144 | 27,848 |
Net revenue | 318,407 | 273,100 | 570,058 | 463,557 |
Cost of goods sold | 159,405 | 131,130 | 286,516 | 225,490 |
Gross profit | 159,002 | 141,970 | 283,542 | 238,067 |
Advertising, promotional and selling expenses | 94,079 | 86,510 | 165,802 | 154,031 |
General and administrative expenses | 26,748 | 23,879 | 50,122 | 43,217 |
Impairment of assets | 243 | 517 | 243 | 517 |
Total operating expenses | 121,070 | 110,906 | 216,167 | 197,765 |
Operating income | 37,932 | 31,064 | 67,375 | 40,302 |
Interest (expense) income, net | (27) | 273 | 610 | 478 |
Other income (expense), net | 197 | (203) | (55) | (488) |
Total other income (expense), net | 170 | 70 | 555 | (10) |
Income before income tax provision | 38,102 | 31,134 | 67,930 | 40,292 |
Income tax provision | 10,246 | 7,599 | 16,380 | 7,447 |
Net income | $ 27,856 | $ 23,535 | $ 51,550 | $ 32,845 |
Net income per common share - basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Net income per common share - diluted | $ 2.36 | $ 1.98 | $ 4.38 | $ 2.76 |
Weighted-average number of common shares — basic | 11,672 | 11,797 | 11,654 | 11,801 |
Weighted-average number of common shares - diluted | 11,684 | 11,787 | 11,660 | 11,809 |
Net income | $ 27,856 | $ 23,535 | $ 51,550 | $ 32,845 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 5 | 7 | 42 | 18 |
Comprehensive income | $ 27,861 | $ 23,542 | $ 51,592 | $ 32,863 |
Common Class A | ||||
Net income per common share - basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Weighted-average number of common shares — basic | 8,648 | 8,667 | 8,627 | 8,690 |
Common Class B | ||||
Net income per common share - basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Weighted-average number of common shares — basic | 2,918 | 3,018 | 2,918 | 3,018 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common StockCommon Class A | Common StockCommon Class B | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income, net of tax | Retained Earnings |
Balance at Dec. 30, 2017 | $ 423,523 | $ 86 | $ 30 | $ 372,590 | $ (1,288) | $ 52,105 |
Balance (in shares) at Dec. 30, 2017 | 8,603,000 | 3,018,000 | ||||
Net income | 9,310 | 9,310 | ||||
Stock options exercised and restricted shares activities (in shares) | 188,000 | |||||
Stock options exercised and restricted shares activities | 20,234 | $ 2 | 20,232 | |||
Stock-based compensation expense | 1,491 | 1,491 | ||||
Repurchase of Class A Common Stock (in shares) | (91,000) | |||||
Repurchase of Class A Common Stock | (16,639) | $ (1) | (16,638) | |||
Currency translation adjustment | (11) | (11) | ||||
One time effect of adoption of ASU 2014-09,Revenue from Contracts with Customers, net of tax of $329 | 1,000 | (982) | ||||
One time effect of adoption of ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income | (210) | 210 | ||||
Balance at Mar. 31, 2018 | 436,926 | $ 87 | $ 30 | 394,313 | (1,509) | 44,005 |
Balance (in shares) at Mar. 31, 2018 | 8,700,000 | 3,018,000 | ||||
Balance at Dec. 30, 2017 | 423,523 | $ 86 | $ 30 | 372,590 | (1,288) | 52,105 |
Balance (in shares) at Dec. 30, 2017 | 8,603,000 | 3,018,000 | ||||
Net income | 32,845 | |||||
Currency translation adjustment | (18) | |||||
Balance at Jun. 30, 2018 | 442,672 | $ 86 | $ 30 | 399,616 | (1,516) | 44,456 |
Balance (in shares) at Jun. 30, 2018 | 8,635,000 | 3,018,000 | ||||
Balance at Mar. 31, 2018 | 436,926 | $ 87 | $ 30 | 394,313 | (1,509) | 44,005 |
Balance (in shares) at Mar. 31, 2018 | 8,700,000 | 3,018,000 | ||||
Net income | 23,535 | 23,535 | ||||
Stock options exercised and restricted shares activities (in shares) | 32,000 | |||||
Stock options exercised and restricted shares activities | 2,224 | 2,224 | ||||
Stock-based compensation expense | 3,079 | 3,079 | ||||
Repurchase of Class A Common Stock (in shares) | (97,000) | |||||
Repurchase of Class A Common Stock | (23,085) | $ (1) | (23,084) | |||
Currency translation adjustment | (7) | (7) | ||||
Balance at Jun. 30, 2018 | 442,672 | $ 86 | $ 30 | 399,616 | (1,516) | 44,456 |
Balance (in shares) at Jun. 30, 2018 | 8,635,000 | 3,018,000 | ||||
Balance at Dec. 29, 2018 | 460,317 | $ 86 | $ 29 | 405,711 | (1,197) | 55,688 |
Balance (in shares) at Dec. 29, 2018 | 8,580,000 | 2,918,000 | ||||
Net income | 23,694 | 23,694 | ||||
Stock options exercised and restricted shares activities (in shares) | 54,000 | |||||
Stock options exercised and restricted shares activities | 3,704 | 3,704 | ||||
Stock-based compensation expense | 2,066 | 2,066 | ||||
Currency translation adjustment | 37 | 37 | ||||
Balance at Mar. 30, 2019 | 489,818 | $ 86 | $ 29 | 411,481 | (1,160) | 79,382 |
Balance (in shares) at Mar. 30, 2019 | 8,634,000 | 2,918,000 | ||||
Balance at Dec. 29, 2018 | 460,317 | $ 86 | $ 29 | 405,711 | (1,197) | 55,688 |
Balance (in shares) at Dec. 29, 2018 | 8,580,000 | 2,918,000 | ||||
Net income | $ 51,550 | |||||
Stock options exercised and restricted shares activities (in shares) | 43,866 | |||||
Currency translation adjustment | $ (42) | |||||
Balance at Jun. 29, 2019 | 522,801 | $ 87 | $ 29 | 416,602 | (1,155) | 107,238 |
Balance (in shares) at Jun. 29, 2019 | 8,655,000 | 2,918,000 | ||||
Balance at Mar. 30, 2019 | 489,818 | $ 86 | $ 29 | 411,481 | (1,160) | 79,382 |
Balance (in shares) at Mar. 30, 2019 | 8,634,000 | 2,918,000 | ||||
Net income | 27,856 | 27,856 | ||||
Stock options exercised and restricted shares activities (in shares) | 21,000 | |||||
Stock options exercised and restricted shares activities | 1,378 | $ 1 | 1,377 | |||
Stock-based compensation expense | 3,744 | 3,744 | ||||
Currency translation adjustment | (5) | 5 | ||||
Balance at Jun. 29, 2019 | $ 522,801 | $ 87 | $ 29 | $ 416,602 | $ (1,155) | $ 107,238 |
Balance (in shares) at Jun. 29, 2019 | 8,655,000 | 2,918,000 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
One time effect of adoption of ASU 2014-09, Revenue from Contracts with Customers, tax | $ 329 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | |
Cash flows provided by operating activities: | ||
Net income | $ 51,550 | $ 32,845 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,089 | 26,011 |
Impairment of assets | 243 | 517 |
Loss on disposal of property, plant and equipment | 104 | 26 |
Lease expense | 1,789 | |
Bad debt (recovery) expense | (1) | 27 |
Stock-based compensation expense | 5,810 | 4,570 |
Deferred income taxes | 6,283 | 775 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (35,346) | (21,651) |
Inventories | (14,942) | (18,636) |
Prepaid expenses, income tax receivable and other assets | (10,962) | 217 |
Accounts payable | 26,320 | 20,563 |
Accrued expenses and other current liabilities | (101) | 8,721 |
Net lease liabilities | (1,391) | |
Other liabilities | 85 | (244) |
Net cash provided by operating activities | 55,530 | 53,741 |
Cash flows used in investing activities: | ||
Purchases of property, plant and equipment | (44,578) | (25,470) |
Proceeds from disposal of property, plant and equipment | 179 | 2 |
Cash paid for merger | (158,402) | |
Change in restricted cash | (188) | 98 |
Net cash used in investing activities | (202,989) | (25,370) |
Cash flows provided by (used in) financing activities: | ||
Repurchase of Class A Common Stock | (39,725) | |
Proceeds from exercise of stock options | 4,146 | 21,529 |
Net cash paid on note payable and capital lease | (115) | (78) |
Cash borrowed on line of credit | 86,000 | |
Cash paid on line of credit | (48,500) | |
Net proceeds from sale of investment shares | 546 | 445 |
Net cash provided (used in) by financing activities | 42,077 | (17,829) |
Change in cash and cash equivalents | (105,382) | 10,542 |
Cash and cash equivalents at beginning of year | 108,399 | 65,637 |
Cash and cash equivalents at end of period | 3,017 | 76,179 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | 13,697 | 3,355 |
Cash paid for amounts included in measurement of lease liabilities | 1,976 | |
Right-of-use assets obtained in exchange for operating lease obligations | 38,524 | |
Right-of-use assets obtained in exchange for capital lease obligations | 2,837 | |
Decrease in accounts receivable for ASU 2014-09 adoption | (1,310) | |
Increase in accounts payable for purchase of property, plant and equipment | $ 1,484 | $ 774 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 29, 2019 | |
Organization and Basis of Presentation | A. Organization and Basis of Presentation The Boston Beer Company, Inc. and certain subsidiaries (the “Company”) are engaged in the business of producing and selling alcohol beverages throughout the United States and in selected international markets, under the trade names, “The Boston Beer Company ® ® ® ® ® ® ™ The accompanying unaudited consolidated balance sheet as of June 29, 2019, and the consolidated statements of comprehensive income, stockholders’ equity, and cash flows for the interim periods ended June 29, 2019 and June 30, 2018 have been prepared by the Company in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnotes normally included in financial statements prepared in accordance with U.S generally accepted accounting principles have been condensed or omitted. These consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K In the opinion of the Company’s management, the Company’s unaudited consolidated balance sheet as of June 29, 2019 and the results of its consolidated operations, stockholders’ equity, and cash flows for the interim periods ended June 29, 2019 and June 30, 2018, reflect all adjustments (consisting only of normal and recurring adjustments) necessary to present fairly the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year. |
Dogfish Head Brewery Merger
Dogfish Head Brewery Merger | 6 Months Ended |
Jun. 29, 2019 | |
Dogfish Head Brewery Merger | B. Dogfish Head Brewery Merger On May 8, 2019, the Company entered into definitive agreements to acquire all of the equity interests held by certain private entities in Dogfish Head Brewery (“Dogfish Head”) and various related operations. In accordance with these agreements, the Company made a payment of $158.4 million, which was placed in escrow pending the satisfaction of certain closing conditions. This amount is recorded as Merger Consideration in the accompanying balance sheet at June 29, 2019. The Company closed the transaction on July 3, 2019, for total consideration of $336.0 million, consisting of $173.0 million in cash and 429,292 shares of restricted Class A Stock that had an aggregate market value as of July 3, 2019 of $163.0 million, after taking into account a post-closing cash related adjustment. As required under the definitive agreements, 127,146 of the 429,292 shares of restricted Class A Stock have been placed in escrow and will be released no later than July 3, 2029. These shares had a market value on July 3, 2019 of $48.3 million. The timing of the release of these escrowed shares is primarily related to the continued employment with the Company of Samuel A. Calagione III, one of the two Dogfish Head founders. As part of the transaction, distribution rights to the Dogfish Head brand outside of the United States and Canada were retained by the Dogfish Head founders. The fair value of the transaction less cash acquired is estimated at approximately $323.8 million. The Company estimates that transaction-related and other non-recurring costs incurred and to be incurred as a result of the transaction will total approximately $8.0 million. Of this total, $1.5 million had been expensed as of June 29, 2019. As part of the transaction, certain members of Dogfish Head management entered into employment agreements with the Company and were granted 906 shares of restricted stock units that vest in one year and have a fair value of approximately $345,000. The Company funded the cash component of the transaction through cash on-hand and its existing line of credit as described in Note K. The Company will consolidate Dogfish Head results into the Company’s financial results beginning on July 3, 2019. As part of the merger transaction, the Company expects to record assets and liabilities during the third quarter of 2019 which include the Dogfish Head Brewery, brand name and related intellectual property, inventory, other working capital assets and liabilities, deferred income taxes and goodwill. The combination of the Company and Dogfish Head creates a diverse multi-brand portfolio supported by significant brewing and sales expertise. The Company will account for the merger with Dogfish Head under the acquisition method of accounting for business combinations. Accordingly, the consideration will be allocated to the underlying net assets based on their respective fair values. The excess of the consideration over the estimated fair value of the net assets acquired will be recorded as goodwill. Consistent with prior periods and considering post-merger reporting structures the Company will continue to report as one segment. All of the combined Company’s brands sell predominantly low alcohol beverages, which are sold to the same types of customers in similar size quantities at similar price points and through the same channels of distribution. These beverages are manufactured using similar production processes, have comparable alcohol content and generally fall under the same regulatory environment. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 29, 2019 | |
Recent Accounting Pronouncements | C. Recent Accounting Pronouncements Accounting Pronouncements Recently Adopted In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 supersedes virtually all existing revenue guidance. Under this standard, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity needs to use more judgment and make more estimates than under the previous guidance. On December 31, 2017, the Company adopted the new accounting standard and all related amendments using the modified retrospective method which allows application only to the most current reporting period presented in the financial statements with a cumulative effect adjustment to retained earnings. In accordance with the new accounting standard, the majority of the Company’s revenue continues to be recognized at the time its products are shipped. Upon adoption, the Company began recognition of certain variable customer promotional discount programs earlier than it had under the previous revenue guidance which resulted in a $1.0 million, net of tax, cumulative effect adjustment to retained earnings in the first quarter of 2018. The Company considers the impact of the adoption to be immaterial to its consolidated financial statements on an ongoing basis. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The guidance requires lessees to recognize right-of-use (“ROU”) assets and lease liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. Under ASU 2016-02, lessees are permitted to use a modified retrospective approach, which requires an entity to recognize and measure leases existing at, or entered into after, the beginning of the earliest comparative period presented for the year beginning December 30, 2018, with early adoption permitted. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), permitting the use of an alternative modified retrospective approach that would result in an entity recognizing a lease liability and ROU asset as of the effective date of the requirements, with all comparative periods presented and disclosed, in accordance with ASC 840, Leases requirements, changing the date of initial application to the beginning of the period of adoption. On December 30, 2018, the Company adopted the new accounting standard using the alternative modified retrospective approach, applying ASC 840 to all comparative periods, including disclosures. Upon adoption, the Company recognized ROU assets of $ 27.0 31.5 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 29, 2019 | |
Revenue Recognition | D. Revenue Recognition During the twenty-six weeks ended June , approximately % of the Company’s revenue was from shipments of its products to domestic Distributors and % from shipments to international Distributors, primarily located in Canada. Approximately % of the Company’s revenue is from retail beer, cider, and merchandise sales at the Company’s retail locations. The Company recognizes revenue when obligations under the terms of a contract with its customer are satisfied; generally, this occurs with the transfer of control of its products. Revenue is measured as the amount of consideration expected to be received in exchange for transferring products. If the conditions for revenue recognition are not met, the Company defers the revenue until all conditions are met. As of June 29, 2019 and December 29, 2018, the Company has deferred $8.5 million and $4.6 million, respectively in revenue related to product shipped prior to these dates. These amounts are included in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. Customer promotional discount programs are entered into by the Company with Distributors for certain periods of time. The reimbursements for discounts to Distributors are recorded as reductions to net revenue and were $13.5 million and $19.7 million for the thirteen and twenty-six twenty-six Customer programs and incentives, are a common practice in the alcohol beverage industry. Amounts paid in connection with customer programs and incentives are recorded as reductions to net revenue or as advertising, promotional and selling expenses , The Company benefited from a reduction in federal excise taxes of $2.1 million and $1.7 million for the thirteen weeks ended June 29, 2019 and June 30, 2018, respectively, as a result of the Tax Cuts and Jobs Act of 2017. The Company benefited from a reduction in federal excise taxes of $3.8 million and $2.8 million for the twenty-six |
Inventories
Inventories | 6 Months Ended |
Jun. 29, 2019 | |
Inventories | E. Inventories Inventories consist of raw materials, work in process and finished goods. Raw materials, which principally consist of hops, apple juice, other brewing materials and packaging, are stated at the lower of cost, determined on the first-in, first-out June 29, December 29, 2019 2018 (in thousands) Current inventory: Raw materials $ 46,194 $ 44,655 Work in process 10,191 8,252 Finished goods 23,976 17,342 Total current inventory 80,361 70,249 Long term inventory 16,449 11,619 Total inventory $ 96,810 $ 81,868 |
Leases
Leases | 6 Months Ended |
Jun. 29, 2019 | |
Leases | F. Leases The Company has various lease agreements in place for facilities and equipment. Terms of these leases include, in some instances, scheduled rent increases, renewals, purchase options and maintenance costs, and vary by lease. These lease obligations expire at various dates through 2031. As the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate based on information available at commencement to determine the present value of the lease payments. Based on the present value of the lease payments for the remaining lease term of the Company’s existing leases, the Company recognized ROU assets of $27.0 million and lease liabilities of $31.5 million upon adoption of ASU No. 2016-02 on December 30, 2018. ROU assets and lease liabilities commencing after December 30, 2018 are recognized at commencement date based on the present value of lease payments over the lease term. Leases with an initial term of 12 months or less (“short-term leases”) are not recorded on the balance sheet and are recognized on a straight-line basis over the lease term. As of June 29, 2019, total ROU assets and lease liabilities were as follows: Classification Leases (in thousands) Right-of-use assets Operating lease assets Operating right-of-use assets $ 36,779 Capital lease assets Property, plant and equipment, net 2,794 Lease Liabilities Current Operating lease liabilities Current operating lease liabilities 2,315 Capital lease liabilities Accrued expenses and other current liabilities 537 Non-current Operating lease liabilities Non-current operating lease liabilities 39,239 Capital lease liabilities Other liabilities 2,313 During the second quarter, the increases in ROU assets and lease liabilities was the result of the Company entering into a five year extension on a current facility lease and a five year lease for equipment. Aggregate lease expense for the thirteen weeks ended June 29, 2019 was $1.5 million, consisting of $1.2 million in lease expense for lease liabilities recorded on the Company’s balance sheet and $0.3 million in short-term lease expense. Aggregate lease expense for the twenty-six weeks ended June 29, 2019 was $3.0 million, consisting of $2.3 million in lease expense for lease liabilities recorded on the Company’s balance sheet and $0.7 million in short-term lease expense. Maturities of lease liabilities as of June 29, 2019 are as follows: Operating Capital Weighted-Average Remaining Term in Years Operating Leases Capital Leases (in thousands) 2019 $ 2,557 $ 309 2020 2,268 626 2021 5,379 626 2022 5,083 627 2023 4,965 627 After 2023 30,100 288 Total lease payments 50,352 3,103 Less imputed interest (based on 3.5% weighted- (8,798 ) (253 ) Present value of lease liability $ 41,554 $ 2,850 10.1 4.97 Future minimum lease payments expected under non-cancellable operating lease agreements in effect at December 29, 2018 were as follows: Leases (in thousands) 2019 $ 4,446 2020 4,530 2021 4,370 2022 3,559 2023 1,672 Thereafter 7,582 Total $ 26,159 |
Net Income per Share
Net Income per Share | 6 Months Ended |
Jun. 29, 2019 | |
Net Income per Share | G. Net Income per Share The Company calculates net income per share using the two-class method, which requires the Company to allocate net income to its Class A Common Shares, Class B Common Shares and unvested share-based payment awards that participate in dividends with common stock, in the calculation of net income per share. The Class A Common Stock has no voting rights, except (1) as required by law, (2) for the election of Class A Directors, and (3) that the approval of the holders of the Class A Common Stock is required for (a) certain future authorizations or issuances of additional securities which have rights senior to Class A Common Stock, (b) certain alterations of rights or terms of the Class A or Class B Common Stock as set forth in the Articles of Organization of the Company, (c) other amendments of the Articles of Organization of the Company, (d) certain mergers or consolidations with, or acquisitions of, other entities, and (e) sales or dispositions of any significant portion of the Company’s assets. The Class B Common Stock has full voting rights, including the right to (1) elect a majority of the members of the Company’s Board of Directors and (2) approve all (a) amendments to the Company’s Articles of Organization, (b) mergers or consolidations with, or acquisitions of, other entities, (c) sales or dispositions of any significant portion of the Company’s assets, and (d) equity-based and other executive compensation and other significant corporate matters. The Company’s Class B Common Stock is not listed for trading. Each share of the Class B Common Stock is freely convertible into one share of Class A Common Stock, upon request of the respective Class B holder, and participates equally in dividends. The Company’s unvested share-based payment awards include unvested shares (1) issued under the Company’s investment share program, which permits employees who have been with the Company for at least one year to purchase shares of Class A Common Stock and to purchase those shares at a discount ranging from 20% to 40% below market value based on years of employment starting after two years of employment, and (2) awarded as restricted stock awards at the discretion of the Company’s Board of Directors. The investment shares and restricted stock awards generally vest over five years in equal number of shares. The unvested shares participate equally in dividends. See Note M for a discussion of the current year unvested stock awards and issuances. Included in the computation of net income per diluted common share are dilutive outstanding stock options and restricted stock that are vested or expected to vest. At its discretion, the Board of Directors grants stock options and restricted stock to senior management and certain key employees. The terms of the employee The restricted stock units generally vest over in equal number of shares. The unvested shares participate equally in dividends and are forfeitable. The Company also grants stock options to its non-employee directors upon election or re-election to the Board of Directors. The number of option shares granted to non-employee directors is calculated based on a defined formula and these stock options vest immediately upon grant and expire after ten years. Net Income per Common Share - Basic The following table sets forth the computation of basic net income per share using the two-class method: Thirteen weeks ended Twenty-six weeks ended June 29, 2019 June 30, 2018 June 29, 2019 June 30, 2018 (in thousands, except per share data) (in thousands, except per share data) Net income $ 27,856 $ 23,535 $ 51,550 $ 32,845 Allocation of net income for basic: Class A Common Stock $ 20,639 $ 17,290 $ 38,161 $ 24,187 Class B Common Stock 6,964 6,020 12,908 8,400 Unvested participating shares 253 225 481 258 $ 27,856 $ 23,535 $ 51,550 $ 32,845 Weighted average number of shares for basic: Class A Common Stock 8,648 8,667 8,627 8,690 Class B Common Stock* 2,918 3,018 2,918 3,018 Unvested participating shares 106 112 109 93 11,672 11,797 11,654 11,801 Net income per share for basic: Class A Common Stock $ 2.39 $ 1.99 $ 4.42 $ 2.78 Class B Common Stock $ 2.39 $ 1.99 $ 4.42 $ 2.78 * Change in Class B Common Stock resulted from the conversion of 100,000 shares to Class A Common Stock on November 1, 2018 with the ending number of shares reflecting the weighted average for the period. Net Income per Common Share - Diluted The Company calculates diluted net income per share for common stock using the more dilutive of (1) the treasury stock method, or (2) the two-class The following table sets forth the computation of diluted net income per share, assuming the conversion of all Class B Common Stock into Class A Common Stock and using the two-class Thirteen weeks ended June 29, 2019 June 30, 2018 Earnings to Common Shares EPS Earnings to Common Shares EPS (in thousands, except per share data) As reported - basic $ 20,639 8,648 $ 2.39 $ 17,290 8,667 $ 1.99 Add: effect of dilutive potential common shares Share-based awards — 118 — 102 Class B Common Stock 6,964 2,918 6,020 3,018 Net effect of unvested participating shares 2 — 2 — Net income per common share - diluted $ 27,605 11,684 $ 2.36 $ 23,312 11,787 $ 1.98 Twenty-six weeks ended June 29, 2019 June 30, 2018 Earnings to Common Shareholders Common Shares EPS Earnings to Common Shareholders Common Shares EPS (in thousands, except per share data) As reported - basic $ 38,161 8,627 $ 4.42 $ 24,187 8,690 $ 2.78 Add: effect of dilutive potential common shares Share-based awards — 115 — 101 Class B Common Stock 12,908 2,918 8,400 3,018 Net effect of unvested participating shares 5 — 2 — Net income per common share - diluted $ 51,074 11,660 $ 4.38 $ 32,589 11,809 $ 2.76 During the thirteen and twenty-six weeks ended June 29, 2019, weighted-average stock options to purchase approximately 10,000 and 6,000 shares of Class A Common Stock were outstanding but not included in computing dilutive income per common share because their effects were anti-dilutive. During the thirteen and twenty-six weeks ended June 30, 2018, weighted-average stock options to purchase approximately 537,000 and 671,000 shares of Class A Common Stock were outstanding but not included in computing dilutive income per common share because their effects were anti-dilutive. Additionally, performance-based stock options to purchase approximately 18,000 and 63,000 shares of Class A Common Stock were outstanding as of June 29, 2019 and June 30, 2018, respectively, but not included in computing diluted income per common share because the performance criteria of these stock options was not met as of the end of the reporting period. Of performance-based stock options to purchase approximately 18,000 shares of Class A Common Stock that were excluded from computing diluted net income per common share as of June 29, 2019, 15,000 shares were granted in 2016 to two key employees. The vesting of these shares requires annual depletions, or sales by Distributors to retailers, of certain of the Company’s brands to attain various thresholds during the period from 2017 to 2023. The remaining 3,000 shares were granted in 2017 to executive officers and the vesting of these shares requires annual depletions to attain certain thresholds in 2019. |
Comprehensive Income or Loss
Comprehensive Income or Loss | 6 Months Ended |
Jun. 29, 2019 | |
Comprehensive Income | H. Comprehensive Income or Loss Comprehensive income or loss represents net income or loss, plus defined benefit plans liability adjustment, net of tax effect and foreign currency translation adjustment. The defined benefit plans liability and foreign currency translation adjustments for the interim periods ended June 29, 2019 and June 30, 2018 were not material. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 29, 2019 | |
Commitments and Contingencies | I. Commitments and Contingencies Contract Obligations The Company had outstanding total non-cancelable contract obligations of $161.9 million at June 29, 2019. These obligations are made up of hops, barley and wheat totaling $48.6 million, advertising contracts of $45.2 million, equipment and machinery of $38.4 million, other ingredients of $13.3 million, and other commitments of $16.4 million. Currently, the Company has entered into contracts for barley and wheat with three The Company has entered into contracts for the supply of a portion of its hops requirements. These purchase contracts extend through crop year 2025 and specify both the quantities and prices, denominated in U.S. Dollars, Euros, New Zealand Dollars, and British Pounds, to which the Company is committed. Hops purchase commitments outstanding at June 29, 2019 totaled $36.3 million, based on the exchange rates on that date. The Company does not use forward currency exchange contracts and intends to purchase future hops using the exchange rate at the time of purchase. Currently, the Company brews and packages more than 75% of its volume at Company-owned breweries. In the normal course of its business, the Company has historically entered into various production arrangements with other brewing companies. Pursuant to these arrangements, the Company supplies raw materials to those brewing companies, and incurs conversion fees for labor at the time the liquid is produced and packaged. Litigation The Company is not a party to any pending or threatened litigation, the outcome of which would be expected to have a material adverse effect upon its financial condition or the results of its operations. In general, while the Company believes it conducts its business appropriately in accordance with laws, regulations and industry guidelines, claims, whether or not meritorious, could be asserted against the Company that might adversely impact the Company’s results. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 29, 2019 | |
Income Taxes | J. Income Taxes As of June 29, 2019 and December 29, 2018, the Company had approximately $ million and $ million, respectively, of unrecognized income tax benefits. The Company’s practice is to classify interest and penalties related to income tax matters in income tax expense. As of June 29, 2019 and December 29, 2018, the Company had $0.1 million and $0.1 million, respectively, accrued for interest and penalties recorded in o ther liabilities The Internal Revenue Service completed an examination of the 2015 consolidated corporate income tax return and issued a no change report in 2018. The Company’s state income tax returns remain subject to examination for three The following table provides a summary of the income tax provision for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018: Thirteen weeks ended June 29, 2019 June 30, 2018 (in thousands) Summary of income tax provision Tax provision based on net income $ 10,499 $ 8,727 Benefit of ASU 2016-09 (253 ) (1,128 ) Total income tax provision $ 10,246 $ 7,599 Twenty-six weeks ended June 29, 2019 June 30, 2018 (in thousands) Summary of income tax provision Tax provision based on net income $ 18,408 $ 11,298 Benefit of ASU 2016-09 (2,028 ) (3,851 ) Total income tax provision $ 16,380 $ 7,447 The Company’s effective tax rate for the thirteen weeks ended June 29, 2019, excluding the impact of ASU 2016-09, decreased to % from % to % from % |
Revolving Line of Credit
Revolving Line of Credit | 6 Months Ended |
Jun. 29, 2019 | |
Revolving Line of Credit | K. Revolving Line of Credit In March 2018, the Company amended its credit facility in place that provides for a $150.0 million revolving line of credit to extend the scheduled expiration date to March 31, 2023 LIBOR rate of 2.5% plus 0.45 As of June 29, 2019, the unpaid balance on the borrowing was $ million. As of June 29, 2019, the Company was not in violation of any of its financial covenants to the lender under the credit facility and the unused balance of $ million remaining on the line of credit was available to the Company for future borrowing. |
Fair Value Measures
Fair Value Measures | 6 Months Ended |
Jun. 29, 2019 | |
Fair Value Measures | L. Fair Value Measures The Company defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). • Level 1 — Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 — Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. • Level 3 — Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The Company’s money market funds are measured at fair value on a recurring basis (at least annually) and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The money market funds are invested substantially in United States Treasury and government securities. The Company does not adjust the quoted market price for such financial instruments. Cash, receivables and payables are carried at their cost, which approximates fair value, because of their short-term nature. At June 29, 2019 and December 29, 2018, the Company had money market funds with a “Triple A” rated money market fund. The Company considers the “Triple A” rated money market fund to be a large, highly-rated investment-grade institution. As of June 29, 2019 and December 29, 2018, the Company’s cash and cash equivalents balance was $3.0 million and $108.4 million, respectively, including money market funds amounting to $1.5 million and $107.5 million, respectively. |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 6 Months Ended |
Jun. 29, 2019 | |
Common Stock and Stock-Based Compensation | M. Common Stock and Stock-Based Compensation Option Activity Information related to stock options under the Restated Employee Equity Incentive Plan and the Stock Option Plan for Non-Employee Shares Weighted-Average Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 29, 2018 366,829 $ 155.75 Granted 31,286 313.56 Forfeited — — Expired — — Exercised (43,866 ) 94.50 Outstanding at June 29, 2019 354,249 $ 177.28 5.64 $ 71,021 Exercisable at June 29, 2019 131,684 $ 134.82 3.42 $ 31,991 Vested and expected to vest at June 29, 2019 325,498 $ 175.05 5.53 $ 65,983 Of the total options outstanding at June 29, 2019, 65,306 shares were performance-based options for which the performance criteria had yet to be achieved. On March 1, 2019, the Company granted options to purchase an aggregate of 14,680 shares of the Company’s Class A Common Stock to senior management with a weighted average fair value of $136.00 per share, of which all shares relate to performance-based stock options. On March 14, 2019, the Company granted options to purchase an aggregate of 844 shares of the Company’s Class A Common Stock to the Company’s newly appointed non-employee On April 29, 2019, the Company granted options to purchase an aggregate of 11,827 shares of the Company’s Class A Common Stock to the Company’s newly appointed Chief Marketing Officer with a weighted average fair value of $126.83 per share with service based vesting through 2024. On May 16, 2019, the Company granted options to purchase an aggregate of 3,935 shares of the Company’s Class A Common Stock to the Company’s nonemployee Directors. These options have a weighted average fair value of $145.95 per share. All of the options vested immediately on the date of the grant. Non-Vested Shares Activity The following table summarizes vesting activities of shares issued under the investment share program and restricted stock awards: Number of Shares Weighted Average Fair Value Non-vested at December 29, 2018 126,720 $ 192.74 Granted 29,504 $ 266.54 Vested (31,496 ) $ 187.25 Forfeited (1,110 ) $ 144.92 Non-vested at June 29, 2019 123,618 $ 212.18 On January 1, 2019, the Company granted a key employee 207 shares of restricted stock units with a weighted average fair value of $240.84 and vests ratable over the service period of four years. On March 1, 2019, the Company granted 16,471 shares of restricted stock units to certain officers, senior managers and key employees, of which all shares vest ratably over service periods of four years. On March 1, 2019, employees elected to purchase 7,901 shares under the Company’s investment share program. The weighted average fair value of the restricted stock units and investment shares, which are sold to employees at discount under its investment share program, was $312.56 and $147.98 per share, respectively. On April 29, 2019, the Company granted its newly appointed Chief Marketing Officer 4,925 shares of restricted stock units with a weighted-average fair value of $304.56 per share with service based vesting through 2023. Stock-Based Compensation Stock-based compensation expense related to share-based awards recognized in the thirteen and twenty-six twenty-six |
Employee Retirement Plans
Employee Retirement Plans | 6 Months Ended |
Jun. 29, 2019 | |
Employee Retirement Plans | N. Employee Retirement Plans The Company has one company-sponsored defined benefit pension plan that covers certain of its union employees. It was established in 1991 and is open to all union employees who are covered by the Company’s collective bargaining agreement with Teamsters Local Union No. 1199 (“Local Union 1199”). As of December 29, 2018, the fair value of the plan assets were $3.3 million and the benefit obligation was $5.4 million. On April 21, 2019, the Company reached an agreement with the Local Union 1199 to terminate the Local Union No. 1199 Pension Plan effective January 1, 2020 through either lump sum payments or the purchase of third party annuities. In the fourth quarter of 2020 the Company expects to complete the termination of the plan and record an expense of approximately $1.7 million a s a result of the termination. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 29, 2019 | |
Subsequent Events | O. Subsequent Events As noted in Note B, the Company completed its acquisition of Dogfish Head Brewery on July 3, 2019, for an aggregate consideration of approximately $173.0 million in cash and 429,292 shares of restricted Class A Common Stock. The Company evaluated subsequent events occurring after the balance sheet date, June 29, 2019, and concluded that there were no other events of which management was aware that occurred after the balance sheet date that would require any adjustment to or disclosure in the accompanying consolidated financial statements. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Components of Inventories | Inventories consist of the following: June 29, December 29, 2019 2018 (in thousands) Current inventory: Raw materials $ 46,194 $ 44,655 Work in process 10,191 8,252 Finished goods 23,976 17,342 Total current inventory 80,361 70,249 Long term inventory 16,449 11,619 Total inventory $ 96,810 $ 81,868 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Leases [Abstract] | |
Schedule Of Maturities Of Leases Liabilities | Future minimum lease payments expected under non-cancellable operating lease agreements in effect at December 29, 2018 were as follows: Leases (in thousands) 2019 $ 4,446 2020 4,530 2021 4,370 2022 3,559 2023 1,672 Thereafter 7,582 Total $ 26,159 |
Lessee lease liability maturity | Maturities of lease liabilities as of June 29, 2019 are as follows: Operating Capital Weighted-Average Remaining Term in Years Operating Leases Capital Leases (in thousands) 2019 $ 2,557 $ 309 2020 2,268 626 2021 5,379 626 2022 5,083 627 2023 4,965 627 After 2023 30,100 288 Total lease payments 50,352 3,103 Less imputed interest (based on 3.5% weighted- (8,798 ) (253 ) Present value of lease liability $ 41,554 $ 2,850 10.1 4.97 |
Lease assets and liabilities | As of June 29, 2019, total ROU assets and lease liabilities were as follows: Classification Leases (in thousands) Right-of-use assets Operating lease assets Operating right-of-use assets $ 36,779 Capital lease assets Property, plant and equipment, net 2,794 Lease Liabilities Current Operating lease liabilities Current operating lease liabilities 2,315 Capital lease liabilities Accrued expenses and other current liabilities 537 Non-current Operating lease liabilities Non-current operating lease liabilities 39,239 Capital lease liabilities Other liabilities 2,313 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Computation of Earnings Per Share, Basic | The following table sets forth the computation of basic net income per share using the two-class method: Thirteen weeks ended Twenty-six weeks ended June 29, 2019 June 30, 2018 June 29, 2019 June 30, 2018 (in thousands, except per share data) (in thousands, except per share data) Net income $ 27,856 $ 23,535 $ 51,550 $ 32,845 Allocation of net income for basic: Class A Common Stock $ 20,639 $ 17,290 $ 38,161 $ 24,187 Class B Common Stock 6,964 6,020 12,908 8,400 Unvested participating shares 253 225 481 258 $ 27,856 $ 23,535 $ 51,550 $ 32,845 Weighted average number of shares for basic: Class A Common Stock 8,648 8,667 8,627 8,690 Class B Common Stock* 2,918 3,018 2,918 3,018 Unvested participating shares 106 112 109 93 11,672 11,797 11,654 11,801 Net income per share for basic: Class A Common Stock $ 2.39 $ 1.99 $ 4.42 $ 2.78 Class B Common Stock $ 2.39 $ 1.99 $ 4.42 $ 2.78 * Change in Class B Common Stock resulted from the conversion of 100,000 shares to Class A Common Stock on November 1, 2018 with the ending number of shares reflecting the weighted average for the period. |
Computation of Earnings Per Share, Diluted | The following table sets forth the computation of diluted net income per share, assuming the conversion of all Class B Common Stock into Class A Common Stock and using the two-class Thirteen weeks ended June 29, 2019 June 30, 2018 Earnings to Common Shares EPS Earnings to Common Shares EPS (in thousands, except per share data) As reported - basic $ 20,639 8,648 $ 2.39 $ 17,290 8,667 $ 1.99 Add: effect of dilutive potential common shares Share-based awards — 118 — 102 Class B Common Stock 6,964 2,918 6,020 3,018 Net effect of unvested participating shares 2 — 2 — Net income per common share - diluted $ 27,605 11,684 $ 2.36 $ 23,312 11,787 $ 1.98 Twenty-six weeks ended June 29, 2019 June 30, 2018 Earnings to Common Shareholders Common Shares EPS Earnings to Common Shareholders Common Shares EPS (in thousands, except per share data) As reported - basic $ 38,161 8,627 $ 4.42 $ 24,187 8,690 $ 2.78 Add: effect of dilutive potential common shares Share-based awards — 115 — 101 Class B Common Stock 12,908 2,918 8,400 3,018 Net effect of unvested participating shares 5 — 2 — Net income per common share - diluted $ 51,074 11,660 $ 4.38 $ 32,589 11,809 $ 2.76 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Significant Components of Provisions for Income Taxes | The following table provides a summary of the income tax provision for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018: Thirteen weeks ended June 29, 2019 June 30, 2018 (in thousands) Summary of income tax provision Tax provision based on net income $ 10,499 $ 8,727 Benefit of ASU 2016-09 (253 ) (1,128 ) Total income tax provision $ 10,246 $ 7,599 Twenty-six weeks ended June 29, 2019 June 30, 2018 (in thousands) Summary of income tax provision Tax provision based on net income $ 18,408 $ 11,298 Benefit of ASU 2016-09 (2,028 ) (3,851 ) Total income tax provision $ 16,380 $ 7,447 |
Common Stock and Stock-Based _2
Common Stock and Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Summary of Stock Options under Equity Plan and Non-Employee Director Plan | Information related to stock options under the Restated Employee Equity Incentive Plan and the Stock Option Plan for Non-Employee Shares Weighted-Average Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 29, 2018 366,829 $ 155.75 Granted 31,286 313.56 Forfeited — — Expired — — Exercised (43,866 ) 94.50 Outstanding at June 29, 2019 354,249 $ 177.28 5.64 $ 71,021 Exercisable at June 29, 2019 131,684 $ 134.82 3.42 $ 31,991 Vested and expected to vest at June 29, 2019 325,498 $ 175.05 5.53 $ 65,983 |
Summary of Vesting Activities of Shares Issued Under Investment Share Program and Restricted Stock Awards | The following table summarizes vesting activities of shares issued under the investment share program and restricted stock awards: Number of Shares Weighted Average Fair Value Non-vested at December 29, 2018 126,720 $ 192.74 Granted 29,504 $ 266.54 Vested (31,496 ) $ 187.25 Forfeited (1,110 ) $ 144.92 Non-vested at June 29, 2019 123,618 $ 212.18 |
Dogfish Head Brewery Merger - A
Dogfish Head Brewery Merger - Additional Information (Detail) - USD ($) | Jul. 03, 2019 | Jun. 29, 2019 | May 08, 2019 |
Share based compensation shares granted | 29,504 | ||
Escrow Deposit | $ 158,402,000 | ||
Dogfish Head Brewery [Member] | |||
Escrow Deposit | $ 158,400,000 | ||
Dogfish Head Brewery [Member] | |||
Business combination transaction cost | $ 1,500,000 | ||
Subsequent Event [Member] | Dogfish Head Brewery [Member] | |||
Business combination consideration | $ 336,000,000 | ||
Subsequent Event [Member] | Dogfish Head Brewery [Member] | |||
Business acquisition cash transferred | 173,000,000 | ||
Business combination transaction fair value net of cash acquired | 323,800,000 | ||
Business combination transaction cost | $ 8,000,000 | ||
Restricted Common Class A [Member] | Dogfish Head Brewery [Member] | |||
Share based compensation shares granted | 906 | ||
Share based compensation fair value of other than options outstanding | $ 345,000 | ||
Restricted Common Class A [Member] | Subsequent Event [Member] | Dogfish Head Brewery [Member] | |||
Business acquisition shares issued | 429,292 | ||
Business acquisition value of shares issued | $ 163,000,000 | ||
Shares held under escrow deposit | 127,146 | ||
Shares held under escrow deposit market Value | $ 48,300,000 |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Jun. 29, 2019 | Dec. 30, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cumulative Effect on Retained Earnings, Net of Tax related to variable customer promotional discount programs | $ 1,000 | ||
Operating Lease, Right-of-Use Asset | $ 36,779 | ||
Operating Lease, Liability | $ 41,554 | ||
Accounting Standards Update 2016-02 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating Lease, Right-of-Use Asset | $ 27,000 | ||
Operating Lease, Liability | $ 31,500 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 | |
Sales to domestic distributors as a percentage of total sales | 95.00% | 95.00% | |||
Sales to foreign distributors as a percentage of total sales | 4.00% | 4.00% | |||
Sales to retail locations as a percentage of total sales | 1.00% | 1.00% | |||
Deferred Revenue, Current | $ 8.5 | $ 8.5 | $ 4.6 | ||
Reduction in federal excise taxes | 2.1 | $ 1.7 | 3.8 | $ 2.8 | |
Distributors [Member] | |||||
Amounts paid to distributors | 13.5 | 10.1 | 19.7 | 15.7 | |
Marketing and Advertising Expense | $ 3.6 | $ 6.7 | $ 4.2 | $ 6.2 |
Components of Inventories (Deta
Components of Inventories (Detail) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Current inventory: | ||
Raw materials | $ 46,194 | $ 44,655 |
Work in process | 10,191 | 8,252 |
Finished goods | 23,976 | 17,342 |
Total current inventory | 80,361 | 70,249 |
Long term inventory | 16,449 | 11,619 |
Total inventory | $ 96,810 | $ 81,868 |
Leases (Lease liabilities) (Det
Leases (Lease liabilities) (Detail) $ in Thousands | Jun. 29, 2019USD ($) |
Right of use assets | |
Operating | $ 36,779 |
Current | |
Operating lease liabilities | 2,315 |
Non-current | |
Operating lease liabilities | 39,239 |
Operating Right Of Use Assets [Member] | |
Right of use assets | |
Operating | 36,779 |
Property, Plant and Equipment [Member] | |
Right of use assets | |
Capital | 2,794 |
Current Operating Lease Liabilities [Member] | |
Current | |
Operating lease liabilities | 2,315 |
Accrued Expenses And Other Current Liabilities [Member] | |
Current | |
Finance lease liabilities | 537 |
Non Current Operating Lease Liabilities [Member] | |
Non-current | |
Operating lease liabilities | 39,239 |
Other Liabilities [Member] | |
Non-current | |
Finance lease liabilities | $ 2,313 |
Leases (Maturities of lease lia
Leases (Maturities of lease liabilities) (Detail) $ in Thousands | Jun. 29, 2019USD ($) |
Operating Leases | |
2019 | $ 2,557 |
2020 | 2,268 |
2021 | 5,379 |
2022 | 5,083 |
2023 | 4,965 |
After 2023 | 30,100 |
Total lease payments | 50,352 |
Less imputed interest | (8,798) |
Present Value of Lease liability | $ 41,554 |
Operating Lease, Weighted Average Discount Rate, Percent | 3.50% |
Operating Lease Weighted-Average Remaining Term | |
Lease Weighted Average Remaining Lease Term | 10 years 1 month 6 days |
Finance Lease Liabilities, Payments, Due | |
2019 | $ 309 |
2020 | 626 |
2021 | 626 |
2022 | 627 |
2023 | 627 |
After 2023 | 288 |
Total lease payments | 3,103 |
Less imputed interest | (253) |
Present Value of Lease liability | $ 2,850 |
Finance Lease, Weighted Average Remaining Lease Term | 4 years 11 months 19 days |
Finance Lease, Weighted Average Discount Rate, Percent | 3.50% |
Operating lease weighted average discount rate | 3.50% |
Leases (Future minimum lease pa
Leases (Future minimum lease payments) (Detail) $ in Thousands | Jun. 29, 2019USD ($) |
2020 | $ 2,268 |
2021 | 5,379 |
2022 | 5,083 |
2023 | 4,965 |
Thereafter | 30,100 |
Total | 50,352 |
Non-cancellable operating lease agreements [Member] | |
2019 | 4,446 |
2020 | 4,530 |
2021 | 4,370 |
2022 | 3,559 |
2023 | 1,672 |
Thereafter | 7,582 |
Total | $ 26,159 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 29, 2019 | Jun. 29, 2019 | Dec. 30, 2018 | |
Lease expense | $ 1,500 | $ 3,000 | |
Operating Lease, Liability | 41,554 | 41,554 | |
Lease, cost | 1,200 | 2,300 | |
Short-term lease expense | 300 | 700 | |
Operating lease right of use asset | $ 36,779 | $ 36,779 | |
Accounting Standards Update 2016-02 [Member] | |||
Operating Lease, Liability | $ 31,500 | ||
Operating lease right of use asset | $ 27,000 |
Computation of Earnings Per Sha
Computation of Earnings Per Share, Basic (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 29, 2019 | Mar. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Net income | $ 27,856 | $ 23,694 | $ 23,535 | $ 9,310 | $ 51,550 | $ 32,845 |
Allocation of net income for basic: | ||||||
Allocation of net income for basic common stock | 27,856 | 17,290 | 51,550 | 32,845 | ||
Allocation of net income for basic unvested participating shares | $ 253 | $ 225 | $ 481 | $ 258 | ||
Weighted average number of shares for basic: | ||||||
Weighted-average number of common shares — basic | 11,672 | 11,797 | 11,654 | 11,801 | ||
Net income per share for basic: | ||||||
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 | ||
Common Class A | ||||||
Allocation of net income for basic: | ||||||
Allocation of net income for basic common stock | $ 20,639 | $ 17,290 | $ 38,161 | $ 24,187 | ||
Weighted average number of shares for basic: | ||||||
Weighted-average number of common shares — basic | 8,648 | 8,667 | 8,627 | 8,690 | ||
Net income per share for basic: | ||||||
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 | ||
Common Class B | ||||||
Allocation of net income for basic: | ||||||
Allocation of net income for basic common stock | $ 6,964 | $ 6,020 | $ 12,908 | $ 8,400 | ||
Weighted average number of shares for basic: | ||||||
Weighted-average number of common shares — basic | 2,918 | 3,018 | 2,918 | 3,018 | ||
Net income per share for basic: | ||||||
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 | ||
Unvested participating shares | ||||||
Weighted average number of shares for basic: | ||||||
Weighted-average number of common shares — basic | 106 | 112 | 109 | 93 |
Computation of Earnings Per S_2
Computation of Earnings Per Share, Basic (Parenthetical) (Detail) | 1 Months Ended |
Nov. 01, 2018shares | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
Conversion of Class B Common Stock into Class A Common Stock | 100,000 |
Computation of Diluted Net Inco
Computation of Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Allocation of net income for basic common stock | $ 27,856 | $ 17,290 | $ 51,550 | $ 32,845 |
Add: effect of dilutive potential common shares Share-based awards | 118 | 102 | 115 | 101 |
Earnings to Common Shareholders, Net effect of unvested participating shares | $ 2 | $ 2 | $ 5 | $ 2 |
Earnings to Common Shareholders, Net income per common share — diluted | $ 27,605 | $ 23,312 | $ 51,074 | $ 32,589 |
Weighted-average number of common shares — basic | 11,672 | 11,797 | 11,654 | 11,801 |
Weighted-average number of common shares — diluted | 11,684 | 11,787 | 11,660 | 11,809 |
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Net income per common share — diluted | $ 2.36 | $ 1.98 | $ 4.38 | $ 2.76 |
Common Class A | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Allocation of net income for basic common stock | $ 20,639 | $ 17,290 | $ 38,161 | $ 24,187 |
Weighted-average number of common shares — basic | 8,648 | 8,667 | 8,627 | 8,690 |
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Common Class B | ||||
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items] | ||||
Allocation of net income for basic common stock | $ 6,964 | $ 6,020 | $ 12,908 | $ 8,400 |
Class B Common Stock | 2,918 | 3,018 | 2,918 | 3,018 |
Earnings to Common Shareholders, Class B Common Stock | $ 6,964 | $ 6,020 | $ 12,908 | $ 8,400 |
Weighted-average number of common shares — basic | 2,918 | 3,018 | 2,918 | 3,018 |
Net income per common share — basic | $ 2.39 | $ 1.99 | $ 4.42 | $ 2.78 |
Net Income per Share - Addition
Net Income per Share - Additional Information (Detail) | Mar. 01, 2019 | Jan. 01, 2019 | Jun. 29, 2019employeeshares | Mar. 30, 2019shares | Jun. 30, 2019shares | Jun. 29, 2019employeeshares | Jun. 30, 2018shares | Dec. 31, 2016employeeshares |
Investment Share Program | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Vesting period | 5 years | |||||||
Investment Share Program | Maximum | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Discount from current market value | 40.00% | |||||||
Investment Share Program | Minimum | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Requirement tenure of employee for investment share program | 1 year | |||||||
Discount from current market value | 20.00% | |||||||
Restricted Stock Awards | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Vesting period | 4 years | 4 years | ||||||
Common Class A | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Antidilutive securities excluded from computation of earnings per share | 10,000 | 537,000 | 671,000 | 6,000 | ||||
Common Class A | Performance-Based Awards | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Number of shares not included because the performance criteria was not expected to be met | 18,000 | 63,000 | ||||||
Common Class A | Performance-Based Awards | Key employee | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Number Of Employees | employee | 1 | 1 | 1 | |||||
Options granted in period | 15,000 | 18,000 | ||||||
Common Class A | Performance-Based Awards | Executive Officer [Member] | ||||||||
Earnings Per Share Note [Line Items] | ||||||||
Options granted in period | 3,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 29, 2019USD ($)vendor | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | $ 161.9 |
Machinery and Equipment [Member] | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | $ 38.4 |
Minimum | |
Commitments and Contingencies Disclosure [Line Items] | |
Company's current brewing and packaging percentage | 75.00% |
Barley and Wheat | |
Commitments and Contingencies Disclosure [Line Items] | |
Number of suppliers | vendor | 3 |
Purchase commitments outstanding | $ 12.3 |
Hops | |
Commitments and Contingencies Disclosure [Line Items] | |
Purchase commitments | 36.3 |
Hops | Barley and Wheat | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | 48.6 |
Advertising contract [Member] | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | 45.2 |
Other Ingredients [Member] | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | 13.3 |
Other Commitments | |
Commitments and Contingencies Disclosure [Line Items] | |
Contractual obligations | $ 16.4 |
Summary of Income Tax Benefit (
Summary of Income Tax Benefit (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Summary of income tax provision | ||||
Tax provision based on net income | $ 10,499 | $ 8,727 | $ 18,408 | $ 11,298 |
Benefit of ASU 2016-09 | (253) | (1,128) | (2,028) | (3,851) |
Total income tax provision | $ 10,246 | $ 7,599 | $ 16,380 | $ 7,447 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 | |
Income Taxes [Line Items] | |||||
Accrued interest and penalties | $ 0.1 | $ 0.1 | $ 0.1 | ||
Effective Income Tax Rate Reconciliation, Percent, Total | 27.60% | ||||
Other Liabilities [Member] | |||||
Income Taxes [Line Items] | |||||
unrecognized income tax benefits | $ 0.8 | $ 0.8 | $ 0.8 | ||
Effective Income Tax Rate Reconciliation, Percent, Total | 28.00% | 27.10% | 28.00% | ||
State and Local Jurisdiction | Minimum | |||||
Income Taxes [Line Items] | |||||
Income tax return examination period | 3 years | ||||
State and Local Jurisdiction | Maximum | |||||
Income Taxes [Line Items] | |||||
Income tax return examination period | 4 years |
Revolving Line of Credit - Addi
Revolving Line of Credit - Additional Information (Detail) - USD ($) $ in Millions | May 06, 2019 | Mar. 31, 2018 | Jun. 29, 2019 |
Debt Instrument [Line Items] | |||
Line of credit, expiration date | Mar. 31, 2023 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit, current borrowing capacity | $ 150 | ||
Line of credit | $ 75 | $ 37.5 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 112.5 | ||
Debt instrument stated percentage | 2.95% | ||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument variable rate basis | LIBOR rate of 2.5% plus 0.45% | ||
Debt instrument basis spread on variable rate | 0.45% |
Fair Value Measures - Additiona
Fair Value Measures - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 3,017 | $ 108,399 |
Money market fund | $ 1,500 | $ 107,500 |
Summary of Stock Options under
Summary of Stock Options under Employee Equity Incentive Plan and Stock Option Plan for Non-Employee Directors (Detail) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 29, 2019 | |
Shares | |
Outstanding at beginning of period | 366,829 |
Granted | 31,286 |
Forfeited | 0 |
Expired | 0 |
Exercised | (43,866) |
Outstanding at end of period | 354,249 |
Exercisable at end of period | 131,684 |
Vested and expected to vest at end of period | 325,498 |
Weighted-Average Exercise Price | |
Outstanding at beginning of period | $ 155.75 |
Granted | 313.56 |
Forfeited | 0 |
Expired | 0 |
Exercised | 94.50 |
Outstanding at end of period | 177.28 |
Exercisable at end of period | 134.82 |
Vested and expected to vest at end of period | $ 175.05 |
Weighted-Average Remaining Contractual Term | |
Outstanding at end of period | 5 years 7 months 20 days |
Exercisable at end of period | 3 years 5 months 1 day |
Vested and expected to vest at end of period | 5 years 6 months 10 days |
Aggregate Intrinsic Value | |
Outstanding at end of period | $ 71,021 |
Exercisable at end of period | 31,991 |
Vested and expected to vest at end of period | $ 65,983 |
Summary of Vesting Activities f
Summary of Vesting Activities for Investment Share Program and Restricted Stock Awards (Detail) | 6 Months Ended |
Jun. 29, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested at beginning of period | shares | 126,720 |
Granted | shares | 29,504 |
Vested | shares | (31,496) |
Forfeited | shares | (1,110) |
Non-vested at end of period | shares | 123,618 |
Non-vested at beginning of period | $ / shares | $ 192.74 |
Granted | $ / shares | 266.54 |
Vested | $ / shares | 187.25 |
Forfeited | $ / shares | 144.92 |
Non-vested at end of period | $ / shares | $ 212.18 |
Common Stock and Stock-Based _3
Common Stock and Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Mar. 14, 2019 | Mar. 01, 2019 | Jan. 01, 2019 | May 16, 2019 | Apr. 29, 2019 | Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Other than options granted in period | 29,504 | |||||||||
Stock option outstanding | 354,249 | 354,249 | 366,829 | |||||||
Stock-based compensation expense | $ 3,700 | $ 3,100 | $ 5,810 | $ 4,570 | ||||||
Weighted average fair value of stock awards | $ 266.54 | |||||||||
Non Employee Director Stock Option | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Options granted in period | 844 | 3,935 | ||||||||
Options granted in period - weighted average fair value | $ 136.10 | $ 145.95 | ||||||||
Chief Marketing Officer | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Options granted in period | 11,827 | |||||||||
Options granted in period - weighted average fair value | $ 126.83 | |||||||||
Performance-Based Awards | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock option outstanding | 65,306 | 65,306 | ||||||||
Investment Share Program | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares employees elected to purchase | 7,901 | |||||||||
Weighted average fair value of stock awards | $ 147.98 | |||||||||
Restricted Stock Awards | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 4 years | 4 years | ||||||||
Other than options granted in period | 16,471 | |||||||||
Weighted average fair value of stock awards | $ 312.56 | |||||||||
Restricted Stock Awards | Chief Marketing Officer Two | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Other than options granted in period | 4,925 | |||||||||
Weighted average fair value of stock awards | $ 304.56 | |||||||||
Employee Stock Compensation Plan | Senior Management | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Options granted in period | 14,680 | |||||||||
Options granted in period - weighted average fair value | $ 136 |
Employee Retirement Plans - Add
Employee Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | |
Apr. 30, 2019 | Dec. 29, 2018 | |
Pension Benefit Plan | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Fair value of plan assets at end of fiscal year | $ 3.3 | |
Benefit obligation at end of fiscal year | $ 5.4 | |
Union Number1199 Pension Plan [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Estimated cost of termination of retirement pension plan | $ 1.7 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - Dogfish Head Brewery [Member] $ in Millions | Jul. 03, 2019USD ($)shares |
Schedule Of Common Share Purchase [Line Items] | |
Business acquisition cash transferred | $ | $ 173 |
Restricted Common Class A [Member] | |
Schedule Of Common Share Purchase [Line Items] | |
Business acquisition shares issued | shares | 429,292 |