XML 62 R33.htm IDEA: XBRL DOCUMENT v3.20.1
Acquisition (Tables)
12 Months Ended
Dec. 29, 2019
Business Acquisition [Line Items]  
Schedule of Business Acquisitions, by Acquisition [Table Text Block]
During the year ended December 29, 2019, the Company acquired a total of 234 restaurants from other franchisees, which are referred to as the "2019 acquired restaurants", in the following transactions:
Closing Date
 
Number of Restaurants
 
Purchase Price
 
 
April 30, 2019
(1)
220

 
$
259,083

 
Southeastern states, primarily TN, MS, LA
June 11, 2019
 
13

 
15,788

 
Baltimore, Maryland
August 20, 2019
(2)
1

 
1,108

 
Pennsylvania
 
 
234
 
$
275,979

 
 
(1)
During the second quarter of 2019, the Company completed the merger with New CFH, LLC ("Cambridge") and acquired 165 Burger King restaurants and 55 Popeyes restaurants. See further discussion below.
(2)
Acquisitions resulting from the exercise of the ROFR.
During the year ended December 30, 2018 the Company acquired a total of 44 restaurants from other franchisees, which are referred to as the "2018 acquired restaurants", in the following transactions:
Closing Date
 
Number of Restaurants
 
Purchase Price
 
Market Location
February 13, 2018
(1)
1
 
$

 
New York
August 21, 2018
(2)
2
 
1,666

 
Detroit, Michigan
September 5, 2018
(2)
31
 
25,930

 
Western Virginia
October 2, 2018
 
10
 
10,506

 
South Carolina and Georgia
 
 
44
 
$
38,102

 
 
(1)
This acquisition resulted in a bargain purchase gain because the fair value of net assets acquired, largely representing a franchise right asset of $0.3 million, exceeded the total fair value of consideration paid by $0.2 million. The Company recognized this gain and recorded it as "Gain on bargain purchase" in the consolidated statements of comprehensive income.
(2)
Acquisitions resulting from the exercise of the ROFR.
During the year ended December 31, 2017, the Company acquired a total of 64 restaurants from other franchisees, which are referred to as the "2017 acquired restaurants", in the following transactions:
Closing Date
 
Number of Restaurants
 
Purchase Price
 
Market Location
February 28, 2017
 
43

 
$
20,366

 
Cincinnati, Ohio
June 5, 2017
(1)
17

 
16,355

 
Baltimore, Maryland and Washington, DC
November 28, 2017
 
4

 
1,202

 
Maine
 
 
64

 
$
37,923

 
 
(1) Acquisition resulting from the exercise of the ROFR.
Schedule of Purchase Price Allocation [Table Text Block]
The following table summarizes the final allocation of the aggregate purchase price for the three 2017 acquisitions:
Trade and other receivables
$
486

Inventory
616

Prepaid expenses
192

Other assets
52

Restaurant equipment
3,290

Restaurant equipment - subject to capital lease
264

Leasehold improvements
2,496

Franchise fees
1,315

Franchise rights (Note 4)
24,691

Favorable leases (Note 4)
1,100

Deferred taxes
(4,357
)
Goodwill (Note 4)
13,923

Capital lease obligations for restaurant equipment
(316
)
Unfavorable leases (Note 4)
(2,997
)
Accounts payable
(880
)
Accrued payroll, related taxes and benefits
(270
)
Other liabilities
(1,682
)
Net assets acquired
$
37,923

The following table summarizes the final allocation of the aggregate purchase price for the four 2018 acquisitions:
Inventory
$
401

Restaurant equipment
2,092

Restaurant equipment - subject to capital lease
43

Leasehold improvements
1,329

Franchise fees
1,264

Franchise rights (Note 4)
31,275

Favorable leases (Note 4)
587

Deferred taxes
346

Goodwill (Note 4)
1,677

Capital lease obligations for restaurant equipment
(49
)
Unfavorable leases (Note 4)
(624
)
Accounts payable
(9
)
Net assets acquired
$
38,332

The following table summarizes the final allocation of the aggregate purchase price for the 2019 acquisitions in addition to the Cambridge Merger reflected in the condensed consolidated balance sheets as of December 29, 2019.
Inventory
$
158

Restaurant equipment
743

Restaurant equipment - subject to finance leases
150

Right-of-use assets
9,515

Leasehold improvements
6,205

Franchise fees
394

Franchise rights (Note 4)
9,809

Deferred income taxes
29

Goodwill (Note 4)
86

Operating lease liabilities
(9,968
)
Finance lease obligations for restaurant equipment
(185
)
Accounts payable
(40
)
Net assets acquired
$
16,896

The following table summarizes the final allocation of the aggregate purchase price for the Cambridge Merger reflected in the condensed consolidated balance sheets as of December 29, 2019.
Inventory
$
2,839

Prepaid expenses
2,947

Other assets
1,846

Land and buildings
21,257

Restaurant equipment
25,358

Restaurant equipment - subject to finance leases
488

Right-of-use assets
251,431

Leasehold improvements
3,498

Franchise fees
7,300

Franchise rights (Note 4)
174,500

Deferred taxes
(44,292
)
Goodwill (Note 4)
84,060

Finance lease obligations for restaurant equipment
(568
)
Operating lease liabilities
(255,897
)
Accounts payable
(8,014
)
Accrued payroll, related taxes and benefits
(3,133
)
Other liabilities
(4,537
)
Net assets acquired
$
259,083

Business Acquisition, Pro Forma Information [Table Text Block]
The following table summarizes the Company's unaudited proforma operating results:
 
Year Ended
 
December 29, 2019
 
December 30, 2018
Restaurant sales
$
1,568,533

 
$
1,518,841

Net income (loss)
$
(25,586
)
 
$
27,730

Basic and diluted net income (loss) per share
$
(0.59
)
 
$
0.60

The following table summarizes the Company's unaudited proforma operating results:
 
Year Ended
 
December 31, 2017
Restaurant sales
$
1,114,642

Net income
$
9,546

Basic and diluted net income per share
$
0.21

The following table summarizes the Company's unaudited proforma operating results:
 
Year Ended
 
December 30, 2018
 
December 31, 2017
Restaurant sales
$
1,217,891

 
$
1,170,627

Net income
$
13,684

 
$
12,464

Basic and diluted net income per share
$
0.30

 
$
0.28

Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]
The weighted average amortization period of the intangible assets acquired is as follows:
 
2019 Acquisitions
 
2018 Acquisitions
 
2017 Acquisitions
Favorable leases

 
17.2
 
15.2
Unfavorable leases

 
18.3
 
14.3
Franchise rights
32.7

 
31.6
 
27.9