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Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 28, 2019	Mar. 20, 2020	Jun. 28, 2019
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 28, 2019
Document Transition Report	false
Entity File Number	001-38950
Entity Registrant Name	Grocery Outlet Holding Corp.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1874201
Entity Address, Address Line One	5650 Hollis Street
Entity Address, City or Town	Emeryville
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94608
City Area Code	510
Local Phone Number	845-1999
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	GO
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 808.9
Entity Common Stock, Shares Outstanding		89,900,566
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Information required in response to Part III of Form 10-K (Items 10, 11, 12, 13, and 14) is hereby incorporated by reference to portions of the registrant's Proxy Statement for the Annual Meeting of Stockholders to be held in 2020. The Proxy Statement will be filed by the registrant with the Securities and Exchange Commission no later than 120 days after the end of the registrant's fiscal year ended December 28, 2019.
Entity Central Index Key	0001771515
Current Fiscal Year End Date	--12-28
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Assets, Current [Abstract]
Cash and cash equivalents	$ 28,101	$ 21,063
Independent operator receivables and current portion of independent operator notes, net of allowance $1,283 and $1,141	7,003	5,056
Other accounts receivable, net of allowance $19 and $24	2,849	2,069
Merchandise inventories	219,420	198,304
Prepaid rent, related party	0	512
Prepaid expenses and other current assets	13,453	13,368
Total current assets	270,826	240,372
Independent operator notes, net of allowance $9,088 and $7,926	20,331	13,646
Property and equipment, net	356,614	304,032
Operating lease right-of-use assets	734,327
Intangible assets, net	47,792	68,824
Goodwill	747,943	747,943
Other assets	7,696	2,045
Total assets	2,185,529	1,376,862
Current liabilities:
Trade accounts payable	119,217	98,123
Accrued expenses	31,363	31,194
Accrued compensation	14,915	10,795
Current portion of long-term debt	246	7,349
Current lease liabilities	38,245
Income and other taxes payable	4,641	3,463
Total current liabilities	208,627	150,924
Long-term liabilities:
Long-term debt, net	447,743	850,019
Deferred income taxes	16,020	15,135
Long-term lease liabilities	767,755
Deferred rent	0	60,833
Total liabilities	1,440,145	1,076,911
Commitments and Contingencies
Capital stock:
Series A Preferred stock, par value $0.001, 50,000,000 and 1 share authorized, respectively; 0 and 1 share issued and outstanding, respectively	0	0
Additional paid-in capital	717,282	287,457
Retained earnings	28,013	12,426
Total stockholders’ equity	745,384	299,951
Total liabilities and stockholders’ equity	2,185,529	1,376,862
Common Stock
Capital stock:
Common stock - par value $0.001, voting and nonvoting common stock	89	67
Nonvoting Common
Capital stock:
Common stock - par value $0.001, voting and nonvoting common stock	$ 0	$ 1

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Accounts and financing receivable, allowance for credit loss, current	$ 1,283	$ 1,141
Allowance for doubtful other receivables, current	19	24
Financing receivable, allowance for credit loss, noncurrent	$ 9,088	$ 7,926
Common stock, shares authorized (in shares)	500,000,000
Preferred stock, par (in usd per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	50,000,000	1
Preferred stock, issued (in shares)	0	1
Preferred stock, outstanding (in shares)	0	1
Common Stock
Common stock, par (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	500,000,000	107,536,215
Common stock, issued (in shares)	89,005,062	67,435,288
Common stock, outstanding (in shares)	89,005,062	67,435,288
Nonvoting Common
Common stock, par (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	0	17,463,785
Common stock, issued (in shares)	0	1,038,413
Common stock, outstanding (in shares)	0	1,038,413

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Statement of Comprehensive Income [Abstract]
Net sales	$ 2,559,617	$ 2,287,660	$ 2,075,465
Cost of sales	1,772,515	1,592,263	1,443,582
Gross profit	787,102	695,397	631,883
Operating expenses:
Selling, general and administrative	639,437	557,100	510,136
Depreciation and amortization	47,883	45,421	43,152
Share-based compensation	31,439	10,409	1,659
Total operating expenses	718,759	612,930	554,947
Income from operations	68,343	82,467	76,936
Other expense:
Interest expense, net	45,927	55,362	49,698
Debt extinguishment and modification costs	5,634	5,253	1,466
Total other expense	51,561	60,615	51,164
Income before income taxes	16,782	21,852	25,772
Income tax expense	1,363	5,984	5,171
Net income (loss)	15,419	15,868	20,601
Comprehensive income (loss)	$ 15,419	$ 15,868	$ 20,601
Basic earnings per share (in usd per share)	$ 0.20	$ 0.24	$ 0.30
Diluted earnings per share (in usd per share)	$ 0.19	$ 0.23	$ 0.30
Weighted average shares outstanding:
Basic (in shares)	79,044	68,473	68,232
Diluted (in shares)	81,863	68,546	68,332

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock Voting Common	Common Stock Nonvoting Common	Preferred Stock	Additional Paid-In Capital	Retained Earnings
Beginning balance (in shares) at Dec. 31, 2016		67,381,104	1,060,277	1
Beginning balance at Dec. 31, 2016	$ 406,352	$ 67	$ 1	$ 0	$ 403,109	$ 3,175
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares (in shares)			2,272
Issuance of shares	0		$ 0
Repurchase of shares (in shares)			(24,136)
Repurchase of shares	(172)		$ 0		(172)
Share-based compensation expense	1,659				1,659
Dividends paid	(1,307)				(1,307)
Net income (loss)	20,601					20,601
Comprehensive income (loss)	20,601					20,601
Ending balance (in shares) at Dec. 30, 2017		67,381,104	1,038,413	1
Ending balance at Dec. 30, 2017	427,133	$ 67	$ 1	$ 0	403,289	23,776
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares (in shares)		54,184	2,946
Issuance of shares	29	$ 0	$ 0		29
Repurchase of shares (in shares)			(2,946)
Repurchase of shares	(34)		$ 0		(34)
Share-based compensation expense	10,409				10,409
Dividends paid	(153,587)				(126,236)	(27,351)
Net income (loss)	15,868					15,868
Comprehensive income (loss)	15,868					15,868
Ending balance (in shares) at Dec. 29, 2018		67,435,288	1,038,413	1
Ending balance at Dec. 29, 2018	299,951	$ 67	$ 1	$ 0	287,457	12,426
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares (in shares)		19,765,625
Issuance of shares	407,666	$ 20			407,646
Other direct initial public offering costs	(7,245)				(7,245)
Conversion of non-voting to voting common stock (in shares)		1,068,413	(1,068,413)
Conversion of nonvoting to voting common shares	0	$ 1	$ (1)
Redemption of preferred stock (in shares)				(1)
Redemption of preferred shares	0			$ 0
Exercise and vest of share-based awards (in shares)		735,736	30,000
Exercise and vest of share-based awards	4,444	$ 1			4,443
Tax withholdings paid on behalf of employees related to net settlement of share-based awards	(2,813)				(2,813)
Share-based compensation expense	31,439				31,439
Dividends paid	(3,645)				(3,645)
Net income (loss)	15,419					15,419
Comprehensive income (loss)	15,419					15,419
Ending balance (in shares) at Dec. 28, 2019		89,005,062	0	0
Ending balance at Dec. 28, 2019	$ 745,384	$ 89	$ 0	$ 0	$ 717,282	$ 28,013

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Cash flows from operating activities:
Net income (loss)	$ 15,419	$ 15,868	$ 20,601
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment	42,906	37,052	31,812
Amortization of intangible and other assets	7,237	10,005	11,344
Amortization of debt issuance costs and bond discounts	2,542	4,108	4,442
Debt extinguishment and modification costs	5,634	5,253	1,466
Share-based compensation	31,439	10,409	1,659
Provision for accounts receivable	2,575	749	3,004
Deferred income taxes	872	5,831	4,745
Other	1,955	1,306	549
Changes in operating assets and liabilities:
Independent operator and other accounts receivable	(3,649)	(642)	(2,595)
Merchandise inventories	(21,115)	(15,292)	(18,202)
Prepaid expenses and other current assets	498	(1,543)	(1,346)
Income and other taxes payable	1,191	159	881
Trade accounts payable, accrued compensation and other accrued expenses	22,599	16,315	13,191
Deferred rent	0	16,233	13,152
Changes in operating lease assets and liabilities, net	22,732	0	0
Net cash provided by operating activities	132,835	105,811	84,703
Cash flows from investing activities:
Cash advances to independent operators	(12,811)	(10,456)	(8,471)
Repayments of cash advances from independent operators	4,473	3,749	3,511
Purchase of property and equipment	(97,194)	(64,762)	(71,066)
Proceeds from sales of assets	586	1,092	1,262
Intangible assets and licenses	(3,073)	(3,173)	(3,056)
Net cash provided by (used in) investing activities	(108,019)	(73,550)	(77,820)
Cash flows from financing activities:
Proceeds from initial public offering, net of underwriting discounts	407,666	0	0
Proceeds from exercise of share-based compensation awards	4,444	29	0
Proceeds from loans	0	871,688	0
Payments related to net settlement of share-based compensation awards	(2,813)	(34)	(172)
Other direct costs paid related to the initial public offering	(7,062)	0	0
Principal payments on term loans	(414,813)	(725,010)	(5,317)
Principal payments on other borrowings	(865)	(94)	(89)
Dividends paid	(3,645)	(153,587)	(1,307)
Debt issuance costs paid	(690)	(9,991)	(1,050)
Net cash provided by (used in) financing activities	(17,778)	(16,999)	(7,935)
Net increase (decrease) in cash and cash equivalents	7,038	15,262	(1,052)
Cash and cash equivalents - Beginning of the period	21,063	5,801	6,853
Cash and cash equivalents at end of period	28,101	21,063	5,801
Supplemental disclosure of cash flow information:
Cash paid for interest	49,372	47,305	45,836
Income taxes paid (refunded) in cash	(65)	289	(66)
Property and equipment accrued at end of period	$ 10,498	$ 7,851	$ 6,883

Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 28, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Summary of Significant Account Policies

Organization and Summary of Significant Accounting Policies

Description of Business — Based in Emeryville, California, and incorporated in Delaware in 2014, Grocery Outlet Holding Corp. (together with its wholly owned subsidiaries, collectively, “Grocery Outlet,” “we,” or the “Company”) is a high-growth, extreme value retailer of quality, name-brand consumables and fresh products sold through a network of independently operated stores. As of December 28, 2019, we had 347 stores in California, Washington, Oregon, Pennsylvania, Idaho and Nevada.

Initial Public Offering — In June 2019, we completed an initial public offering (“IPO”) of 19,765,625 shares of our common stock at a public offering price of $22.00 per share for net proceeds of $407.7 million, after deducting underwriting discounts and commissions of $27.1 million. We also incurred offering costs payable by us of $7.2 million. The shares of common stock sold in the IPO and the net proceeds from the IPO included the full exercise of the underwriters’ option to purchase additional shares.

On October 8 2019, certain of our selling stockholders completed a secondary public offering of shares of our common stock. We did not receive any of the proceeds from the sale of these shares by the selling stockholders. We incurred offering costs payable by us of $1.1 million which are included in selling, general and administrative expenses (“SG&A“) for fiscal 2019. We received $3.2 million in cash (excluding withholding taxes) in connection with the exercise of 451,470 options by certain stockholders participating in this secondary public offering.

On February 3, 2020, certain of our selling stockholders completed another secondary public offering of shares of our common stock. We did not receive any of the proceeds from the sale of these shares by the selling stockholders. We incurred offering costs payable by us of $1.1 million. We received $1.4 million in cash (excluding withholding taxes) in connection with the exercise of 191,470 options by certain stockholders participating in this secondary public offering. See NOTE 14—Subsequent Events for additional information.

Our Amended and Restated Certificate of Incorporation (the “Charter”) became effective in connection with the completion of the IPO on June 24, 2019. The Charter, among other things, provided that all of our outstanding shares of nonvoting common stock were automatically converted into shares of voting common stock on a one-for-one basis and that our authorized capital stock consisted of 500,000,000 shares of common stock, and 50,000,000 shares of preferred stock, par value $0.001 per share. Our bylaws were also amended and restated as of June 24, 2019. Additionally, upon the closing of the IPO, we redeemed all of our outstanding preferred stock for an aggregate of $1.00.

On June 24, 2019, we used the net proceeds from the IPO to repay $150.0 million in principal on the outstanding term loan under our second lien credit agreement, dated as of October 22, 2018 (as amended, the “Second Lien Credit Agreement”), as well as accrued and unpaid interest as of that date of $3.6 million, and terminated the Second Lien Credit Agreement. In addition, using the remainder of net proceeds, together with excess cash on hand, we prepaid a portion of our outstanding senior secured term loan under our First Lien Credit Agreement (as defined below) totaling $248.0 million plus accrued interest of $3.8 million. On October 23, 2019, we prepaid an additional $15.0 million of principal on the senior secured term loan under the First Lien Credit Agreement.

Forward Stock Split — On June 6, 2019, we effected a 1.403 for 1 forward stock split. All share amounts and per share disclosures for all periods presented have been adjusted retroactively for the impact of this forward stock split.

Fiscal Year — We operate on a fiscal year that ends on the Saturday closest to December 31st each year. The fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017 all contained 52 weeks.

Basis of Presentation — The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Our consolidated financial statements include the accounts of Grocery Outlet Holding Corp. and its wholly owned subsidiaries. All intercompany balances and transactions were eliminated. In the opinion of management, these consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the periods presented. Certain prior period amounts in the consolidated statements of cash flows have been reclassified to conform to the current period presentation.

Use of Estimates — The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results can differ from these estimates depending upon certain risks and uncertainties, and changes in these estimates are recorded when known.

Segment Reporting — We manage our business as one operating segment. All of our sales were made to customers located in the United States and all property and equipment is located in the United States.

Cash and Cash Equivalents — We consider all highly liquid investments, purchased with original maturities of three months or less, to be cash equivalents. All cash equivalents are unrestricted and available for immediate use.

Allowance for Independent Operator (“IO”) Receivables and Notes and Other Accounts Receivable — We maintain allowances and accruals for estimated losses of amounts advanced to independent operators and other third parties determined to be uncollectible. See NOTE 2—Independent Operator Notes and Receivables for additional information.

Concentrations of Credit Risk — Financial instruments which potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts and notes receivable. Although we deposit our cash with creditworthy financial institutions, our deposits typically exceed federally insured limits. To date, we have not experienced any losses on our cash deposits. No single customer or independent operator represented more than 10% of net sales for the years ended December 28, 2019, December 29, 2018 and December 30, 2017. No single customer or independent operator represented more than 10% of accounts receivable or notes receivable as of December 28, 2019 and December 29, 2018.

Merchandise Inventories — Merchandise inventories are valued at the lower of cost or net realizable value. Cost is determined by the first-in, first-out weighted-average cost method for warehouse inventories and the retail inventory method for store inventories. We provide for estimated inventory losses between physical inventory counts based on historical averages. This provision is adjusted periodically to reflect the actual shrink results of the physical inventory counts.

Property and Equipment — Property and equipment is stated at cost less accumulated depreciation and includes expenditures for significant improvements to leased premises. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, generally ranging from three to 15 years. Amortization of leasehold improvements is calculated based on the shorter of their estimated useful life or the remaining terms of the lease. Remaining lease terms currently range from one to 19 years.

We evaluate events and changes in circumstances that could indicate carrying amounts of long-lived assets, including property and equipment, may not be recoverable. When such events or changes in circumstances occur, we assesses the recoverability of long-lived assets by determining whether or not the carrying value of such assets will be recovered through undiscounted future cash flows derived from their use and eventual disposition. For purposes of this assessment, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, primarily at an individual store level. If the sum of the undiscounted future cash flows is less than the carrying amount of an asset, we record an impairment loss for the amount by which the carrying amount of the asset exceeds its fair value. The estimated fair value of the asset or asset group is based on the estimated discounted future cash flows of the asset or asset group using a discount rate commensurate with the related risk. We recorded impairment charges of $0.5 million and $0.6 million during the fiscal years ended December 28, 2019 and December 29, 2018, respectively. There were no impairment charges recorded during the fiscal year ended December 30, 2017. See NOTE 3—Property and Equipment for additional information.

Leases — We adopted Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases (Topic 842), and all subsequent amendments, effective December 30, 2018 using the modified retrospective approach under which we recorded the cumulative effect of transition as of the effective date and did not restate comparative periods. Under this transition method we determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets, current lease liabilities, and long-term lease liabilities on the consolidated balance sheets. Finance leases are included in other assets, current lease liabilities, and long-term lease liabilities on our consolidated balance sheets.

Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease over the same term. Right-of-use assets and liabilities are recognized at commencement date based on the present value of the lease payments over the lease term, reduced by landlord incentives. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is estimated to approximate the interest rate on a collateralized basis with similar terms and payments based on the information available at the commencement date to determine the present value of our lease payments. The right-of-use assets also exclude lease incentives.

Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Amortization of finance lease right-of-use assets, interest expense on finance lease liabilities and operating and financing cash flows for finance leases are immaterial.

We have lease agreements with retail facilities for store locations, distribution centers, office space and equipment with lease and non-lease components, which are accounted for separately. Leases with an initial term of 12 months or less are not recorded on the balance sheet; lease expense for these leases is recognized on a straight-line basis over the lease term. The short-term lease expense is reflective of the short-term lease commitments on a go-forward basis. We sublease certain real estate to unrelated third parties under non-cancelable leases and the sublease portfolio consists of operating leases for retail stores.

Goodwill and Other Intangible Assets — We have both goodwill and intangible assets recorded on our consolidated balance sheets.

Goodwill represents the difference between the purchase price and the fair value of assets and liabilities acquired in a business combination. Goodwill is not amortized, but rather is subject to an annual impairment evaluation which is performed during our fourth quarter or when events or changes in circumstances indicate that the value of goodwill may be impaired. Our impairment evaluation of goodwill consists of an initial qualitative assessment of our reporting unit to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than its carrying value. If it is concluded that this is the case, a quantitative evaluation, based on discounted cash flows, is performed which requires us to estimate future cash flows, growth rates and economic and market conditions. If the quantitative evaluation indicates that goodwill is not recoverable, an impairment loss is calculated and recognized during that period. Measurement of such an impairment loss would be based on the excess of the carrying amount over fair value. There were no goodwill impairment charges recorded during the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017. There were no changes in the carrying amount of goodwill for the fiscal years ended December 28, 2019 and December 29, 2018.

Intangible assets include trademarks, computer software and customer lists. Trademarks represent the value of all our trademarks and trade names in the marketplace. We are amortizing the value assigned to the trade names on a straight-line basis over 15 years. Computer software includes both acquired software and eligible costs to develop internal-use software that are incurred during the application development stage. These assets are amortized over their estimated useful lives of three years. Customer lists are amortized over their estimated useful lives of five years. We review our intangible assets for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. If the carrying amount of the intangible assets are not recoverable, the impairment is measured as the amount by which the carrying value of the intangible asset exceeds its fair value. There were no impairments of intangible assets recognized during the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017.

Fair Value Measurements — Fair value is defined as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value of financial instruments is categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is measured using inputs from the three levels of the fair value hierarchy, which are described as follows:

Level 1 — Quoted prices in active markets for identical assets or liabilities

Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 — Unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions when pricing the financial instruments. For example, cash flow modeling inputs based on management's assumptions.

The assets’ or liabilities’ fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The fair value framework requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

There were no assets or liabilities measured at fair value on a recurring or nonrecurring basis as of December 28, 2019 or December 29, 2018. There were no transfers of assets or liabilities between levels within the fair value hierarchy as of December 28, 2019 or December 29, 2018.

Our financial assets and liabilities are carried at cost, which approximates their fair value, as described below:

Cash and cash equivalents, IO receivables, other accounts receivable and accounts payable — The carrying value of such financial instruments approximates their fair value due to factors such as their short-term nature or their variable interest rates.

Independent operator notes receivable (net) — The carrying value of such financial instruments approximates their fair value.

Notes payable and term loans — The carrying value of such financial instruments approximates their fair value since the stated interest rates approximates market rates for loans with similar terms for borrowers with similar credit profiles. However, in accordance with Accounting Standards Codification (“ASC”) Topic 825, Financial Instruments, the fair values of our term loans as of December 28, 2019 and December 29, 2018 are set forth below.

The following table sets forth by level within the fair value hierarchy the carrying amounts and estimated fair values of our significant financial liabilities that are not recorded at fair value on the consolidated balance sheets (in thousands):


	December 28, 2019						December 29, 2018
	Carrying Amount ⁽¹⁾		Estimated Fair Value ⁽²⁾		Carrying Amount ⁽¹⁾		Estimated Fair Value ⁽²⁾
Financial Liabilities:
Term loans (Level 2)	$	458,682	$	466,515	$	871,772	$	852,577

_______________________

(1)The carrying amounts as of December 28, 2019 and December 29, 2018 are net of unamortized debt discounts of $1.5 million and $3.2 million, respectively.

(2)The estimated fair value of our term loans was determined based on the average quoted bid-ask prices for the term loans in an over-the-counter market on the last trading day of fiscal 2019 and 2018.

Revenue Recognition

Net Sales — We recognize revenue from the sale of products at the point of sale, net of any taxes or deposits collected and remitted to governmental authorities. Our performance obligations are satisfied upon the transfer of goods to the customer, at the point of sale, and payment from customers is also due at the time of sale. Discounts provided to customers by us are recognized at the time of sale as a reduction in sales as the products are sold. Discounts provided by independent operators are not recognized as a reduction in sales as these are provided solely by the independent operator who bears the incremental costs arising from the discount. We do not accept manufacturer coupons.

We do not have any material contract assets or receivables from contracts with customers, any revenue recognized in the current year from performance obligations satisfied in previous periods, any performance obligations, or any material costs to obtain or fulfill a contract as of December 28, 2019 and December 29, 2018.

Gift Cards — We record a deferred revenue liability when a Grocery Outlet gift card is sold. Revenue related to gift cards is recognized as the gift cards are redeemed, which is when we have satisfied our performance obligation. While gift cards are generally redeemed within 12 months, some are never fully redeemed. We reduce the liability and recognize revenue for the unused portion of the gift cards (“breakage”) under the proportional method, where recognition of breakage income is based upon the historical run-off rate of unredeemed gift cards. Our gift card deferred revenue liability was $2.0 million as of December 28, 2019 and $1.7 million as of December 29, 2018. Breakage amounts were less than $0.1 million for each of the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017.

Disaggregated Revenues — The following table presents sales revenue by type of product for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017 (in thousands):


	December 28, 2019		December 29, 2018		December 30, 2017
Perishable ⁽¹⁾	$	868,109	$	768,373	$	694,696
Non-perishable ⁽²⁾	1,691,508		1,519,287		1,380,769
Total sales	$	2,559,617	$	2,287,660	$	2,075,465

_______________________

(1)Perishable departments include dairy and deli; produce and floral; and fresh meat and seafood.

(2)Non-perishable departments include grocery; general merchandise; health and beauty care; frozen foods; and beer and wine.

Cost of Sales — Cost of sales includes, among other things, merchandise costs, inventory markdowns, shrink and transportation, distribution and warehousing costs, including depreciation.

Marketing and Advertising Expenses — Costs for store promotions, newspaper, television, radio and other media advertising are expensed at the time the promotion or advertising takes place. Advertising costs are included in selling, general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income and amounted to approximately $26.2 million, $21.2 million and $20.8 million, respectively, in the years ended December 28, 2019, December 29, 2018 and December 30, 2017.

Share-based Awards — We estimate the fair value of stock option awards subject to only a service condition on the date of grant using the Black-Scholes-Merton valuation model. The Black-Scholes-Merton model requires the use of certain input assumptions. Because we completed our IPO during the current fiscal year, we have limited historical exercise data from which to derive such input assumptions, including an option's expected term and the price volatility of the underlying stock. Consequently, we determine the expected term using an accepted, simplified formula which derives an expected term by taking the sum of the contractual term and adding the length of the vesting period and dividing by two. We estimate stock price volatility for our common stock by taking the average historic price volatility for industry peers based on daily price observations over a period equivalent to the expected term of the stock option grants. Industry peers consist of several public companies in our industry which are of similar size, complexity and stage of development. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury implied yield at the date of grant.

We estimate the fair value of share-based payment awards subject to both a market condition and a performance condition on the date of grant using a Monte Carlo simulation approach implemented in a risk-neutral framework.

We estimate the fair value of restricted stock units based upon the closing price of our common stock as reported on the date of grant.

We recognize compensation expense for share-based payment awards with only a service condition on a straight-line basis over the requisite service period, which is generally the award’s vesting period. Vesting of these awards is accelerated for certain employees in the event of a change in control. Compensation expense for share-based payment awards subject to vesting based upon the achievement of a performance condition is recognized on a graded-vesting basis at the time the achievement of the performance condition becomes probable.

We recognize share-based award forfeitures as they occur rather than estimating by applying a forfeiture rate.

While we recognize share-based compensation expense over the performance period and/or requisite service period based on the fair market value of the award as of the grant date, we will not know the actual amount of tax benefit an award will generate until such award is exercised (or vested for RSUs). Until such award is exercised (or vested for RSUs) we assume that the amount ultimately recognized for tax purposes is the same amount we are currently recognizing in our operating results, that is for “book” purposes. Consequently, our deferred tax asset related to share-based compensation expense, which totaled $6.3 million as of December 28, 2019, is based on each qualifying award’s grant date fair value rather than the award’s to-be-determined exercise date intrinsic value (or vesting date fair value). For our fiscal year ended December 28, 2019, the difference between the grant date fair value and the exercise or vest date intrinsic value totaled $17.0 million. If the share price for our common stock were to depreciate for a sustained period of time, we could be required to recognize a tax benefit shortfall. Such shortfalls could have a material effect on our cash flows and financial results. See NOTE 7—Share-based Awards and NOTE 9—Income Taxes for additional information.

Income Taxes — Income taxes are accounted for using an asset and liability approach that requires recognition of deferred tax assets and liabilities for expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. In estimating future tax consequences, all expected future events are considered, other than changes in the tax law. A valuation allowance is established, when necessary, to reduce net deferred income tax assets to the amount expected to be realized. We have not recorded any valuation allowances against our deferred income tax balances for the fiscal years ended December 28, 2019 and December 29, 2018. Significant items comprising our future tax benefits and liabilities (deferred tax assets and liabilities) include net operating losses, depreciation and amortization, goodwill, intangible assets, lease liability obligations and right-of-use assets.

We recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. We record uncertain tax positions in accordance with ASC Topic 740, Income Taxes, on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

Variable Interest Entities — We assess at each reporting period whether or not we are considered the primary beneficiary of a variable interest entity (“VIE”) and therefore required to consolidate the financial results of the VIE in our consolidated financial statements. Determining whether to consolidate a VIE may require judgment in assessing (i) whether an entity is a VIE, and (ii) if a reporting entity is a VIE’s primary beneficiary. A reporting entity is determined to be a VIE’s primary beneficiary if it has the power to direct the activities that most significantly impact a VIE’s economic performance and the obligation to absorb losses or rights to receive benefits that could potentially be significant to a VIE.

We had 342, 308 and 283 stores operated by independent operators as of December 28, 2019, December 29, 2018 and December 30, 2017, respectively. We have agreements in place with each independent operator. The independent operator orders its merchandise exclusively from us which is provided to the independent operator on consignment. Under the independent operator agreement, the independent operator may select a majority of merchandise that we consign to the independent operator, which the independent operator chooses from our merchandise order guide according to the independent operator’s knowledge and experience with local customer purchasing trends, preferences, historical sales and similar factors. The independent operator agreement gives the independent operator discretion to adjust our initial prices if the overall effect of all price changes at any time comports with the reputation of our Grocery Outlet retail stores for selling quality, name-brand consumables and fresh products and other merchandise at extreme discounts. Independent operators are required to furnish initial working capital and to acquire certain store and safety assets. The independent operator is required to hire, train and employ a properly trained workforce sufficient in number to enable the independent operator to fulfill its obligations under the independent operator agreement. The independent operator is responsible for expenses required for business operations, including all labor costs, utilities, credit card processing fees, supplies, taxes, fines, levies and other expenses. Either party may terminate the independent operator agreement without cause upon 75 days’ notice.

As consignor of all merchandise to each independent operator, the aggregate net sales proceeds from merchandise sales belongs to us. Sales related to independent operator stores were $2.5 billion, $2.2 billion, and $2.0 billion for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. We, in turn, pay independent operators a commission based on a share of the gross profit of the store. Inventories and related sales proceeds are our property, and we are responsible for store rent and related occupancy costs. Independent operator commissions were expensed and included in selling, general and administrative expenses. Independent operator commissions were $382.8 million, $340.0 million, and $306.6 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Independent operator commissions of $6.1 million and $3.9 million were included in accrued expenses as of December 28, 2019 and December 29, 2018, respectively.

Independent operators may fund their initial store investment from existing capital, a third-party loan or most commonly through a loan from us, as further discussed in NOTE 2—Independent Operator Notes and Receivables. To ensure independent operators performance, the operator agreements grant us the security interests in the assets owned by the independent operators. The total investment at risk associated with each store's independent operators is not sufficient to permit the independent operators to finance their activities without additional subordinated financial support and, as a result, the independent operators are VIEs which we have variable interests in. To determine whether or not we are the primary beneficiary of these VIEs, we evaluate whether we have (i) the power to direct the activities that most significantly impact the independent operators' economic performance and (ii) whether we have the obligation to absorb losses or the right to receive benefits of the independent operators that could potentially be significant to the independent operators. Our evaluation includes identification of significant independent operators' activities and an assessment of their ability to direct those activities.

Activities that most significantly impact the independent operators' economic performance relate to sales and labor. Sales activities that significantly impact the independent operators’ economic performance include determining what merchandise the independent operators will order and sell and the price of such merchandise, both of which the independent operators controls. The independent operators are also responsible for all of their own labor. Labor activities that significantly impact the independent operators' economic performance include hiring, training, supervising, directing, compensating (including wages, salaries and employee benefits) and terminating all of their employees, activities which the independent operators controls. Accordingly, the independent operators have the power to direct the activities that most significantly impact their economic performance. Furthermore, the mutual termination rights associated with the operator agreements do not give us power over the independent operators.

Our maximum exposure to the independent operators is generally limited to the gross operator notes and receivables due from these entities, which was $37.7 million and $27.8 million as of December 28, 2019 and December 29, 2018, respectively. See NOTE 2—Independent Notes and Operator Receivables for additional information.

Net Income Per Share — Basic net income per share is calculated using net income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted net income per share reflects the dilutive effects of stock options and restricted stock units outstanding during the period, to the extent such securities would not be anti-dilutive, and is determined using the treasury stock method.

Recently Adopted Accounting Standards

We adopted ASU No. 2016-02, Leases (Topic 842), (“ASC 842”) on December 30, 2018, using a modified retrospective approach. The modified retrospective approach provides a method for recording existing leases in accordance with ASC 842 at adoption with the comparative reporting periods being presented in accordance with ASU 2018-11, Leases (Topic 840), (“ASC 840”). We elected a number of the practical expedients permitted under the transition guidance within the new standard. This included the election to apply the practical expedient package upon transition, which comprised the following:

• We did not reassess whether expired or existing contracts are or contain a lease;

• We did not reassess the classification of existing leases; and

• We did not reassess the accounting treatment for initial direct costs.

In addition, we elected the practical expedient related to short-term leases, which allows us to not recognize a right-of-use asset and lease liability for leases with an initial expected term of 12 months or less.

We did not elect the practical expedient to combine lease and non-lease components for each of our existing underlying asset classes and will account for fixed-payment lease components such as rent, and for gross leases, fixed real estate taxes and fixed insurance costs, separately from the variable non-lease components such as common-area maintenance costs.

Adoption of the new standard resulted in the recognition of additional lease assets of $664.9 million and lease liabilities of $709.0 million on the consolidated balance sheets as of December 30, 2018, which includes the reclassification of amounts presented in comparative periods as deferred rent of $60.8 million as a reduction to the right-of-use assets and leasehold interests of $17.7 million as an addition to right-of-use assets. The adoption of the new standard resulted in a $0.2 million cumulative-effect adjustment to the opening balance of retained earnings. The standard did not materially impact the consolidated statement of operations and other comprehensive income or the consolidated statement of cash flows. See NOTE 4—Leases for additional information.

Recently Issued Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13, which was further updated and clarified by the FASB through issuance of additional related ASUs, amends the guidance surrounding measurement and recognition of credit losses on financial assets measured at amortized cost, including trade receivables and debt securities, by requiring recognition of an allowance for credit losses expected to be incurred over an asset’s lifetime based on relevant information about past events, current conditions, and supportable forecasts impacting the financial assets ultimate collectability. This “expected loss” model will likely result in earlier recognition of credit losses than the current “as incurred” model, under which losses are recognized only upon an occurrence of an event that gives rise to the incurrence of a probable loss. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and is to be adopted on a modified retrospective basis. We will adopt ASU 2016-13 beginning in the first quarter of fiscal 2020 and are currently evaluating the impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 is effective retrospectively for fiscal years and interim periods within those years beginning after December 15, 2019. We will adopt ASU 2018-15 beginning in the first quarter of fiscal 2020. We do not expect the adoption of ASU 2018-15 to have a material impact on our consolidated financial statements.

In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies accounting guidance for certain tax matters including franchise taxes, certain transactions that result in a step-up in tax basis of goodwill, and enacted changes in tax laws in interim periods. In addition, it eliminates a company’s need to evaluate certain exceptions relating to the incremental approach for intra-period tax allocation, accounting for basis differences when there are ownership changes in foreign investments, and interim period income tax accounting for year-to-date losses that exceed anticipated losses. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We will adopt ASU 2019-12 beginning in the first quarter of fiscal 2021 and are currently evaluating the impact on our consolidated financial statements.

Independent Operator Notes and Receivables

12 Months Ended

Dec. 28, 2019

Receivables [Abstract]

Independent Operator Notes and Receivables

The amounts included in independent operator notes and accounts receivable consist primarily of funds we loaned to independent operators, net of estimated uncollectible amounts.

Independent operator notes are payable on demand and, where applicable, typically bear interest at a rate of 9.95%. Independent operator notes and receivables are also subjected to estimations of collectability based on an evaluation of overall credit quality, the estimated value of the underlying collateral and historical collections experience, including the fact that, typically, IOs pay third-party operations-related payables prior to paying down their note with us. While estimates are required in making this determination, we believe the independent operator notes and receivables balances, net of allowances, represent what we expect to collect from IOs.

Amounts due from IOs and the related allowances and accruals for estimated losses as of December 28, 2019 and December 29, 2018 consisted of the following (in thousands):


			Allowance								Current Portion		Long-term Portion
	Gross		Current Portion		Long-term Portion		Net
December 28, 2019
Independent operator notes	$	31,952	$	(678)	$	(9,088)	$	22,186	$	1,855	$	20,331
Independent operator receivables	5,753		(605)		—		5,148		5,148		—
Total	$	37,705	$	(1,283)	$	(9,088)	$	27,334	$	7,003	$	20,331


			Allowance								Current Portion		Long-term Portion
	Gross		Current Portion		Long-term Portion		Net
December 29, 2018
Independent operator notes	$	23,450	$	(577)	$	(7,926)	$	14,947	$	1,301	$	13,646
Independent operator receivables	4,319		(564)		—		3,755		3,755		—
Total	$	27,769	$	(1,141)	$	(7,926)	$	18,702	$	5,056	$	13,646

A summary of activity in the independent operator notes and receivables allowance is as follows (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Balance at beginning of year	$	9,067	$	9,031	$	6,046
Provision for independent operator notes and receivables	2,741		1,029		3,259
Write-off of provision for independent operator notes and receivables	(1,437)		(993)		(274)
Balance at end of year	$	10,371	$	9,067	$	9,031

Property and Equipment

12 Months Ended

Dec. 28, 2019

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment as of December 28, 2019 and December 29, 2018 consisted of the following (in thousands):


	Property and Equipment, At Cost		Accumulated Depreciation and Amortization		Property and Equipment, Net
December 28, 2019
Leasehold improvements	$	225,496	$	(53,733)	$	171,763
Fixtures and equipment	274,523		(105,886)		168,637
Lease acquisition costs	383		(269)		114
Construction in progress	16,100		—		16,100
Totals	$	516,502	$	(159,888)	$	356,614
December 29, 2018
Leasehold improvements	$	190,158	$	(39,509)	$	150,649
Fixtures and equipment	220,337		(78,996)		141,341
Lease acquisition costs	433		(251)		182
Construction in progress	11,860		—		11,860
Totals	$	422,788	$	(118,756)	$	304,032

Construction in progress is primarily composed of leasehold improvements and fixtures and equipment related to new or remodeled stores where construction had not been completed at year-end.

Long-lived assets were evaluated for potential impairment by measuring their fair value on a nonrecurring basis. Fair value of long-lived assets is determined by estimating the amount and timing of net future cash flows (including rental expense for leased properties, sublease rental income, common area maintenance costs, and real estate taxes) and discounting them using a risk-adjusted rate. We estimate future cash flows based on our experience and knowledge of the market in which each store is located. We recorded impairment charges of $0.5 million and $0.6 million during fiscal 2019 and fiscal 2018, respectively. There were no adjustments to the carrying value of long-lived assets due to impairment charges during 2017.

Depreciation expense on property and equipment for fiscal 2019, 2018 and 2017 was as follows (in thousands):


	Fiscal Year Ended
Consolidated Statements of Operations and Comprehensive Income Location	December 28, 2019		December 29, 2018		December 30, 2017
Cost of sales	$	1,210	$	1,265	$	—
Selling, general and administrative expenses	41,696		35,787		31,812
Total depreciation expense on property and equipment	$	42,906	$	37,052	$	31,812

Leases

12 Months Ended

Dec. 28, 2019

Leases [Abstract]

Leases

We generally lease retail facilities for store locations, distribution centers, office space and equipment and account for these leases as operating leases. We account for one retail store lease and certain equipment leases as finance leases. Lease right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on information available at the lease commencement date to determine the present value of lease payments. Leases with an initial term of 12 months or less are not recorded on the balance sheet; lease expense for these short-term leases is recognized on a straight-line basis over the lease term.

Leases for 15 of our store locations and one warehouse location are controlled by related parties. As of December 28, 2019, the right-of-use asset and lease liability related to these properties was $42.5 million and $46.7 million, respectively. As of December 28, 2019, we had executed leases for 34 store locations that we had not yet taken possession of with total undiscounted future lease payments of $209.6 million over approximately 15 years.

Our lease terms may include options to extend the lease when we are reasonably certain that we will exercise such options. Based upon our initial investment in store leasehold improvements, we utilize an initial, reasonably-certain lease life of 15 years. Most leases include one or more options to renew, with renewal terms that can extend the lease term from five to 15 years or more. Our leases do not include any material residual value guarantees or material restrictive covenants. We also have non-cancelable subleases with unrelated third parties with future minimum rental receipts as of December 28, 2019 totaling $4.9 million ending in various years through 2028, and as of December 29, 2018 totaling $3.6 million ending in various years through 2023, which have not been deducted from the future minimum payments.

ASC 842 Disclosures

The balance sheet classification of our right-of-use lease assets and lease liabilities as of December 28, 2019 was as follows (in thousands):

Leases

Classification

Assets:

Operating lease assets

Operating right-of-use assets

734,327

Finance lease assets

Other assets

5,904

Total lease assets

740,231

Liabilities:

Current

Operating

Current lease liabilities

37,923

Finance

Current lease liabilities

322

Noncurrent

Operating

Long-term lease liabilities

762,105

Finance

Long-term lease liabilities

5,651

Total lease liabilities

806,001

The components of lease expense for the fiscal year ended December 28, 2019 were as follows (in thousands):

Lease Cost

Classification

Operating lease cost

Selling, general and administrative expenses

99,237

Finance lease cost:

Amortization of right-of-use assets

Depreciation and amortization

817

Interest on leased liabilities

Interest expense, net

263

Sublease income

Other income

(1,248)

Net lease cost

99,069

Short-term lease expense and variable lease payments recorded in operating expenses were immaterial for the fiscal year ended December 28, 2019.

Maturities of lease liabilities as of December 28, 2019 were as follows (in thousands):


	Operating Leases		Finance Leases		Total
Fiscal 2020	$	98,289	$	1,106	$	99,395
Fiscal 2021	98,977		1,128		100,105
Fiscal 2022	98,288		1,074		99,362
Fiscal 2023	98,015		972		98,987
Fiscal 2024	97,189		907		98,096
Thereafter	750,968		2,369		753,337
Total lease payments	1,241,726		7,556		$	1,249,282
Less: Imputed interest	(441,698)		(1,583)
Present value of lease liabilities	$	800,028	$	5,973

The weighted-average lease term and discount rate as of December 28, 2019 were as follows:


Weighted-average remaining lease term (years):
Operating leases	12.33
Finance leases	7.55
Weighted-average discount rate:
Operating leases	7.41	%
Finance leases	6.35	%

Supplemental cash flow information related to leases for the fiscal year ended December 28, 2019 was as follows (in thousands):


Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used by operating leases	$	88,362
Lease assets obtained in exchange for new lease liabilities — adoption	$	664,882
Lease assets obtained in exchange for new lease liabilities — fiscal year ended December 28, 2019	$	155,986

ASC 840 Disclosures

Rental expense for all operating leases for the fiscal years ended December 29, 2018 and December 30, 2017 (under ASC 840) was as follows (in thousands):


	Fiscal Year Ended
	December 29, 2018		December 30, 2017
Rent expense — third-party lessors	$	79,347	$	72,622
Rent expense — related parties	7,141		7,309
Contingent rentals	548		531
Less rentals from subleases	(1,075)		(1,079)
Total rent expense	$	85,961	$	79,383

Future minimum rental payments for all non-cancelable operating leases having a remaining term in excess of one year as of December 29, 2018 (under ASC 840) was as follows (in thousands):


	Third Parties		Related Parties		Total
Fiscal 2019	$	82,971	$	6,152	$	89,123
Fiscal 2020	91,538		6,201		97,739
Fiscal 2021	93,090		6,297		99,387
Fiscal 2022	92,359		6,532		98,891
Fiscal 2023	91,955		6,410		98,365
Thereafter	801,832		48,914		850,746
Total future minimum rental payments	$	1,253,745	$	80,506	$	1,334,251

Leases

ASC 842 Disclosures

The balance sheet classification of our right-of-use lease assets and lease liabilities as of December 28, 2019 was as follows (in thousands):

Leases

Classification

Assets:

Operating lease assets

Operating right-of-use assets

734,327

Finance lease assets

Other assets

5,904

Total lease assets

740,231

Liabilities:

Current

Operating

Current lease liabilities

37,923

Finance

Current lease liabilities

322

Noncurrent

Operating

Long-term lease liabilities

762,105

Finance

Long-term lease liabilities

5,651

Total lease liabilities

806,001

The components of lease expense for the fiscal year ended December 28, 2019 were as follows (in thousands):

Lease Cost

Classification

Operating lease cost

Selling, general and administrative expenses

99,237

Finance lease cost:

Amortization of right-of-use assets

Depreciation and amortization

817

Interest on leased liabilities

Interest expense, net

263

Sublease income

Other income

(1,248)

Net lease cost

99,069

Short-term lease expense and variable lease payments recorded in operating expenses were immaterial for the fiscal year ended December 28, 2019.

Maturities of lease liabilities as of December 28, 2019 were as follows (in thousands):


	Operating Leases		Finance Leases		Total
Fiscal 2020	$	98,289	$	1,106	$	99,395
Fiscal 2021	98,977		1,128		100,105
Fiscal 2022	98,288		1,074		99,362
Fiscal 2023	98,015		972		98,987
Fiscal 2024	97,189		907		98,096
Thereafter	750,968		2,369		753,337
Total lease payments	1,241,726		7,556		$	1,249,282
Less: Imputed interest	(441,698)		(1,583)
Present value of lease liabilities	$	800,028	$	5,973

The weighted-average lease term and discount rate as of December 28, 2019 were as follows:


Weighted-average remaining lease term (years):
Operating leases	12.33
Finance leases	7.55
Weighted-average discount rate:
Operating leases	7.41	%
Finance leases	6.35	%

Supplemental cash flow information related to leases for the fiscal year ended December 28, 2019 was as follows (in thousands):


Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used by operating leases	$	88,362
Lease assets obtained in exchange for new lease liabilities — adoption	$	664,882
Lease assets obtained in exchange for new lease liabilities — fiscal year ended December 28, 2019	$	155,986

ASC 840 Disclosures

Rental expense for all operating leases for the fiscal years ended December 29, 2018 and December 30, 2017 (under ASC 840) was as follows (in thousands):


	Fiscal Year Ended
	December 29, 2018		December 30, 2017
Rent expense — third-party lessors	$	79,347	$	72,622
Rent expense — related parties	7,141		7,309
Contingent rentals	548		531
Less rentals from subleases	(1,075)		(1,079)
Total rent expense	$	85,961	$	79,383

Future minimum rental payments for all non-cancelable operating leases having a remaining term in excess of one year as of December 29, 2018 (under ASC 840) was as follows (in thousands):


	Third Parties		Related Parties		Total
Fiscal 2019	$	82,971	$	6,152	$	89,123
Fiscal 2020	91,538		6,201		97,739
Fiscal 2021	93,090		6,297		99,387
Fiscal 2022	92,359		6,532		98,891
Fiscal 2023	91,955		6,410		98,365
Thereafter	801,832		48,914		850,746
Total future minimum rental payments	$	1,253,745	$	80,506	$	1,334,251

Goodwill and Intangible Assets

12 Months Ended

Dec. 28, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Information regarding our goodwill and intangible assets as of December 28, 2019 was as follows (in thousands):


	Useful Lives (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trademarks	15	$	58,400	$	(20,324)	$	38,076
Customer lists	5	160		(160)		—
Leasehold interests ⁽¹⁾	1–20	—		—		—
Computer software	3	20,418		(17,062)		3,356
Total finite-lived intangible assets		78,978		(37,546)		41,432
Liquor licenses	Indefinite	6,360		—		6,360
Total intangible assets		85,338		(37,546)		47,792
Goodwill		747,943		—		747,943
Total goodwill and intangible assets		$	833,281	$	(37,546)	$	795,735

_______________________

(1)Leasehold interests previously classified as finite-lived intangible assets were reclassified to operating lease right-of-use assets upon the adoption of ASU 2016-02 (Topic 842). See NOTE 1—Organization and Summary of Significant Accounting Policies for additional information.

Information regarding our goodwill and intangible assets as of December 29, 2018 was as follows (in thousands):


	Useful Lives (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trademarks	15	$	58,400	$	(16,431)	$	41,969
Customer lists	5	160		(135)		25
Leasehold interests	1–20	30,468		(12,735)		17,733
Computer software	3	18,176		(14,324)		3,852
Total finite-lived intangible assets		107,204		(43,625)		63,579
Liquor licenses	Indefinite	5,245		—		5,245
Total intangible assets		112,449		(43,625)		68,824
Goodwill		747,943		—		747,943
Total goodwill and intangible assets		$	860,392	$	(43,625)	$	816,767

Amortization expense for finite-lived intangible assets was $6.7 million, $10.0 million, and $11.3 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Liquor license assets have been classified as indefinite-lived intangible assets and accordingly, are not subject to amortization. There were no impairments of goodwill or intangible assets during the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively.

The estimated future amortization expense related to finite-lived intangible assets as of December 28, 2019 is as follows (in thousands):


Fiscal 2020	$	5,877
Fiscal 2021	5,000
Fiscal 2022	4,159
Fiscal 2023	3,894
Fiscal 2024	3,893
Thereafter	18,609
Total	$	41,432

Long-term Debt

12 Months Ended

Dec. 28, 2019

Debt Disclosure [Abstract]

Long-term Debt

Long-Term Debt

Long-term debt consisted of the following (in thousands):


	December 28, 2019		December 29, 2018
Term loans:
First Lien Credit Agreement ⁽¹⁾	$	460,188	$	725,000
Second Lien Credit Agreement ⁽¹⁾	—		150,000
Revolving credit facility	—		—
Notes payable	246		—
Finance lease liability (see NOTE 4—Leases)	—		2,019
Long-term debt, gross	460,434		877,019
Less: Unamortized debt discounts and debt issuance costs ⁽¹⁾	(12,445)		(19,651)
Long-term debt, less unamortized debt discounts and debt issuance costs	447,989		857,368
Less: Current portion	(246)		(7,349)
Long-term debt, net	$	447,743	$	850,019

_______________________

(1)To conform with the current period presentation, unamortized debt discounts of $1.8 million and $1.5 million as of December 29, 2018 have been reclassified from “First Lien Credit Agreement” and “Second Lien Credit Agreement,” respectively, and included in “Unamortized debt discounts and debt issuance costs.” This reclassification had no impact on our consolidated financial statements for fiscal 2018.

First Lien Credit Agreement

On October 22, 2018, GOBP Holdings, Inc (“GOBP Holdings”), our wholly owned subsidiary, together with another of our wholly owned subsidiaries, entered into a first lien credit agreement (the “First Lien Credit Agreement”) with a syndicate of lenders for a $725.0 million senior term loan and a revolving credit facility for an amount up to $100.0 million, with a sub-commitment for a $35.0 million letter of credit and a sub-commitment for $20.0 million of swingline loans. Borrowings under the First Lien Credit Agreement are secured by substantially all the assets of the borrower subsidiary and its guarantors. The term loan proceeds were primarily used for retiring our prior first lien credit agreement and paying the dividends related to our 2018 recapitalization. As of December 28, 2019, we had standby letters of credit outstanding totaling $3.6 million under the First Lien Credit Agreement.

We are required to pay a quarterly commitment fee ranging from 0.25% to 0.50% on the daily unused amount of the commitment under the revolving credit facility based upon the leverage ratio defined in the agreement and certain criteria specified in the agreement. We are also required to pay fronting fees and other customary fees for letters of credit issued under the revolving credit facility. The interest rate for the revolving credit facility is determined based on a formula using certain market rates. No amounts were outstanding under the revolving credit facility as of December 28, 2019 and December 29, 2018.

On March 19, 2020, GOBP Holdings together with another of our wholly owned subsidiaries borrowed $90.0 million under the revolving credit facility, the proceeds of which are to be used as reserve funding for working capital needs as a precautionary measure in light of the economic uncertainty surrounding the current COVID-19 pandemic. See NOTE 14—Subsequent Events for additional information.

The First Lien Credit Agreement permits voluntarily prepayment on borrowings without premium or penalty. In connection with the closing of our IPO, we prepaid $248.0 million of principal and $3.8 million of interest on the outstanding term loan under the First Lien Credit Agreement on June 24, 2019 and elected to apply the prepayment against the remaining principal installments in the direct order of maturity. No further principal payment on the term loan under the First Lien Credit Agreement will be due until the maturity date of this term loan. The terms of the First Lien Credit Agreement include mandatory prepayment requirements on the term loan if certain conditions are met (as described in the First Lien Credit Agreement).

On July 23, 2019, GOBP Holdings together with another of our wholly owned subsidiaries entered into an incremental agreement (the “Incremental Agreement”) to amend the First Lien Credit Agreement. The Incremental Agreement refinanced the term loan outstanding under the First Lien Credit Agreement with a replacement $475.2 million senior secured term loan credit facility (the “First Replacement Term Loan”) with an applicable margin of 3.50% or 3.25% for Eurodollar loans and 2.50% or 2.25% for base rate loans, in each case depending on the public corporate family rating of GOBP Holdings. The interest rate on the First Replacement Term Loan was 5.24% as of December 28, 2019. The First Replacement Term Loan matured on October 22, 2025, which was the same maturity date as the prior term loan under our First Lien Credit Agreement. We wrote off debt issuance costs of $0.3 million and incurred debt modification costs of $0.2 million during the third quarter of fiscal 2019 in connection with this refinance.

On October 23, 2019, we prepaid an additional $15.0 million of principal on the First Replacement Term Loan.

On January 24, 2020, GOBP Holdings together with another of our wholly owned subsidiaries entered into an Incremental Agreement (the “Second Incremental Agreement”) which amended the First Lien Credit Agreement, dated October 22, 2018, and the original Incremental Agreement dated July 23, 2019, (jointly, the “Existing Credit Agreement”). See NOTE 14—Subsequent Events for additional information.

Second Lien Credit Agreement

On October 22, 2018, one of our wholly owned subsidiaries entered into a second lien credit agreement with a syndicate of lenders for a $150.0 million senior term loan. The proceeds were primarily used for retiring the prior second lien credit agreement and paying the dividends related to our 2018 recapitalization.

The term loan under the Second Lien Credit Agreement did not require minimum quarterly principal payment. The Second Lien Credit Agreement did require mandatory prepayment if certain conditions were met and permitted voluntarily prepayment on borrowings without premium or penalty.

On June 24, 2019, we terminated the Second Lien Credit Agreement and repaid in full the outstanding principal balance of $150.0 million and accrued interest of $3.6 million. In addition, we wrote off the remaining unamortized debt issuance costs of $3.8 million and loan discounts of $1.4 million on June 24, 2019.

Debt Covenant

The First Lien Credit Agreement contains certain customary representations and warranties, subject to limitations and exceptions, and affirmative and customary covenants. The First Lien Credit Agreement has the ability to restrict us from entering into certain types of transactions and making certain types of payments including dividends and stock repurchase and other similar distributions, with certain exceptions. Additionally, the revolving credit facility under our First Lien Credit Agreement is subject to a first lien secured leverage ratio of 7.00 to 1.00, tested quarterly if, and only if, the aggregate principal amount from the revolving facility, letters of credit (to the extent not cash collateralized or backstopped or, in the aggregate, not in excess of the greater of $10.0 million and the stated face amount of letters of credit outstanding on the closing date) and swingline loans outstanding and/or issued, as applicable, exceeds 35% of the total amount of the revolving credit facility commitments.

As of December 28, 2019, we were not subject to the first lien secured leverage ratio testing requirement. Additionally, we were in compliance with all applicable covenant requirements as of December 28, 2019 for our First Lien Credit Agreement.

Schedule of Principal Maturities

Principal maturities of debt as of December 28, 2019 are as follows (in thousands):


Fiscal 2020	$	246
Fiscal 2021	—
Fiscal 2022	—
Fiscal 2023	—
Fiscal 2024	—
Thereafter	460,188
Total	$	460,434

Interest Expense

Interest expense, net, consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Interest on term loan debt	$	45,259	$	52,569	$	46,235
Amortization of debt issuance costs	2,367		4,024		4,442
Interest on finance leases	263		117		122
Other	51		2		30
Interest income	(2,013)		(1,350)		(1,131)
Interest expense, net	$	45,927	$	55,362	$	49,698

Debt Extinguishment and Modification Costs

Debt extinguishment and modification costs consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Write off of debt issuance costs	$	4,110	$	3,459	$	1,258
Debt modification costs	150		1,794		208
Write off of loan discounts	1,374		—		—
Debt extinguishment and modification costs	$	5,634	$	5,253	$	1,466

Share-based Awards

12 Months Ended

Dec. 28, 2019

Share-based Payment Arrangement [Abstract]

Stockholders' Equity

Share-based Awards

Share-based Incentive Plans

The Globe Holding Corp. 2014 Stock Incentive Plan (the “2014 Plan”) became effective on October 21, 2014. Under the 2014 Plan, we granted stock options and restricted stock units (“RSUs”) to purchase shares of our common stock. Effective as of June 19, 2019, we terminated the 2014 Plan and as a result no further equity awards may be issued under the 2014 Plan. Any outstanding awards granted under the 2014 Plan will remain subject to the terms of the 2014 Plan and the applicable equity award agreements.

On June 4, 2019, our board of directors and stockholders approved the Grocery Outlet Holding Corp. 2019 Incentive Plan (the “2019 Plan”). An aggregate of 4,597,862 shares of common stock were reserved for issuance under the 2019 Plan. In addition, on the first day of each fiscal year beginning in fiscal 2020 and ending in fiscal 2029, the 2019 Plan provides for an annual automatic increase of the shares reserved for issuance in an amount equal to the positive difference between (i) 4% of the outstanding common stock on the last day of the immediately preceding fiscal year and (ii) the plan share reserve on the last day of the immediately preceding fiscal year, or a lesser number as determined by our board of directors. As of December 28, 2019, we had an aggregate of 3,100,124 shares of common stock reserved for issuance under the 2019 Plan.

Fair Value Determination

The fair value of stock option and RSU awards is determined as of the grant date. For time-based stock options, a Black-Scholes-Merton valuation model is utilized to estimate the fair value of the awards. For performance-based stock options, a Monte Carlo simulation approach implemented in a risk-neutral framework is utilized to estimate the fair value of the awards. For RSUs, the closing price of our common stock as reported on the grant date is utilized to estimate the fair value of the awards.

The respective valuation methods resulted in weighted-average grant date fair values for time-based stock options, performance-based stock options and RSUs granted during fiscal 2019, 2018 and 2017 as follows:


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Time-based stock options	$	7.61	$	2.96	$	2.31
Performance-based stock options	$	5.78	$	4.65	$	2.91
RSUs	$	27.13	$	10.36	$	7.72

The grant date fair value of time-based stock options awarded during fiscal 2019, 2018 and 2017 was estimated using the Black-Scholes-Merton valuation model with the following weighted-average assumptions:


	Fiscal Year Ended
	December 28, 2019			December 29, 2018			December 30, 2017
Exercise price	$	21.66		$	11.98		$	9.06
Volatility	30.2		%	35.0		%	50.0		%
Risk-free interest rate	1.9		%	2.6		%	1.5		%
Dividend yield	—		%	—		%	—		%
Expected term (in years)	6.83			2.80			2.50

Grant Activity

The following table summarizes stock option activity under all equity incentive plans during fiscal 2019, 2018 and 2017:


	Time-Based Options				Performance-Based Options
	Number of Options	Weighted-Average Exercise Price		Number of Options	Weighted-Average Exercise Price
Options outstanding at December 31, 2016	5,401,780	$	7.20	5,353,473	$	5.99
Granted	225,001	9.06		225,004	9.06
Exercised	(30,169)	7.13		—	—
Forfeitures	(67,776)	7.37		(52,617)	6.04
Options outstanding at December 30, 2017	5,528,836	$	7.27	5,525,860	$	6.11
Granted	334,535	11.98		334,536	11.98
Exercised	(2,946)	8.47		—	—
Forfeitures	(62,050)	8.10		(65,066)	6.81
Options outstanding at December 29, 2018⁽¹⁾	5,798,375	$	7.53	5,795,330	$	4.40
Granted	1,363,822	21.66		99,788	17.29
Exercised	(817,051)	7.21		—	—
Forfeitures	(101,479)	12.72		(117,997)	7.15
Options outstanding at December 28, 2019	6,243,667	$	10.57	5,777,121	$	4.57
Options vested and expected to vest at December 28, 2019 ⁽²⁾	6,243,667	$	10.57	5,777,121	$	4.57
Options exercisable at December 28, 2019	4,463,719	$	7.26	—	$	—

_______________________

(1)The decrease in weighted-average exercise price for outstanding performance-based options at December 29, 2018 is due to the dividend declared on October 22, 2018 pursuant to which all performance-based options outstanding at that date received a $2.10 downward adjustment to exercise price.

(2)No performance-based options are vested as of December 28, 2019. The number above reflects the 5.8 million unvested outstanding performance-based options. On February 3, 2020, in conjunction with a secondary offering, certain performance criteria were achieved resulting in the vesting of 4.1 million of these performance-based shares. In the first fiscal quarter of 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance-based shares. See NOTE 14—Subsequent Events for additional information.

The total intrinsic value of time-based stock options exercised was $20.8 million for fiscal 2019 and less than $0.1 million for each of fiscal 2018 and fiscal 2017. Intrinsic value represents the difference between the current fair value of the underlying stock and the exercise price of the stock option.

The following table summarizes RSU activity under all equity incentive plans during fiscal 2019, 2018 and 2017:


	Number of Shares	Weighted-Average Grant Date Fair Value
Unvested balance at December 31, 2016	54,118	$	7.33
Granted	46,686	7.72
Vested	—	—
Forfeitures	—	—
Unvested balance at December 30, 2017	100,804	$	7.51
Granted	34,200	10.36
Vested	(54,184)	7.39
Forfeitures	—	—
Unvested balance at December 29, 2018	80,820	$	8.80
Granted	195,135	27.13
Vested	(76,841)	18.06
Forfeitures	(8,242)	30.03
Unvested balance at December 28, 2019	190,872	$	22.89

Share-Based Compensation Expense

We recognize compensation expense for stock options and RSUs by amortizing the grant date fair value on a straight-line basis over the expected vesting period to the extent we determine the vesting of the grant is probable. We recognize share-based award forfeitures as they occur rather than estimating by applying a forfeiture rate.

Share-based compensation expense qualifying for capitalization was insignificant for each of the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017. Accordingly, no share-based compensation expense was capitalized during these years.

Time-Based Stock Options

We did not record compensation expense for time-based stock options grants prior to our IPO in June of fiscal 2019 because such time-based options were subject to a post-termination repurchase right by us until certain contingent events such as involuntary termination, a change in control, or an initial public offering occurred, and such contingent events were not deemed probable during fiscal 2018, 2017, or any other fiscal period prior to our IPO. As a result of this repurchase right feature, other than in limited circumstances, stock issued upon the exercise of these options could be repurchased at our discretion at the lower of fair value or the applicable exercise price. When the IPO occurred and the repurchase feature lapsed, this contingent event resulted in share-based compensation expense on these options being recorded. We recognized share-based compensation expense for prior service completed as of the IPO date and began recognizing the remaining unamortized share-based compensation expense related to these outstanding time-based options over the remaining service period.

During the fiscal year ended December 28, 2019, we recognized share-based compensation expense totaling $25.7 million for all outstanding time-based stock options, of which $24.3 million, related to those granted prior to the IPO. Unamortized compensation cost was $10.4 million as of December 28, 2019, which is expected to be amortized over a weighted average period of 3.45 years.

Performance-Based Stock Options

At December 28, 2019 we determined that the ultimate vesting of the 5,777,121 shares of outstanding performance-based stock options was not probable for all periods presented because the performance condition was not achieved, and, accordingly, we have not recognized any expense related to these awards for all periods presented. Unamortized compensation cost for these awards was $26.2 million as of December 28, 2019, which will be amortized over the remaining requisite service period if and when we determine that vesting is probable.

On February 3, 2020, in conjunction with a secondary offering, certain performance criteria were achieved resulting in the vesting of 4.1 million of the above noted performance-based shares. In the first fiscal quarter of 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance based shares. See NOTE 14—Subsequent Events for additional information.

Restricted Stock Units

Compensation expense for RSUs held by directors and employees was $2.1 million, $0.4 million, and $0.4 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Unamortized compensation expense for RSUs was $3.2 million as of December 28, 2019, which is expected to be amortized over a weighted average period of approximately 2.24 years.

Dividends

For time-based stock options and RSUs that were outstanding on the dividend dates of June 23, 2016 and October 22, 2018 and that are expected to vest in fiscal year 2019 and beyond, we intend to make dividend payments on these awards as such time-based options and RSUs vest. Pursuant to the 2014 Plan, if we are unable to make those payments, we may instead elect to reduce the per share exercise price of each such stock option by an amount equal to the dividend amount in lieu of making the applicable dividend payment. As such, our dividends are not considered declared and payable and are not accrued as a liability in our consolidated balance sheet as of December 28, 2019.

We paid $3.6 million of dividends during the fiscal year ended December 28, 2019, which was included in share-based compensation expense. Share-based compensation expense of $10.4 million for the fiscal year ended December 29, 2018, includes $8.7 million related to payment of the October 22, 2018 dividend and $1.3 million related to payment of the June 23, 2016 dividend on outstanding stock options that vested during fiscal 2018. Share-based compensation expense of $1.7 million for the fiscal year ended December 30, 2017 includes $1.3 million in payments related to the June 23, 2016 dividend for outstanding stock options that vested during fiscal 2017. The remaining share-based compensation expense in fiscal 2018 and 2017 related to RSU compensation expense.

Retirement Plans	12 Months Ended
Retirement Plans	Dec. 28, 2019
Retirement Benefits [Abstract]
Retirement Plans	Retirement Plans We make payments into the UFCW—Northern California Employers Joint Pension Trust Fund (the “Pension Fund”) and the UFCW—Benefits Trust Fund (“Benefits Fund”), multiemployer pension and welfare trusts, established for the benefit of union employees at two company operated stores under the terms of a collective bargaining agreement. We currently operate under a collective bargaining agreement that expired on September 6, 2019 and which is in the process of being renegotiated as of the filing date of this Annual Report on Form 10-K. Payments into the Pension Fund were $0.4 million, $0.4 million, and $0.5 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Payments into the Benefits Fund were $1.2 million, $1.1 million, and $1.5 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Such contributions represent less than 5% of the total contributions to the Fund. We paid no surcharges to the Fund. We do not have future obligations to contribute to the Benefits Fund upon termination of the collective bargaining agreement. The risks of participating in a multiemployer pension plan are different from single-employer pension plans in the following aspects: a.Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. b.If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. c.If we stop participating in its multiemployer pension plan, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. The following information represents our participation in the plan for the annual period ended December 30, 2018, the latest available information from the Fund. All such information is based on information we received from the plan. The Fund’s Employer Identification Number and Plan Number is 946313554-001. Under the provisions of the Pension Protection Act (PPA) zone status, the Fund was in critical status during the Plan year. Among other factors, generally, plans in critical status are less than 65 percent funded. In an effort to improve the Plan’s funding situation, the trustees adopted a rehabilitation plan on July 8, 2010. The rehabilitation plan changes the benefits for participants who retire and commence a pension on or after January 1, 2012, and changes future benefit accruals earned on or after January 1, 2012. Except in limited circumstances, the pensions of participants and beneficiaries whose pension effective date is before January 1, 2012, is not affected. For our nonunion employees, we offer the following plans: a.A defined contribution retirement plan for warehouse employees, which requires an annual contribution of 15% of eligible salaries. The defined contribution retirement plan is available to nonunion employees who meet certain service criteria. b.A noncontributory profit-sharing plan for administrative personnel under which the board of directors may authorize an annual contribution of up to 15% of eligible salaries. The profit-sharing plan is available to nonunion employees who meet certain service criteria. We expensed $4.4 million, $3.6 million and $3.3 million for contributions to these two plans for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. c.A 401(k) retirement plan for warehouse employees, which is available to those employees who meet certain service criteria d.A 401(k) retirement plan for administrative personnel, which is available to those employees who meet certain service criteria. e.We are not obligated to match any employee contributions for the 401(k) retirement plans. For certain employees who meet certain service criteria, we have a 401(k) retirement plan under which we will match employee contributions at a rate of 35% of each participating employee’s contributions, not to exceed 6% of wages. We expensed an insignificant amount for contributions to this plan for each of the fiscal years ending December 28, 2019, December 29, 2018, and December 30, 2017, respectively.

Income Taxes

12 Months Ended

Dec. 28, 2019

Income Tax Disclosure [Abstract]

Income Taxes

Tax Cuts and Jobs Act

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35 percent to 21 percent; (2) eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized; (3) creating a new limitation on deductible interest expense; (4) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017; and (5) expanding bonus depreciation to allow full expensing of qualified property.

We recognized a provisional tax benefit of $5.4 million associated with the Tax Act in our consolidated financial statements for the fiscal year ended December 30, 2017, which was associated with the re-measurement of our deferred tax assets and liabilities. During the fiscal year ended December 29, 2018, we finalized our accounting for the impacts of the Tax Act and recorded an immaterial measurement period adjustment associated with the re-measurement of our deferred tax assets and liabilities.

Components of income tax expense

Income before income taxes consisted entirely of income from domestic operations of $16.8 million, $21.9 million, and $25.8 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively.

The components of income tax expense consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Current:
Federal	$	52	$	(200)	$	237
State	439		353		189
Total current	491		153		426
Deferred:
Federal	247		4,523		2,928
State	625		1,308		1,817
Total deferred	872		5,831		4,745
Income tax expense	$	1,363	$	5,984	$	5,171

Statutory rate reconciliation

A reconciliation of the U.S. federal statutory income tax rate to our effective income tax rate is as follows:


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Taxes at federal statutory rates	21.0	%	21.0	%	35.0	%
Effect of change in federal tax rate	—	%	—	%	(21.1)	%
State income taxes net of federal benefit	5.2	%	6.0	%	5.1	%
Excess tax benefits from exercise and vest of share-based awards	(21.4)	%	—	%	—	%
Other	3.3	%	0.4	%	1.1	%
Effective income tax rate	8.1	%	27.4	%	20.1	%

Deferred income taxes

Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

Significant components of our deferred tax assets and liabilities were as follows (in thousands):


	December 28, 2019		December 29, 2018
Deferred tax assets:
Accrued compensation	$	3,411	$	2,594
Share-based compensation expense	6,323		—
Inventory	4,216		3,553
Transaction costs	1,334		1,520
Deferred rent	—		12,530
Lease liability obligation	221,747		—
Net operating loss and other carryforwards	24,936		25,781
Reserves and allowances	3,974		4,056
Interest expense carryforward	1,103		3,862
Other	1,176		1,181
Total deferred tax assets	268,220		55,077
Deferred tax liabilities:
Prepaid expenses	(1,042)		(733)
Depreciation and amortization	(43,213)		(36,271)
Intangible assets	(8,417)		(9,073)
Right-of-use assets	(203,065)		—
Goodwill	(27,230)		(21,897)
Debt transaction costs	(1,273)		(2,238)
Total deferred tax liabilities	(284,240)		(70,212)
Net deferred tax liabilities	$	(16,020)	$	(15,135)

We have net operating loss carryforwards of $101.4 million for federal income tax purposes and $15.1 million for state income tax purposes, which begin to expire in 2032. Certain tax attributes, which begin to expire in 2032, are subject to an annual limitation as a result of our acquisition of GOBP Holdings, Inc. (“GOBP Holdings”), our wholly owned subsidiary, which constitutes a change in ownership as defined under Internal Revenue Code Section 382. Based on our analysis, our projected net operating losses to be utilized in future years will not be affected by this annual limitation.

Our policy is to include interest and penalties associated with uncertain tax positions within income tax expense and include accrued interest and penalties with the related income tax liability on our consolidated balance sheets. To date, we have not recognized any interest and penalties in our consolidated statements of operations and comprehensive income, nor have we accrued for or made payments for interest and penalties. As of December 28, 2019 and December 29, 2018, we had no uncertain tax positions and do not anticipate any changes to our uncertain tax positions within the next 12 months.

We are subject to taxation in the United States and various state jurisdictions. As of December 28, 2019, our tax returns remain open to examination by the tax authorities for tax years 2009 to 2019 for US federal and for various state jurisdictions.

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 28, 2019
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions We leased property from entities affiliated with certain of our non-controlling stockholders for 15 store locations and one warehouse location as of December 28, 2019, and for 16 store locations and one warehouse location as of December 29, 2018. These entities received aggregate annual lease payments from us of $6.1 million and $6.6 million in fiscal 2019 and fiscal 2018, respectively. We have business contracts with two portfolio companies of the H&F Investor, The Ultimate Software Group, Inc. and HUB International Limited. Payments to these two portfolio companies totaled $0.7 million, $0.3 million, and $0.3 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. We offer interest-bearing notes to IOs and the gross operating notes and receivables due from these entities was $37.7 million and $27.8 million as of December 28, 2019 and December 29, 2018, respectively. See NOTE 2—Independent Operator Notes and Receivables for additional information.

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 28, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies We are involved from time to time in claims, proceedings, and litigation arising in the normal course of business. We do not believe the impact of such litigation will have a material adverse effect on our consolidated financial statements taken as a whole.

Earnings Per Share

12 Months Ended

Dec. 28, 2019

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share Attributable to Common Stockholders

A reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share attributable to common stockholders is as follows (dollars and shares in thousands, except per share amounts):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Numerator
Net income attributable to common stockholders	$	15,419	$	15,868	$	20,601
Denominator
Weighted-average shares of common stock ⁽³⁾	79,044		68,473		68,232
Effect of dilutive RSUs	42		73		100
Effect of dilutive options	2,777		—		—
Weighted-average shares of common stock - diluted ^{(1) (2) (3)}	81,863		68,546		68,332
Earnings per share attributable to common stockholders:
Basic ⁽³⁾	$	0.20	$	0.24	$	0.30
Diluted ⁽³⁾	$	0.19	$	0.23	$	0.30

_______________________

(1)As discussed in NOTE 7—Share-based Awards, we determined that the ultimate vesting of the 5.8 million shares of performance-based stock options is not probable for all periods presented. Accordingly, these options are not included in the weighted-average diluted shares for all periods presented as the ultimate vesting of the performance options was deemed an unresolved contingent event. If and when vesting occurs, any vested performance-based options will be included in the weighted-average dilutive shares at that time.

On February 3, 2020, in conjunction with a secondary offering, certain performance criteria were achieved resulting in the vesting of 4.1 million of the above noted performance-based shares. In the first quarter of fiscal 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance-based shares. See NOTE 14—Subsequent Events for additional information.

(2)The weighted-average diluted shares for the fiscal year ended December 29, 2018 and December 30, 2017 did not include time-based stock options because such options were subject to a post-termination repurchase right by us until the occurrence of a qualifying contingent event occurred (involuntary termination, change in control or initial public offering), and the occurrence of such an event was not deemed probable. Upon the completion of our IPO in June of fiscal 2019, a qualifying contingent event had occurred and therefore time-based stock options were included in the weighted-average diluted shares for the fiscal year ended December 28, 2019. See NOTE 7—Share-based Awards for additional information.

(3)On June 6, 2019, we effected a 1.403 for 1 forward stock split. All share amounts and per share disclosures for all periods presented have been adjusted retroactively for the impact of this forward stock split.

The following weighted-average common share equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive (in thousands):


	Fiscal Year Ended
	December 28, 2019	December 29, 2018	December 30, 2017
RSUs	50	—	—
Time-based stock options	682	—	—
Total	732	—	—

Selected Quarterly Financial Data (unaudited)

12 Months Ended

Dec. 28, 2019

Quarterly Financial Information Disclosure [Abstract]

Selected Quarterly Financial Data (unaudited)

Selected unaudited summarized quarterly financial information for fiscal 2019 and 2018 was as follows (in thousands, except per share data):


	First Quarter		Second Quarter		Third Quarter		Fourth Quarter
Fiscal 2019
Net sales	$	606,271	$	645,289	$	652,540	$	655,517
Gross Profit	187,017		198,720		201,087		200,278
Income from operations	21,656		5,735		23,948		17,004
Net income (loss)	3,774		(10,632)		12,445		9,832
Basic earnings per share	$	0.06	$	(0.15)	$	0.14	$	0.11
Diluted earnings per share	$	0.06	$	(0.15)	$	0.13	$	0.11
Fiscal 2018
Net sales	$	550,558	$	575,058	$	576,843	$	585,201
Gross Profit	168,569		175,115		175,548		176,165
Income from operations	20,521		24,007		24,088		13,851
Net income (loss)	5,525		7,286		7,669		(4,612)
Basic earnings per share	$	0.08	$	0.11	$	0.11	$	(0.07)
Diluted earnings per share	$	0.08	$	0.11	$	0.11	$	(0.07)

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 28, 2019
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Second Incremental Agreement On January 24, 2020, GOBP Holdings, Inc. (“GOBP Holdings”), our wholly owned subsidiary, together with another of our wholly owned subsidiaries, entered into an Incremental Agreement (the “Second Incremental Agreement”) which amended the First Lien Credit Agreement dated October 22, 2018, as amended by the first Incremental Agreement dated July 23, 2019, (jointly, the “Existing Credit Agreement”). See NOTE 6—Long-term Debt for additional information on the Existing Credit Agreement. The Second Incremental Agreement refinanced the term loans under the Existing Credit Agreement with a replacement $460.0 million senior secured term loan credit facility (the “Second Replacement Term Loan”) with an applicable margin of 2.75% for Eurodollar loans and 1.75% for base rate loans, and made certain other corresponding technical changes and updates to the Existing Credit Agreement (collectively, as amended, the “Amended Credit Agreement”). The Second Replacement Term Loan matures on October 22, 2025, which is the same maturity date as provided under the Existing Credit Agreement. Other than as described above, the loans under the Amended Credit Agreement continue to have the same terms as provided under the Existing Credit Agreement. Additionally, the parties to the Amended Credit Agreement continue to have the same obligations set forth in the Existing Credit Agreement. Secondary Offering of Shares of Common Stock On February 3, 2020, certain selling stockholders completed a secondary public offering of shares of our common stock. We did not receive any of the proceeds from the sale of these shares by the selling stockholders. We incurred offering costs payable by us of $1.1 million. We received $1.4 million in cash (excluding withholding taxes) in connection with the exercise of 191,470 options by certain stockholders participating in this secondary public offering. In conjunction with this secondary offering, certain performance criteria were achieved for outstanding performance-based stock options (see NOTE 7—Share-based Awards for additional information on the performance-based shares) resulting in the vesting of 4.1 million of the above noted performance-based shares. In the first fiscal quarter of 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance-based shares. COVID-19 On March 11, 2020, the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic and recommended containment and mitigation measures worldwide. As of the date of this filing, grocery stores are considered essential businesses in states that have enacted shelter in place requirements and are able to continue operating. However, we expect that our IOs may face staffing challenges so long as school closures and COVID-19-related concerns exist. In addition, certain inventory items such as water, beans and bread as well as key cleaning supplies and protective equipment have been, and may continue to be, in short supply. These factors could impact the ability of stores to operate normal hours of operation or have sufficient inventory at all times which may disrupt our business and negatively impact our financial results. Further, planned construction and opening of new stores may be negatively impacted due to shelter in place requirements and the closure of government offices in certain areas. We cannot reasonably estimate the length or severity of this pandemic, but it could have a material adverse impact on our consolidated financial position, consolidated results of operations, and consolidated cash flows in fiscal 2020. Borrowing Under Revolving Credit Facility On March 19, 2020, GOBP Holdings together with another of our wholly owned subsidiaries borrowed $90.0 million under the revolving credit facility feature of our First Lien Credit Agreement (the “Revolving Credit Facility Loan”), the proceeds of which are to be used as reserve funding for working capital needs as a precautionary measure in light of the economic uncertainty surrounding the current COVID-19 pandemic. The revolving credit facility loan may be paid and reborrowed at any time. The interest rate on the revolving credit facility loan is 4.43%. Interest on the revolving credit facility loan is due and payable at the end of each continuation period, and the outstanding principal on the revolving credit facility loan is due and payable on October 23, 2023, the maturity date of the revolving credit facility. See NOTE 6—Long-term Debt for additional information about the revolving credit facility and First Lien Credit Agreement.

Schedule I—Condensed Financial Information of Registrant

12 Months Ended

Dec. 28, 2019

Condensed Financial Information Disclosure [Abstract]

Schedule I—Condensed Financial Information of Registrant

GROCERY OUTLET HOLDING CORP.

CONDENSED BALANCE SHEETS

(PARENT COMPANY ONLY)

(in thousands, except share and per share amounts)


	December 28, 2019		December 29, 2018
Assets
Current assets:
Other current assets	$	—	$	497
Total current assets	—		497
Investment in wholly owned subsidiary	746,628		300,922
Total assets	$	746,628	$	301,419
Liabilities and Stockholders’ Equity
Intercompany payable	$	1,244	$	1,468
Total liabilities	1,244		1,468
Stockholders’ equity:
Capital stock:
Voting common stock, par value $0.001, 500,000,000 and 107,536,215 shares authorized, respectively; 89,005,062 and 67,435,288 shares issued and outstanding, respectively	89		67
Nonvoting common stock, par value $0.001, 0 and 17,463,785 shares authorized, respectively; 0 and 1,038,413 shares issued and outstanding, respectively	—		1
Series A Preferred stock, par value $0.001, 50,000,000 and 1 share authorized, respectively; 0 and 1 share issued and outstanding, respectively	—		—
Additional paid-in capital	717,282		287,457
Retained earnings	28,013		12,426
Total stockholders’ equity	745,384		299,951
Total liabilities and stockholders’ equity	$	746,628	$	301,419

See Notes to Condensed Financial Statements (Parent Company Only)

GROCERY OUTLET HOLDING CORP.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(PARENT COMPANY ONLY)

(in thousands)


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Operating expenses	$	273	$	216	$	181
Operating loss	(273)		(216)		(181)
Loss before equity in net income of subsidiary	(273)		(216)		(181)
Equity in net income of subsidiary, net of tax	15,692		16,084		20,782
Net income and comprehensive income	$	15,419	$	15,868	$	20,601

See Notes to Condensed Financial Statements (Parent Company Only)

GROCERY OUTLET HOLDING CORP.

CONDENSED STATEMENTS OF CASH FLOWS

(PARENT COMPANY ONLY)

(in thousands)


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Cash flows from operating activities:
Net income	$	15,419	$	15,868	$	20,601
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in net income of subsidiary	(15,692)		(16,084)		(20,782)
Dividend received from subsidiary (return on capital)	—		27,351		—
Changes in operating assets and liabilities:
Other current assets	497		(497)		—
Net cash provided by (used in) operating activities	224		26,638		(181)
Cash flows from investing activities:
Investment in subsidiary	(402,050)		—		—
Dividend received from subsidiary (return of capital)	—		126,236		—
Net cash provided by (used in) investing activities	(402,050)		126,236		—
Cash flows from financing activities:
Intercompany payables	(409)		718		353
Proceeds from initial public offering, net of underwriting discounts	407,666		—		—
Proceeds from exercise of share-based compensation awards	4,444		29		—
Payments related to net settlement of share-based compensation awards	(2,813)		(34)		(172)
Other direct costs paid related to the initial public offering	(7,062)		—		—
Dividend paid to shareholders	—		(153,587)		—
Net cash provided by (used in) financing activities	401,826		(152,874)		181
Net increase (decrease) in cash and cash equivalents	—		—		—
Cash and cash equivalents at beginning of period	—		—		—
Cash and cash equivalents at end of period	$	—	$	—	$	—

See Notes to Condensed Financial Statements (Parent Company Only)

GROCERY OUTLET HOLDING CORP.

NOTES TO CONDENSED FINANCIAL STATEMENTS (PARENT COMPANY ONLY)

NOTE 1—Description of Grocery Outlet Holding Corp.

Grocery Outlet Holding Corp. (the “Parent Company”) owns 100% of Globe Intermediate Corp. (“Intermediate”), which owns 100% of GOBP Holdings, Inc. (“GOBP Holdings”), which owns 100% of GOBP Midco, Inc. (“Midco”), which owns 100% of Grocery Outlet Inc. (“GOI”), a high-growth, extreme value retailer of quality, name-brand consumables and fresh products sold through a network of independently operated stores.

The Parent Company was incorporated in Delaware on September 11, 2014 and became the ultimate parent of GOI on October 7, 2014. The Parent Company has no operations or significant assets or liabilities other than its investment in Intermediate. Accordingly, the Parent Company is dependent upon distributions from Intermediate to fund its limited, non-significant operating expenses. However, GOBP Holdings’ and GOI’s ability to pay dividends or lend to Intermediate or the Parent Company is limited under the terms of various debt agreements.

Intermediate and GOBP Holdings are parties to credit facilities that contain covenants limiting the Parent Company's ability and the ability of its restricted subsidiaries to, among other things: pay dividends or distributions, repurchase equity, prepay junior debt and make certain investments; incur additional debt or issue certain disqualified stock and preferred stock; incur liens on assets; merge or consolidate with another company or sell all or substantially all assets; enter into transactions with affiliates; and enter into agreements that would restrict its subsidiaries to pay dividends or make other payments to the Parent Company. Due to the aforementioned qualitative restrictions, substantially all of the assets of the Parent Company's subsidiaries are restricted. These covenants are subject to important exceptions and qualifications as described in such credit facilities.

NOTE 2—Basis of Presentation

The accompanying condensed financial statements (parent company only) include the accounts of the Parent Company and its investment in Intermediate, accounted for in accordance with the equity method, and do not present the financial statements of the Parent Company and its subsidiary on a consolidated basis. These parent company only financial statements should be read in conjunction with the Parent Company's consolidated financial statements and notes thereto, included elsewhere in this Annual Report on Form 10-K.

On June 6, 2019, the Parent Company effected a 1.403 for 1 forward stock split. All share amounts and per share disclosures for all periods presented have been adjusted retroactively for the impact of this forward stock split.

NOTE 3—Dividends from Subsidiaries

The Parent Company received a dividend from Intermediate of $153.6 million on October 22, 2018 for the fiscal year ended December 29, 2018. This dividend has been reflected as a reduction to investment in wholly owned subsidiary in the accompanying condensed financial statements. On the same date, the Parent Company declared a dividend of $153.6 million to holders of its common stock. This dividend has been reflected as a $27.4 million return on capital and a $126.2 million return of capital in the accompanying condensed financial statements.

NOTE 4—Initial Public Offering

In June 2019, we completed an initial public offering (“IPO”) of 19,765,625 shares of our common stock at a public offering price of $22.00 per share for net proceeds of $407.7 million, after deducting underwriting discounts and commissions of $27.1 million. We also incurred offering costs payable by us of $7.2 million. The shares of common stock sold in the IPO and the net proceeds from the IPO included the full exercise of the underwriters’ option to purchase additional shares.

NOTE 5—Subsequent Events

Secondary Offering of Shares of Common Stock

On February 3, 2020, certain selling stockholders completed a secondary public offering of shares of our common stock. We did not receive any of the proceeds from the sale of these shares by the selling stockholders. We incurred offering costs payable by us of $1.1 million. We received $1.4 million in cash (excluding withholding taxes) in connection with the exercise of 191,470 options by certain stockholders participating in this secondary public offering.

In conjunction with this secondary offering, certain performance criteria were achieved for outstanding performance-based stock options resulting in the vesting of 4.1 million of the above noted performance-based shares. In the first fiscal quarter of 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance-based shares.

COVID-19

On March 11, 2020, the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic and recommended containment and mitigation measures worldwide. As of the date of this filing, grocery stores are considered essential businesses in states that have enacted shelter in place requirements and are able to continue operating. However, we expect that our IOs may face staffing challenges so long as school closures and COVID-19-related concerns exist. In addition, certain inventory items such as water, beans and bread as well as key cleaning supplies and protective equipment have been, and may continue to be, in short supply. These factors could impact the ability of stores to operate normal hours of operation or have sufficient inventory at all times which may disrupt our business and negatively impact our financial results. Further, planned construction and opening of new stores may be negatively impacted due to shelter in place requirements and the closure of government offices in certain areas. We cannot reasonably estimate the length or severity of this pandemic, but it could have a material adverse impact on our consolidated financial position, consolidated results of operations, and consolidated cash flows in fiscal 2020.

Organization and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 28, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Our consolidated financial statements include the accounts of Grocery Outlet Holding Corp. and its wholly owned subsidiaries. All intercompany balances and transactions were eliminated. In the opinion of management, these consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the periods presented. Certain prior period amounts in the consolidated statements of cash flows have been reclassified to conform to the current period presentation.
Use of Estimates	The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results can differ from these estimates depending upon certain risks and uncertainties, and changes in these estimates are recorded when known.
Segment Reporting	We manage our business as one operating segment. All of our sales were made to customers located in the United States and all property and equipment is located in the United States.
Cash and Cash Equivalents	We consider all highly liquid investments, purchased with original maturities of three months or less, to be cash equivalents. All cash equivalents are unrestricted and available for immediate use.
Allowance for Independent Operator (“IO”) Receivables and Notes and Other Accounts Receivable	We maintain allowances and accruals for estimated losses of amounts advanced to independent operators and other third parties determined to be uncollectible. See NOTE 2—Independent Operator Notes and Receivables for additional information.
Concentration of Credit Risk	Financial instruments which potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts and notes receivable. Although we deposit our cash with creditworthy financial institutions, our deposits typically exceed federally insured limits. To date, we have not experienced any losses on our cash deposits. No single customer or independent operator represented more than 10% of net sales for the years ended December 28, 2019, December 29, 2018 and December 30, 2017. No single customer or independent operator represented more than 10% of accounts receivable or notes receivable as of December 28, 2019 and December 29, 2018.
Merchandise Inventories	Merchandise inventories are valued at the lower of cost or net realizable value. Cost is determined by the first-in, first-out weighted-average cost method for warehouse inventories and the retail inventory method for store inventories. We provide for estimated inventory losses between physical inventory counts based on historical averages. This provision is adjusted periodically to reflect the actual shrink results of the physical inventory counts.
Property and Equipment	Property and equipment is stated at cost less accumulated depreciation and includes expenditures for significant improvements to leased premises. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, generally ranging from three to 15 years. Amortization of leasehold improvements is calculated based on the shorter of their estimated useful life or the remaining terms of the lease. Remaining lease terms currently range from one to 19 years.We evaluate events and changes in circumstances that could indicate carrying amounts of long-lived assets, including property and equipment, may not be recoverable. When such events or changes in circumstances occur, we assesses the recoverability of long-lived assets by determining whether or not the carrying value of such assets will be recovered through undiscounted future cash flows derived from their use and eventual disposition. For purposes of this assessment, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, primarily at an individual store level. If the sum of the undiscounted future cash flows is less than the carrying amount of an asset, we record an impairment loss for the amount by which the carrying amount of the asset exceeds its fair value. The estimated fair value of the asset or asset group is based on the estimated discounted future cash flows of the asset or asset group using a discount rate commensurate with the related risk.
Leases	We adopted Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases (Topic 842), and all subsequent amendments, effective December 30, 2018 using the modified retrospective approach under which we recorded the cumulative effect of transition as of the effective date and did not restate comparative periods. Under this transition method we determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets, current lease liabilities, and long-term lease liabilities on the consolidated balance sheets. Finance leases are included in other assets, current lease liabilities, and long-term lease liabilities on our consolidated balance sheets.Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease over the same term. Right-of-use assets and liabilities are recognized at commencement date based on the present value of the lease payments over the lease term, reduced by landlord incentives. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is estimated to approximate the interest rate on a collateralized basis with similar terms and payments based on the information available at the commencement date to determine the present value of our lease payments. The right-of-use assets also exclude lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Amortization of finance lease right-of-use assets, interest expense on finance lease liabilities and operating and financing cash flows for finance leases are immaterial.We have lease agreements with retail facilities for store locations, distribution centers, office space and equipment with lease and non-lease components, which are accounted for separately. Leases with an initial term of 12 months or less are not recorded on the balance sheet; lease expense for these leases is recognized on a straight-line basis over the lease term. The short-term lease expense is reflective of the short-term lease commitments on a go-forward basis. We sublease certain real estate to unrelated third parties under non-cancelable leases and the sublease portfolio consists of operating leases for retail stores.
Goodwill and Other Intangible Assets	We have both goodwill and intangible assets recorded on our consolidated balance sheets. Goodwill represents the difference between the purchase price and the fair value of assets and liabilities acquired in a business combination. Goodwill is not amortized, but rather is subject to an annual impairment evaluation which is performed during our fourth quarter or when events or changes in circumstances indicate that the value of goodwill may be impaired. Our impairment evaluation of goodwill consists of an initial qualitative assessment of our reporting unit to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than its carrying value. If it is concluded that this is the case, a quantitative evaluation, based on discounted cash flows, is performed which requires us to estimate future cash flows, growth rates and economic and market conditions. If the quantitative evaluation indicates that goodwill is not recoverable, an impairment loss is calculated and recognized during that period. Measurement of such an impairment loss would be based on the excess of the carrying amount over fair value. There were no goodwill impairment charges recorded during the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017. There were no changes in the carrying amount of goodwill for the fiscal years ended December 28, 2019 and December 29, 2018. Intangible assets include trademarks, computer software and customer lists. Trademarks represent the value of all our trademarks and trade names in the marketplace. We are amortizing the value assigned to the trade names on a straight-line basis over 15 years. Computer software includes both acquired software and eligible costs to develop internal-use software that are incurred during the application development stage. These assets are amortized over their estimated useful lives of three years. Customer lists are amortized over their estimated useful lives of five years. We review our intangible assets for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. If the carrying amount of the intangible assets are not recoverable, the impairment is measured as the amount by which the carrying value of the intangible asset exceeds its fair value. There were no impairments of intangible assets recognized during the fiscal years ended December 28, 2019, December 29, 2018 and December 30, 2017.
Fair Value Measurements	Fair value is defined as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value of financial instruments is categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is measured using inputs from the three levels of the fair value hierarchy, which are described as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 — Unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions when pricing the financial instruments. For example, cash flow modeling inputs based on management's assumptions. The assets’ or liabilities’ fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The fair value framework requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There were no assets or liabilities measured at fair value on a recurring or nonrecurring basis as of December 28, 2019 or December 29, 2018. There were no transfers of assets or liabilities between levels within the fair value hierarchy as of December 28, 2019 or December 29, 2018. Our financial assets and liabilities are carried at cost, which approximates their fair value, as described below: Cash and cash equivalents, IO receivables, other accounts receivable and accounts payable — The carrying value of such financial instruments approximates their fair value due to factors such as their short-term nature or their variable interest rates. Independent operator notes receivable (net) — The carrying value of such financial instruments approximates their fair value.Notes payable and term loans — The carrying value of such financial instruments approximates their fair value since the stated interest rates approximates market rates for loans with similar terms for borrowers with similar credit profiles. However, in accordance with Accounting Standards Codification (“ASC”) Topic 825, Financial Instruments, the fair values of our term loans as of December 28, 2019 and December 29, 2018 are set forth below.
Revenue Recognition	Net Sales — We recognize revenue from the sale of products at the point of sale, net of any taxes or deposits collected and remitted to governmental authorities. Our performance obligations are satisfied upon the transfer of goods to the customer, at the point of sale, and payment from customers is also due at the time of sale. Discounts provided to customers by us are recognized at the time of sale as a reduction in sales as the products are sold. Discounts provided by independent operators are not recognized as a reduction in sales as these are provided solely by the independent operator who bears the incremental costs arising from the discount. We do not accept manufacturer coupons. We do not have any material contract assets or receivables from contracts with customers, any revenue recognized in the current year from performance obligations satisfied in previous periods, any performance obligations, or any material costs to obtain or fulfill a contract as of December 28, 2019 and December 29, 2018. Gift Cards — We record a deferred revenue liability when a Grocery Outlet gift card is sold. Revenue related to gift cards is recognized as the gift cards are redeemed, which is when we have satisfied our performance obligation. While gift cards are generally redeemed within 12 months, some are never fully redeemed. We reduce the liability and recognize revenue for the unused portion of the gift cards (“breakage”) under the proportional method, where recognition of breakage income is based upon the historical run-off rate of unredeemed gift cards.Cost of sales includes, among other things, merchandise costs, inventory markdowns, shrink and transportation, distribution and warehousing costs, including depreciation.
Marketing and Advertising Expenses	Costs for store promotions, newspaper, television, radio and other media advertising are expensed at the time the promotion or advertising takes place. Advertising costs are included in selling, general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income and amounted to approximately $26.2 million, $21.2 million and $20.8 million, respectively, in the years ended December 28, 2019, December 29, 2018 and December 30, 2017.
Share-based Awards	We estimate the fair value of stock option awards subject to only a service condition on the date of grant using the Black-Scholes-Merton valuation model. The Black-Scholes-Merton model requires the use of certain input assumptions. Because we completed our IPO during the current fiscal year, we have limited historical exercise data from which to derive such input assumptions, including an option's expected term and the price volatility of the underlying stock. Consequently, we determine the expected term using an accepted, simplified formula which derives an expected term by taking the sum of the contractual term and adding the length of the vesting period and dividing by two. We estimate stock price volatility for our common stock by taking the average historic price volatility for industry peers based on daily price observations over a period equivalent to the expected term of the stock option grants. Industry peers consist of several public companies in our industry which are of similar size, complexity and stage of development. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury implied yield at the date of grant. We estimate the fair value of share-based payment awards subject to both a market condition and a performance condition on the date of grant using a Monte Carlo simulation approach implemented in a risk-neutral framework. We estimate the fair value of restricted stock units based upon the closing price of our common stock as reported on the date of grant. We recognize compensation expense for share-based payment awards with only a service condition on a straight-line basis over the requisite service period, which is generally the award’s vesting period. Vesting of these awards is accelerated for certain employees in the event of a change in control. Compensation expense for share-based payment awards subject to vesting based upon the achievement of a performance condition is recognized on a graded-vesting basis at the time the achievement of the performance condition becomes probable. We recognize share-based award forfeitures as they occur rather than estimating by applying a forfeiture rate. While we recognize share-based compensation expense over the performance period and/or requisite service period based on the fair market value of the award as of the grant date, we will not know the actual amount of tax benefit an award will generate until such award is exercised (or vested for RSUs). Until such award is exercised (or vested for RSUs) we assume that the amount ultimately recognized for tax purposes is the same amount we are currently recognizing in our operating results, that is for “book” purposes. Consequently, our deferred tax asset related to share-based compensation expense, which totaled $6.3 million as of December 28, 2019, is based on each qualifying award’s grant date fair value rather than the award’s to-be-determined exercise date intrinsic value (or vesting date fair value). For our fiscal year ended December 28, 2019, the difference between the grant date fair value and the exercise or vest date intrinsic value totaled $17.0 million. If the share price for our common stock were to depreciate for a sustained period of time, we could be required to recognize a tax benefit shortfall. Such shortfalls could have a material effect on our cash flows and financial results. See NOTE 7—Share-based Awards and NOTE 9—Income Taxes for additional information.
Income Taxes	Income taxes are accounted for using an asset and liability approach that requires recognition of deferred tax assets and liabilities for expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. In estimating future tax consequences, all expected future events are considered, other than changes in the tax law. A valuation allowance is established, when necessary, to reduce net deferred income tax assets to the amount expected to be realized. We have not recorded any valuation allowances against our deferred income tax balances for the fiscal years ended December 28, 2019 and December 29, 2018. Significant items comprising our future tax benefits and liabilities (deferred tax assets and liabilities) include net operating losses, depreciation and amortization, goodwill, intangible assets, lease liability obligations and right-of-use assets.We recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. We record uncertain tax positions in accordance with ASC Topic 740, Income Taxes, on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.
Variable interest entities	We assess at each reporting period whether or not we are considered the primary beneficiary of a variable interest entity (“VIE”) and therefore required to consolidate the financial results of the VIE in our consolidated financial statements. Determining whether to consolidate a VIE may require judgment in assessing (i) whether an entity is a VIE, and (ii) if a reporting entity is a VIE’s primary beneficiary. A reporting entity is determined to be a VIE’s primary beneficiary if it has the power to direct the activities that most significantly impact a VIE’s economic performance and the obligation to absorb losses or rights to receive benefits that could potentially be significant to a VIE. We had 342, 308 and 283 stores operated by independent operators as of December 28, 2019, December 29, 2018 and December 30, 2017, respectively. We have agreements in place with each independent operator. The independent operator orders its merchandise exclusively from us which is provided to the independent operator on consignment. Under the independent operator agreement, the independent operator may select a majority of merchandise that we consign to the independent operator, which the independent operator chooses from our merchandise order guide according to the independent operator’s knowledge and experience with local customer purchasing trends, preferences, historical sales and similar factors. The independent operator agreement gives the independent operator discretion to adjust our initial prices if the overall effect of all price changes at any time comports with the reputation of our Grocery Outlet retail stores for selling quality, name-brand consumables and fresh products and other merchandise at extreme discounts. Independent operators are required to furnish initial working capital and to acquire certain store and safety assets. The independent operator is required to hire, train and employ a properly trained workforce sufficient in number to enable the independent operator to fulfill its obligations under the independent operator agreement. The independent operator is responsible for expenses required for business operations, including all labor costs, utilities, credit card processing fees, supplies, taxes, fines, levies and other expenses. Either party may terminate the independent operator agreement without cause upon 75 days’ notice. As consignor of all merchandise to each independent operator, the aggregate net sales proceeds from merchandise sales belongs to us. Sales related to independent operator stores were $2.5 billion, $2.2 billion, and $2.0 billion for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. We, in turn, pay independent operators a commission based on a share of the gross profit of the store. Inventories and related sales proceeds are our property, and we are responsible for store rent and related occupancy costs. Independent operator commissions were expensed and included in selling, general and administrative expenses. Independent operator commissions were $382.8 million, $340.0 million, and $306.6 million for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017, respectively. Independent operator commissions of $6.1 million and $3.9 million were included in accrued expenses as of December 28, 2019 and December 29, 2018, respectively. Independent operators may fund their initial store investment from existing capital, a third-party loan or most commonly through a loan from us, as further discussed in NOTE 2—Independent Operator Notes and Receivables. To ensure independent operators performance, the operator agreements grant us the security interests in the assets owned by the independent operators. The total investment at risk associated with each store's independent operators is not sufficient to permit the independent operators to finance their activities without additional subordinated financial support and, as a result, the independent operators are VIEs which we have variable interests in. To determine whether or not we are the primary beneficiary of these VIEs, we evaluate whether we have (i) the power to direct the activities that most significantly impact the independent operators' economic performance and (ii) whether we have the obligation to absorb losses or the right to receive benefits of the independent operators that could potentially be significant to the independent operators. Our evaluation includes identification of significant independent operators' activities and an assessment of their ability to direct those activities. Activities that most significantly impact the independent operators' economic performance relate to sales and labor. Sales activities that significantly impact the independent operators’ economic performance include determining what merchandise the independent operators will order and sell and the price of such merchandise, both of which the independent operators controls. The independent operators are also responsible for all of their own labor. Labor activities that significantly impact the independent operators' economic performance include hiring, training, supervising, directing, compensating (including wages, salaries and employee benefits) and terminating all of their employees, activities which the independent operators controls. Accordingly, the independent operators have the power to direct the activities that most significantly impact their economic performance. Furthermore, the mutual termination rights associated with the operator agreements do not give us power over the independent operators. Our maximum exposure to the independent operators is generally limited to the gross operator notes and receivables due from these entities, which was $37.7 million and $27.8 million as of December 28, 2019 and December 29, 2018, respectively. See NOTE 2—Independent Notes and Operator Receivables for additional information.
Net Income Per Share	Basic net income per share is calculated using net income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted net income per share reflects the dilutive effects of stock options and restricted stock units outstanding during the period, to the extent such securities would not be anti-dilutive, and is determined using the treasury stock method.
New accounting pronouncements	Recently Adopted Accounting Standards We adopted ASU No. 2016-02, Leases (Topic 842), (“ASC 842”) on December 30, 2018, using a modified retrospective approach. The modified retrospective approach provides a method for recording existing leases in accordance with ASC 842 at adoption with the comparative reporting periods being presented in accordance with ASU 2018-11, Leases (Topic 840), (“ASC 840”). We elected a number of the practical expedients permitted under the transition guidance within the new standard. This included the election to apply the practical expedient package upon transition, which comprised the following: • We did not reassess whether expired or existing contracts are or contain a lease; • We did not reassess the classification of existing leases; and • We did not reassess the accounting treatment for initial direct costs. In addition, we elected the practical expedient related to short-term leases, which allows us to not recognize a right-of-use asset and lease liability for leases with an initial expected term of 12 months or less. We did not elect the practical expedient to combine lease and non-lease components for each of our existing underlying asset classes and will account for fixed-payment lease components such as rent, and for gross leases, fixed real estate taxes and fixed insurance costs, separately from the variable non-lease components such as common-area maintenance costs. Adoption of the new standard resulted in the recognition of additional lease assets of $664.9 million and lease liabilities of $709.0 million on the consolidated balance sheets as of December 30, 2018, which includes the reclassification of amounts presented in comparative periods as deferred rent of $60.8 million as a reduction to the right-of-use assets and leasehold interests of $17.7 million as an addition to right-of-use assets. The adoption of the new standard resulted in a $0.2 million cumulative-effect adjustment to the opening balance of retained earnings. The standard did not materially impact the consolidated statement of operations and other comprehensive income or the consolidated statement of cash flows. See NOTE 4—Leases for additional information. Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13, which was further updated and clarified by the FASB through issuance of additional related ASUs, amends the guidance surrounding measurement and recognition of credit losses on financial assets measured at amortized cost, including trade receivables and debt securities, by requiring recognition of an allowance for credit losses expected to be incurred over an asset’s lifetime based on relevant information about past events, current conditions, and supportable forecasts impacting the financial assets ultimate collectability. This “expected loss” model will likely result in earlier recognition of credit losses than the current “as incurred” model, under which losses are recognized only upon an occurrence of an event that gives rise to the incurrence of a probable loss. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and is to be adopted on a modified retrospective basis. We will adopt ASU 2016-13 beginning in the first quarter of fiscal 2020 and are currently evaluating the impact on our consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 is effective retrospectively for fiscal years and interim periods within those years beginning after December 15, 2019. We will adopt ASU 2018-15 beginning in the first quarter of fiscal 2020. We do not expect the adoption of ASU 2018-15 to have a material impact on our consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies accounting guidance for certain tax matters including franchise taxes, certain transactions that result in a step-up in tax basis of goodwill, and enacted changes in tax laws in interim periods. In addition, it eliminates a company’s need to evaluate certain exceptions relating to the incremental approach for intra-period tax allocation, accounting for basis differences when there are ownership changes in foreign investments, and interim period income tax accounting for year-to-date losses that exceed anticipated losses. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We will adopt ASU 2019-12 beginning in the first quarter of fiscal 2021 and are currently evaluating the impact on our consolidated financial statements.

Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 28, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of sales revenue by product

The following table presents sales revenue by type of product for the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017 (in thousands):


	December 28, 2019		December 29, 2018		December 30, 2017
Perishable ⁽¹⁾	$	868,109	$	768,373	$	694,696
Non-perishable ⁽²⁾	1,691,508		1,519,287		1,380,769
Total sales	$	2,559,617	$	2,287,660	$	2,075,465

_______________________

(1)Perishable departments include dairy and deli; produce and floral; and fresh meat and seafood.

(2)Non-perishable departments include grocery; general merchandise; health and beauty care; frozen foods; and beer and wine.

Financial liabilities not reported at fair value


	December 28, 2019						December 29, 2018
	Carrying Amount ⁽¹⁾		Estimated Fair Value ⁽²⁾		Carrying Amount ⁽¹⁾		Estimated Fair Value ⁽²⁾
Financial Liabilities:
Term loans (Level 2)	$	458,682	$	466,515	$	871,772	$	852,577

_______________________

(1)The carrying amounts as of December 28, 2019 and December 29, 2018 are net of unamortized debt discounts of $1.5 million and $3.2 million, respectively.

Independent Operator Notes and Receivables (Tables)

12 Months Ended

Dec. 28, 2019

Receivables [Abstract]

Schedule of amounts due from independent operators

Amounts due from IOs and the related allowances and accruals for estimated losses as of December 28, 2019 and December 29, 2018 consisted of the following (in thousands):


			Allowance								Current Portion		Long-term Portion
	Gross		Current Portion		Long-term Portion		Net
December 28, 2019
Independent operator notes	$	31,952	$	(678)	$	(9,088)	$	22,186	$	1,855	$	20,331
Independent operator receivables	5,753		(605)		—		5,148		5,148		—
Total	$	37,705	$	(1,283)	$	(9,088)	$	27,334	$	7,003	$	20,331


			Allowance								Current Portion		Long-term Portion
	Gross		Current Portion		Long-term Portion		Net
December 29, 2018
Independent operator notes	$	23,450	$	(577)	$	(7,926)	$	14,947	$	1,301	$	13,646
Independent operator receivables	4,319		(564)		—		3,755		3,755		—
Total	$	27,769	$	(1,141)	$	(7,926)	$	18,702	$	5,056	$	13,646

Schedule of allowance for credit loss activity

A summary of activity in the independent operator notes and receivables allowance is as follows (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Balance at beginning of year	$	9,067	$	9,031	$	6,046
Provision for independent operator notes and receivables	2,741		1,029		3,259
Write-off of provision for independent operator notes and receivables	(1,437)		(993)		(274)
Balance at end of year	$	10,371	$	9,067	$	9,031

Property and Equipment (Tables)

12 Months Ended

Dec. 28, 2019

Property, Plant and Equipment [Abstract]

Schedule of property and equipment

Property and equipment as of December 28, 2019 and December 29, 2018 consisted of the following (in thousands):


	Property and Equipment, At Cost		Accumulated Depreciation and Amortization		Property and Equipment, Net
December 28, 2019
Leasehold improvements	$	225,496	$	(53,733)	$	171,763
Fixtures and equipment	274,523		(105,886)		168,637
Lease acquisition costs	383		(269)		114
Construction in progress	16,100		—		16,100
Totals	$	516,502	$	(159,888)	$	356,614
December 29, 2018
Leasehold improvements	$	190,158	$	(39,509)	$	150,649
Fixtures and equipment	220,337		(78,996)		141,341
Lease acquisition costs	433		(251)		182
Construction in progress	11,860		—		11,860
Totals	$	422,788	$	(118,756)	$	304,032

Depreciation expense on property and equipment for fiscal 2019, 2018 and 2017 was as follows (in thousands):


	Fiscal Year Ended
Consolidated Statements of Operations and Comprehensive Income Location	December 28, 2019		December 29, 2018		December 30, 2017
Cost of sales	$	1,210	$	1,265	$	—
Selling, general and administrative expenses	41,696		35,787		31,812
Total depreciation expense on property and equipment	$	42,906	$	37,052	$	31,812

Leases (Tables)

12 Months Ended

Dec. 28, 2019

Leases [Abstract]

Schedule of balance sheet classifications

The balance sheet classification of our right-of-use lease assets and lease liabilities as of December 28, 2019 was as follows (in thousands):

Leases

Classification

Assets:

Operating lease assets

Operating right-of-use assets

734,327

Finance lease assets

Other assets

5,904

Total lease assets

740,231

Liabilities:

Current

Operating

Current lease liabilities

37,923

Finance

Current lease liabilities

322

Noncurrent

Operating

Long-term lease liabilities

762,105

Finance

Long-term lease liabilities

5,651

Total lease liabilities

806,001

Schedule of lease cost

The components of lease expense for the fiscal year ended December 28, 2019 were as follows (in thousands):

Lease Cost

Classification

Operating lease cost

Selling, general and administrative expenses

99,237

Finance lease cost:

Amortization of right-of-use assets

Depreciation and amortization

817

Interest on leased liabilities

Interest expense, net

263

Sublease income

Other income

(1,248)

Net lease cost

99,069

Schedule of maturities of lease liabilities

Maturities of lease liabilities as of December 28, 2019 were as follows (in thousands):


	Operating Leases		Finance Leases		Total
Fiscal 2020	$	98,289	$	1,106	$	99,395
Fiscal 2021	98,977		1,128		100,105
Fiscal 2022	98,288		1,074		99,362
Fiscal 2023	98,015		972		98,987
Fiscal 2024	97,189		907		98,096
Thereafter	750,968		2,369		753,337
Total lease payments	1,241,726		7,556		$	1,249,282
Less: Imputed interest	(441,698)		(1,583)
Present value of lease liabilities	$	800,028	$	5,973

Schedule of maturities of lease liabilities

Maturities of lease liabilities as of December 28, 2019 were as follows (in thousands):


	Operating Leases		Finance Leases		Total
Fiscal 2020	$	98,289	$	1,106	$	99,395
Fiscal 2021	98,977		1,128		100,105
Fiscal 2022	98,288		1,074		99,362
Fiscal 2023	98,015		972		98,987
Fiscal 2024	97,189		907		98,096
Thereafter	750,968		2,369		753,337
Total lease payments	1,241,726		7,556		$	1,249,282
Less: Imputed interest	(441,698)		(1,583)
Present value of lease liabilities	$	800,028	$	5,973

Schedule of supplemental cash flow information

The weighted-average lease term and discount rate as of December 28, 2019 were as follows:


Weighted-average remaining lease term (years):
Operating leases	12.33
Finance leases	7.55
Weighted-average discount rate:
Operating leases	7.41	%
Finance leases	6.35	%

Supplemental cash flow information related to leases for the fiscal year ended December 28, 2019 was as follows (in thousands):


Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used by operating leases	$	88,362
Lease assets obtained in exchange for new lease liabilities — adoption	$	664,882
Lease assets obtained in exchange for new lease liabilities — fiscal year ended December 28, 2019	$	155,986

Schedule of rent expense

Rental expense for all operating leases for the fiscal years ended December 29, 2018 and December 30, 2017 (under ASC 840) was as follows (in thousands):


	Fiscal Year Ended
	December 29, 2018		December 30, 2017
Rent expense — third-party lessors	$	79,347	$	72,622
Rent expense — related parties	7,141		7,309
Contingent rentals	548		531
Less rentals from subleases	(1,075)		(1,079)
Total rent expense	$	85,961	$	79,383

Schedule of undiscounted future lease payments (ASC 840)

Future minimum rental payments for all non-cancelable operating leases having a remaining term in excess of one year as of December 29, 2018 (under ASC 840) was as follows (in thousands):


	Third Parties		Related Parties		Total
Fiscal 2019	$	82,971	$	6,152	$	89,123
Fiscal 2020	91,538		6,201		97,739
Fiscal 2021	93,090		6,297		99,387
Fiscal 2022	92,359		6,532		98,891
Fiscal 2023	91,955		6,410		98,365
Thereafter	801,832		48,914		850,746
Total future minimum rental payments	$	1,253,745	$	80,506	$	1,334,251

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 28, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of goodwill and intangible assets

Information regarding our goodwill and intangible assets as of December 28, 2019 was as follows (in thousands):


	Useful Lives (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trademarks	15	$	58,400	$	(20,324)	$	38,076
Customer lists	5	160		(160)		—
Leasehold interests ⁽¹⁾	1–20	—		—		—
Computer software	3	20,418		(17,062)		3,356
Total finite-lived intangible assets		78,978		(37,546)		41,432
Liquor licenses	Indefinite	6,360		—		6,360
Total intangible assets		85,338		(37,546)		47,792
Goodwill		747,943		—		747,943
Total goodwill and intangible assets		$	833,281	$	(37,546)	$	795,735

_______________________

Information regarding our goodwill and intangible assets as of December 29, 2018 was as follows (in thousands):


	Useful Lives (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trademarks	15	$	58,400	$	(16,431)	$	41,969
Customer lists	5	160		(135)		25
Leasehold interests	1–20	30,468		(12,735)		17,733
Computer software	3	18,176		(14,324)		3,852
Total finite-lived intangible assets		107,204		(43,625)		63,579
Liquor licenses	Indefinite	5,245		—		5,245
Total intangible assets		112,449		(43,625)		68,824
Goodwill		747,943		—		747,943
Total goodwill and intangible assets		$	860,392	$	(43,625)	$	816,767

Schedule of estimated future amortization expense

The estimated future amortization expense related to finite-lived intangible assets as of December 28, 2019 is as follows (in thousands):


Fiscal 2020	$	5,877
Fiscal 2021	5,000
Fiscal 2022	4,159
Fiscal 2023	3,894
Fiscal 2024	3,893
Thereafter	18,609
Total	$	41,432

Long-term Debt (Tables)

12 Months Ended

Dec. 28, 2019

Debt Disclosure [Abstract]

Schedule of long-term debt

Long-term debt consisted of the following (in thousands):


	December 28, 2019		December 29, 2018
Term loans:
First Lien Credit Agreement ⁽¹⁾	$	460,188	$	725,000
Second Lien Credit Agreement ⁽¹⁾	—		150,000
Revolving credit facility	—		—
Notes payable	246		—
Finance lease liability (see NOTE 4—Leases)	—		2,019
Long-term debt, gross	460,434		877,019
Less: Unamortized debt discounts and debt issuance costs ⁽¹⁾	(12,445)		(19,651)
Long-term debt, less unamortized debt discounts and debt issuance costs	447,989		857,368
Less: Current portion	(246)		(7,349)
Long-term debt, net	$	447,743	$	850,019

_______________________

Principal maturities of debt

Principal maturities of debt as of December 28, 2019 are as follows (in thousands):


Fiscal 2020	$	246
Fiscal 2021	—
Fiscal 2022	—
Fiscal 2023	—
Fiscal 2024	—
Thereafter	460,188
Total	$	460,434

Schedule of interest expense, net

Interest expense, net, consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Interest on term loan debt	$	45,259	$	52,569	$	46,235
Amortization of debt issuance costs	2,367		4,024		4,442
Interest on finance leases	263		117		122
Other	51		2		30
Interest income	(2,013)		(1,350)		(1,131)
Interest expense, net	$	45,927	$	55,362	$	49,698

Schedule of debt extinguishment and modification costs

Debt extinguishment and modification costs consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Write off of debt issuance costs	$	4,110	$	3,459	$	1,258
Debt modification costs	150		1,794		208
Write off of loan discounts	1,374		—		—
Debt extinguishment and modification costs	$	5,634	$	5,253	$	1,466

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Share-based Awards (Tables)

12 Months Ended

Dec. 28, 2019

Share-based Payment Arrangement [Abstract]

Schedule of respective valuation models resulted in weighted-average fair value for time-based and performance-based options and RSUs


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Time-based stock options	$	7.61	$	2.96	$	2.31
Performance-based stock options	$	5.78	$	4.65	$	2.91
RSUs	$	27.13	$	10.36	$	7.72

Schedule of fair values of time-based options


	Fiscal Year Ended
	December 28, 2019			December 29, 2018			December 30, 2017
Exercise price	$	21.66		$	11.98		$	9.06
Volatility	30.2		%	35.0		%	50.0		%
Risk-free interest rate	1.9		%	2.6		%	1.5		%
Dividend yield	—		%	—		%	—		%
Expected term (in years)	6.83			2.80			2.50

Schedule of stock option activity

The following table summarizes stock option activity under all equity incentive plans during fiscal 2019, 2018 and 2017:


	Time-Based Options				Performance-Based Options
	Number of Options	Weighted-Average Exercise Price		Number of Options	Weighted-Average Exercise Price
Options outstanding at December 31, 2016	5,401,780	$	7.20	5,353,473	$	5.99
Granted	225,001	9.06		225,004	9.06
Exercised	(30,169)	7.13		—	—
Forfeitures	(67,776)	7.37		(52,617)	6.04
Options outstanding at December 30, 2017	5,528,836	$	7.27	5,525,860	$	6.11
Granted	334,535	11.98		334,536	11.98
Exercised	(2,946)	8.47		—	—
Forfeitures	(62,050)	8.10		(65,066)	6.81
Options outstanding at December 29, 2018⁽¹⁾	5,798,375	$	7.53	5,795,330	$	4.40
Granted	1,363,822	21.66		99,788	17.29
Exercised	(817,051)	7.21		—	—
Forfeitures	(101,479)	12.72		(117,997)	7.15
Options outstanding at December 28, 2019	6,243,667	$	10.57	5,777,121	$	4.57
Options vested and expected to vest at December 28, 2019 ⁽²⁾	6,243,667	$	10.57	5,777,121	$	4.57
Options exercisable at December 28, 2019	4,463,719	$	7.26	—	$	—

_______________________

Schedule of RSU activity

The following table summarizes RSU activity under all equity incentive plans during fiscal 2019, 2018 and 2017:


	Number of Shares	Weighted-Average Grant Date Fair Value
Unvested balance at December 31, 2016	54,118	$	7.33
Granted	46,686	7.72
Vested	—	—
Forfeitures	—	—
Unvested balance at December 30, 2017	100,804	$	7.51
Granted	34,200	10.36
Vested	(54,184)	7.39
Forfeitures	—	—
Unvested balance at December 29, 2018	80,820	$	8.80
Granted	195,135	27.13
Vested	(76,841)	18.06
Forfeitures	(8,242)	30.03
Unvested balance at December 28, 2019	190,872	$	22.89

Income Taxes (Tables)

12 Months Ended

Dec. 28, 2019

Income Tax Disclosure [Abstract]

Components of income tax expense

The components of income tax expense consisted of the following (in thousands):


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Current:
Federal	$	52	$	(200)	$	237
State	439		353		189
Total current	491		153		426
Deferred:
Federal	247		4,523		2,928
State	625		1,308		1,817
Total deferred	872		5,831		4,745
Income tax expense	$	1,363	$	5,984	$	5,171

Schedule of effective income tax rate reconciliation

A reconciliation of the U.S. federal statutory income tax rate to our effective income tax rate is as follows:


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Taxes at federal statutory rates	21.0	%	21.0	%	35.0	%
Effect of change in federal tax rate	—	%	—	%	(21.1)	%
State income taxes net of federal benefit	5.2	%	6.0	%	5.1	%
Excess tax benefits from exercise and vest of share-based awards	(21.4)	%	—	%	—	%
Other	3.3	%	0.4	%	1.1	%
Effective income tax rate	8.1	%	27.4	%	20.1	%

Components of deferred tax assets and liabilities

Significant components of our deferred tax assets and liabilities were as follows (in thousands):


	December 28, 2019		December 29, 2018
Deferred tax assets:
Accrued compensation	$	3,411	$	2,594
Share-based compensation expense	6,323		—
Inventory	4,216		3,553
Transaction costs	1,334		1,520
Deferred rent	—		12,530
Lease liability obligation	221,747		—
Net operating loss and other carryforwards	24,936		25,781
Reserves and allowances	3,974		4,056
Interest expense carryforward	1,103		3,862
Other	1,176		1,181
Total deferred tax assets	268,220		55,077
Deferred tax liabilities:
Prepaid expenses	(1,042)		(733)
Depreciation and amortization	(43,213)		(36,271)
Intangible assets	(8,417)		(9,073)
Right-of-use assets	(203,065)		—
Goodwill	(27,230)		(21,897)
Debt transaction costs	(1,273)		(2,238)
Total deferred tax liabilities	(284,240)		(70,212)
Net deferred tax liabilities	$	(16,020)	$	(15,135)

Earnings Per Share (Tables)

12 Months Ended

Dec. 28, 2019

Earnings Per Share [Abstract]

Schedule of earnings per share, basic and diluted


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Numerator
Net income attributable to common stockholders	$	15,419	$	15,868	$	20,601
Denominator
Weighted-average shares of common stock ⁽³⁾	79,044		68,473		68,232
Effect of dilutive RSUs	42		73		100
Effect of dilutive options	2,777		—		—
Weighted-average shares of common stock - diluted ^{(1) (2) (3)}	81,863		68,546		68,332
Earnings per share attributable to common stockholders:
Basic ⁽³⁾	$	0.20	$	0.24	$	0.30
Diluted ⁽³⁾	$	0.19	$	0.23	$	0.30

_______________________

On February 3, 2020, in conjunction with a secondary offering, certain performance criteria were achieved resulting in the vesting of 4.1 million of the above noted performance-based shares. In the first quarter of fiscal 2020, we expect to recognize the additional share-based compensation expense of approximately $18.5 million associated with the vesting of the 4.1 million performance-based shares. See NOTE 14—Subsequent Events for additional information.

Schedule of antidilutive securities excluded from computation of earnings per share

The following weighted-average common share equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive (in thousands):


	Fiscal Year Ended
	December 28, 2019	December 29, 2018	December 30, 2017
RSUs	50	—	—
Time-based stock options	682	—	—
Total	732	—	—

Selected Quarterly Financial Data (unaudited) (Tables)

12 Months Ended

Dec. 28, 2019

Quarterly Financial Information Disclosure [Abstract]

Summarized quarterly financial information

Selected unaudited summarized quarterly financial information for fiscal 2019 and 2018 was as follows (in thousands, except per share data):


	First Quarter		Second Quarter		Third Quarter		Fourth Quarter
Fiscal 2019
Net sales	$	606,271	$	645,289	$	652,540	$	655,517
Gross Profit	187,017		198,720		201,087		200,278
Income from operations	21,656		5,735		23,948		17,004
Net income (loss)	3,774		(10,632)		12,445		9,832
Basic earnings per share	$	0.06	$	(0.15)	$	0.14	$	0.11
Diluted earnings per share	$	0.06	$	(0.15)	$	0.13	$	0.11
Fiscal 2018
Net sales	$	550,558	$	575,058	$	576,843	$	585,201
Gross Profit	168,569		175,115		175,548		176,165
Income from operations	20,521		24,007		24,088		13,851
Net income (loss)	5,525		7,286		7,669		(4,612)
Basic earnings per share	$	0.08	$	0.11	$	0.11	$	(0.07)
Diluted earnings per share	$	0.08	$	0.11	$	0.11	$	(0.07)

Schedule I—Condensed Financial Information of Registrant (Tables)

12 Months Ended

Dec. 28, 2019

Condensed Financial Information Disclosure [Abstract]

Condensed Balance Sheets

CONDENSED BALANCE SHEETS

(PARENT COMPANY ONLY)

(in thousands, except share and per share amounts)


	December 28, 2019		December 29, 2018
Assets
Current assets:
Other current assets	$	—	$	497
Total current assets	—		497
Investment in wholly owned subsidiary	746,628		300,922
Total assets	$	746,628	$	301,419
Liabilities and Stockholders’ Equity
Intercompany payable	$	1,244	$	1,468
Total liabilities	1,244		1,468
Stockholders’ equity:
Capital stock:
Voting common stock, par value $0.001, 500,000,000 and 107,536,215 shares authorized, respectively; 89,005,062 and 67,435,288 shares issued and outstanding, respectively	89		67
Nonvoting common stock, par value $0.001, 0 and 17,463,785 shares authorized, respectively; 0 and 1,038,413 shares issued and outstanding, respectively	—		1
Series A Preferred stock, par value $0.001, 50,000,000 and 1 share authorized, respectively; 0 and 1 share issued and outstanding, respectively	—		—
Additional paid-in capital	717,282		287,457
Retained earnings	28,013		12,426
Total stockholders’ equity	745,384		299,951
Total liabilities and stockholders’ equity	$	746,628	$	301,419

See Notes to Condensed Financial Statements (Parent Company Only)

Condensed Statements of Operations

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(PARENT COMPANY ONLY)

(in thousands)


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Operating expenses	$	273	$	216	$	181
Operating loss	(273)		(216)		(181)
Loss before equity in net income of subsidiary	(273)		(216)		(181)
Equity in net income of subsidiary, net of tax	15,692		16,084		20,782
Net income and comprehensive income	$	15,419	$	15,868	$	20,601

See Notes to Condensed Financial Statements (Parent Company Only)

Condensed Statements of Comprehensive Income

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(PARENT COMPANY ONLY)

(in thousands)


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Operating expenses	$	273	$	216	$	181
Operating loss	(273)		(216)		(181)
Loss before equity in net income of subsidiary	(273)		(216)		(181)
Equity in net income of subsidiary, net of tax	15,692		16,084		20,782
Net income and comprehensive income	$	15,419	$	15,868	$	20,601

See Notes to Condensed Financial Statements (Parent Company Only)

Condensed Statement of Cash Flows

CONDENSED STATEMENTS OF CASH FLOWS

(PARENT COMPANY ONLY)

(in thousands)


	Fiscal Year Ended
	December 28, 2019		December 29, 2018		December 30, 2017
Cash flows from operating activities:
Net income	$	15,419	$	15,868	$	20,601
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in net income of subsidiary	(15,692)		(16,084)		(20,782)
Dividend received from subsidiary (return on capital)	—		27,351		—
Changes in operating assets and liabilities:
Other current assets	497		(497)		—
Net cash provided by (used in) operating activities	224		26,638		(181)
Cash flows from investing activities:
Investment in subsidiary	(402,050)		—		—
Dividend received from subsidiary (return of capital)	—		126,236		—
Net cash provided by (used in) investing activities	(402,050)		126,236		—
Cash flows from financing activities:
Intercompany payables	(409)		718		353
Proceeds from initial public offering, net of underwriting discounts	407,666		—		—
Proceeds from exercise of share-based compensation awards	4,444		29		—
Payments related to net settlement of share-based compensation awards	(2,813)		(34)		(172)
Other direct costs paid related to the initial public offering	(7,062)		—		—
Dividend paid to shareholders	—		(153,587)		—
Net cash provided by (used in) financing activities	401,826		(152,874)		181
Net increase (decrease) in cash and cash equivalents	—		—		—
Cash and cash equivalents at beginning of period	—		—		—
Cash and cash equivalents at end of period	$	—	$	—	$	—

See Notes to Condensed Financial Statements (Parent Company Only)

Organization and Summary of Significant Accounting Policies - Narrative (Details)				1 Months Ended	3 Months Ended	12 Months Ended
	Oct. 23, 2019 USD ($)	Jun. 24, 2019 USD ($) $ / shares shares	Jun. 06, 2019	Oct. 31, 2019 USD ($) shares	Sep. 28, 2019 USD ($)	Dec. 28, 2019 USD ($) store $ / shares shares	Dec. 29, 2018 USD ($) $ / shares shares	Dec. 30, 2017 USD ($)
Subsidiary, Sale of Stock [Line Items]
Number of stores \| store						347
Proceeds from initial public offering, net of underwriting discounts						$ 407,666,000	$ 0	$ 0
Payments of stock issuance costs						$ 7,062,000	$ 0	0
Common stock, shares authorized (in shares) \| shares						500,000,000
Preferred stock, shares authorized (in shares) \| shares						50,000,000	1
Preferred stock, par (in usd per share) \| $ / shares						$ 0.001	$ 0.001
Redemption of preferred stock						$ 0
Stock split, conversion ratio			1.403
Number of reportable segments (in segments) \| store						1
Number of operating segments (in segments) \| store						1
Remaining lease term						7 years 6 months 18 days
Impairment of long-lived assets						$ 500,000	$ 600,000	0
Gift card, redemption period						12 months
Deferred revenue liability						$ 2,000,000.0	1,700,000
Advertising expense						26,200,000	21,200,000	20,800,000
Deferred tax asset related to share-based compensation expense						6,323,000	$ 0
Intrinsic value of stock options exercised						$ 17,000,000.0
Trademarks
Subsidiary, Sale of Stock [Line Items]
Useful life of intangible assets						15 years	15 years
Computer software
Subsidiary, Sale of Stock [Line Items]
Useful life of intangible assets						3 years	3 years
Customer lists
Subsidiary, Sale of Stock [Line Items]
Useful life of intangible assets						5 years	5 years
Minimum
Subsidiary, Sale of Stock [Line Items]
Useful lives of property and equipment						3 years
Remaining lease term						1 year
Maximum
Subsidiary, Sale of Stock [Line Items]
Useful lives of property and equipment						15 years
Remaining lease term						19 years
Breakage from unredeemed gift cards						$ 100,000	$ 100,000	100,000
Preferred Stock
Subsidiary, Sale of Stock [Line Items]
Redemption of preferred stock		$ 1.00				0
Senior Notes \| Second Lien Credit Agreement
Subsidiary, Sale of Stock [Line Items]
Repayments of long-term debt		150,000,000.0
Debt instrument, periodic payment, interest		3,600,000
Senior Notes \| First Lien Credit Agreement
Subsidiary, Sale of Stock [Line Items]
Repayments of long-term debt	$ 15,000,000.0	248,000,000.0
Debt instrument, periodic payment, interest		$ 3,800,000
IPO
Subsidiary, Sale of Stock [Line Items]
Issuance of common stock upon initial public offering, net of issuance costs (in shares) \| shares		19,765,625		451,470
Sale of stock (in usd per share) \| $ / shares		$ 22.00
Proceeds from initial public offering, net of underwriting discounts		$ 407,700,000		$ 3,200,000
Underwriting discounts and commissions		$ (27,100,000)
Payments of stock issuance costs				$ 1,100,000	$ 7,200,000
Parent Company
Subsidiary, Sale of Stock [Line Items]
Proceeds from initial public offering, net of underwriting discounts						407,666,000	0	0
Payments of stock issuance costs						$ 7,062,000	$ 0	$ 0
Stock split, conversion ratio			1.403
Parent Company \| Globe Intermediate Corp.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage						100.00%
Parent Company \| GOBP Holdings, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage						100.00%
Parent Company \| GOBP Midco, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage						100.00%
Parent Company \| Grocery Outlet Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage						100.00%

Organization and Summary of Significant Accounting Policies - Disaggregated Revenues (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Dec. 29, 2018	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Disaggregation of Revenue [Line Items]
Sales	$ 655,517	$ 652,540	$ 645,289	$ 606,271	$ 585,201	$ 576,843	$ 575,058	$ 550,558	$ 2,559,617	$ 2,287,660	$ 2,075,465
Perishable
Disaggregation of Revenue [Line Items]
Sales									868,109	768,373	694,696
Non-Perishable
Disaggregation of Revenue [Line Items]
Sales									$ 1,691,508	$ 1,519,287	$ 1,380,769

Organization and Summary of Significant Accounting Policies - Fair Value (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Unamortized debt discounts	$ 1,500	$ 3,200
Level 2 \| Gross Carrying Amount
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Term loans (Level 2)	458,682	871,772
Level 2 \| Estimated Fair Value
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Term loans (Level 2)	$ 466,515	$ 852,577

Organization and Summary of Significant Accounting Policies - Variable Interest Entities (Details) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 28, 2019 USD ($) store	Sep. 28, 2019 USD ($)	Jun. 29, 2019 USD ($)	Mar. 30, 2019 USD ($)	Dec. 29, 2018 USD ($) store	Sep. 29, 2018 USD ($)	Jun. 30, 2018 USD ($)	Mar. 31, 2018 USD ($)	Dec. 28, 2019 USD ($) store	Dec. 29, 2018 USD ($) store	Dec. 30, 2017 USD ($) store
Variable Interest Entity [Line Items]
Variable interest entity, number of stores \| store	342				308				342	308	283
Sales	$ 655,517	$ 652,540	$ 645,289	$ 606,271	$ 585,201	$ 576,843	$ 575,058	$ 550,558	$ 2,559,617	$ 2,287,660	$ 2,075,465
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Variable interest entity, termination period									75 days
Sales									$ 2,500,000	2,200,000	2,000,000
Sales commissions and fees									382,800	340,000	$ 306,600
Independent operator commissions	6,100				3,900				6,100	3,900
Maximum loss exposure	$ 37,700				$ 27,800				$ 37,700	$ 27,800

Organization and Summary of Significant Accounting Policies - Recently Adopted Accounting Standards (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 30, 2018	Dec. 29, 2018	Dec. 31, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets	$ 734,327
Lease liability	806,001
Intangible assets	(41,432)		$ (63,579)
Cumulative effect of accounting change		$ 168		$ 133
Retained Earnings
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cumulative effect of accounting change		168		$ 133
Leasehold interests
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Intangible assets	$ 0		$ (17,733)
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		664,900
Lease liability		709,000
Deferred rent credits de-recognized		60,800
Accounting Standards Update 2016-02 \| Retained Earnings
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cumulative effect of accounting change		200
Accounting Standards Update 2016-02 \| Leasehold interests
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Intangible assets		$ 17,700

Independent Operator Notes and Receivables - Schedule of Amounts Due (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Receivables [Abstract]
Independent operator notes, stated interest rate	9.95%
Independent operator notes
Independent operator notes, Gross	$ 31,952	$ 23,450
Independent operator notes, Allowance, Current Portion	(678)	(577)
Independent operator notes, Allowance, Long-term Portion	(9,088)	(7,926)
Independent operator notes, Net	22,186	14,947
Independent operator notes, Net, Current Portion	1,855	1,301
Independent operator notes, Net, Long-term Portion	20,331	13,646
Independent operator receivables
Independent operator receivables, Gross	5,753	4,319
Independent operator receivables, Allowance, Current Portion	(605)	(564)
Independent operator receivables, Allowance, Long-term Portion	0	0
Independent operator receivables, Net	5,148	3,755
Independent operator receivables, Net, Current Portion	5,148	3,755
Independent operator receivables, Net, Long-term Portion	0	0
Total
Independent operator notes and receivables, Gross	37,705	27,769
Independent operator notes and receivables, Allowance, Current Portion	(1,283)	(1,141)
Independent operator notes and receivables, Allowance, Long-term Portion	(9,088)	(7,926)
Independent operator notes and receivables, Net	27,334	18,702
Independent operator notes and receivables, Net, Current Portion	7,003	5,056
Independent operator notes and receivables, Net, Long-term Portion	$ 20,331	$ 13,646

Independent Operator Notes and Receivables - Allowance Activity (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Accounts And Financing Receivable, Allowance For Credit Loss [Roll Forward]
Balance at beginning of year	$ 9,067	$ 9,031	$ 6,046
Provision for independent operator notes and receivables	2,741	1,029	3,259
Write-off of provision for independent operator notes and receivables	(1,437)	(993)	(274)
Balance at end of year	$ 10,371	$ 9,067	$ 9,031

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Property, Plant and Equipment [Line Items]
Property and Equipment, At Cost	$ 516,502	$ 422,788
Accumulated Depreciation and Amortization	(159,888)	(118,756)
Property and Equipment, Net	356,614	304,032
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and Equipment, At Cost	225,496	190,158
Accumulated Depreciation and Amortization	(53,733)	(39,509)
Property and Equipment, Net	171,763	150,649
Fixtures and equipment
Property, Plant and Equipment [Line Items]
Property and Equipment, At Cost	274,523	220,337
Accumulated Depreciation and Amortization	(105,886)	(78,996)
Property and Equipment, Net	168,637	141,341
Lease acquisition costs
Property, Plant and Equipment [Line Items]
Property and Equipment, At Cost	383	433
Accumulated Depreciation and Amortization	(269)	(251)
Property and Equipment, Net	114	182
Construction in progress
Property, Plant and Equipment [Line Items]
Property and Equipment, At Cost	16,100	11,860
Accumulated Depreciation and Amortization	0	0
Property and Equipment, Net	$ 16,100	$ 11,860

Property and Equipment - Depreciation Expense (Details) - USD ($)	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Property, Plant and Equipment [Abstract]
Impairment of long-lived assets	$ 500,000	$ 600,000	$ 0
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	42,906,000	37,052,000	31,812,000
Cost of sales
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	1,210,000	1,265,000	0
Selling, general and administrative expenses
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	$ 41,696,000	$ 35,787,000	$ 31,812,000

Property and Equipment - Narrative (Details) - USD ($)	12 Months Ended
Property and Equipment - Narrative (Details) - USD ($)	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Property, Plant and Equipment [Abstract]
Impairment of long-lived assets	$ 500,000	$ 600,000	$ 0

Leases - Narrative (Details) $ in Thousands	Dec. 28, 2019	Dec. 28, 2019 USD ($)	Dec. 28, 2019 store	Dec. 28, 2019 retail_store_lease	Dec. 28, 2019 warehouse	Dec. 29, 2018 USD ($)
Lessee, Lease, Description [Line Items]
Number of leases \| retail_store_lease				1
Number of stores \| store			347
Operating lease right-of-use assets		$ 734,327
Operating lease liability		800,028
Leases not yet commenced, total undiscounted future lease payments		209,600
Leases not yet commenced, term of contract	15 years
Operating lease, term of contract	15 years
Operating sublease, payments due		4,900				$ 3,600
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, renewal term	5 years
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, renewal term	15 years
Related Parties
Lessee, Lease, Description [Line Items]
Number of stores			15		1
Operating lease right-of-use assets		42,500
Operating lease liability		$ 46,700
Number of leases not yet commenced \| retail_store_lease				34

Leases - Balance Sheet Classification of Right-of-Use Assets and Lease Liabilities (Details) $ in Thousands	Dec. 28, 2019 USD ($)
Assets, Lessee [Abstract]
Operating lease right-of-use assets	$ 734,327
Finance lease other assets	5,904
Total lease assets	740,231
Lease, Liability, Current [Abstract]
Operating lease, liability, current	37,923
Finance lease, liability, current	322
Lease, Liability, Noncurrent [Abstract]
Operating lease, liability, noncurrent	762,105
Finance lease, liability, noncurrent	5,651
Total lease liabilities	$ 806,001

Leases - Components of Lease Expense (Details) $ in Thousands	12 Months Ended
	Dec. 28, 2019 USD ($)
Leases [Abstract]
Operating lease cost	$ 99,237
Finance lease cost:
Amortization of right-of-use assets	817
Interest on leased liabilities	263
Sublease income	(1,248)
Net lease cost	$ 99,069

Leases - Maturity of Lease Liabilities (Details) $ in Thousands	Dec. 28, 2019 USD ($)
Operating Leases
2020	$ 98,289
2021	98,977
2022	98,288
2023	98,015
2024	97,189
Thereafter	750,968
Total lease payments	1,241,726
Less: interest	(441,698)
Present value of lease liabilities	800,028
Finance Leases
2020	1,106
2021	1,128
2022	1,074
2023	972
2024	907
Thereafter	2,369
Total lease payments	7,556
Less: interest	(1,583)
Present value of lease liabilities	5,973
Total
2020	99,395
2021	100,105
2022	99,362
2023	98,987
2024	98,096
Thereafter	753,337
Total lease payments	$ 1,249,282

Leases - Lease Term and Discount Rate (Details)	Dec. 28, 2019
Weighted-average remaining lease term (years):
Operating leases	12 years 3 months 29 days
Finance leases	7 years 6 months 18 days
Weighted-average discount rate:
Operating leases	7.41%
Finance leases	6.35%

Leases - Cash Flow Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Dec. 30, 2018	Dec. 28, 2019
Leases [Abstract]
Operating cash flows used by operating leases		$ 88,362
Leased assets obtained in exchange for new operating lease liabilities	$ 664,882	$ 155,986

Leases - Rental Expense Under ASC 840 (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 29, 2018	Dec. 30, 2017
Operating Leased Assets [Line Items]
Contingent rentals	$ 548	$ 531
Less rentals from subleases	(1,075)	(1,079)
Total rent expense	85,961	79,383
Third Parties
Operating Leased Assets [Line Items]
Rent expense	79,347	72,622
Related Parties
Operating Leased Assets [Line Items]
Rent expense	$ 7,141	$ 7,309

- Definition

The increases or decreases in lease payments that result from changes occurring after the inception of the lease in the factors (other than the passage of time) on which lease payments are based, except that any escalation of minimum lease payments relating to increases in construction or acquisition cost of the leased property or for increases in some measure of cost or value during the construction or preconstruction period, are excluded from contingent rentals. Contingent rentals also may include amounts for which the triggering events have not yet occurred or the specified targets for which have not yet been achieved (such as sales based percentage rent), but which events are considered probable of occurring or which specified targets are considered probable of being achieved.

+ References + Details

Leases - Undiscounted Future Lease Payments Under Lease Liability (Under ASC 840) (Details) $ in Thousands	Dec. 29, 2018 USD ($)
Operating Leased Assets [Line Items]
2019	$ 89,123
2020	97,739
2021	99,387
2022	98,891
2023	98,365
Thereafter	850,746
Total future minimum rental payments	1,334,251
Third Parties
Operating Leased Assets [Line Items]
2019	82,971
2020	91,538
2021	93,090
2022	92,359
2023	91,955
Thereafter	801,832
Total future minimum rental payments	1,253,745
Related Parties
Operating Leased Assets [Line Items]
2019	6,152
2020	6,201
2021	6,297
2022	6,532
2023	6,410
Thereafter	48,914
Total future minimum rental payments	$ 80,506

Goodwill and Intangible Assets - Information Regarding Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 78,978	$ 107,204
Accumulated Amortization	(37,546)	(43,625)
Net Carrying Amount	41,432	63,579
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Intangible assets, gross carrying amount	85,338	112,449
Accumulated Amortization	(37,546)	(43,625)
Intangible assets, net carrying amount	47,792	68,824
Goodwill	747,943	747,943
Intangible Assets, Net (Including Goodwill) [Abstract]
Total goodwill and other intangibles, gross carrying amount	833,281	860,392
Accumulated Amortization	(37,546)	(43,625)
Total goodwill and other intangibles, net carrying amount	795,735	816,767
Liquor licenses
Indefinite-lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	$ 6,360	$ 5,245
Trademarks
Finite-Lived Intangible Assets [Line Items]
Useful Lives (Years)	15 years	15 years
Gross Carrying Amount	$ 58,400	$ 58,400
Accumulated Amortization	(20,324)	(16,431)
Net Carrying Amount	38,076	41,969
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	(20,324)	(16,431)
Intangible Assets, Net (Including Goodwill) [Abstract]
Accumulated Amortization	$ (20,324)	$ (16,431)
Customer lists
Finite-Lived Intangible Assets [Line Items]
Useful Lives (Years)	5 years	5 years
Gross Carrying Amount	$ 160	$ 160
Accumulated Amortization	(160)	(135)
Net Carrying Amount	0	25
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	(160)	(135)
Intangible Assets, Net (Including Goodwill) [Abstract]
Accumulated Amortization	(160)	(135)
Leasehold interests
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	30,468
Accumulated Amortization	0	(12,735)
Net Carrying Amount	0	17,733
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	0	(12,735)
Intangible Assets, Net (Including Goodwill) [Abstract]
Accumulated Amortization	$ 0	$ (12,735)
Leasehold interests \| Minimum
Finite-Lived Intangible Assets [Line Items]
Useful Lives (Years)	1 year	1 year
Leasehold interests \| Maximum
Finite-Lived Intangible Assets [Line Items]
Useful Lives (Years)	20 years	20 years
Computer software
Finite-Lived Intangible Assets [Line Items]
Useful Lives (Years)	3 years	3 years
Gross Carrying Amount	$ 20,418	$ 18,176
Accumulated Amortization	(17,062)	(14,324)
Net Carrying Amount	3,356	3,852
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	(17,062)	(14,324)
Intangible Assets, Net (Including Goodwill) [Abstract]
Accumulated Amortization	$ (17,062)	$ (14,324)

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 6.7	$ 10.0	$ 11.3
Goodwill and intangible asset impairment	$ 0.0	$ 0.0	$ 0.0

Goodwill and Intangible Assets - Estimated Future Amortization Expense Related to Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
2020	$ 5,877
2021	5,000
2022	4,159
2023	3,894
2024	3,893
Thereafter	18,609
Net Carrying Amount	$ 41,432	$ 63,579

Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Debt Instrument [Line Items]
Finance lease liability (see NOTE 4—Leases)		$ 2,019
Long-term debt, gross and lease obligation	$ 460,434	877,019
Less: Unamortized debt discounts and debt issuance costs	(12,445)	(19,651)
Long-term debt, less unamortized debt discounts and debt issuance costs	447,989	857,368
Less: Current portion	(246)	(7,349)
Long-term debt, net	447,743	850,019
Unamortized debt discounts	1,500	3,200
First Lien Credit Agreement \| Reclassification
Debt Instrument [Line Items]
Unamortized debt discounts		1,800
Second Lien Credit Agreement \| Reclassification
Debt Instrument [Line Items]
Unamortized debt discounts		1,500
Senior Notes \| First Lien Credit Agreement
Debt Instrument [Line Items]
Long-term debt, gross	460,188	725,000
Senior Notes \| Second Lien Credit Agreement
Debt Instrument [Line Items]
Long-term debt, gross	0	150,000
Line of Credit \| First Lien Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt, gross	0	0
Notes payable
Debt Instrument [Line Items]
Long-term debt, gross	$ 246	$ 0

Long-term Debt - Narrative (Details) - USD ($)						3 Months Ended	12 Months Ended
Long-term Debt - Narrative (Details) - USD ($)	Mar. 19, 2020	Oct. 23, 2019	Jul. 23, 2019	Jun. 24, 2019	Oct. 22, 2018	Sep. 28, 2019	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Debt Instrument [Line Items]
Write off of debt issuance costs						$ 300,000	$ 4,110,000	$ 3,459,000	$ 1,258,000
Write off of loan discounts							1,374,000	0	0
Debt modification costs						$ (200,000)	$ (150,000)	$ (1,794,000)	$ (208,000)
First Lien Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 100,000,000.0
Secured leverage ratio							7.00
Threshold to test ratio							$ 10,000,000.0
Threshold to test ratio, percentage of revolving credit facility commitments							35.00%
First Lien Credit Agreement \| Revolving Credit Facility \| Subsequent Event
Debt Instrument [Line Items]
Proceeds from revolving credit facility	$ 90,000,000.0
First Lien Credit Agreement \| Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Commitment fee percentage					0.25%
First Lien Credit Agreement \| Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Commitment fee percentage					0.50%
First Lien Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 35,000,000.0
Letters of credit outstanding							$ 3,600,000
First Lien Credit Agreement \| Bridge Loan
Debt Instrument [Line Items]
Maximum borrowing capacity					20,000,000.0
Senior Notes \| First Lien Credit Agreement
Debt Instrument [Line Items]
Debt instrument, face amount					725,000,000.0
Repayments of long-term debt		$ 15,000,000.0		$ 248,000,000.0
Debt instrument, periodic payment, interest				3,800,000
Senior Notes \| Term Loan Maturing October 22, 2025
Debt Instrument [Line Items]
Debt instrument, face amount			$ 475,200,000
Repayments of long-term debt		$ 15,000,000.0
Interest rate at period end							5.24%
Senior Notes \| Term Loan Maturing October 22, 2025 \| Minimum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate			3.50%
Senior Notes \| Term Loan Maturing October 22, 2025 \| Minimum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate			2.50%
Senior Notes \| Term Loan Maturing October 22, 2025 \| Maximum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate			3.25%
Senior Notes \| Term Loan Maturing October 22, 2025 \| Maximum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate			2.25%
Senior Notes \| Second Lien Credit Agreement
Debt Instrument [Line Items]
Debt instrument, face amount					$ 150,000,000.0
Repayments of long-term debt				150,000,000.0
Debt instrument, periodic payment, interest				3,600,000
Write off of debt issuance costs				3,800,000
Write off of loan discounts				$ 1,400,000

Long-term Debt - Schedule of Principal Maturities (Details) $ in Thousands	Dec. 28, 2019 USD ($)
Debt Disclosure [Abstract]
2020	$ 246
2021	0
2022	0
2023	0
2024	0
Thereafter	460,188
Total	$ 460,434

Long-term Debt - Interest Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Debt Disclosure [Abstract]
Interest on term loan debt	$ 45,259	$ 52,569	$ 46,235
Amortization of debt issuance costs	2,367	4,024	4,442
Interest on leased liabilities	263
Interest on finance leases		117	122
Other	51	2	30
Interest income	(2,013)	(1,350)	(1,131)
Interest expense, net	$ 45,927	$ 55,362	$ 49,698

Long-term Debt - Debt Extinguishment and Modification Costs (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Sep. 28, 2019	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Debt Disclosure [Abstract]
Write off of debt issuance costs	$ 300	$ 4,110	$ 3,459	$ 1,258
Debt modification costs	$ 200	150	1,794	208
Write off of loan discounts		1,374	0	0
Debt extinguishment and modification costs		$ 5,634	$ 5,253	$ 1,466

Share-based Awards - Narrative (Details) - USD ($) $ in Thousands			3 Months Ended	12 Months Ended
	Feb. 03, 2020	Jun. 04, 2019	Mar. 28, 2020	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of stock options exercised				$ 17,000
Share-based compensation				31,439	$ 10,409	$ 1,659
Payments of dividends				3,600
October 22, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments of dividends					8,700
June 23, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments of dividends					1,300	1,300
Time-based stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of stock options exercised				$ 20,800	$ 100	$ 100
Options, grants in period (in shares)				1,363,822	334,535	225,001
Share-based compensation				$ 25,700
Unamortized compensation cost				$ 10,400
Unamortized compensation cost, weighted average period				3 years 5 months 12 days
Options, nonvested (in shares)				6,243,667	5,798,375	5,528,836	5,401,780
Time-based options granted prior to IPO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation				$ 24,300
Performance-based stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options, grants in period (in shares)				99,788	334,536	225,004
Unamortized compensation cost				$ 26,200
Options, nonvested (in shares)				5,777,121	5,795,330	5,525,860	5,353,473
Performance-based stock options \| Forecast
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation			$ 18,500
Performance-based stock options \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation	$ 18,500
Number of shares vested (in shares)	4,100,000
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options, grants in period (in shares)				195,135	34,200	46,686
Share-based compensation				$ 2,100	$ 400	$ 400
Unamortized compensation cost				$ 3,200
Unamortized compensation cost, weighted average period				2 years 2 months 26 days
2019 Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for issuance (in shares)		4,597,862
Percent of common stock outstanding		4.00%
Aggregate shares reserved for issuance (in shares)				3,100,124

Share-based Awards - Weighted-Average Fair Value for Time-Based and Performance-Based Options and RSUs Granted (Details) - $ / shares	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Time-based stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value (in usd per share)	$ 7.61	$ 2.96	$ 2.31
Performance-based stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value (in usd per share)	5.78	4.65	2.91
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value (in usd per share)	$ 27.13	$ 10.36	$ 7.72

Share-based Awards - Assumptions Used to Estimate Fair Values of Time-Based Options (Details) - Time-based stock options - $ / shares	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise price (in usd per share)	$ 21.66	$ 11.98	$ 9.06
Volatility	30.20%	35.00%	50.00%
Risk-free interest rate	1.90%	2.60%	1.50%
Dividend yield	0.00%	0.00%	0.00%
Expected term (in years)	6 years 9 months 29 days	2 years 9 months 18 days	2 years 6 months

Share-based Awards - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended	12 Months Ended
	Feb. 03, 2020	Mar. 28, 2020	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017	Oct. 22, 2018
Weighted-Average Exercise Price
Share-based compensation			$ 31,439	$ 10,409	$ 1,659
Subsequent Event
Number of Options
Exercised (in shares)	(191,470)
Time-Based Options
Number of Options
Options outstanding, beginning balance (in shares)		6,243,667	5,798,375	5,528,836	5,401,780
Granted (in shares)			1,363,822	334,535	225,001
Exercised (in shares)			(817,051)	(2,946)	(30,169)
Forfeitures (in shares)			(101,479)	(62,050)	(67,776)
Options outstanding, ending balance (in shares)			6,243,667	5,798,375	5,528,836
Total vested and expected to vest (in shares)			6,243,667
Total exercisable (in shares)			4,463,719
Weighted-Average Exercise Price
Weighted-average exercise price, beginning balance (in usd per share)		$ 10.57	$ 7.53	$ 7.27	$ 7.20
Granted (in usd per share)			21.66	11.98	9.06
Exercised (in usd per share)			7.21	8.47	7.13
Forfeitures (in usd per share)			12.72	8.10	7.37
Weighted-average exercise price, ending balance (in usd per share)			10.57	$ 7.53	$ 7.27
Total exercisable (in dollars per share)			7.26
Total vested and expected to vest, weighted average exercise price (in usd per share)			$ 10.57
Share-based compensation			$ 25,700
Performance-Based Options
Number of Options
Options outstanding, beginning balance (in shares)		5,777,121	5,795,330	5,525,860	5,353,473
Granted (in shares)			99,788	334,536	225,004
Exercised (in shares)			0	0	0
Forfeitures (in shares)			(117,997)	(65,066)	(52,617)
Options outstanding, ending balance (in shares)			5,777,121	5,795,330	5,525,860
Total vested and expected to vest (in shares)			5,777,121
Total exercisable (in shares)			0
Weighted-Average Exercise Price
Weighted-average exercise price, beginning balance (in usd per share)		$ 4.57	$ 4.40	$ 6.11	$ 5.99
Granted (in usd per share)			17.29	11.98	9.06
Exercised (in usd per share)			0	0	0
Forfeitures (in usd per share)			7.15	6.81	6.04
Weighted-average exercise price, ending balance (in usd per share)			4.57	$ 4.40	$ 6.11
Total exercisable (in dollars per share)			0
Total vested and expected to vest, weighted average exercise price (in usd per share)			$ 4.57
Downward adjustment in weighted average price due to dividends declared (in usd per share)						$ 2.10
Performance-based options vested (in shares)			0
Performance-Based Options \| Forecast
Weighted-Average Exercise Price
Share-based compensation		$ 18,500
Performance-Based Options \| Subsequent Event
Weighted-Average Exercise Price
Number of shares vested (in shares)	4,100,000
Share-based compensation	$ 18,500

Share-based Awards - Summary of RSU Activity (Details) - RSUs - $ / shares	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Number of Shares
Nonvested, beginning balance (in shares)	80,820	100,804	54,118
Granted (in shares)	195,135	34,200	46,686
Vested/released (in shares)	(76,841)	(54,184)	0
Canceled/forfeited (in shares)	(8,242)	0	0
Nonvested, ending balance (in shares)	190,872	80,820	100,804
Weighted-Average Grant Date Fair Value
Nonvested, beginning balance (in usd per share)	$ 8.80	$ 7.51	$ 7.33
Granted (in usd per share)	27.13	10.36	7.72
Vested/released (in usd per share)	18.06	7.39	0
Canceled/forfeited (in usd per share)	30.03	0	0
Nonvested, ending balance (in usd per share)	$ 22.89	$ 8.80	$ 7.51

Retirement Plans (Details) - USD ($)	12 Months Ended
Retirement Plans (Details) - USD ($)	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Payments into plan	$ 400,000	$ 400,000	$ 500,000
Payments by employer into fund	$ 1,200,000	$ 1,100,000	1,500,000
Percentage of contribution (less than)	5.00%
Surcharges to the Fund	$ 0
Defined contribution plan, employer matching contribution, percent of match	35.00%
Defined contribution plan, maximum percentage of employee gross	6.00%
Deferred Profit Sharing
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Percentage of employer contribution, deferred compensation plan		1500.00%
Nonunion Employee Retirement and Profit-Sharing Plans
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Expenses for contribution plan	$ 4,400,000	$ 3,600,000	$ 3,300,000
Retirement Plan for Warehouse Employees
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Percentage of employer contribution, defined contribution plan	15.00%

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Components Of Income Tax Expense [Line Items]
Provisional tax benefit associated with the Tax Act			$ 5,400
Income before income taxes	$ 16,782	$ 21,852	$ 25,772
Federal Income Tax
Components Of Income Tax Expense [Line Items]
Operating Loss Carryforwards	101,400
State Income Tax
Components Of Income Tax Expense [Line Items]
Operating Loss Carryforwards	$ 15,100

Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Current:
Federal	$ 52	$ (200)	$ 237
State	439	353	189
Total current	491	153	426
Deferred:
Federal	247	4,523	2,928
State	625	1,308	1,817
Total deferred	872	5,831	4,745
Income tax expense	$ 1,363	$ 5,984	$ 5,171

Income Taxes - Income Tax Rate Reconciliation (Details)	12 Months Ended
Income Taxes - Income Tax Rate Reconciliation (Details)	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Income Tax Disclosure [Abstract]
Taxes at federal statutory rates	21.00%	21.00%	35.00%
Effect of change in federal tax rate	0.00%	0.00%	(21.10%)
State income taxes net of federal benefit	5.20%	6.00%	5.10%
Excess tax benefits from exercise and vest of share-based awards	(21.40%)	0.00%	0.00%
Other	3.30%	0.40%	1.10%
Effective income tax rate	8.10%	27.40%	20.10%

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018
Deferred tax assets:
Accrued compensation	$ 3,411	$ 2,594
Share-based compensation expense	6,323	0
Inventory	4,216	3,553
Transaction costs	1,334	1,520
Deferred rent		12,530
Lease liability obligation	221,747
Net operating loss and other carryforwards	24,936	25,781
Reserves and allowances	3,974	4,056
Interest expense carryforward	1,103	3,862
Other	1,176	1,181
Total deferred tax assets	268,220	55,077
Deferred tax liabilities:
Prepaid expenses	(1,042)	(733)
Depreciation and amortization	(43,213)	(36,271)
Intangible assets	(8,417)	(9,073)
Right-of-use assets	(203,065)
Goodwill	(27,230)	(21,897)
Debt transaction costs	(1,273)	(2,238)
Total deferred tax liabilities	(284,240)	(70,212)
Net deferred tax liabilities	$ (16,020)	$ (15,135)

Related Party Transactions (Details) $ in Thousands	12 Months Ended
Related Party Transactions (Details) $ in Thousands	Dec. 28, 2019 USD ($)	Dec. 29, 2018 USD ($)	Dec. 30, 2017 USD ($)	Dec. 28, 2019 store	Dec. 28, 2019 warehouse	Dec. 29, 2018 store	Dec. 29, 2018 warehouse
Related Party Transaction [Line Items]
Aggregate annual lease payments	$ 88,362
Number of stores \| store				347
Independent operator commissions	700	$ 300	$ 300
Accounts and financing receivable, before allowance for credit loss	37,705	27,769
Affiliated Entity
Related Party Transaction [Line Items]
Aggregate annual lease payments	$ 6,100	$ 6,600
Number of stores				15	1	16	1

Earnings Per Share - Earnings Per Share Attributable to Common Stockholders (Details) $ / shares in Units, $ in Thousands			3 Months Ended								12 Months Ended
	Feb. 03, 2020 USD ($) shares	Jun. 06, 2019	Dec. 28, 2019 USD ($) $ / shares shares	Sep. 28, 2019 USD ($) $ / shares	Jun. 29, 2019 USD ($) $ / shares	Mar. 30, 2019 USD ($) $ / shares	Dec. 29, 2018 USD ($) $ / shares shares	Sep. 29, 2018 USD ($) $ / shares	Jun. 30, 2018 USD ($) $ / shares	Mar. 31, 2018 USD ($) $ / shares	Dec. 28, 2019 USD ($) $ / shares shares	Dec. 29, 2018 USD ($) $ / shares shares	Dec. 30, 2017 USD ($) $ / shares shares	Dec. 31, 2016 shares
Numerator
Net income attributable to common stockholders \| $			$ 9,832	$ 12,445	$ (10,632)	$ 3,774	$ (4,612)	$ 7,669	$ 7,286	$ 5,525	$ 15,419	$ 15,868	$ 20,601
Denominator
Weighted-average shares of common stock - basic (in shares)											79,044,000	68,473,000	68,232,000
Effect of dilutive RSUs (in shares)											42,000	73,000	100,000
Effect of dilutive options (in shares)											2,777,000	0	0
Weighted average shares of common stock - diluted (in shares)											81,863,000	68,546,000	68,332,000
Earnings per share attributable to common stockholders:
Basic (in usd per share) \| $ / shares			$ 0.11	$ 0.14	$ (0.15)	$ 0.06	$ (0.07)	$ 0.11	$ 0.11	$ 0.08	$ 0.20	$ 0.24	$ 0.30
Diluted (in usd per share) \| $ / shares			$ 0.11	$ 0.13	$ (0.15)	$ 0.06	$ (0.07)	$ 0.11	$ 0.11	$ 0.08	$ 0.19	$ 0.23	$ 0.30
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation \| $											$ 31,439	$ 10,409	$ 1,659
Stock split, conversion ratio		1.403
Performance-based stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options, nonvested (in shares)			5,777,121				5,795,330				5,777,121	5,795,330	5,525,860	5,353,473
Performance-based stock options \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vested (in shares)	4,100,000
Share-based compensation \| $	$ 18,500

Earnings Per Share - Anti-dilutive Weighted-Average Common Stock Equivalents Excluded from Calculation of Diluted Earnings (Net Loss) Per Share (Details) - shares shares in Thousands	12 Months Ended
	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	732	0	0
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	50	0	0
Time-based stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	682	0	0

Selected Quarterly Financial Data (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Dec. 29, 2018	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Quarterly Financial Information Disclosure [Abstract]
Net sales	$ 655,517	$ 652,540	$ 645,289	$ 606,271	$ 585,201	$ 576,843	$ 575,058	$ 550,558	$ 2,559,617	$ 2,287,660	$ 2,075,465
Gross Profit	200,278	201,087	198,720	187,017	176,165	175,548	175,115	168,569	787,102	695,397	631,883
Income from operations	17,004	23,948	5,735	21,656	13,851	24,088	24,007	20,521	68,343	82,467	76,936
Net income (loss)	$ 9,832	$ 12,445	$ (10,632)	$ 3,774	$ (4,612)	$ 7,669	$ 7,286	$ 5,525	$ 15,419	$ 15,868	$ 20,601
Basic earnings per share (in usd per share)	$ 0.11	$ 0.14	$ (0.15)	$ 0.06	$ (0.07)	$ 0.11	$ 0.11	$ 0.08	$ 0.20	$ 0.24	$ 0.30
Diluted earnings per share (in usd per share)	$ 0.11	$ 0.13	$ (0.15)	$ 0.06	$ (0.07)	$ 0.11	$ 0.11	$ 0.08	$ 0.19	$ 0.23	$ 0.30

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Subsequent Events (Details) - USD ($)				3 Months Ended	12 Months Ended
Subsequent Events (Details) - USD ($)	Mar. 19, 2020	Feb. 03, 2020	Jan. 24, 2020	Mar. 28, 2020	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017	Oct. 22, 2018
Subsequent Event [Line Items]
Share-based compensation					$ 31,439,000	$ 10,409,000	$ 1,659,000
Performance-based stock options
Subsequent Event [Line Items]
Exercised (in shares)					0	0	0
First Lien Credit Agreement \| Senior Notes
Subsequent Event [Line Items]
Debt instrument, face amount								$ 725,000,000.0
Forecast \| Performance-based stock options
Subsequent Event [Line Items]
Share-based compensation				$ 18,500,000
Subsequent Event
Subsequent Event [Line Items]
Offering costs incurred		$ 1,100,000
Proceeds from stock options exercised		$ 1,400,000
Exercised (in shares)		191,470
Subsequent Event \| Performance-based stock options
Subsequent Event [Line Items]
Number of shares vested (in shares)		4,100,000
Share-based compensation		$ 18,500,000
Subsequent Event \| Second Replacement Term Loan \| Senior Notes
Subsequent Event [Line Items]
Debt instrument, face amount			$ 460,000,000.0
Subsequent Event \| Second Replacement Term Loan \| Senior Notes \| Eurodollar
Subsequent Event [Line Items]
Basis spread on variable rate			2.75%
Subsequent Event \| Second Replacement Term Loan \| Senior Notes \| Base Rate
Subsequent Event [Line Items]
Basis spread on variable rate			1.75%
Subsequent Event \| First Lien Credit Agreement \| Revolving Credit Facility
Subsequent Event [Line Items]
Proceeds from revolving credit facility	$ 90,000,000.0
Interest rate	4.43%

Schedule I—Condensed Financial Information of Registrant - Balance Sheet (Details) - USD ($) $ in Thousands	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017	Dec. 31, 2016
Condensed Financial Statements, Captions [Line Items]
Prepaid expenses and other current assets	$ 13,453	$ 13,368
Total current assets	270,826	240,372
Total assets	2,185,529	1,376,862
Total liabilities	1,440,145	1,076,911
Series A Preferred stock, par value $0.001, 50,000,000 and 1 share authorized, respectively; 0 and 1 share issued and outstanding, respectively	0	0
Additional paid-in capital	717,282	287,457
Retained earnings	28,013	12,426
Total stockholders’ equity	745,384	299,951	$ 427,133	$ 406,352
Total liabilities and stockholders’ equity	2,185,529	1,376,862
Common Stock
Condensed Financial Statements, Captions [Line Items]
Common stock - par value $0.001, voting and nonvoting common stock	89	67
Nonvoting Common
Condensed Financial Statements, Captions [Line Items]
Common stock - par value $0.001, voting and nonvoting common stock	0	1
Parent Company
Condensed Financial Statements, Captions [Line Items]
Prepaid expenses and other current assets	0	497
Total current assets	0	497
Investment in wholly owned subsidiary	746,628	300,922
Total assets	746,628	301,419
Intercompany payable	1,244	1,468
Total liabilities	1,244	1,468
Series A Preferred stock, par value $0.001, 50,000,000 and 1 share authorized, respectively; 0 and 1 share issued and outstanding, respectively	0	0
Additional paid-in capital	717,282	287,457
Retained earnings	28,013	12,426
Total stockholders’ equity	745,384	299,951
Total liabilities and stockholders’ equity	746,628	301,419
Parent Company \| Common Stock
Condensed Financial Statements, Captions [Line Items]
Common stock - par value $0.001, voting and nonvoting common stock	89	67
Parent Company \| Nonvoting Common
Condensed Financial Statements, Captions [Line Items]
Common stock - par value $0.001, voting and nonvoting common stock	$ 0	$ 1

Schedule I—Condensed Financial Information of Registrant - Income Statement (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Dec. 29, 2018	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Condensed Financial Statements, Captions [Line Items]
Operating expenses									$ 718,759	$ 612,930	$ 554,947
Income from operations	$ 17,004	$ 23,948	$ 5,735	$ 21,656	$ 13,851	$ 24,088	$ 24,007	$ 20,521	68,343	82,467	76,936
Income before income taxes									16,782	21,852	25,772
Net income (loss)	$ 9,832	$ 12,445	$ (10,632)	$ 3,774	$ (4,612)	$ 7,669	$ 7,286	$ 5,525	15,419	15,868	20,601
Comprehensive income (loss)									15,419	15,868	20,601
Parent Company
Condensed Financial Statements, Captions [Line Items]
Operating expenses									273	216	181
Income from operations									(273)	(216)	(181)
Income before income taxes									(273)	(216)	(181)
Equity in net income of subsidiary, net of tax									15,692	16,084	20,782
Net income (loss)									15,419	15,868	20,601
Comprehensive income (loss)									$ 15,419	$ 15,868	$ 20,601

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Schedule I—Condensed Financial Information of Registrant - Cash Flow (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Dec. 29, 2018	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 28, 2019	Dec. 29, 2018	Dec. 30, 2017
Cash flows from operating activities:
Net income (loss)	$ 9,832	$ 12,445	$ (10,632)	$ 3,774	$ (4,612)	$ 7,669	$ 7,286	$ 5,525	$ 15,419	$ 15,868	$ 20,601
Changes in operating assets and liabilities:
Net cash provided by operating activities									132,835	105,811	84,703
Cash flows from investing activities:
Net cash provided by (used in) investing activities									(108,019)	(73,550)	(77,820)
Cash flows from financing activities:
Proceeds from initial public offering, net of underwriting discounts									407,666	0	0
Proceeds from exercise of share-based compensation awards									4,444	29	0
Payments related to net settlement of share-based compensation awards									(2,813)	(34)	(172)
Other direct costs paid related to the initial public offering									(7,062)	0	0
Dividend paid to shareholders									(3,645)	(153,587)	(1,307)
Net cash provided by (used in) financing activities									(17,778)	(16,999)	(7,935)
Net increase (decrease) in cash and cash equivalents									7,038	15,262	(1,052)
Cash and cash equivalents - Beginning of the period				21,063				5,801	21,063	5,801	6,853
Cash and cash equivalents at end of period	28,101				21,063				28,101	21,063	5,801
Parent Company
Cash flows from operating activities:
Net income (loss)									15,419	15,868	20,601
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in net income of subsidiary									(15,692)	(16,084)	(20,782)
Dividend received from subsidiary (return on capital)									0	27,351	0
Changes in operating assets and liabilities:
Other current assets									497	(497)	0
Net cash provided by operating activities									224	26,638	(181)
Cash flows from investing activities:
Investment in subsidiary									(402,050)	0	0
Dividend received from subsidiary (return of capital)									0	126,236	0
Net cash provided by (used in) investing activities									(402,050)	126,236	0
Cash flows from financing activities:
Intercompany payables									(409)	718	353
Proceeds from initial public offering, net of underwriting discounts									407,666	0	0
Proceeds from exercise of share-based compensation awards									4,444	29	0
Payments related to net settlement of share-based compensation awards									(2,813)	(34)	(172)
Other direct costs paid related to the initial public offering									(7,062)	0	0
Dividend paid to shareholders									0	(153,587)	0
Net cash provided by (used in) financing activities									401,826	(152,874)	181
Net increase (decrease) in cash and cash equivalents									0	0	0
Cash and cash equivalents - Beginning of the period				$ 0				$ 0	0	0	0
Cash and cash equivalents at end of period	$ 0				$ 0				$ 0	$ 0	$ 0

Schedule I—Condensed Financial Information of Registrant - Additional Information (Details) $ / shares in Units, $ in Thousands				1 Months Ended	3 Months Ended		12 Months Ended
	Feb. 03, 2020 USD ($) shares	Jun. 24, 2019 USD ($) $ / shares shares	Jun. 06, 2019	Oct. 31, 2019 USD ($) shares	Mar. 28, 2020 USD ($)	Sep. 28, 2019 USD ($)	Dec. 28, 2019 USD ($) shares	Dec. 29, 2018 USD ($) shares	Dec. 30, 2017 USD ($) shares
Condensed Financial Statements, Captions [Line Items]
Stock split, conversion ratio			1.403
Proceeds from initial public offering, net of underwriting discounts							$ 407,666	$ 0	$ 0
Payments of stock issuance costs							7,062	0	0
Share-based payment arrangement, expense							$ 31,439	$ 10,409	$ 1,659
Performance-based stock options
Condensed Financial Statements, Captions [Line Items]
Exercised (in shares) \| shares							0	0	0
Performance-based stock options \| Forecast
Condensed Financial Statements, Captions [Line Items]
Share-based payment arrangement, expense					$ 18,500
Subsequent Event
Condensed Financial Statements, Captions [Line Items]
Offering costs incurred	$ 1,100
Proceeds from stock options exercised	$ 1,400
Exercised (in shares) \| shares	191,470
Subsequent Event \| Performance-based stock options
Condensed Financial Statements, Captions [Line Items]
Number of shares vested (in shares) \| shares	4,100,000
Share-based payment arrangement, expense	$ 18,500
IPO
Condensed Financial Statements, Captions [Line Items]
Issuance of shares (in shares) \| shares		19,765,625		451,470
Sale of stock (in usd per share) \| $ / shares		$ 22.00
Proceeds from initial public offering, net of underwriting discounts		$ 407,700		$ 3,200
Underwriting discounts and commissions		$ 27,100
Payments of stock issuance costs				$ 1,100		$ 7,200
Parent Company
Condensed Financial Statements, Captions [Line Items]
Stock split, conversion ratio			1.403
Dividends paid to registrant								$ 153,600
Dividend received from subsidiary (return on capital)							$ 0	27,351	$ 0
Dividend received from subsidiary (return of capital)							0	126,236	0
Proceeds from initial public offering, net of underwriting discounts							407,666	0	0
Payments of stock issuance costs							$ 7,062	0	$ 0
Parent Company \| Globe Intermediate Corp.
Condensed Financial Statements, Captions [Line Items]
Ownership percentage							100.00%
Dividends paid to registrant								$ 153,600
Parent Company \| GOBP Holdings, Inc.
Condensed Financial Statements, Captions [Line Items]
Ownership percentage							100.00%
Parent Company \| GOBP Midco, Inc.
Condensed Financial Statements, Captions [Line Items]
Ownership percentage							100.00%
Parent Company \| Grocery Outlet Inc.
Condensed Financial Statements, Captions [Line Items]
Ownership percentage							100.00%