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SCHEDULE I: CONDENSED FINANCIAL INFORMATION OF REGISTRANT
12 Months Ended
Dec. 30, 2020
Condensed Financial Information Disclosure [Abstract]  
SCHEDULE I: CONDENSED FINANCIAL INFORMATION OF REGISTRANT
SHAKE SHACK INC.
CONDENSED BALANCE SHEETS
(PARENT COMPANY ONLY)
(in thousands, except share and per share amounts)
December 30
2020
December 25
2019
ASSETS
Current assets:
Cash$9,469 $9,223 
Accounts receivable— 
Prepaid expenses45 206 
Total current assets9,514 9,430 
Due from SSE Holdings2,103 7,124 
Deferred income taxes, net285,577 279,012 
Investment in subsidiaries356,497 247,372 
TOTAL ASSETS$653,691 $542,938 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable
Accrued expenses125 44 
Due to SSE Holdings13,288 9,652 
Current portion of liabilities under tax receivable agreement— 7,777 
Total current liabilities13,416 17,474 
Liabilities under tax receivable agreement, net of current portion232,954 226,649 
Total liabilities246,370 244,123 
Commitments and contingencies
Stockholders' equity:
Preferred stock, no par value—10,000,000 shares authorized; none issued and outstanding as of December 30, 2020 and December 25, 2019, respectively.— — 
Class A common stock, $0.001 par value—200,000,000 shares authorized; 38,717,790 and 34,417,302 shares issued and outstanding as of December 30, 2020 and December 25, 2019, respectively.39 35 
Class B common stock, $0.001 par value—35,000,000 shares authorized; 2,951,188 and 3,145,197 shares issued and outstanding as of December 30, 2020 and December 25, 2019, respectively.
Additional paid-in capital395,067 244,410 
Retained earnings12,209 54,367 
Accumulated other comprehensive loss— 
Total stockholders' equity407,321 298,815 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$653,691 $542,938 
See accompanying Notes to Condensed Financial Statements.
SHAKE SHACK INC.
CONDENSED STATEMENTS OF INCOME (LOSS)
(PARENT COMPANY ONLY)
(in thousands)
Fiscal Year Ended
December 30
2020
December 25
2019
December 26
2018
Intercompany revenue$1,560 $2,018 $2,055 
TOTAL REVENUE1,560 2,018 2,055 
General and administrative expenses2,179 1,683 1,933 
TOTAL EXPENSES2,179 1,683 1,933 
OPERATING INCOME (LOSS)(619)335 122 
Equity in net income (loss) of subsidiaries(41,152)19,831 21,537 
Other income (loss)(1,147)808 78 
Interest expense— (150)(14)
INCOME (LOSS) BEFORE INCOME TAXES(42,918)20,824 21,723 
Income tax expense (benefit)(760)997 6,544 
NET INCOME (LOSS)$(42,158)$19,827 $15,179 
See accompanying Notes to Condensed Financial Statements.
SHAKE SHACK INC.
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(PARENT COMPANY ONLY)
(in thousands)
Fiscal Year Ended
December 30
2020
December 25
2019
December 26
2018
Net income (loss)$(42,158)$19,827 $15,179 
Other comprehensive income, net of tax(1):
Change in foreign currency translation adjustment— — 
Equity securities:
Change in net unrealized holding losses
— — (3)
Less: reclassification adjustments for net realized losses included in net income— — 13 
Net change
— 10 
OTHER COMPREHENSIVE INCOME— 10 
COMPREHENSIVE INCOME (LOSS)$(42,157)$19,827 $15,189 
(1) Net of tax benefit of $0 for fiscal years ended December 30, 2020, December 25, 2019 and December 26, 2018.
See accompanying Notes to Condensed Financial Statements.
SHAKE SHACK INC.
CONDENSED STATEMENTS OF CASH FLOWS
(PARENT COMPANY ONLY)
(in thousands)
Fiscal Year Ended
December 30
2020
December 25
2019
December 26
2018
OPERATING ACTIVITIES
Net income (loss)$(42,158)$19,827 $15,179 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Equity in net income of subsidiaries41,152 (19,831)(21,537)
Equity-based compensation555 279 252 
Deferred income taxes(721)(5,317)777 
Non-cash interest expense— 151 — 
Other non-cash income1,147 (808)(78)
Changes in operating assets and liabilities:
Accounts receivable(1)— 
Prepaid expenses and other current assets161 (71)— 
Due to/from SSE Holdings(1,254)(5,190)(7,103)
Accounts payable— 
Accrued expenses(29)6,003 5,669 
Other current liabilities— — 14 
NET CASH USED IN OPERATING ACTIVITIES(1,144)(4,957)(6,827)
INVESTING ACTIVITIES
Purchases of LLC Interests from SSE Holdings(171,180)(29,481)(11,142)
Return of investment in SSE Holdings— — 2,053 
NET CASH USED IN INVESTING ACTIVITIES(171,180)(29,481)(9,089)
FINANCING ACTIVITIES
Proceeds from issuance of Class A common stock sold in equity offerings, net of underwriting discounts, commissions and offering costs144,861 — — 
Proceeds from issuance of Class A common stock to SSE Holdings upon settlement of equity awards26,319 29,481 11,142 
Proceeds from stock option exercises
8,033 9,201 5,472 
Payments under tax receivable agreement(6,643)(707)— 
NET CASH PROVIDED BY FINANCING ACTIVITIES172,570 37,975 16,614 
INCREASE IN CASH246 3,537 698 
CASH AT BEGINNING OF PERIOD9,223 5,686 4,988 
CASH AT END OF PERIOD$9,469 $9,223 $5,686 

See accompanying Notes to Condensed Financial Statements.
NOTE 1: ORGANIZATION
Shake Shack Inc. (the "Parent Company") was formed on September 23, 2014 as a Delaware corporation and is a holding company with no direct operations. The Parent Company's assets consist primarily of its equity interest in SSE Holdings, LLC ("SSE Holdings") and certain deferred tax assets.
The Parent Company's cash inflows are primarily from cash dividends or distributions and other transfers from SSE Holdings. The amounts available to the Parent Company to fulfill cash commitments and pay cash dividends on its common stock are subject to certain restrictions in SSE Holdings' Revolving Credit Facility. See Note 9, Debt, to the Company's consolidated financial statements.
NOTE 2: BASIS OF PRESENTATION
These condensed Parent Company financial statements should be read in conjunction with the consolidated financial statements of Shake Shack Inc. and the accompanying notes thereto, included in this Annual Report on Form 10-K. For purposes of these condensed financial statements, the Parent Company's interest in SSE Holdings is recorded based upon its proportionate share of SSE Holdings' net assets (similar to presenting them on the equity method).
The Parent Company is the sole managing member of SSE Holdings, and pursuant to the Third Amended and Restated LLC Agreement of SSE Holdings (the “SSE Holdings LLC Agreement”), receives compensation in the form of reimbursements for all costs associated with being a public company and maintaining its existence. Intercompany revenue consists of these reimbursement payments and is recognized when the corresponding expense to which it relates is recognized. Certain intercompany balances presented in these condensed Parent Company financial statements are eliminated in the consolidated financial statements. Intercompany receivables of $2,103 and $7,124 were eliminated in consolidation as of December 30, 2020 and December 25, 2019, respectively. Intercompany payables of $13,288 and $9,652 were eliminated in consolidation as of December 30, 2020 and December 25, 2019, respectively.
For fiscal 2020, $1,560 and $41,152 of intercompany revenue and equity in net loss of subsidiaries, respectively, was eliminated in consolidation. For fiscal 2019, $2,018 and $19,831 of intercompany revenue and equity in net income of subsidiaries, respectively, was eliminated in consolidation. Related party amounts that were not eliminated in the consolidated financial statements include the Parent Company's liabilities under the tax receivable agreement, which totaled $232,954 and $234,426 as of December 30, 2020 and December 25, 2019, respectively.
NOTE 3: COMMITMENTS AND CONTINGENCIES
On February 4, 2015, the Parent Company entered into a tax receivable agreement with the non-controlling interest holders that provides for payments to the non-controlling interest holders of 85% of the amount of any tax benefits that the Parent Company actually realizes, or in some cases is deemed to realize, as a result of certain transactions. See Note 15, Income Taxes, to the consolidated financial statements for more information regarding the Parent Company's Tax Receivable Agreement. As described in Note 18, Commitments and Contingencies, to the consolidated financial statements, amounts payable under the Tax Receivable Agreement are contingent upon, among other things, (i) generation of future taxable income of Shake Shack Inc. over the term of the Tax Receivable Agreement and (ii) future changes in tax laws.
As of December 30, 2020 and December 25, 2019, liabilities under the tax receivable agreement totaled $232,954 and $234,426, respectively.
NOTE 4: SUPPLEMENTAL CASH FLOW INFORMATION
The following table sets forth supplemental cash flow information for fiscal 2020, fiscal 2019 and fiscal 2018:
202020192018
Cash paid for:
Income taxes$124 $233 $185 
Non-cash investing activities:
Accrued contribution related to stock option exercises8,094 9,227 5,472 
Class A common stock issued in connection with the acquisition of LLC Interests upon redemption by the non-controlling interest holders1,723 11,934 15,202 
Class A common stock issued in connection with the GTC merger— 19,218 — 
Non-cash contribution made in connection with equity awards granted to employees of SSE Holdings5,193 4,402 5,999 
Non-cash financing activities:
Cancellation of Class B common stock in connection with the redemption of LLC Interests— (2)(2)
Cancellation of Class B common stock in connection with the GTC merger— (3)— 
Establishment of liabilities under tax receivable agreement4,024 32,065 44,338