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Stock-Based Compensation | 12 Months Ended
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Dec. 30, 2023
Share-based Payment Arrangement [Abstract] |
Stock-Based Compensation [Text Block] | 13. Stock-Based Compensation On May 28, 2013, the Company's shareholders approved the 2013 Stock Incentive Plan, as amended (the "2013 Plan"), which permits the grant of a variety of stock-based awards, including stock options, restricted stock units ("RSUs") and performance share units ("PSUs") to selected employees and directors of the Company. As at December 30, 2023, 3,619,054 securities remained available for issuance under the 2013 Plan. For the years ended December 30, 2023, December 31, 2022 and January 1, 2022, stock-based compensation of $11.8 million, $13.8 million and $9.1 million was recorded in selling, general and administrative expenses on the consolidated statements of operations. Stock Options Stock options granted to employees during the three-year period ended December 30, 2023, vest ratably on each of the first through third anniversaries of the grant date and expire on the tenth anniversary of the grant date. Stock options granted by the Company contain an exercise price that is equal to the closing market price of the shares on the day prior to the grant date. Any consideration paid on the exercise of stock options is credited to capital stock. The following table summarizes stock option activity for the year ended December 30, 2023:
|  |  |  |  |  |  |  | Weighted- |  |  |  |
|  |  |  |  |  |  |  | average |  |  |  |
|  |  |  |  | Weighted- |  |  | remaining |  |  |  |
|  |  |  |  | average |  |  | contractual |  |  | Aggregate |
|  | Stock options |  |  | exercise price |  |  | term (years) |  |  | intrinsic value |
Outstanding, beginning of year |  | 3,920,600 |  | $ | 5.51 |  |  |  |  |  |  |
Granted |  | 534,657 |  |  | 6.29 |  |  |  |  |  |  |
Exercised |  | (310,167 | ) |  | 2.79 |  |  |  |  |  |  |
Forfeited |  | (771,987 | ) |  | 6.53 |  |  |  |  |  |  |
Expired |  | (25,000 | ) |  | 7.36 |  |  |  |  |  |  |
Outstanding, end of year |  | 3,348,103 |  | $ | 5.63 |  |  | 6.5 |  | $ | 2,318 |
Exercisable, end of year |  | 2,125,112 |  | $ | 5.33 |  |  | 5.2 |  | $ | 2,318 |
The total intrinsic value of stock options exercised during the year ended December 30, 2023 was $0.7 million. The following table summarizes non-vested stock option activity during the year ended December 30, 2023:
|  |  |  |  | Weighted- |
|  |  |  |  | average grant- |
|  | Stock options |  |  | date fair value |
Non-vested, beginning of year |  | 1,965,839 |  | $ | 3.63 |
Granted |  | 534,657 |  |  | 3.87 |
Vested |  | (786,033 | ) |  | 3.64 |
Forfeited |  | (491,472 | ) |  | 3.79 |
Non-vested, end of year |  | 1,222,991 |  | $ | 3.67 |
The weighted-average grant-date fair values of all stock options granted in the years ended December 30, 2023, December 31, 2022 and January 1, 2022, were $3.87, $3.49 and $8.10, respectively, using a Black-Scholes option pricing model with the following assumptions:
|  | December 30, 2023 |  |  | December 31, 2022 |  |  | January 1, 2022 |
Grant-date stock price | $ | 6.29 |  | $ | 5.91 |  | $ | 14.77 |
Dividend yield(a) |  | 0% |  |  | 0% |  |  | 0% |
Expected volatility(b) |  | 63.5% |  |  | 61.6% |  |  | 61.7% |
Risk-free interest rate(c) |  | 4.1% |  |  | 3.0% |  |  | 1.0% |
Expected life of options (years)(d) |  | 6.0 |  |  | 6.0 |  |  | 6.0 |
(a) Determined based on expected annual dividend yield at the time of grant. (b) Determined based on historical volatility of the Company's Common Shares over the expected life of the option. (c) Determined based on the yield on U.S. Treasury zero-coupon issues with maturity dates equal to the expected life of the option. (d) Determined based on the mid-point of vesting (one through three years) and expiration (10 years). The Company has used the simplified method to determine the expected life of options due to insufficient historical exercise data to provide a reasonable basis to estimate the expected life. Total compensation costs related to non-vested stock option awards not yet recognized as an expense was $2.0 million as at December 30, 2023, which will be amortized over a weighted-average remaining vesting period of 1.4 years. The following table summarizes stock options outstanding and exercisable as at December 30, 2023:
|  |  |  |  |  |  |  |  |  | Weighted- |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | average |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  | remaining |  |  | Weighted- |  |  |  |  |  | Weighted- |
| Exercise price range |  |  | Outstanding |  |  | contractual life |  |  | average exercise |  |  | Exercisable |  |  | average exercise |
| Low |  |  | High |  |  | options |  |  | (years) |  |  | price |  |  | options |  |  | price |
$ | 3.25 |  | $ | 3.73 |  |  | 1,016,553 |  |  | 5.2 |  | $ | 3.35 |  |  | 1,016,553 |  | $ | 3.35 |
| 3.74 |  |  | 5.69 |  |  | 278,998 |  |  | 5.1 |  |  | 4.87 |  |  | 242,640 |  |  | 4.78 |
| 5.70 |  |  | 6.13 |  |  | 1,402,892 |  |  | 8.0 |  |  | 5.91 |  |  | 505,767 |  |  | 5.91 |
| 6.14 |  |  | 9.48 |  |  | 327,235 |  |  | 8.2 |  |  | 6.51 |  |  | 62,005 |  |  | 7.19 |
| 9.49 |  |  | 14.77 |  |  | 322,425 |  |  | 3.3 |  |  | 11.40 |  |  | 298,147 |  |  | 11.12 |
|  |  |  |  |  |  | 3,348,103 |  |  | 6.5 |  | $ | 5.63 |  |  | 2,125,112 |  | $ | 5.33 |
Restricted Stock Units RSUs granted to employees vest ratably on each of the first through third anniversaries of the grant date and RSUs granted to directors vest 100% on the first anniversary of the grant date. Each vested RSU entitles the employee or director to receive one Common Share without payment of additional consideration. The weighted-average grant-date fair values of all RSUs granted in the years ended December 30, 2023, December 31, 2022 and January 1, 2022, were $5.88, $6.40 and $13.54, respectively, based on the closing price of the Common Shares on the grant dates. The following table summarizes non-vested RSU activity during the year ended December 30, 2023:
|  |  |  |  | Weighted- |
|  |  |  |  | average grant- |
|  | RSUs |  |  | date fair value |
Non-vested, beginning of year |  | 659,649 |  | $ | 7.14 |
Granted |  | 443,247 |  |  | 5.88 |
Vested |  | (380,577 | ) |  | 6.57 |
Forfeited |  | (122,595 | ) |  | 7.14 |
Non-vested, end of year |  | 599,724 |  | $ | 6.58 |
The total intrinsic value of RSUs that vested during the year ended December 30, 2023 was $2.7 million. Total compensation costs related to non-vested RSU awards not yet recognized as an expense was $2.4 million as at December 30, 2023, which will be amortized over a weighted-average remaining vesting period of 1.8 years. Performance Share Units The vesting of PSUs granted to employees under the Company's annual short-term incentive plans are dependent on the Company achieving predetermined measures of adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") (the "EBITDA PSUs"). Each vested EBITDA PSU entitles the employee to receive one Common Share without payment of additional consideration. The weighted-average grant-date fair values of the EBITDA PSUs granted during the years ended December 30, 2023, December 31, 2022 and January 1, 2022, were $6.96, $5.45 and $13.90, respectively, based on the closing price of the Common Shares on the grant dates. The following table summarizes non-vested EBITDA PSU activity during the year ended December 30, 2023:
|  |  |  |  | Weighted- |
|  |  |  |  | average grant- |
|  | EBITDA PSUs |  |  | date fair value |
Non-vested, beginning of year |  | 2,355,431 |  | $ | 4.80 |
Granted |  | 1,137,057 |  |  | 6.96 |
Vested |  | (2,299,700 | ) |  | 4.78 |
Cancelled or forfeited |  | (191,892 | ) |  | 6.55 |
Non-vested, end of year |  | 1,000,896 |  | $ | 6.95 |
The total intrinsic value of EBITDA PSUs that vested during the year ended December 30, 2023 was $18.0 million. Each reporting period, the number of unvested EBITDA PSUs that are expected to vest is redetermined and the aggregate grant-date fair value of the redetermined number of EBITDA PSUs is amortized on a straight-line basis over the remaining requisite service period less amounts previously recognized. As at December 30, 2023, the compensation cost not yet recognized as an expense that are currently expected to vest was $2.3 million, which will be amortized over a weighted-average remaining vesting period of 0.3 years. The vesting of PSUs granted to employees under the Company's 2023, 2022 and 2021 long-term incentive plans ("LTIP") are dependent on the Company's total shareholder return ("TSR") performance relative to food and beverage companies in a designated index during a three-year performance period commencing on January 1 of the year of grant, and the employee's continued employment with the Company through the vesting date (the "TSR PSUs"). The TSR for the Company and each of the companies in the designated index are calculated at the end of the applicable three-year performance period using a 20-trading day average closing price as of December 31. The percentage of vested PSUs may range from 0% to 200% based on the Company's achievement of predetermined TSR thresholds. Each vested PSU entitles the employee to receive one Common Share without payment of additional consideration. None of the PSUs granted under the 2021 LTIP will vest as the Company did not achieve the minimum TSR threshold as measured at December 31, 2023. The grant-date fair values of TSR PSUs granted in the years ended December 30, 2023, December 31, 2022 and January 1, 2022, were $7.00, $8.48 and $23.40, respectively, using a Monte Carlo valuation model with the following assumptions:
|  | December 30, 2023 |  |  | December 31, 2022 |  |  | January 1, 2022 |
Grant-date stock price | $ | 6.35 |  | $ | 5.91 |  | $ | 14.77 |
Dividend yield |  | 0% |  |  | 0% |  |  | 0% |
Expected volatility(a) |  | 55.5% |  |  | 67.8% |  |  | 76.9% |
Risk-free interest rate(b) |  | 4.7% |  |  | 2.8% |  |  | 0.3% |
Expected life (in years)(c) |  | 2.5 |  |  | 2.7 |  |  | 2.7 |
(a) Determined based on the historical volatility of the Common Shares over the performance period of the PSUs. (b) Determined based on U.S. Treasury yields with a remaining term equal to the performance period of the PSUs. (c) Determined based on the performance period of the PSUs. The following table summarized non-vested TSR PSU activity during the year ended December 30, 2023:
|  |  |  |  | Weighted- |
|  |  |  |  | average grant- |
|  | TSR PSUs |  |  | date fair value |
Non-vested, beginning of year |  | 594,873 |  | $ | 10.07 |
Granted |  | 405,212 |  |  | 7.00 |
Vested |  | - |  |  | - |
Forfeited |  | (443,405 | ) |  | 8.61 |
Non-vested, end of year |  | 556,680 |  | $ | 9.00 |
Total compensation costs related to non-vested TSR PSU awards not yet recognized as an expense was $2.5 million as at December 30, 2023, which will be amortized over a weighted-average remaining vesting period of 1.8 years. Special Awards On January 2, 2024, the Company granted special one-time awards of 144,404 RSUs, 288,808 TSR PSUs and 230,804 stock options to Brian Kocher in connection with his appointment as the Company's Chief Executive Officer effective January 2, 2024. These awards represent sign-on inducement awards made outside of 2013 Plan. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date, and each vested RSU entitles Mr. Kocher to receive one Common Share without payment of additional consideration. The vesting of the PSUs is dependent on the Company's TSR performance relative to food and beverage companies in a designated index during the three-year period commencing January 1, 2024 and continuing through December 31, 2026, and subject to Mr. Kocher's continued employment with the Company through April 15, 2027. The TSR for the Company and each of the companies in the designated index will be calculated using a 20-trading day average closing price as of December 31, 2026. The percentage of vested PSUs may range from 0% to 200% based on the Company's achievement of predetermined TSR thresholds. Each vested PSU entitles Mr. Kocher to receive one Common Share without payment of additional consideration. The stock options vest ratably on each of the first through third anniversaries of the grant date and expire on the tenth anniversary of the grant date. Each vested stock option entitles Mr. Kocher to purchase one Common Share at an exercise price of $5.54, which was the closing price of the Common Shares on January 2, 2024. Employee Stock Purchase Plan The Company maintains an Employee Stock Purchase Plan whereby employees can purchase common shares through payroll deductions. For the year ended December 30, 2023, the Company's employees purchased 120,666 Common Shares (December 31, 2022 - 87,850; January 1, 2022 - 66,834) for total proceeds of $0.6 million (December 31, 2022 - $0.6 million; January 1, 2022 - $0.6 million). As at December 30, 2023, 425,566 Common Shares remained available to be granted under this plan.

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