Document And Entity Information (USD $)
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12 Months Ended | ||
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Mar. 25, 2012
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Jun. 01, 2012
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Sep. 23, 2011
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Document and Entity Information [Abstract] | |||
Entity Registrant Name | NATHANS FAMOUS INC | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --03-25 | ||
Entity Common Stock, Shares Outstanding | 4,363,777 | ||
Entity Public Float | $ 71,659,000 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0000069733 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Mar. 25, 2012 | ||
Document Fiscal Year Focus | 2012 | ||
Document Fiscal Period Focus | FY |
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- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other". No definition available.
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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- Definition
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
State aggregate market value of voting and non-voting common equity held by non-affiliates computed by reference to price at which the common equity was last sold, or average bid and asked price of such common equity, as of the last business day of registrant's most recently completed second fiscal quarter. The public float should be reported on the cover page of the registrants form 10K. No definition available.
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate "Yes" or "No" if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. No definition available.
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- Definition
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A. No definition available.
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- Definition
Amount due from customers, clients, or other third-parties, or arising from transactions not separately disclosed, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), net of allowances established for the purpose of reducing such receivables to an amount that approximates their net realizable value. No definition available.
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- Definition
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of investment in debt and equity securities categorized neither as held-to-maturity nor trading. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The carrying amount of consideration received or receivable as of the balance sheet date on potential earnings that were not recognized as revenue in conformity with GAAP, and which are expected to be recognized as such within one year or the normal operating cycle, if longer, including sales, license fees, and royalties, but excluding interest income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards expected to be realized or consumed within one year or operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount after allocation of valuation allowances of noncurrent deferred tax asset attributable to deductible temporary differences and carryforwards. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount (lower of cost or market) as of the balance sheet date of inventories less all valuation and other allowances. Excludes noncurrent inventory balances (expected to remain on hand past one year or one operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all Liabilities and Stockholders' Equity items (or Partners' Capital, as applicable), including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total obligations incurred as part of normal operations that is expected to be repaid beyond the following twelve months or one business cycle. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount of reserve for known or estimated probable loss from litigation, which may include attorneys' fees and other litigation costs, which is expected to be paid within one year of the date of the statement of financial position. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
An amount representing an agreement for an unconditional promise by the maker to pay the Company (holder) a definite sum of money within one year from the balance sheet date (or the normal operating cycle, whichever is longer), net of any write-downs taken for collection uncertainty on the part of the holder. Such amount may include accrued interest receivable in accordance with the terms of the debt. The debt also may contain provisions and related items including a discount or premium, payable on demand, secured, or unsecured, interest bearing or noninterest bearing, among a myriad of other features and characteristics. This amount does not include amounts related to receivables held-for-sale. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate carrying amount, as of the balance sheet date, of noncurrent assets not separately disclosed in the balance sheet. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The total of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer, and the aggregate carrying amount of current assets, as of the balance sheet date, not separately presented elsewhere in the balance sheet. Current assets are expected to be realized or consumed within one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount, net of accumulated depreciation, depletion and amortization, of long-lived physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The carrying amounts of cash and cash equivalent items which are restricted as to withdrawal or usage. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or entity statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits. Excludes compensating balance arrangements that are not agreements which legally restrict the use of cash amounts shown on the balance sheet. For a classified balance sheet represents the current portion only (the noncurrent portion has a separate concept); there is a separate and distinct element for unclassified presentations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total amount of stockholders' equity (deficit) items including stock value, paid in capital, retained earnings and including equity attributable to noncontrolling interests and before deducting the carrying value of treasury stock. No definition available.
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- Definition
The amount allocated to treasury stock. Treasury stock is common and preferred shares of an entity that were issued, repurchased by the entity, and are held in its treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Balance Sheets (Parentheticals) (USD $)
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Mar. 25, 2012
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Mar. 27, 2011
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Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 8,855,263 | 8,837,991 |
Common stock, shares outstanding | 4,363,777 | 5,082,713 |
Treasury stock, shares | 4,491,486 | 3,755,278 |
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- Definition
Face amount or stated value of common stock per share; generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of common and preferred shares that were previously issued and that were repurchased by the issuing entity and held in treasury on the financial statement date. This stock has no voting rights and receives no dividends. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Impairment charge on note receivable No definition available.
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- Definition
Balance of recovery of property taxes paid in previous years No definition available.
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- Details
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- Definition
Total costs related to goods produced and sold during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total costs of sales and operating expenses for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- 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. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Revenue earned during the period from consideration (often a percentage of the franchisee's sales) received for the right to operate a business using the entity's name, merchandise, services, methodologies, promotional support, marketing, and supplies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of operating profit and nonoperating income or expense before Income or Loss from equity method investments, income taxes, extraordinary items, and noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The sum of the current income tax expense or benefit and the deferred income tax expense or benefit pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Interest expense on all other items not previously classified. For example, includes dividends associated with redeemable preferred stock of a subsidiary that is treated as a liability in the parent's consolidated balance sheet. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Income derived from investments in debt securities and on cash and cash equivalents the earnings of which reflect the time value of money or transactions in which the payments are for the use or forbearance of money. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Revenue earned during the period relating to consideration received from another party for the right to use, but not own, certain of the entity's intangible assets. Licensing arrangements include, but are not limited to, rights to use a patent, copyright, technology, manufacturing process, software or trademark. Licensing fees are generally, but not always, fixed as to amount and not dependent upon the revenue generated by the licensing party. An entity may receive licensing fees for licenses that also generate royalty payments to the entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
This element represents the expenses incurred by the entity which are directly related and attributable to receiving an award in settlement of litigation. No definition available.
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Excludes Selling, General and Administrative Expense. No definition available.
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- Definition
The aggregate amount of other income amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) profits on securities (net of losses), and (d) miscellaneous other income items. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate revenue recognized during the period (derived from goods sold, services rendered, insurance premiums, or other activities that constitute an entity's earning process). For financial services companies, also includes investment and interest income, and sales and trading gains. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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- Definition
Aggregate revenue during the period from the sale of goods in the normal course of business, after deducting returns, allowances and discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Statements of Comprehensive Income (USD $)
In Thousands, unless otherwise specified |
12 Months Ended | ||
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Mar. 25, 2012
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Mar. 27, 2011
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Mar. 28, 2010
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Net income | $ 6,158 | $ 2,213 | $ 5,569 |
Other comprehensive income, net of deferred income taxes: | |||
Unrealized gains (losses) on marketable securities | 16 | (133) | 281 |
Less: reclassification adjustments for loss, included in net income | 0 | 2 | 0 |
Other comprehensive income (loss) | 16 | (135) | 281 |
Comprehensive income | $ 6,174 | $ 2,078 | $ 5,850 |
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- Details
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- Definition
The change in equity [net assets] of a business enterprise during a period from transactions and other events and circumstances from non-owner sources which are attributable to the reporting entity. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners, but excludes any and all transactions which are directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Net of tax amount of unrealized holding gain (loss) before reclassification adjustments on available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Net of tax amount of other comprehensive income (loss) attributable to the parent entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Net of tax amount of the income statement impact of the reclassification adjustment for unrealized gain (loss) realized upon the sale of available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
This element represents the amount of recognized equity-based compensation during the period, that is, the amount recognized as expense in the income statement (or as asset if compensation is capitalized). Alternate captions include the words "stock-based compensation". Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Tax benefit associated with any equity-based compensation plan other than an employee stock ownership plan (ESOP). The tax benefit results from the deduction by the entity on its tax return for an award of stock that exceeds the cumulative compensation cost for common stock or preferred stock recognized for financial reporting. Includes any resulting tax benefit that exceeds the previously recognized deferred tax asset (excess tax benefits). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Net of tax amount of unrealized holding gain (loss) before reclassification adjustments and transfers on available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of share options (or share units) exercised during the current period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Value of stock issued as a result of the exercise of stock options. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Equity impact of the value of stock that has been repurchased during the period and has not been retired and is not held in treasury. Some state laws may mandate the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Statements of Stockholders' Equity (Parentheticals) (USD $)
In Thousands, unless otherwise specified |
12 Months Ended | ||
---|---|---|---|
Mar. 25, 2012
|
Mar. 27, 2011
|
Mar. 28, 2010
|
|
Deferred income taxes | $ 11 | $ 107 | $ 187 |
X | ||||||||||
- Definition
Tax effect of unrealized holding gain (loss) before reclassification adjustments and transfers on available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Details
|
X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
|
X | ||||||||||
- Definition
Impairment charge on note receivable No definition available.
|
X | ||||||||||
- Definition
Increase (decrease) in accrued litigation No definition available.
|
X | ||||||||||
- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition
The component of income tax expense for the period representing the increase (decrease) in the entity's deferred tax assets and liabilities pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
Amount of excess tax benefit (tax deficiency) that arises when compensation cost from non-qualified share-based compensation recognized on the entity's tax return exceeds (is less than) compensation cost from equity-based compensation recognized in financial statements. Excess tax benefit (tax deficiency) increases (decreases) net cash provided by financing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition
The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The increase (decrease) during the reporting period in the amount due from customers for the credit sale of goods and services; includes accounts receivable and other types of receivables. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The increase (decrease) during the reporting period in the amounts payable to vendors for goods and services received and the amount of obligations and expenses incurred but not paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The increase (decrease) during the reporting period, excluding the portion taken into income, in the liability reflecting revenue yet to be earned for which cash or other forms of consideration was received or recorded as a receivable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition
The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition
The increase (decrease) during the reporting period in other noncurrent operating assets not separately disclosed in the statement of cash flows. No definition available.
|
X | ||||||||||
- Definition
The increase (decrease) during the reporting period in other noncurrent operating liabilities not separately disclosed in the statement of cash flows. No definition available.
|
X | ||||||||||
- Definition
The increase (decrease) during the reporting period in the value of prepaid expenses and other assets not separately disclosed in the statement of cash flows, for example, deferred expenses, intangible assets, or income taxes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The net cash inflow or outflow for the increase (decrease) associated with funds that are not available for withdrawal or use (such as funds held in escrow) and are associated with underlying transactions that are classified as investing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The amount of cash paid for interest during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
This item represents the amount of amortization of purchase premium related to an investment in debt securities. The purchase premium is amortized to expense over the life (holding period) of the security to arrive at an amount of periodic interest income which results in a constant effective yield on the investment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
This item represents the total realized gain (loss) included in earnings for the period as a result of selling marketable securities categorized as trading, available-for-sale, or held-to-maturity. No definition available.
|
X | ||||||||||
- Definition
The net cash inflow or outflow from financing activity for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The net cash inflow or outflow from investing activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The net cash from (used in) all of the entity's operating activities, including those of discontinued operations, of the reporting entity. Operating activities generally involve producing and delivering goods and providing services. Operating activity cash flows include transactions, adjustments, and changes in value that are not defined as investing or financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash outflow to reacquire common stock during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash inflow associated with principal collections from a borrowing supported by a written promise to pay an obligation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash inflow associated with the sale or maturity (principal being due) of securities not classified as either held-to-maturity securities or trading securities which are classified as available-for-sale securities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash inflow associated with the sale of a borrowing supported by a written promise to pay an obligation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
Amount of the current period expense charged against operations, the offset which is generally to the allowance for doubtful accounts for the purpose of reducing receivables, including notes receivable, to an amount that approximates their net realizable value (the amount expected to be collected). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
X | ||||||||||
- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 1 - Description and Organization of Business
|
12 Months Ended |
---|---|
Mar. 25, 2012
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|
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] |
NOTE
A - DESCRIPTION AND ORGANIZATION OF BUSINESS
Nathan’s
Famous, Inc. and subsidiaries (collectively the
“Company” or “Nathan’s”) has
historically operated or franchised a chain of retail fast
food restaurants featuring the “Nathan’s World
Famous Beef Hot Dog”, crinkle-cut French-fried
potatoes and a variety of other menu
offerings. Nathan’s has also established a
Branded Product Program, which enables foodservice
retailers to sell select Nathan’s proprietary
products outside of the realm of a traditional franchise
relationship. The Company is also the owner of
the Arthur Treacher’s brand. Arthur Treacher's main
product is its "Original Fish & Chips" product
consisting of fish fillets coated with a special batter
prepared under a proprietary formula, deep-fried golden
brown, and served with English-style chips and corn meal
"hush puppies." The Company considers itself to be in the
foodservice industry, and has pursued co-branding and
co-hosting initiatives; accordingly, management has
evaluated the Company as a single reporting unit.
At
March 25, 2012, the Company’s restaurant system
included five Company-owned units in the New York City
metropolitan area (including one seasonal location) and 299
franchised or licensed units, located in 27 states
and eight foreign countries.
|
X | ||||||||||
- Definition
The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 2 - Summary of Significant Accounting Policies
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Mar. 25, 2012
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Significant Accounting Policies [Text Block] |
NOTE B -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The
following significant accounting policies have been applied
in the preparation of the consolidated financial
statements:
1.
Principles of Consolidation
The
consolidated financial statements include the accounts of
the Company and all of its wholly-owned
subsidiaries. All significant inter-company
balances and transactions have been eliminated in
consolidation.
2.
Fiscal Year
The
Company’s fiscal year ends on the last Sunday in
March, which results in a 52- or 53-week reporting
period. The results of operations and cash flows
for the fiscal years ended March 25, 2012, March 27, 2011,
and March 28, 2010 are on the basis of a 52-week reporting
period.
3.
Use of Estimates
The
preparation of financial statements in conformity with
accounting principles generally accepted in the United
States of America requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities and 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 could differ
from those estimates.
Significant
estimates made by management in preparing the consolidated
financial statements include revenue recognition, the
allowance for doubtful accounts, valuation of notes
receivable, valuation of stock-based compensation,
accounting for income taxes, and the valuation of goodwill,
intangible assets and other long-lived assets.
4. Cash
and Cash Equivalents
The
Company considers all highly liquid instruments purchased
with an original maturity of three months or less to be
cash equivalents. Cash equivalents amounted
to $92 and $1,670 at
March 25, 2012 and March 27, 2011, respectively.
Substantially all of the Company’s cash and cash
equivalents are in excess of government insurance.
5. Impairment
of Note Receivable
Nathan’s
determines that a loan is impaired when, based on current
information and events, it is probable that the Company
will be unable to collect all amounts due according to the
contractual terms of the loan agreement. When evaluating a
note for impairment, the factors considered include: (a)
indications that the borrower is experiencing business
problems such as late payments, operating losses, marginal
working capital, inadequate cash flow or business
interruptions, (b) loans secured by collateral that is not
readily marketable, or (c) loans that are susceptible to
deterioration in realizable value. The Company records
interest income on its impaired notes receivable on an
accrual basis, when collection is assured, based on the
present value of the estimated cash flows of identified
impaired notes receivable (See Note G).
6. Inventories
Inventories,
which are stated at the lower of cost or market value,
consist primarily of food items and supplies. Inventories
also include equipment and marketing items in connection
with the Branded Product Program. Cost is
determined using the first-in, first-out method.
7. Marketable
Securities
The
Company determines the appropriate classification of
securities at the time of purchase and reassesses the
appropriateness of the classification at each reporting
date. At March 25, 2012 and March 27, 2011, all marketable
securities held by the Company have been classified as
available-for-sale and, as a result, are stated at fair
value, based upon quoted market prices for similar assets
as determined in active markets or model-derived valuations
in which all significant inputs are observable for
substantially the full-term of the asset, with unrealized
gains and losses included as a component of accumulated
other comprehensive income. Realized gains and losses on
the sale of securities are determined on a specific
identification basis. Interest income is recorded when it
is earned and deemed realizable by the Company.
8. Property
and Equipment
Property
and equipment are stated at cost less accumulated
depreciation and amortization. Major improvements are
capitalized and minor replacements, maintenance and repairs
are charged to expense as incurred. Depreciation and
amortization are calculated on the straight-line basis over
the estimated useful lives of the
assets. Leasehold improvements are amortized
over the shorter of the estimated useful life or the lease
term of the related asset. The estimated useful lives are
as follows:
9.
Goodwill and Intangible Assets
Goodwill
and intangible assets consist of (i) goodwill of $95
resulting from the acquisition of Nathan’s in 1987;
and (ii) trademarks, trade names and other intellectual
property of $1,353 in connection with Arthur
Treacher’s.
The
Company’s goodwill and intangible assets are deemed
to have indefinite lives and, accordingly, are not
amortized, but are evaluated for impairment at least
annually, but more often whenever changes in facts and
circumstances occur which may indicate that the carrying
value may not be recoverable. As of March 25, 2012 and
March 27, 2011, the Company performed its required annual
impairment test of goodwill and intangible assets and has
determined no impairment is deemed to exist.
10.
Long-lived Assets
Long-lived
assets are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying value
may not be recoverable. Impairment is measured
by comparing the carrying value of the long-lived assets to
the estimated undiscounted future cash flows expected to
result from use of the assets and their ultimate
disposition. In instances where impairment is
determined to exist, the Company writes down the asset to
its fair value based on the present value of estimated
future cash flows.
Impairment
losses are recorded on long-lived assets on a
restaurant-by-restaurant basis whenever impairment factors
are determined to be present. The Company
considers a history of restaurant operating losses to be
its primary indicator of potential impairment for
individual restaurant locations. No units were
deemed impaired during the fiscal years ended March 25,
2012, March 27, 2011 and March 28, 2010.
11.
Fair Value of Financial Instruments
Fair
value is defined as the price that would be received to
sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement
date (an exit price).
The
fair value hierarchy, as outlined in the applicable
accounting guidance, is based on inputs to valuation
techniques that are used to measure fair value that are
either observable or unobservable. Observable inputs
reflect assumptions market participants would use in
pricing an asset or liability based on market data obtained
from independent sources while unobservable inputs reflect
a reporting entity’s pricing based upon their own
market assumptions.
The
fair value hierarchy consists of the following three
levels
The
use of observable market inputs (quoted market prices) when
measuring fair value and, specifically, the
use of Level 1 quoted prices to measure fair
value are required whenever possible. The
determination of where an asset or liability falls in the
hierarchy requires significant judgment. The
Company evaluates its hierarchy disclosures annually and
based on various factors, it is possible that an asset or
liability may be classified differently from year to
year.
The
following tables present assets and liabilities measured at
fair value on a recurring basis as of March 25, 2012 and
March 27, 2011 based upon the valuation hierarchy:
The
carrying amounts of cash equivalents, accounts
receivable, notes receivable and accounts payable
approximate fair value due to the short-term maturity of
the instruments.
The
majority of the Company’s non-financial assets and
liabilities are not required to be carried at fair value on
a recurring basis. However, the Company is
required on a non-recurring basis to use fair value
measurements when analyzing asset impairment as it relates
to goodwill and other indefinite-lived intangible assets
and long-lived assets. The Company utilized the income
approach (Level 3 inputs) which utilized cash flow
forecasts for future income and were discounted to present
value in performing its annual impairment testing of
intangible assets. For its annual goodwill impairment
testing, the Company utilized an income approach (Level 3
inputs).
12. Start-up
Costs
Pre-opening
and similar restaurant costs are expensed as
incurred.
13. Revenue
Recognition - Branded Product Program
The
Company recognizes sales from the Branded Product Program
and certain products sold from the Branded Menu Program
when it is determined that the products the Company has
sold have been delivered via third party common carrier to
Nathan’s customers. Rebates provided to customers are
classified as a reduction to sales.
14. Revenue
Recognition - Company-owned Restaurants
Sales
by Company-owned restaurants, which are typically paid in
cash or credit card by the customer, are recognized upon
the performance of services. Sales are presented net of
sales tax.
15. Revenue
Recognition - Franchising Operations
In
connection with its franchising operations, the Company
receives initial franchise fees, development fees,
royalties, and in certain cases, revenue from sub-leasing
restaurant properties to franchisees.
Franchise
and area development fees, which are typically received
prior to completion of the revenue recognition process, are
initially recorded as deferred revenue. Initial franchise
fees, which are non-refundable, are recognized as income
when substantially all services to be performed by
Nathan’s and conditions relating to the sale of the
franchise have been performed or satisfied, which generally
occurs when the franchised restaurant commences
operations.
The
following services are typically provided by the Company
prior to the opening of a franchised restaurant:
At
March 25, 2012 and March 27, 2011, $123 and $341,
respectively, of deferred franchise fees are included in
the accompanying consolidated balance sheets. For the
fiscal years ended March 25, 2012, March 27, 2011 and March
28, 2010, the Company earned franchise fees of $920, $663,
and $678, respectively, from new unit openings, transfers,
co-branding and forfeitures.
Development
fees are nonrefundable and the related agreements require
the franchisee to open a specified number of restaurants in
the development area within a specified time period or the
agreements may be canceled by the
Company. Revenue from development agreements is
deferred and recognized ratably over the term of the
agreement, as restaurants in the development area commence
operations on a pro rata basis to the minimum number of
restaurants required to be open, or at the time the
development agreement is effectively canceled. At March 25,
2012 and March 27, 2011, $603 and $425, respectively,
of deferred development fee revenue is included in the
accompanying consolidated balance sheets.
The
following is a summary of franchise openings and closings
for the Nathan’s franchise restaurant system for the
fiscal years ended March 25, 2012, March 27, 2011 and March
28, 2010:
The
Company recognizes franchise royalties on a monthly
basis, which are generally based upon a percentage of
sales made by the Company’s franchisees, when they
are earned and deemed collectible. The Company recognizes
royalty revenue from its Branded Menu Program directly
from the sale of Nathan’s products by the
manufacturers.
Franchise
fees and royalties that are not deemed to be collectible
are not recognized as revenue until paid by the franchisee
or until collectibility is deemed to be reasonably assured.
Revenue from sub-leasing properties is recognized in income
as the revenue is earned and becomes receivable and deemed
collectible. Sub-lease rental income is
presented net of associated lease costs in the accompanying
consolidated statements of earnings.
17.
Revenue Recognition – License Royalties
The
Company earns revenue from royalties on the licensing of
the use of its name on certain products produced and sold
by outside vendors. The use of the Company name
and symbols must be approved by the Company prior to each
specific application to ensure proper quality and project a
consistent image. Revenue from license royalties
is recognized on a monthly basis when it is earned and
deemed collectible.
18. Business
Concentrations and Geographical Information
The
Company’s accounts receivable consist principally of
receivables from franchisees for royalties and advertising
contributions, from sales under the Branded Product
Program, and from royalties from retail
licensees. At March 25, 2012, one retail
licensee and three Branded Product customers each
represented 19%, 14%, 13% and 12%, respectively, of
accounts receivable. At March 27, 2011, one retail licensee
and three Branded Product customers each represented 11%,
16%, 13% and 11%, respectively, of accounts
receivable. No franchisee, retail licensee or
Branded Product customer accounted for 10% or more of total
revenues during the fiscal years ended March 25, 2012,
March 27, 2011 and March 28, 2010.
The
Company’s primary supplier of hot
dogs represented 79%, 75%
and 74% of product purchases for the fiscal years ended
March 25, 2012, March 27, 2011 and March 28, 2010,
respectively. The Company’s distributor of
product to its Company-owned restaurants
represented 8%, 9% and 11% of product purchases for
the fiscal years ended March 25, 2012, March 27, 2011 and
March 28, 2010, respectively.
The
Company’s revenues for the fiscal years ended March
25, 2012, March 27, 2011 and March 28, 2010 were derived
from the following geographic areas:
19. Advertising
The Company
administers an advertising fund on behalf of its
franchisees to coordinate the marketing efforts of the
Company. Under this arrangement, the Company collects and
disburses fees paid by manufacturers, franchisees and
Company-owned stores for national and regional advertising,
promotional and public relations programs. Contributions to
the advertising fund are based on specified percentages of
net sales, generally ranging up to 2%. Net Company-owned
store advertising expense, which is expensed as incurred,
was $227, $233, and
$247, for the fiscal years ended March 25, 2012, March 27,
2011 and March 28, 2010, respectively, have been included
within restaurant operating expenses in the accompanying
consolidated statements of earnings.
20. Stock-Based
Compensation
At
March 25, 2012, the Company had several stock-based
employee compensation plans in effect which are more fully
described in Note K.
The
cost of all share-based payments to employees, including
grants of employee stock options, is recognized in the
financial statements based on their fair values measured at
the grant date, or the date of any later modification, over
the requisite service period. The Company utilizes the
straight-line attribution method to recognize the expense
associated with awards with graded vesting terms.
21.
Classification of Operating Expenses
Cost
of sales consist of the following:
Restaurant
operating expenses consist of the following:
22. Income
Taxes
The
Company’s current provision for income taxes is based
upon its estimated taxable income in each of the
jurisdictions in which it operates, after considering the
impact on taxable income of temporary differences resulting
from different treatment of items for tax and financial
reporting purposes. Deferred tax assets and liabilities are
recognized for the future tax consequences attributable to
differences between the financial statement carrying
amounts of existing assets and liabilities and their
respective tax bases and any operating loss or tax credit
carryforwards. Deferred tax assets and
liabilities are measured using enacted tax rates expected
to apply to taxable income in the year in which those
temporary differences are expected to be recovered or
settled. The ultimate realization of deferred tax assets is
dependent upon the generation of future taxable income in
those periods in which temporary differences become
deductible. Should management determine that it
is more likely than not that some portion of the deferred
tax assets will not be realized, a valuation allowance
against the deferred tax assets would be established in the
period such determination was made.
Uncertain
Tax Positions
The
Company has recorded liabilities for underpayment of income
taxes and related interest and penalties, if any, for
uncertain tax positions based on the determination of
whether tax benefits claimed or expected to be claimed on a
tax return should be recorded in the financial
statements. The Company may recognize the tax
benefit from an uncertain tax position only if it is more
likely than not that the tax position will be sustained on
examination by the taxing authorities based on the
technical merits of the position. The tax
benefits recognized in the financial statements from such
position should be measured based on the largest benefit
that has a greater than fifty percent likelihood of being
realized upon ultimate
settlement. Nathan’s recognizes accrued
interest and penalties associated with unrecognized tax
benefits as part of the income tax provision.
23.
Adoption of
New Accounting Pronouncements
In
May 2011, the Financial Accounting Standards Board
(“FASB”) issued a number of amendments in order
to align the fair value measurement and disclosure
requirements in U.S. Generally Accepted Accounting
Principles (“US GAAP”) and International
Financial Reporting Standards (“IFRS”). The
amendments change the wording used to describe many of the
requirements in US GAAP for measuring fair value or
disclosing information about fair value measurements. Some
of the amendments clarify the FASB’s intent about the
application of existing fair value measurement
requirements. Other amendments modify a particular
principle or requirement for measuring fair value or for
disclosing fair value measurements. The amended guidance
was effective for Nathan’s beginning with the first
interim or annual reporting period beginning after December
15, 2011; early application was not permitted. We adopted
these amendments during the fiscal period ended March 25,
2012, and these amendments did not have a material effect
on our consolidated results of operations or financial
position.
In
June 2011, the FASB issued guidance covering the
presentation of comprehensive income. Under this guidance,
an entity has the option to present the total of
comprehensive income, the components of net income, and
components of other comprehensive income
(“OCI”) either in a single continuous statement
of comprehensive income or in two separate but consecutive
statements. Irrespective of the format that is chosen, an
entity is required to present each component of net income
along with total net income, each component of OCI along
with a total for OCI, and a total for comprehensive income.
Entities were also required to present on the face of the
financial statements reclassification adjustments for items
that are reclassified from OCI to net income in the
statement(s) where components of net income and components
of OCI are presented. However, the implementation of this
last requirement was deferred by the FASB in December 2011.
Nathan’s elected to early adopt this accounting
standard at March 25, 2012. The adoption of this new
accounting standard modified the required disclosures, but
did not have a material effect on our consolidated results
of operations or financial position.
The
Company does not believe that any other recently issued,
but not yet effective accounting standards, when adopted,
will have a material effect on the accompanying financial
statements.
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X | ||||||||||
- Definition
The entire disclosure for all significant accounting policies of the reporting entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 3 - Income Per Share
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Mar. 25, 2012
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Earnings Per Share [Text Block] |
NOTE
C - INCOME PER SHARE
Basic
income per common share is calculated by dividing income by
the weighted-average number of common shares outstanding
and excludes any dilutive effects of stock options or
warrants. Diluted income per common share gives effect to
all potentially dilutive common shares that were
outstanding during the period. Dilutive common
shares used in the computation of diluted income per common
share result from the assumed exercise of stock options and
warrants, using the treasury stock method.
The
following chart provides a reconciliation of information
used in calculating the per share amounts for the fiscal
years ended March 25, 2012, March 27, 2011 and March 28,
2010, respectively:
There
were no options to purchase shares of common stock for the
year ended March 25, 2012, that were excluded from the
computation of diluted earnings per share. Options and
warrants to purchase 110,000 and 110,000 shares
of common stock for the years ended March 27, 2011 and
March 28, 2010, respectively, were not included in the
computation of diluted earnings per share because the
exercise prices exceeded the average market price of common
shares during the respective periods.
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X | ||||||||||
- Definition
The entire disclosure for earnings per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 4 - Restricted Cash
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12 Months Ended |
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Mar. 25, 2012
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Restricted Assets Disclosure [Text Block] |
NOTE
D – RESTRICTED CASH
We
have been engaged in litigation with SMG, Inc.
“SMG”, as further described in Note L.2,
“Legal Proceedings” related to our License
Agreement and, in connection with that litigation, damages
of $4,910, inclusive of pre-judgment interest, were
assessed against Nathan’s (the
“Judgment”). Nathan’s has
determined to appeal both of the court’s findings
with respect to SMG’s claims relating to the sale of
Nathan’s proprietary seasonings to SMG and the amount
of the Judgment.
In
connection with this appeal, Nathan’s was required to
provide security for the damages, and has entered into a
Blocked Deposit Account Control Agreement (“Blocked
Account Agreement”) with SMG and Citibank, N.A. (the
“Bank”).
Nathan’s
has also entered into a Security Agreement with SMG (the
“Security Agreement”), pursuant to which,
Nathan’s has granted SMG a security interest in the
amounts on deposit in the Blocked Account at the Bank (the
“Account”) in order to secure
Nathan’s’ obligation to pay the Judgment,
together with post-judgment interest on such amount and
costs incurred in connection with such amounts.
Pursuant
to the Blocked Account Agreement, at March 25, 2012,
Nathan’s has deposited a total of $5,419 into the
Account and including an amount equal to the post-judgment
interest (calculated at 9% per annum) and has classified
the amount of the Judgment along with the post-judgment
interest as restricted cash in the accompanying balance
sheet. Pursuant to the Blocked Account
Agreement, Nathan’s will have no right to withdraw
amounts from the Account, until: (1) the Bank receives
written notice from SMG (a “Release Notice”)
that (a) the Judgment, plus all applicable post-judgment
interest, has been satisfied, (b) the Judgment has been
reversed or the Judgment has been vacated and the matter
remanded and that any subsequent motions or appeals have
been resolved, (c) Nathan’s and SMG have entered a
fully-executed settlement agreement resolving the Judgment,
or (d) SMG has withdrawn its “Disposition
Notice” (as defined below) or (2) the Bank has
received a Disposition Notice and has acted in accordance
with the Disposition Notice.
SMG
has agreed to deliver a Release Notice to the Bank within
five (5) business days following any of the events
described in clauses (1), (a), (b) or (c) above, and is
entitled to provide written notice (a “Disposition
Notice”) to the Bank to distribute the amounts in the
Account if either (i) the Judgment is affirmed and all
appeals are exhausted, and the amount of the Judgment plus
all applicable post-judgment interest is not satisfied by
Nathan’s and paid to SMG within thirty (30) days of
such affirmance or (ii) an Event of Default occurs under
the Security Agreement.
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X | ||||||||||
- Definition
The entire disclosure for assets that are restricted in their use, generally by contractual agreements or regulatory requirements. This would include, but not limited to, a description of the restricted assets and the terms of the restriction. No definition available.
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Note 5 - Marketable Securities
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Mar. 25, 2012
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Marketable Securities [Table Text Block] |
NOTE
E - MARKETABLE SECURITIES
The
cost, gross unrealized gains, gross unrealized losses and
fair market value for marketable securities, which consist
entirely of municipal bonds that are classified as
available-for-sale securities are as follows:
As
of March 25, 2012, the municipal bonds mature at various
dates between April 2012 and October 2019. The
following represents the bond maturities by period:
Proceeds
from the sale of available-for-sale securities and the
resulting gross realized gains and losses included in the
determination of net income are as follows:
The
change in net unrealized gains (losses) on
available-for-sale securities for the fiscal years ended
March 25, 2012, March 27, 2011 and March 28, 2010, of $16,
$(135) and $281, respectively, which is net of deferred
income taxes, has been included as a component of
comprehensive income. Accumulated other comprehensive
income is comprised entirely of the net unrealized gains on
available-for-sales securities as of March 25, 2012 and
March 27, 2011.
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X | ||||||||||
- Definition
Tabular disclosure of marketable securities. This may consist of investments in certain debt and equity securities, short-term investments and other assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 6 - Accounts and Other Receivables, Net
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Mar. 25, 2012
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Loans, Notes, Trade and Other Receivables Disclosure [Text Block] |
NOTE
F - ACCOUNTS AND OTHER RECEIVABLES, NET
Accounts
and other receivables, net, consist of the
following:
Accounts
receivable are due within 30 days and are stated at amounts
due from franchisees, retail licensees and Branded Product
Program customers, net of an allowance for doubtful
accounts. Accounts outstanding longer than the contractual
payment terms are considered past due. The Company
determines its allowance by considering a number of
factors, including the length of time accounts receivable
are past due, the Company’s previous loss history,
the customer’s current and expected future ability to
pay its obligation to the Company, and the condition of the
general economy and the industry as a whole. The
Company writes off accounts receivable when they are deemed
to be uncollectible.
Changes
in the Company’s allowance for doubtful accounts for
the fiscal years ended March 25, 2012, March 27, 2011 and
March 28, 2010 are as follows:
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X | ||||||||||
- Definition
The entire disclosure for claims held for amounts due a entity, excluding financing receivables. Examples include, but are not limited to, trade accounts receivables, notes receivables, loans receivables. Includes disclosure for allowance for credit losses. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 7 - Note Receivable Held for Sale
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Mar. 25, 2012
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Asset Impairment Charges [Text Block] |
NOTE
G – NOTE RECEIVABLE HELD FOR SALE
In
connection with Nathan’s sale of its then
wholly-owned subsidiary Miami Subs Corporation
(“Miami Subs”) on June 7, 2007, to Miami Subs
Capital Partners I, Inc. (“Purchaser”),
Nathan’s accepted Purchaser’s promissory note
in the principal amount of $2,400 (the “MSC
Note”) as part of the consideration. The
MSC Note originally bore interest at 8% per annum and was
secured by a lien on all of the assets of Miami Subs and by
the personal guarantees of two principals of the
Purchaser.
Effective
August 31, 2008, Nathan’s and the Purchaser agreed to
extend the due date of the MSC Note from its initial
four-year term until April 2014, to reduce the monthly
payment and to settle certain claims between Nathan’s
and the Purchaser. At that time, management evaluated the
restructured MSC Note for impairment by comparing the
present value of the future cash flows on the MSC Note to
the current carrying value and determined that no
impairment existed.
Effective
April 1, 2010, Nathan’s and the Purchaser agreed to
further modify the terms of the MSC Note (the
“Amended MSC Note”) by extending the due date
of the MSC Note until June 2015, reducing the monthly
payments, increasing the interest rate to 8.5% and reducing
the balance of the note by $250 if the MSC Note is paid in
full on or before the June 2015 maturity date. At that
time, management evaluated the restructured MSC Note for
impairment by comparing the then-present value of the
expected future cash flows on the MSC Note to the
then-current carrying value and recorded an impairment
charge of $250 in the fiscal year ended March 28,
2010.
As
of March 27, 2011, management further evaluated the Amended
MSC Note for impairment by comparing the present value of
the expected future cash flows on the Amended MSC Note to
the current carrying value and recorded an impairment
charge of $263. On May 4, 2011, Nathan’s entered into
a Note Purchase and Sale Agreement with Y & Y Capital
Co, LLC (“Note Purchaser” and such agreement,
the “Purchase Agreement”) pursuant to which
Nathan’s has agreed to sell to the Note Purchaser the
Amended MSC Note, for $900 in
cash. Simultaneously with the execution of the
Purchase Agreement, the Note Purchaser paid to
Nathan’s $450 to be applied to the purchase price
payable under the Purchase Agreement. The sale
of the Amended MSC Note was completed on June 29, 2011 and
Nathan’s received the $450 balance of the sale
proceeds. In
connection with the sale of the Amended MSC Note,
simultaneously with the closing of such sale,
Nathan’s also assigned to the Note Purchaser all of
its rights under certain related agreements which secure
the obligation of the Purchaser under the Amended MSC Note,
including a security agreement dated as of June 7, 2007,
two personal guaranties and an irrevocable direction for
the payment of funds under certain circumstances.
Nathan’s retained certain rights under the
irrevocable direction. On October 24, 2011,
Nathan’s executed a Release and Direction among the
parties agreeing to accept $125 in cash, in full
satisfaction of Nathan’s rights under the irrevocable
direction. In November 2011, Nathan’s received these
proceeds which have been recorded as other income, net in
the fiscal year ended March 25, 2012.
Following
is a summary of the impaired note receivable:
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X | ||||||||||
- Definition
The entire disclosure for the details of the charge against earnings resulting from the aggregate write down of all assets from their carrying value to their fair value. Disclosure may also include a description of the impaired asset and facts and circumstances leading to the impairment, amount of the impairment loss and where the loss is located in the income statement, method(s) for determining fair value, and the segment in which the impaired asset is reported. No definition available.
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Note 8 - Property and Equipment, Net
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Mar. 25, 2012
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Property, Plant and Equipment Disclosure [Text Block] |
NOTE
H - PROPERTY AND EQUIPMENT, NET
Property
and equipment consists of the following:
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X | ||||||||||
- Definition
The entire disclosure for long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. This disclosure may include property plant and equipment accounting policies and methodology, a schedule of property, plant and equipment gross, additions, deletions, transfers and other changes, depreciation, depletion and amortization expense, net, accumulated depreciation, depletion and amortization expense and useful lives, income statement disclosures, assets held for sale and public utility disclosures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 9 - Accrued Expenses, Other Current Liabilities and Other Liabilities
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Mar. 25, 2012
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Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] |
NOTE
I – ACCRUED EXPENSES, OTHER CURRENT LIABILITIES AND
OTHER LIABILITIES
Accrued
expenses and other current liabilities consist of the
following:
Other
liabilities consist of the following:
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X | ||||||||||
- Definition
The entire disclosure for accounts payable, accrued expenses, and other liabilities that are classified as current at the end of the reporting period. No definition available.
|
Note 10 - Income Taxes
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Mar. 25, 2012
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Income Tax Disclosure [Text Block] |
NOTE
J - INCOME TAXES
The
income tax provision (benefit) consists of the following
for the fiscal years ended March 25, 2012, March 27, 2011
and March 28, 2010:
The
total income tax provision for the fiscal years ended March
25, 2012, March 27, 2011 and March 28, 2010 differs from
the amounts computed by applying the United States Federal
income tax rate of 34% to income before income taxes
as a result of the following:
The
tax effects of temporary differences that give rise to
significant portions of the deferred tax assets and
deferred tax liabilities are presented below:
A
valuation allowance is provided when it is more likely than
not that some portion, or all, of the deferred tax assets
will not be realized. We consider the level of historical
taxable income, scheduled reversal of temporary
differences, tax planning strategies and projected future
taxable income in determining whether a valuation allowance
is warranted. Based upon these considerations, management
believes that it is more likely than not that the Company
will realize the benefit of this net deferred tax asset
of $1,216 and $3,268 at March 25, 2012 and March
27, 2011, respectively.
The
following is a tabular reconciliation of the total amounts
of unrecognized tax benefits, excluding interest and
penalties, for the fiscal years ended March 25, 2012 and
March 27, 2011.
The
amount of unrecognized tax benefits at March 25, 2012 and
March 27, 2011 was $422 and $318, respectively,
all of which would impact Nathan’s effective tax
rate, if recognized. As of March 25, 2012 and
March 27, 2011, the Company had $356 and $330,
respectively, accrued for the payment of interest and
penalties. The Company believes that it is
reasonably possible that decreases in unrecognized tax
benefits of up to $134 may be recorded within the next
year.
Nathan’s
is subject to tax in the U.S. and various state and local
jurisdictions. Effective May 28, 2010, the Company
concluded its audit by the Internal Revenue Service for the
fiscal year ended March 25, 2007, which resulted in no
changes to the return as filed. New York State
completed an examination of fiscal years ending March 2005
through March 2007, resulting in no changes to the returns
as filed. New York City has examined tax years ending March
2008 through March 2010. The Company is reviewing a
NYC proposed adjustment which has been accrued in the
accompanying financial statements. Nathan’s has
received notices from New York City and the States of
Florida and Massachusetts that our tax returns for the
fiscal years ended March 2008, March 2009 and March 2010
will be reviewed. Additionally, the State of Massachusetts
has indicated that our tax return for the fiscal year ended
March 2011 will also be reviewed. The
earliest tax years’ that are subject to examination
by taxing authorities by major jurisdictions are as
follows:
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X | ||||||||||
- Definition
The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 11 - Stockholders' Equity, Stock Plans and Other Employee Benefit Plans
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Mar. 25, 2012
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Compensation and Employee Benefit Plans [Text Block] |
NOTE
K – STOCKHOLDERS’ EQUITY, STOCK PLANS AND
OTHER EMPLOYEE BENEFIT PLANS
On
December 15, 1992, the Company adopted the 1992 Stock
Option Plan (the “1992 Plan”), which provided
for the issuance of incentive stock options
(“ISOs”) to officers and key employees and
nonqualified stock options to directors, officers and key
employees. Up to 525,000 shares of common stock
were reserved for issuance for the exercise of options
granted under the 1992 Plan. The 1992 Plan expired with
respect to granting of new options on December 2,
2002.
In
April 1998, the Company adopted the Nathan’s Famous,
Inc. 1998 Stock Option Plan (the “1998 Plan”),
which provides for the issuance of nonqualified stock
options to directors, officers and key
employees. Up to 500,000 shares of common stock
were reserved for issuance upon the exercise of options
granted under the 1998 Plan. The
1998 Plan expired with respect to granting of new options
on April 5, 2008.
In
June 2001, the Company adopted the Nathan’s Famous,
Inc. 2001 Stock Option Plan (the “2001 Plan”),
which provided for the issuance of nonqualified stock
options to directors, officers and key
employees. Up to 350,000 shares of common stock
were originally reserved for issuance upon the exercise of
options granted and for future issuance in connection with
awards under the 2001 Plan. On September 12,
2007, Nathan’s shareholders approved certain
modifications to the 2001 Plan, which increased the number
of options available for future grant by 275,000 shares. As
of July 19, 2010, there were 168,500 shares available to be
issued for future grants which have been incorporated into
the Nathan’s Famous, Inc. 2010 Stock Incentive Plan
(the “2010 Plan”).
In
June 2002, the Company adopted the Nathan’s Famous,
Inc. 2002 Stock Incentive Plan (the “2002
Plan”), which provides for the issuance of
nonqualified stock options or restricted stock awards to
directors, officers and key employees. Up to
300,000 shares of common stock were originally reserved for
issuance in connection with awards under the 2002 Plan. As
of July 19, 2010, there were 2,500 shares available to be
issued for future grants which have been subsequently
incorporated into the 2010 Plan.
On September 14,
2010, the Company’s shareholders approved the 2010
Plan, which provides for
the issuance of nonqualified stock options, restricted
stock, restricted stock units, stock appreciation rights
and other stock-based awards to directors, officers and key
employees. The Company is authorized to issue up
to 150,000 shares of common stock under the 2010 Plan,
together with any shares which had not been previously
issued under the 2001 Plan and the 2002 Plan as of July 19,
2010 (171,000 shares), plus any shares subject
to any outstanding options or restricted stock grants under
the 2001 Plan or the 2002 Plan that were outstanding as of
July 19, 2010 and that subsequently expire unexercised, or
are otherwise forfeited, up to a maximum of an additional
100,000 shares. Shares
to be issued under the Plan may be made available from
authorized but unissued Stock, Stock held by the Company in
its treasury, or Stock purchased by the Company on the open
market or otherwise. The number of
shares issuable and the grant, purchase
or exercise price of outstanding awards are
subject to adjustment in the amount that the
Company’s Compensation Committee considers
appropriate upon the occurrence of certain events,
including stock dividends, stock splits, mergers,
consolidations, reorganizations, recapitalizations, or
other capital adjustments. In the event that the Company
issues restricted stock awards, each share of restricted
stock would reduce the amount of available shares by 3.2
shares for each share of restricted stock granted. As of
March 25, 2012, there were up to 143,500 shares available
to be issued for future grants under the 2010
Plan and no new awards are available for future grant
pursuant to the 2001 Plan or 2002 Plan.
In
general, options granted under the Company’s stock
incentive plans have terms of five or ten years and vest
over periods of between three and five years. The Company
has historically issued new shares of common stock for
options that have been exercised and determined the grant
date fair value of options and warrants granted using the
Black-Scholes option valuation model.
During
the fifty-two week period ended March 25, 2012, the Company
granted options to purchase 177,500 shares at an
exercise price of $17.75 per share, all of which expire
five years from the date of grant. All of such stock
options vest ratably over a four-year period commencing
June 6, 2012. No stock-based awards were granted during the
fiscal years ended March 27, 2011 and March 28,
2010.
The
weighted-average option fair values, as determined using
the Black-Scholes option valuation model, and the
assumptions used to estimate these values for stock options
granted were as follows:
The
expected dividend yield is based on historical and
projected dividend yields. The Company estimates volatility
based primarily on historical monthly price changes of the
Company’s stock equal to the expected life of the
option. The risk free interest rate is based on the U.S.
Treasury yield in effect at the time of the grant. The
expected option term is the number of years the Company
estimates the options will be outstanding prior to exercise
based on expected employment termination behavior.
Stock-based
compensation expense, recognized during the fiscal years
ended March 25, 2012, March 27, 2011 and March 28, 2010
was $274, $378 and $428 respectively, and is
included in general and administrative expense in the
accompanying Consolidated Statements of Earnings. The tax
benefit on stock based compensation expense was $101, $125
and $171 for the years ended March 25, 2012, March 27, 2011
and March 28, 2010, respectively. As of March
25, 2012, there was $714 of unamortized compensation
expense related to stock options. The Company
expects to recognize this expense over approximately three
years and three months, which represents the remaining
requisite service periods for such awards.
A
summary of the status of the Company’s stock options
at March 25, 2012, March 27, 2011 and March 28, 2010 and
changes during the fiscal years then ended is presented in
the tables below:
During
the fiscal years ended March 25, 2012, March 27, 2011 and
March 28, 2010, options to purchase 25,500, 64,750 and
467,558 shares were exercised which aggregated
proceeds of $65, $208 and $1,533, respectively, to the
Company.
The
aggregate intrinsic values of the stock options exercised
during the fiscal years ended March 25, 2012, March 27,
2011 and March 28, 2010 were $289, $876 and $4,929
respectively.
The
following table summarizes information about outstanding
stock options at March 25, 2012:
2. Common
Stock Purchase Rights
On
June 4, 2008, Nathan’s approved an amendment of its
then-existing shareholder rights plan (“Former Rights
Plan”) to accelerate the final expiration date of the
then-outstanding common stock purchase rights to June 4,
2008, thereby terminating the then-existing rights, as well
as the adoption of a new stockholder rights plan (the
“New Rights Plan”) under which all stockholders
of record as of June 5, 2008 received rights to purchase
shares of common stock (the “New Rights”). The
New Rights Plan replaced and updated its Former Rights
Plan.
The
New Rights were distributed as a dividend. Initially, the
New Rights will attach to, and trade with, the
Company’s common stock. Subject to the
terms, conditions and limitations of the New Rights Plan,
the New Rights will become exercisable if (among other
things) a person or group acquires 15% or more of the
Company’s common stock. Upon such an event and
payment of the purchase price of $30 (the “New Right
Purchase Price”), each New Right (except those held
by the acquiring person or group) will entitle the holder
to acquire one share of the Company’s common stock
(or the economic equivalent thereof) or, if the
then-current market price is less than the New Right
Purchase Price, a number of shares of the Company’s
common stock which at the time of the transaction has a
market value equal to the New Right Purchase Price. The
Company’s Board of Directors may redeem the New
Rights prior to the time they are triggered. Upon adoption
of the New Rights Plan, the Company reserved 16,589,516
shares of common stock for issuance upon exercise of the
New Rights. At March 25, 2012, the Company
reserved 7,324,051 shares of common stock, based upon the
closing market price per share on Friday, March 23, 2012 of
$21.01. The New Rights will expire on June 5, 2013 unless
earlier redeemed or exchanged by the Company.
3.
Stock
Repurchase Programs
Through
March 25, 2012, Nathan’s purchased a total of
4,491,486 shares of common stock at a cost of
approximately $50,313 pursuant to the various stock
repurchase plans previously authorized by the Board of
Directors. Of these repurchased shares, 736,208
shares were repurchased at a cost of $15,867 during
the year ended March 25, 2012. As of March 25,
2012, an aggregate of 407,473 shares are remaining to be
purchased pursuant to the Company’s
previously-adopted stock repurchase plans. Purchases under
the stock repurchase plans may be made from time to time,
depending on market conditions, in open market or
privately-negotiated transactions, at prices deemed
appropriate by management. There is no set time
limit on the repurchases to be made under the stock
repurchase plans.
On
November 13, 2008, Nathan’s Board of Directors
authorized a fourth stock repurchase plan for the
purchase of up to 500,000 shares of the Company’s
common stock, under which 500,000 shares were
repurchased at a cost of $7,279 completing the fourth stock
repurchase plan.
On
June 30, 2009, Nathan’s Board of Directors authorized
its fifth stock repurchase plan for the purchase of up to
500,000 shares of its common stock on behalf of the Company
and the Company repurchased 238,129 shares of common stock
at a cost of $3,015 in a privately-negotiated transaction
with Prime Logic Capital, LLC. As of March 28, 2010, the
Company has repurchased 500,000 shares at a cost of $6,637
completing the fifth stock repurchase plan.
On
November 3, 2009, Nathan’s Board of Directors
authorized its sixth stock repurchase plan for the purchase
of up to 500,000 shares of its common stock on behalf of
the Company. On February 1, 2011, Nathan’s Board of
Directors increased the authorization to purchase its
common stock by an additional 300,000 shares. As of March
25, 2012, the Company has repurchased 392,527 shares at a
cost of $6,707 under the sixth stock repurchase
plan.
On
February 5, 2009, Nathan’s and Mutual Securities Inc.
(“MSI”) entered into an agreement (the
“10b5-1 Agreement”) pursuant to which MSI was
authorized to purchase shares of the Company’s common
stock, having a value of up to an aggregate $3.6 million,
which commenced on March 16, 2009. The 10b5-1
Agreement was originally due to terminate no later than
March 15, 2010. On November 6, 2009,
Nathan’s and MSI amended the terms of the 10b5-1
Agreement to increase the aggregate amount to $4.2 million
and extend the termination date to no later than August 10,
2010.
On
September 10, 2010, Nathan’s entered into a new
10b5-1 Agreement with MSI, authorizing the purchase of
shares of the Company’s common stock, initially
having an aggregate value of up to $4.8 million. Such
purchases were able to commence on September 20, 2010.
On February 3, 2011, Nathan’s and MSI amended this
agreement to increase the aggregate value to approximately
$7.5 million. This agreement was subsequently amended on
August 4, 2011 to extend the termination date from
September 19, 2011 to November 15, 2011. The Company,
through MSI had repurchased shares aggregating $4,622
pursuant to this 10b5-1 agreement when it expired on
November 15, 2011. The agreement was adopted to ensure that
the Company’s repurchases would comply with the safe
harbor provided by Rule 10b5-1 and Rule 10b-18 of
the Securities Exchange Act of 1934, as amended.
On
December 1, 2011, the Company’s Board of Directors
authorized the commencement of a modified dutch tender
offer to repurchase up to 500,000 shares of its common
stock at a price of not less than $20.00 nor greater than
$22.00 per share. The tender offer expired on January 12,
2012. Based on the final count by American Stock Transfer
& Trust Company, the depositary of the tender, 663,982
shares of common stock were tendered and not withdrawn at
or below the final purchase price of $22.00 per share.
Pursuant to the terms of the tender offer, Nathan’s
elected to purchase an additional 98,959 shares (within up
to 2% of the outstanding shares of its common stock). All
of such shares purchased in the tender were purchased at
the same price of $22.00 per share. As such,
Nathan’s accepted for purchase an aggregate of
598,959 shares of its common stock, at a purchase price of
$22.00 per share, for a total cost of $13,294, including
fees and expenses related to the tender.
4. Employment
Agreements
Effective
January 1, 2007, Howard M. Lorber, previously Chairman of
the Board and Chief Executive Officer, assumed the
newly-created position of Executive Chairman of the Board
of Nathan’s and Eric Gatoff, previously Vice
President and Corporate Counsel, became Chief Executive
Officer of Nathan’s.
In
connection with the foregoing, the Company entered into an
employment agreement with each of Messrs. Lorber (as
amended, the “Lorber Employment Agreement”) and
Gatoff (as amended, the “Gatoff Employment
Agreement”). Under the terms of the Lorber
Employment Agreement, Mr. Lorber will serve as Executive
Chairman of the Board from January 1, 2007 until December
31, 2012, unless his employment is terminated in accordance
with the terms of the Lorber Employment Agreement. Pursuant
to the Lorber Employment Agreement, Mr. Lorber receives a
base salary of $400, and will not receive a
contractually-required bonus. The Lorber Employment
Agreement provides for a three-year consulting period after
the termination of employment during which Mr. Lorber will
receive a consulting fee of $200 per year in exchange for
his agreement to provide no less than 15 days of consulting
services per year, provided, Mr. Lorber is not required to
provide more than 50 days of consulting services per
year.
The
Lorber Employment Agreement provides Mr. Lorber with the
right to participate in employment benefits offered to
other Nathan’s executives. During and
after the contract term, Mr. Lorber is subject to certain
confidentiality, non-solicitation and non-competition
provisions in favor of the Company.
In
the event that Mr. Lorber’s employment is terminated
without cause, he is entitled to receive his salary and
bonus for the remainder of the contract term. The Lorber
Employment Agreement further provides that in the event
there is a change in control, as defined in the agreement,
Mr. Lorber has the option, exercisable within one year
after such event, to terminate the agreement. Upon such
termination, he has the right to receive a lump sum cash
payment equal to the greater of (A) his salary and annual
bonuses for the remainder of the employment term (including
a prorated bonus for any partial fiscal year), which bonus
shall be equal to the average of the annual bonuses awarded
to him during the three fiscal years preceding the fiscal
year of termination; or (B) 2.99 times his salary and
annual bonus for the fiscal year immediately preceding the
fiscal year of termination, in each case together with a
lump sum cash payment equal to the difference between the
exercise price of any exercisable options having an
exercise price of less than the then current market price
of the Company’s common stock and such then current
market price. In addition, Nathan’s will provide Mr.
Lorber with a tax gross-up payment to cover any excise tax
due.
In
the event of termination due to Mr. Lorber’s death or
disability, he is entitled to receive an amount equal to
his salary and annual bonuses for a three-year period,
which bonus shall be equal to the average of the annual
bonuses awarded to him during the three fiscal years
preceding the fiscal year of termination.
Under
the terms of the Gatoff Employment Agreement, Mr. Gatoff
will serve as Chief Executive Officer from
January 1, 2007 until December 31, 2008, which period shall
extend for additional one-year periods unless either party
delivers notice of non-renewal no less than 180 days prior
to the end of the term then in effect. Consequently, the
Gatoff Employment Agreement has been extended through
December 31, 2012, based on the original terms, and no
non-renewal notice has been given.
Pursuant
to the agreement, Mr. Gatoff will receive a base salary,
currently $350, and an annual bonus based on his
performance measured against the Company’s financial,
strategic and operating objectives as determined by the
Compensation Committee. The Gatoff Employment Agreement
provides for an automobile allowance and the right of Mr.
Gatoff to participate in employment benefits offered to
other Nathan’s executives. During and after the
contract term, Mr. Gatoff is subject to certain
confidentiality, non-solicitation and non-competition
provisions in favor of the Company.
The
Company and its President and Chief Operating Officer
entered into an employment agreement on December 28, 1992
for a period commencing on January 1, 1993 and ending on
December 31, 1996. The employment agreement
automatically extends for successive one-year periods
unless notice of non-renewal is provided in accordance with
the agreement. Consequently, the employment agreement has
been extended annually through December 31, 2012, based on
the original terms, and no non-renewal notice has been
given. The agreement provides for annual
compensation, currently $289, plus certain other
benefits. In November 1993, the Company amended
this agreement to include a provision under which the
officer has the right to terminate the agreement and
receive payment equal to approximately three times annual
compensation upon a change in control, as defined.
Effective
May 31, 2007, the Company and its Executive Vice President
entered into a new employment agreement which provides for
annual compensation of $210 plus certain other benefits and
automatically renews annually unless 180 days prior written
notice is given to the employee. No non-renewal notice has
been given. The agreement includes a provision under which
the officer has the right to terminate the agreement and
receive payment equal to approximately three times his
annual compensation upon a change in control, as defined.
In the event a non-renewal notice is delivered, the Company
must pay the officer an amount equal to his base salary as
then in effect.
The
Company and one employee of Nathan’s entered into a
change of control agreement effective May 31, 2007 for
annual compensation of $136 per year. The
agreement additionally includes a provision under which the
employee has the right to terminate the agreement and
receive payment equal to approximately three times his
annual compensation upon a change in control, as
defined.
Each
employment agreement terminates upon death or voluntary
termination by the respective employee or may be terminated
by the Company on up to 30-days’ prior written notice
by the Company in the event of disability or
“cause,” as defined in each agreement.
5. Defined
Contribution and Union Pension Plans
The
Company has a defined contribution retirement plan under
Section 401(k) of the Internal Revenue Code covering all
nonunion employees over age 21, who have been employed by
the Company for at least one year. Employees may
contribute to the plan, on a tax-deferred basis, up to 20%
of their total annual salary. Historically, the
Company has matched contributions at a rate of $.25 per
dollar contributed by the employee on up to a maximum of 3%
of the employee’s total annual
salary. Employer contributions for the fiscal
years ended March 25, 2012, March 27, 2011 and March 28,
2010 were $30, $30 and $28, respectively.
The
Company participates in a noncontributory, multi-employer,
defined benefit pension plan (the “Union Pan”)
covering substantially all of the Company’s
union-represented employees. The risks of
participating in the Union Plan is different from a
single-employer plan in the following aspects (a) assets
contributed to the Union 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;
and (c) if the Company chooses to stop participating in the
Union Plan, the Company may be required to pay the Union
Plan an amount based on the underfunded status of the Union
Plan, referred to as a withdrawal liability. The
Company has no plans or intentions to stop participating in
the plan as of March 25, 2012 and does not believe that
there is a reasonable possibility that a withdrawal
liability will be incurred. Contributions to the
Union Plan were $19, $20 and $18 for the fiscal years ended
March 25, 2012, March 27, 2011 and March 28, 2010,
respectively.
6. Other
Benefits
The
Company provides, on a contributory basis, medical benefits
to active employees. The Company does not
provide medical benefits to retirees.
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- Definition
The entire disclosure for an entity's employee compensation and benefit plans, including, but not limited to, postemployment and postretirement benefit plans, defined benefit pension plans, defined contribution plans, non-qualified and supplemental benefit plans, deferred compensation, share-based compensation, life insurance, severance, health care, unemployment and other benefit plans. No definition available.
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Note 12 - Commitments and Contingencies
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Mar. 25, 2012
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Commitments and Contingencies Disclosure [Text Block] |
NOTE
L - COMMITMENTS AND CONTINGENCIES
1. Commitments
The
Company’s operations are principally conducted in
leased premises. The leases generally have initial terms
ranging from 5 to 20 years and usually provide for renewal
options ranging from 5 to 20 years. Most of the
leases contain escalation clauses and common area
maintenance charges (including taxes and insurance).
As
of March 25, 2012, the
Company has non-cancelable operating lease commitments, net
of certain sublease rental income, as follows:
Aggregate
rental expense, net of sublease income, under all current
leases amounted to $1,248, $1,176 and $1,350 for the fiscal
years ended March 25, 2012, March 27, 2011 and March 28,
2010, respectively. Sublease rental income was
$229, $311 and $334 for the fiscal years ended March 25,
2012, March 27, 2011 and March 28, 2010,
respectively.
Contingent
rental payments on building leases are typically made based
on the percentage of gross sales on the individual
restaurants that exceed predetermined
levels. The percentage of gross sales to be paid
and related gross sales level which vary by
unit. Contingent rental expense, which is
inclusive of common area maintenance charges, was
approximately $151, $165 and $205 for the fiscal years
ended March 25, 2012, March 27, 2011 and March 28, 2010,
respectively.
The
Company leases two sites which it in turn subleases to
franchisees, which expire on various dates through 2018
exclusive of renewal options. The Company remains liable
for all lease costs when properties are subleased to
franchisees.
The
Company also subleases a restaurant location to a third
party. This sublease provides for minimum annual rental
payments by the Company aggregating approximately
$1,025 and expires in 2027 exclusive of renewal
options.
The
Company leases the majority of its corporate office in
Florida to the purchaser of Miami Subs, which lease, as
amended, currently provides for lease payments of $29 per
annum including charges for common area
expenses. The lease expires in 2016 exclusive of
renewal options.
At
March 25, 2012, Nathan’s had open purchase
commitments for hot dogs at a total cost of $4,900 for
purchase between April and June 2012. The hot dogs to be
purchased represent approximately 53% of Nathan’s
estimated usage during the period of the commitment.
Nathan’s may enter into additional purchase
commitments in the future as favorable market conditions
become available.
The
Company and its subsidiaries are from time to time involved
in ordinary and routine litigation. Management
presently believes that the ultimate outcome of these
proceedings, individually or in the aggregate, will not
have a material adverse effect on the Company’s
financial position, cash flows or results of
operations. Nevertheless, litigation is subject
to inherent uncertainties and unfavorable rulings could
occur. An unfavorable ruling could include money
damages and, in such event, could result in a material
adverse impact on the Company’s results of operations
for the period in which the ruling occurs.
The
Company is also involved in the following legal
proceeding:
The
Company is party to a License Agreement with SMG, Inc.
(“SMG”) dated as of February 28, 1994, as
amended (the “License Agreement”) pursuant to
which: (i) SMG acts as the Company’s exclusive
licensee for the manufacture, distribution, marketing and
sale of packaged Nathan’s Famous frankfurter product
at supermarkets, club stores and other retail outlets in
the United States; and (ii) the Company has the right, but
not the obligation, to require SMG to produce frankfurters
for the Nathan’s Famous restaurant system and Branded
Product Program.
On
July 31, 2007, the Company provided notice to SMG that the
Company has elected to terminate the License Agreement,
effective July 31, 2008 (the “Termination
Date”), due to SMG’s breach of certain
provisions of the License Agreement. SMG has disputed that
a breach has occurred and has commenced, together with
certain of its affiliates, an action in state court in
Illinois seeking, among other things, a declaratory
judgment that SMG did not breach the License Agreement. The
Company filed its own action on August 2, 2007, in New York
State court seeking a declaratory judgment that SMG has
breached the License Agreement and that the Company has
properly terminated the License Agreement. On January 23,
2008, the New York court granted SMG’s motion to
dismiss the Company’s case in New York on the basis
that the dispute was already the subject of a pending
lawsuit in Illinois. The Company answered
SMG’s complaint in Illinois and asserted its own
counterclaims which seek, among other things, a declaratory
judgment that SMG did breach the License Agreement and that
the Company has properly terminated the License Agreement.
On July 31, 2008, SMG and Nathan’s entered into a
Stipulation pursuant to which Nathan’s agreed that it
would not effectuate the termination of the License
Agreement on the grounds alleged in the present litigation
until such litigation has been successfully adjudicated,
and SMG agreed that in such event, Nathan’s shall
have the option to require SMG to continue to perform under
the License Agreement for an additional period of up to six
months to ensure an orderly transition of the business to a
new licensee/supplier. On June 30, 2009, SMG and
Nathan’s each filed motions for summary
judgment. Both motions for summary judgment were
ultimately denied on February 25, 2010. On
January 28, 2010, SMG filed a motion for leave to file a
Second Amended Complaint and Amended Answer, which sought
to assert new claims and affirmative defenses based on
Nathan’s alleged breach of the parties’ License
Agreement in connection with the manner in which
Nathan’s profits from the sale of its proprietary
seasonings to SMG. On February 25, 2010, the
court granted SMG’s motion for leave, and its Second
Amended Complaint and Amended Answer were filed with the
court. On March 29, 2010, Nathan’s filed
an answer to SMG’s Second Amended Complaint, which
denied substantially all of the allegations in the
complaint. On September 17, 2010, SMG filed a
motion for summary judgment with respect to
the claims relating to the sale of Nathan’s
proprietary seasonings to SMG. On October 5,
2010, Nathan’s filed an opposition to SMG’s
motion for summary judgment, and itself cross-moved for
summary judgment. A trial on the claims relating
to Nathan’s termination of the License Agreement took
place between October 6 and October 13,
2010. Oral argument on the claims relating to
the sale of Nathan’s proprietary seasonings took
place prior to the start of the trial. On
October 13, 2010, an Order was entered with the Court
denying Nathan’s cross-motion and granting
SMG’s motion for summary judgment with respect to
SMG’s claims relating to the sale of Nathan’s
proprietary seasonings to SMG. On December 17,
2010, the Court ruled that Nathan’s was not entitled
to terminate the License Agreement. On January
19, 2011, the parties submitted an agreed upon order which,
among other things, assessed damages against Nathan’s
of approximately $4.9 million inclusive of pre-judgment
interest, which has been accrued in the accompanying
consolidated financial statements. The final
judgment was entered on February 4, 2011. On
March 4, 2011, Nathan's filed a notice of appeal seeking to
appeal the final judgment. In order to secure
the final judgment pending an appeal, on March 31, 2011,
Nathan's entered into a Security Agreement with SMG and
Blocked Deposit Account Agreement with SMG and Citibank,
N.A., as described in Note D. On April 7, 2011, the Court
entered a stipulation and order which granted a stay of
enforcement of the Judgment.
Nathan’s
filed an appellate brief with the Appellate Court of
Illinois, First Judicial District, on August 8, 2011. In
response, SMG filed an opposition appellate brief on
October 21, 2011. Nathan’s filed a reply
brief on November 14, 2011.
On
December 1, 2009, a wholly-owned subsidiary of the Company
executed a Guaranty of Lease in connection with its
re-franchising of a restaurant located in West Nyack, New
York. The Guaranty of Lease could be called upon
in the event of a default by the
tenant/franchisee. The guaranty extends through
the fifth Lease Year, as defined in the lease, and shall
not exceed an amount equal to the highest amount of the
annual minimum rent, percentage rent and any additional
rent payable pursuant to the lease and reasonable
attorney’s fees and other
costs. Nathan’s has recorded a liability
of $227 in connection with this guaranty, which does not
include potential real estate tax increases and
attorney’s fees and other costs as these amounts are
not reasonably determinable at this time. Nathan’s
has not made any payments pursuant to this guaranty. In
connection with the Nathan’s Franchise Agreement,
Nathan’s has received a personal guaranty from the
franchisee for all obligations under the lease.
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X | ||||||||||
- Definition
The entire disclosure for commitments and contingencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 13 - Related Party Transactions
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12 Months Ended |
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Mar. 25, 2012
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Related Party Transactions Disclosure [Text Block] |
NOTE
M - RELATED PARTY TRANSACTIONS
An
accounting firm of which Charles Raich, who serves on
Nathan’s Board of Directors, serves as Managing
Partner, received ordinary tax preparation and other
consulting fees of $127, $140 and $149 for the fiscal years
ended March 25, 2012, March 27, 2011 and March 28, 2010,
respectively.
A
firm to which Mr. Lorber serves as a consultant (and, prior
to January 2005, as the Chairman), and the firm’s
affiliates, received ordinary and customary insurance
commissions aggregating approximately $26, $25 and $13 for
the fiscal years ended March 25, 2012, March 27, 2011 and
March 28, 2010, respectively.
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- Definition
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 14 - Quarterly Financial Information (Unaudited)
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Mar. 25, 2012
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Quarterly Financial Information [Text Block] |
NOTE
N - QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
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- Definition
The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Schedule II - Valuation and Qualifying Accounts
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Mar. 25, 2012
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Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] |
SCHEDULE
II - VALUATION AND QUALIFYING ACCOUNTS
March
25, 2012, March 27, 2011 and March 28, 2010
(in
thousands)
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- Definition
The entire disclosure for any allowance and reserve accounts (their beginning and ending balances, as well as a reconciliation by type of activity during the period). Alternatively, disclosure of the required information may be within the footnotes to the financial statements or a supplemental schedule to the financial statements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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