Document and Entity Information (USD $)	12 Months Ended
Document and Entity Information (USD $)	Dec. 31, 2014	Feb. 28, 2015	Jun. 25, 2014
Document And Entity Information [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY
Trading Symbol	LOCO
Entity Registrant Name	El Pollo Loco Holdings, Inc.
Entity Central Index Key	0001606366
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		37,420,450
Entity Public Float			$ 0

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 25, 2013
Current assets:
Cash and cash equivalents	$ 11,499	$ 17,015
Restricted cash	125	131
Accounts and other receivables, net	5,759	5,906
Inventories	1,900	1,655
Prepaid expenses and other current assets	5,108	2,123
Income tax receivable	102
Deferred tax assets	19,490	442
Total current assets	43,983	27,272
Property and equipment owned, net	82,090	68,641
Property held under capital lease, net	128	180
Goodwill	248,674	249,324
Trademarks	61,888	61,888
Other intangible assets, net	778	934
Deferred tax assets	15,566
Other assets	2,199	8,703
Total assets	455,306	416,942
Current liabilities:
Current portion of first lien term loan		1,900
Current portion of obligations under capital leases	208	267
Accounts payable	5,528	12,316
Accrued salaries and vacation	7,970	8,594
Accrued insurance	3,818	3,597
Accrued income taxes payable		27
Accrued interest	208	4,182
Accrued advertising	832	265
Other accrued expenses and current liabilities	13,013	7,825
Total current liabilities	31,577	38,973
Revolver loan	165,000
First lien term loan, net of current portion		187,190
Second lien term loan		99,038
Obligations under capital leases, net of current portion	638	847
Deferred taxes, net of current portion		32,387
Other intangible liabilities, net	1,544	1,927
Other noncurrent liabilities	46,147	8,044
Total liabilities	244,906	368,406
Commitments and contingencies
Stockholders' Equity
Preferred stock, $0.01 par value-100,000,000 shares authorized; none issued or outstanding
Common stock, $0.01 par value-200,000,000 shares authorized; 37,420,450 and 28,712,622 shares issued and outstanding	374	287
Additional paid-in capital	359,465	240,151
Accumulated deficit	(149,439)	(191,902)
Total stockholders' equity	210,400	48,536
Total liabilities and stockholders' equity	$ 455,306	$ 416,942

Consolidated Balance Sheets (Parenthetical) (USD $)	Dec. 31, 2014	Dec. 25, 2013
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	37,420,450	28,712,622
Common stock, shares outstanding	37,420,450	28,712,622

Consolidated Statements of Operations (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 25, 2013	Dec. 26, 2012
Revenue
Company-operated restaurant revenue	$ 322,516	$ 294,327	$ 274,928
Franchise revenue	22,345	20,400	18,682
Total revenue	344,861	314,727	293,610
Cost of operations
Food and paper costs	102,611	93,589	85,428
Labor and related expenses	80,646	75,669	73,406
Occupancy and other operating expenses	68,538	63,150	61,636
Company restaurant expenses	251,795	232,408	220,470
General and administrative expenses	29,519	25,506	24,451
Franchise expenses	3,704	3,841	3,647
Depreciation and amortization	11,538	10,213	9,530
Loss on disposal of assets	646	868	966
Asset impairment and close-store reserves	1,033	(101)	1,494
Total expenses	298,235	272,735	260,558
Gain on disposition of restaurants	2,658	400
Income from operations	49,284	42,392	33,052
Interest expense-net	18,062	36,334	38,890
Early extinguishment of debt	9,718	21,530
Secondary offering expense	667
Income tax receivable agreement expense	41,382
Loss before benefit (provision) for income taxes	(20,545)	(15,472)	(5,838)
Benefit (provision) for income taxes	63,008	(1,401)	(2,027)
Net income (loss)	$ 42,463	$ (16,873)	$ (7,865)
Net income (loss) per share:
Basic	$ 1.32	$ (0.59)	$ (0.27)
Diluted	$ 1.24	$ (0.59)	$ (0.27)
Weighted average shares used in computing net income (loss) per share:
Basic	32,285,484	28,712,622	28,712,194
Diluted	34,346,241	28,712,622	28,712,194

Consolidated Statements of Changes in Stockholders' Equity (USD $) In Thousands, except Share data	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Beginning balance, value at Dec. 28, 2011	$ 71,596	$ 287	$ 238,473	$ (167,164)
Beginning balance, shares at Dec. 28, 2011		28,710,070
Stock based compensation	860		860
Cash used for net stock option exercises, value	(4)		(4)
Cash used for net stock option exercises, shares		2,552
Net Income/(loss)	(7,865)			(7,865)
Ending balance, value at Dec. 26, 2012	64,587	287	239,329	(175,029)
Ending value, shares at Dec. 26, 2012		28,712,622
Stock based compensation	822		822
Net Income/(loss)	(16,873)			(16,873)
Ending balance, value at Dec. 25, 2013	48,536	287	240,151	(191,902)
Beginning balance, shares at Dec. 25, 2013		28,712,622
Stock based compensation	1,093		1,093
Issuance of common stock for initial public offering, net of offering costs	112,300	82	112,218
Issuance of common stock for initial public offering, net of offering costs, shares		8,214,286
Cash used for net stock option exercises, value	2,043	5	2,038
Cash used for net stock option exercises, shares	496,944	493,542
Excess income tax benefit related to share-based compensation plans	3,965		3,965
Net Income/(loss)	42,463			42,463
Ending balance, value at Dec. 31, 2014	$ 210,400	$ 374	$ 359,465	$ (149,439)
Ending value, shares at Dec. 31, 2014		37,420,450

- 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".

+ References+ Details

- Definition

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

+ References+ Details

- 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.

+ References+ Details

- Definition

Number of share options (or share units) exercised during the current period.

+ References+ Details

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 25, 2013	Dec. 26, 2012
Cash flows from operating activities
Net Income/(loss)	$ 42,463	$ (16,873)	$ (7,865)
Adjustments to reconcile changes in net income (loss) to net cash provided by operating activities:
Depreciation and amortization	11,538	10,213	9,530
Loss on early extinguishment of debt	9,718	21,530
Stock-based compensation expense	1,093	822	860
Interest accretion	290	3,753	6,264
Income tax receivable agreement expense	41,382
Gain on disposition of restaurants	(2,658)	(400)
Loss on disposal of assets	646	868	966
Impairment of property and equipment	293	27	42
Close-store reserves	740	(128)	1,452
Amortization of deferred financing costs	1,302	2,007	2,118
Amortization of favorable and unfavorable leases, net	(227)	(213)	(275)
Excess income tax benefit related to share-based compensation plans	(3,965)
Deferred income taxes, net	(67,001)	1,371	1,999
Changes in operating assets and liabilities:
Accounts and other receivables, net	147	(1,319)	1,032
Inventories	(245)	33	(185)
Prepaid expenses and other current assets	(3,065)	(123)	(856)
Income taxes payable	3,836	5	1
Other assets	247	95	473
Accounts payable	(8,023)	1,294	765
Accrued salaries and vacation	(651)	595	1,131
Accrued insurance	221	444	1,170
Other accrued expenses and liabilities	(1,996)	(4,301)	787
Net cash provided by operating activities	26,085	19,700	19,409
Cash flows from investing activities
Proceeds from disposition of assets	5,435	35
Purchase of property and equipment	(26,836)	(13,822)	(14,993)
Net cash flows used in investing activities	(21,401)	(13,787)	(14,993)
Cash flows from financing activities
Proceeds from borrowings on term loans	165,000	288,050
Cash used for net stock option exercises			(4)
Proceeds from issuance of common stock for initial public offering, net of expenses	112,300
Proceeds from issuance of common stock upon exercise of stock options	2,070
Payment of call premium on notes	(1,526)	(7,913)
Payment of obligations under capital leases	(268)	(229)	(216)
Repayments on senior secured notes	(290,000)	(282,196)	(1,700)
Deferred financing costs for Revolver	(1,526)	(8,097)
Excess income tax benefit related to share-based compensation plans	3,965
Amendment fee	(215)
Net cash flows used in financing activities	(10,200)	(10,385)	(1,920)
(Decrease) increase in cash and cash equivalents	(5,516)	(4,472)	2,496
Cash and cash equivalents, beginning of year	17,015	21,487	18,991
Cash and cash equivalents, end of year	11,499	17,015	21,487
Supplemental cash flow information
Cash paid during the year for interest	20,224	34,427	28,710
Cash paid during the year for income taxes, net	156	26	26
Unpaid purchase of property and equipment	1,235	1,139	326
Cashless stock option exercise	$ 27

Description of Business	12 Months Ended
Description of Business	Dec. 31, 2014
Accounting Policies [Abstract]
Description of Business	1. DESCRIPTION OF BUSINESS El Pollo Loco Holdings, Inc. (“Holdings”) is a Delaware corporation headquartered in Costa Mesa, California. Holdings and its direct and indirect subsidiaries are collectively known as the “Company.” The Company’s activities are conducted principally through its indirect subsidiary, El Pollo Loco, Inc. (“EPL”), which develops, franchises, licenses and operates quick-service restaurants under the name El Pollo Loco^®. The restaurants, which are located principally in California but also in Arizona, Nevada, Texas, and Utah, specialize in flame-grilled chicken in a wide variety of contemporary Mexican-influenced entrees, including specialty chicken burritos, chicken quesadillas, chicken tortilla soup, Pollo Bowls and Pollo Salads. At December 31, 2014, the Company operated 172 (134 in the greater Los Angeles area) and franchised 243 (137 in the greater Los Angeles area) El Pollo Loco restaurants. In addition, the Company currently licenses two restaurants in the Philippines that are set to expire in 2016. The Company is a subsidiary of Trimaran Pollo Partners, L.L.C. (“LLC,” which is controlled by affiliates of Trimaran Capital, L.L.C.). LLC acquired Chicken Acquisition Corp. (“CAC”), a predecessor of Holdings, on November 17, 2005 (the “Acquisition”) and has a 59.2% ownership interest as of December 31, 2014. LLC’s only material asset is its investment in Holdings. On April 22, 2014, CAC, its wholly owned subsidiary, Chicken Subsidiary Corp (“CSC”) and CSC’s wholly owned subsidiary, the former El Pollo Loco Holdings, Inc. (“Old Holdings”) entered into the following reorganization transactions: (i) Old Holdings merged with and into CSC with CSC continuing as the surviving corporation; (ii) CSC merged with and into CAC with CAC continuing as the surviving corporation and (iii) CAC renamed itself El Pollo Loco Holdings, Inc. Holdings has no material assets or operations. Holdings and Holdings’ direct subsidiary, EPL Intermediate, Inc. (“Intermediate”), guarantee EPL’s 2014 Revolver (see Note 6) on a full and unconditional basis and Intermediate has no subsidiaries other than EPL. EPL is a separate and distinct legal entity, and has no obligation to make funds available to Intermediate. EPL and Intermediate may pay dividends to Intermediate and to Holdings, respectively. Under the 2014 Revolver, Holdings may not make certain payments such as cash dividends, except that it may, inter alia, (i) pay up to $1 million per year to repurchase or redeem qualified equity interests of Holdings held by past or present officers, directors, or employees (or their estates) of the Company upon death, disability, or termination of employment, (ii) pay under its income tax receivable agreement (the “TRA”), and, (iii) so long as no default or event of default has occurred and is continuing, (a) make non-cash repurchases of equity interests in connection with the exercise of stock options by directors and officers, provided that those equity interests represent a portion of the consideration of the exercise price of those stock options, (b) pay up to $2.5 million per year pursuant to stock option plans, employment agreements, or incentive plans, (c) make up to $5 million in other restricted payments per year, and (d) make other restricted payments, provided that such payments would not cause, in each case, on a pro forma basis, (x) its lease-adjusted consolidated leverage ratio to equal or exceed 4.25 times and (y) its consolidated fixed charge coverage ratio to be less than 1.75 times. The Company operates in one operating segment. All significant revenues relate to retail sales of food and beverages to the general public through either company or franchised restaurants.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Liquidity

The Company’s principal liquidity requirements are to service its debt and meet capital expenditure needs. At December 31, 2014, the Company’s total debt (including capital lease liabilities) was $165.8 million. The Company’s ability to make payments on its indebtedness and to fund planned capital expenditures will depend on available cash and its ability to generate adequate cash flows in the future, which, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond the Company’s control. Based on current operations, the Company believes that its cash flows from operations, available cash of $11.5 million at December 31, 2014 and available borrowings under the 2014 Revolver (which availability was $27.6 million at December 31, 2014) will be adequate to meet the Company’s liquidity needs for the next 12 months.

Basis of Presentation

The Company uses a 52- or 53-week fiscal year ending on the last Wednesday of the calendar year. In a 52-week fiscal year, each quarter includes 13 weeks of operations; in a 53-week fiscal year, the first, second and third quarters each include 13 weeks of operations and the fourth quarter includes 14 weeks of operations. Every six or seven years a 53-week fiscal year occurs. Fiscal 2014 was a 53-week year, ended on December 31, 2014. Fiscal 2013 and 2012 were 52-week years, ended December 25, 2013 and December 26, 2012, respectively.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Holdings and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated 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 disclosures of contingent assets and liabilities at the date of the consolidated financial statements and revenue and expenses during the period reported. Actual results could materially differ from those estimates. The Company’s significant estimates include estimates for impairment of goodwill, intangible assets and property and equipment, insurance reserves, lease termination liabilities, stock-based compensation, income tax receivable agreement liability, and income tax valuation allowances.

Cash and Cash Equivalents

The Company considers all highly-liquid instruments with a maturity of three months or less at the date of purchase to be cash equivalents.

Restricted Cash

The Company’s restricted cash represents cash collateral to one commercial bank for Company credit cards.

Concentration of Risk

Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally-insured limits. The Company has never experienced any losses related to these balances.

The Company had two suppliers for which amounts due at December 31, 2014 totaled 6% and 5% of the Company’s accounts payable. As of December 25, 2013, the Company had two different suppliers for which amounts totaled 45% and 11% of the Company’s accounts payable. Purchases from the Company’s two largest suppliers totaled 36% and 3% in fiscal 2014 and 2013, and 35% and 3% in 2012, of the Company’s purchases. In fiscal 2014, 2013, and 2012, Company-operated and franchised restaurants in the greater Los Angeles area generated, in the aggregate, approximately 80%, 80%, and 81% of total revenue.

Accounts and Other Receivables, Net

Accounts and other receivables consist primarily of royalties, advertising and sublease rent and related amounts receivable from franchisees which are due on a monthly basis that may differ from the Company’s month-end dates as well as credit/debit card receivables. The need for an allowance for doubtful accounts is reviewed on a specific identification basis based upon past due balances and the financial strength of the obligor. Bad debt expense was immaterial for the years ended December 31, 2014, December 25, 2013, and December 26, 2012.

Inventories

Inventories consist principally of food, beverages and paper supplies and are valued at the lower of average cost or market.

Property and Equipment Owned, Net

Property and equipment is stated at cost and is depreciated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements and property held under capital leases are amortized over the shorter of their estimated useful lives or the remaining lease terms. For leases with renewal periods at the Company’s option, the Company generally uses the original lease term, excluding the option periods, to determine estimated useful lives; if failure to exercise a renewal option imposes an economic penalty on the Company, such that management determines at the inception of the lease that renewal is reasonably assured, the Company may include the renewal option period in the determination of appropriate estimated useful lives.

The estimated useful service lives are as follows:


Buildings			20 years
Land improvements			3—30 years
Building improvements			3—10 years
Restaurant equipment			3—10 years
Other equipment			2—10 years
Leasehold improvements			Shorter of useful life or lease term

The Company capitalizes certain costs in conjunction with site selection that relate to specific sites for planned future restaurants. The Company also capitalizes certain costs, including interest, in conjunction with constructing new restaurants. These costs are included in property and amortized over the shorter of the life of the related buildings and leasehold improvements or the lease term. Costs related to abandoned sites and other site selection costs that cannot be identified with specific restaurants are charged to general and administrative expenses in the accompanying consolidated statements of operations. The Company did not capitalize any internal costs or interest costs related to site selection and construction activities during the years ended December 31, 2014, December 25, 2013, or December 26, 2012.

Goodwill and Indefinite-Lived Intangible Assets

The Company’s indefinite-lived intangible assets consist of trademarks. Goodwill represents the excess of cost over fair value of net identified assets acquired in business combinations accounted for under the purchase method. Goodwill resulted from the Acquisition and from the acquisition of certain franchise locations.

Upon the sale of a restaurant, we decrement goodwill. The amount of goodwill that we include in the cost basis of the asset sold is determined based on the relative fair value of the portion of the reporting unit disposed compared to the fair value of the reporting unit retained.

We perform annual impairment tests for goodwill during the fourth fiscal quarter of each year, or more frequently if impairment indicators arise.

We review goodwill for impairment utilizing either a qualitative assessment or a two-step process. If we decide that it is appropriate to perform a qualitative assessment and conclude that the fair value of a reporting unit more likely than not exceeds its carrying value, no further evaluation is necessary. If we perform the two-step process, the first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step is performed to measure the amount of impairment by comparing the carrying amount of the goodwill to a determination of the implied value of the goodwill. If the carrying amount of goodwill is greater than the implied value, an impairment charge is recognized for the difference.

We perform annual impairment tests for indefinite-lived intangible assets during the fourth fiscal quarter of each year, or more frequently if impairment indicators arise. An impairment test consists of either a qualitative assessment or a comparison of the fair value of an intangible asset with its carrying amount. The excess of the carrying amount of an intangible asset over its fair value is its impairment loss.

The assumptions used in the estimate of fair value are generally consistent with the past performance of the Company’s reporting unit and are also consistent with the projections and assumptions that are used in current operating plans. These assumptions are subject to change as a result of changing economic and competitive conditions.

No impairment was recorded during the years ended December 31, 2014, December 25, 2013, or December 26, 2012.

Other Intangibles, Net—Definite Lived

Definite lived intangible assets consist of the value allocated to the Company’s favorable and unfavorable leasehold interests that resulted from the Acquisition.

Favorable leasehold interest represents the asset in excess of the approximate fair market value of the leases assumed as of November 17, 2005, the date of the Acquisition. The amount is being reduced over the approximate average life of the leases. This amount is shown as other intangible assets, net, on the accompanying consolidated balance sheets.

Unfavorable leasehold interest liability represents the liability in excess of the approximate fair market value of the leases assumed as of November 17, 2005, the date of the Acquisition. The amount is being reduced over the approximate average life of the leases. This amount is shown as other intangible liabilities, net, on the accompanying consolidated balance sheets.

Intangible assets and liabilities with a definite life are amortized using the straight-line method over their estimated useful lives as follows:


Favorable leasehold interests			1 to 18 years (remaining lease term)
Unfavorable leasehold interests			1 to 20 years (remaining lease term)

Deferred Financing Fees

Deferred financing fees are capitalized and amortized over the period of the loan on a straight-line basis, which approximates the effective interest method. Included in other assets are fees (net of accumulated amortization) of $1.5 million and $7.8 million as of December 31, 2014 and December 25, 2013, respectively. Amortization expense for deferred financing costs was $1.3 million, $2.0 million and $2.1 million for the years ended December 31, 2014, December 25, 2013, and December 26, 2012 respectively, and is reflected as a component of interest expense in the accompanying consolidated statements of operations. In conjunction with the October 11, 2013, refinancing of the Company’s debt, $8.1 million of unamortized deferred financing costs related to the prior debt were written off. In conjunction with the 2014 repayment and refinancing of the Company’s debt, $6.6 million of unamortized deferred financing costs related to the 2013 Credit Agreements were written off (see Notes 6 and 7).

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment on a restaurant-by-restaurant basis whenever events or changes in circumstances indicate that the carrying value of certain assets may not be recoverable. If the Company concludes that the carrying value of certain assets will not be recovered based on expected undiscounted future cash flows, an impairment write-down is recorded to reduce the assets to their estimated fair value. The Company recorded non-cash impairment charges of $293,000, $27,000, and $42,000 for the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively.

Insurance Reserves

The Company is responsible for workers’ compensation, general and health insurance claims up to a specified aggregate stop loss amount. The Company maintains a reserve for estimated claims both reported and incurred but not reported, based on historical claims experience and other assumptions. At December 31, 2014 and December 25, 2013, the Company had accrued $3,818,000 and $3,597,000, respectively, and such amounts are reflected as accrued insurance in the accompanying consolidated balance sheets. The expense for such reserves for the years ended December 31, 2014, December 25, 2013 and December 26, 2012 totaled $6,124,000, $6,912,000, and $8,361,000, respectively. These amounts are included in labor and related expenses and general and administrative expenses on the accompanying consolidated statements of operations.

Restaurant and Franchise Revenue

Revenues from the operation of company-operated restaurants are recognized as food and beverage products are delivered to customers and payment is tendered at the time of sale. The Company presents sales net of sales-related taxes and promotional allowances. Promotional allowances amounted to approximately $7.2 million, $5.7 million and $4.0 million during the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively. Franchise revenue consists of franchise royalties, initial franchise fees, license fees due from franchisees, IT support services and rental income for leases and subleases to franchisees. Franchise royalties are based upon a percentage of net sales of the franchisee and are recorded as income as such sales are earned by the franchisees. Initial franchise and license fees are recognized when all material obligations have been performed and conditions have been satisfied, typically when operations of the franchised restaurant have commenced. Initial franchise fees recognized during the years ended December 31, 2014, December 25, 2013, and December 26, 2012, totaled $631,000, $521,000, and $186,000, respectively. The Company recognizes renewal fees when a renewal agreement with a franchisee becomes effective.

Advertising Costs

Advertising expense is recorded as the obligation to contribute to the advertising fund is created, generally when the associated revenue is recognized. Advertising expense, which is a component of occupancy and other operating expenses, was $13.5 million, $11.9 million and $11.2 million for the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively, and is net of $17.6 million, $15.8 million and $14.1 million, respectively, funded by the franchisees’ advertising fees.

Franchisees pay a monthly fee to the Company that ranges from 4% to 5% of their restaurants’ net sales as reimbursement for advertising, public relations and promotional services the Company provides. Fees received in advance of provided services are included in other accrued expenses and current liabilities and were $838,000 and $265,000 at December 31, 2014 and December 25, 2013, respectively. Pursuant to Intermediate’s Franchise Disclosure Document, company-operated restaurants contribute to the advertising fund on the same basis as franchised restaurants. At December 31, 2014, the Company was obligated to spend an additional $371,000 in future periods to comply with this requirement.

Production costs of commercials, programming and other marketing activities are charged to the advertising funds when the advertising is first used for its intended purpose, and the costs of advertising are charged to operations as incurred. Total contributions and other marketing expenses are included in selling, general, and administrative expenses in the accompanying consolidated statements of operations.

Preopening Costs

Preopening costs incurred in connection with the opening of new restaurants are expensed as incurred. Preopening costs, which are included in general and administrative expenses on the accompanying consolidated statements of operations, were $1,215,000, $201,000 and $320,000 for the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively.

Franchise Area Development Fees

The Company receives area development fees from franchisees when they execute multi-unit area development agreements. The Company does not recognize revenue from the agreements until the related restaurants open or at the time the development agreements expire, if the required units are not opened. Unrecognized area development fees totaled $486,000 and $90,000 at December 31, 2014 and December 25, 2013, respectively, and are included in other accrued expenses and current liabilities and other noncurrent liabilities in the accompanying consolidated balance sheets. As of December 31, 2014, the Company had executed development agreements that represent commitments to open eleven franchised restaurants at various dates through 2015.

Gift Cards

The Company sells gift cards to its customers in the restaurants and through selected third parties. The gift cards sold to customers have no stated expiration dates and are subject to actual and/or potential escheatment rights in several of the jurisdictions in which the Company operates. The Company recognizes income from gift cards when redeemed by the customer.

Operating Leases

Rent expense for the Company’s operating leases, which generally have escalating rents over the term of the lease, is recorded on a straight-line basis over the expected lease term. The lease term begins when the Company has the right to control the use of the leased property, which is typically before rent payments are due under the terms of the lease. Rent expense is included in occupancy and other operating expenses on the consolidated statements of operations. The difference between rent expense and rent paid is recorded as deferred rent, which is included in other noncurrent liabilities in the accompanying consolidated balance sheets. Percentage rent expenses are recorded based on estimated sales or gross margin for respective restaurants over the contingency period.

Any leasehold improvements that are funded by lessor incentives under operating leases are recorded as leasehold improvements and amortized over the expected lease term. Such incentives are also recorded as deferred rent and amortized as reductions to rent expense over the expected lease term.

Income Taxes

The provision for income taxes, income taxes payable and deferred income taxes is determined using the asset and liability method. Deferred tax assets and liabilities are determined based on temporary differences between the financial carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the temporary differences are expected to reverse. On a periodic basis, the Company assesses the probability that its net deferred tax assets, if any, will be recovered. If after evaluating all of the positive and negative evidence, a conclusion is made that it is more likely than not that some portion or all of the net deferred tax assets will not be recovered, a valuation allowance is provided by a charge to tax expense to reserve the portion of the deferred tax assets which are not expected to be realized.

The Company reviews its filing positions for all open tax years in all U.S. federal and state jurisdictions where the Company is required to file.

When there are uncertainties related to potential income tax benefits, in order to qualify for recognition, the position the Company takes has to have at least a “more likely than not” chance of being sustained (based on the position’s technical merits) upon challenge by the respective authorities. The term “more likely than not” means a likelihood of more than 50 percent. Otherwise, the Company may not recognize any of the potential tax benefit associated with the position. The Company recognizes a benefit for a tax position that meets the “more likely than not” criterion as the largest amount of tax benefit that is greater than 50 percent likely of being realized upon its effective resolution. Unrecognized tax benefits involve management’s judgment regarding the likelihood of the benefit being sustained. The final resolution of uncertain tax positions could result in adjustments to recorded amounts and may affect our results of operations, financial position and cash flows.

The Company’s policy is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties at December 31, 2014 and December 25, 2013, respectively, and has not recognized interest and/or penalties during the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively, since there are no material unrecognized tax benefits. Management believes no material change to the amount of unrecognized tax benefits will occur within in the next 12 months.

On July 30, 2014, the Company entered into an Income Tax Receivable Agreement (the “TRA”). The TRA calls for the Company to pay to its pre-IPO stockholders 85% of the savings in cash that the Company realizes in its taxes as a result of utilizing its net operating losses and other tax attributes attributable to preceding periods. In connection with the TRA, the Company had amended its first lien credit agreement (the “First Lien Credit Agreement”) to permit dividend payments to the Company by its subsidiaries in amounts up to $11 million per fiscal year, not to exceed $33 million in the aggregate, while the First Lien Credit Agreement was outstanding. In fiscal 2014, the Company incurred a charge of approximately $41 million relating to the present value of its total expected TRA payments, $4.2 million of which is included in other accrued expenses and current liabilities and $37.2 million of which is included in other noncurrent liabilities, respectively on the consolidated balance sheet at December 31, 2014.

Fair Value Measurements

Fair value is 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. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories:

•

Level 1: Quoted prices for identical instruments in active markets.

•

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs or significant value drivers are observable.

•

Level 3: Unobservable inputs used when little or no market data is available.

As of December 31, 2014 and December 25, 2013, the Company had no assets and liabilities measured at fair value on a recurring basis, except for two interest rate caps (which are Level 3 assets), which are not material.

Certain assets and liabilities are measured at fair value on a nonrecurring basis. In other words, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). During the fiscal year ended December 31, 2014, we determined that a portion of our goodwill should be decremented for the sale of the San Antonio restaurants. We also determined that a restaurant location was impaired and wrote down the underlying fixed assets. This determination was based on the projected cash flows related to the restaurant. Based on these analyses, we wrote off $0.7 million and $0.2 million, respectively. During the fiscal year ended December 25, 2013, we determined that a portion of our goodwill should be decremented for the eminent domain purchase by the State of California. This determination was based on the projected cash flows related to the restaurant. Based on this analysis, we wrote off $0.6 million. These valuations represent Level 3 measurements in the fair value hierarchy.

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and certain accrued expenses approximate fair value due to their short-term maturities. The recorded value of other notes payable and senior secured notes payable approximates fair value, based on borrowing rates currently available to the Company for loans with similar terms and remaining maturities (Level 3 measurement). The recorded value of the TRA approximates fair value, based on borrowing rates currently available to the Company for loans with similar terms and remaining maturities (Level 3 measurement).

Stock Based Compensation

Accounting literature requires the recognition of compensation expense using a fair-value based method for costs related to all share-based payments including stock options and stock issued under the Company’s employee stock plans. The guidance also requires companies to estimate the fair value of share-based payment awards on the date of grant using an option-pricing model. The cost is recognized on a straight-line basis over the period during which an employee is required to provide service, usually the vesting period. For options that are based on a performance requirement, the cost is recognized on an accelerated basis over the period in which the performance criteria relate.

Earnings per Share

Earnings per share (“EPS”) is calculated using the weighted average number of common shares outstanding during each period. Diluted EPS assumes the conversion, exercise or issuance of all potential common stock equivalents unless the effect is to reduce a loss or increase the income per share. For purposes of this calculation, options are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive. The shares used to compute basic and diluted net income (loss) per share represent the weighted-average common shares outstanding.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP.

The revised revenue standard is effective for public entities for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). The Company is currently evaluating the impact of the Company’s pending adoption of ASU 2014-09 on the Company’s financial statements and has not yet determined the method by which it will adopt the standard in 2017.

In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Going Concern (“ASU 2014-15”). ASU 2014-15 provides GAAP guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued. The standard will be effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. Upon adoption the Company will use the guidance in ASU 2014-15 to assess going concern.

Franchise Development Option Agreement with Related Party

On July 11, 2014, EPL and Trimaran Pollo Partners, L.L.C. (“LLC”) entered into a Franchise Development Option Agreement relating to development of our restaurants in the New York–Newark, NY–NJ–CT–PA Combined Statistical Area (the “Territory”). EPL granted LLC the exclusive option to develop and open fifteen restaurants in the Territory over five years (the “Initial Option”), and, provided that the Initial Option is exercised, the exclusive option to develop and open up to an additional one hundred restaurants in the Territory over ten years. The Franchise Development Option Agreement terminates (i) ten years after execution, or (ii) if the Initial Option is exercised, five years after that exercise. LLC may only exercise the Initial Option if EPL first determines to begin development of company-operated restaurants in the Territory or support the development of the Territory. We have no current intention to begin development in the Territory.

Reclassifications

Certain reclassifications were made to the prior year consolidated financial statements to conform to current year presentation. These revisions increased working capital by $0.8 million at December 25, 2013 but did not impact net loss, earnings per share, stockholders’ equity or cash flows for 2013.

- Definition

The entire disclosure for all significant accounting policies of the reporting entity.

+ References+ Details

Property and Equipment

12 Months Ended

Dec. 31, 2014

Property, Plant and Equipment [Abstract]

Property and Equipment

3. PROPERTY AND EQUIPMENT

The costs and related accumulated depreciation and amortization of major classes of property are as follows (in thousands):


	December 31, 2014			December 25, 2013
Land	$	12,323		$	13,186
Buildings and improvements		92,834			78,181
Other property and equipment		49,890			46,079
Construction in progress		2,353			815

		157,400			138,261
Less: accumulated depreciation and amortization		(75,310	)		(69,620	)

	$	82,090		$	68,641

Depreciation expense was $11.5 million, $10.2 million and $9.5 million for the years ended December 31, 2014, December 25, 2013, and December 26, 2012, respectively. Gross value of assets under capital leases for buildings and improvements was $1,800,800 and $1,884,000 at December 31, 2014 and December 25, 2013, respectively. Accumulated depreciation for assets under capital leases was $1,673,000 and $1,703,000 for the years ended December 31, 2014 and December 25, 2013, respectively. For the year ended December 31, 2014, capital expenditures related to restaurant remodeling and new restaurant expenditures totaled $23.9 million, which consisted of $7.6 million and $16.3 million, respectively. For the year ended December 25, 2013, capital expenditures related to restaurant remodeling and new restaurant expenditures totaled $11.3 million, which consisted of $9 million and $2.3 million, respectively.

- Definition

The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.

+ References+ Details

Goodwill and Other Intangible Assets and Liabilities

12 Months Ended

Dec. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets and Liabilities

4. GOODWILL AND OTHER INTANGIBLE ASSETS AND LIABILITIES

Changes in goodwill consist of the following (in thousands):


	December 31, 2014			December 25, 2013
Balance at beginning of year	$	249,324		$	249,924
Restaurant disposition		(650	)		(600	)

Balance at end of year	$	248,674		$	249,324

On September 24, 2014, we completed an agreement to sell six company-operated restaurants in the greater San Antonio area to AA Pollo, Inc., resulting in cash proceeds of $5.4 million. Goodwill was decremented by $650,000, based on a calculation of the fair value of the restaurants sold relative to the fair value of the portion of the reporting unit retained. We recognized a net gain of $2.7 million on this transaction, which is recorded as a gain on disposition of restaurants in the accompanying statement of operations. These six restaurants are now franchised. There have been no impairment losses to goodwill life to date.

The Company’s restaurant in Norwalk, California, was closed in fiscal 2013 due to an eminent domain purchase by the State of California. The Company received proceeds of approximately $1,348,000. Goodwill was decremented by $600,000, based on a calculation of the fair value of the restaurant closed as a percentage of the relative fair value of the remainder of the reporting unit retained. The Company recognized a net gain of $400,000, which is recorded as gain on disposition of restaurants in the accompanying consolidated statements of operations.

Domestic trademarks consist of the following (in thousands):


	December 31, 2014			December 25, 2013
Beginning balance	$	120,700		$	120,700
Accumulated impairment charges		(58,812	)		(58,812	)

Ending balance	$	61,888		$	61,888

Other intangible assets subject to amortization consist of the following (in thousands):


	December 31, 2014			December 25, 2013
Favorable leasehold interest	$	6,038		$	6,038
Less: accumulated amortization		(5,260	)		(5,104	)

Total favorable leasehold interest, net	$	778		$	934

Unfavorable leasehold interest	$	(9,156	)	$	(9,156	)
Less: accumulated amortization		7,612			7,229

Unfavorable leasehold interest liability, net	$	(1,544	)	$	(1,927	)

The estimated net amortization credits (net liability) for the Company’s favorable and unfavorable leasehold interests for each of the five succeeding fiscal years and thereafter is as follows (in thousands):


For the Years Ending	Favorable Leasehold Interest		Unfavorable Leasehold Interest
December 31, 2015	$	140	$	(296	)
December 30, 2016		130		(228	)
December 28, 2017		106		(225	)
December 27, 2018		97		(144	)
December 26, 2019		94		(136	)
Thereafter		211		(515	)

Total	$	778	$	(1,544	)

The aggregate amortization expense for the years ended December 31, 2014, December 25, 2013, and December 26, 2012 was $227,000, $213,000, and $275,000, respectively. The remaining weighted average amortization periods of the favorable leasehold interest and the unfavorable leasehold liability are four years and nine years respectively.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References+ Details

Leases

12 Months Ended

Dec. 31, 2014

Leases [Abstract]

Leases

5. LEASES

The Company’s operations utilize property, facilities, equipment and vehicles owned by the Company or leased from others. Buildings and facilities leased from others are primarily for restaurants and support facilities. Restaurants are operated under lease arrangements that generally provide for a fixed base rent and, in some instances, contingent rent based on a percentage of gross operating profit or gross revenues in excess of a defined amount. Initial terms of land and restaurant building leases generally are not less than 20 years, exclusive of options to renew. Leases of equipment primarily consist of restaurant equipment, computer systems and vehicles. The Company subleases facilities to certain franchisees and other non-related parties which are recorded on a straight-line basis.

Information regarding the Company’s future lease obligations at December 31, 2014 is as follows (in thousands):


	Capital Leases					Operating Leases
For the Years Ending	Minimum Lease Payments			Minimum Sublease Income		Minimum Lease Payments		Minimum Sublease Income
December 30, 2015	$	320		$	72	$	19,917	$	1,139
December 29, 2016		259			72		20,175		1,161
December 28, 2017		199			28		19,645		1,117
December 26, 2018		172			—		18,087		970
December 25, 2019		95			—		16,514		624
Thereafter		154			—		117,795		1,764

Total	$	1,199		$	172	$	212,133	$	6,775

Less: imputed interest (11.0% to 14.8%)		(353	)

Present value of capital lease obligations		846
Less: current maturities		(208	)

Noncurrent portion	$	638

Net rent expense is as follows (in thousands):


For the Years Ended	December 31, 2014			December 25, 2013			December 26, 2012
Base rent	$	19,067		$	18,732		$	18,331
Contingent rent		350			491			418
Less: sublease Income		(3,572	)		(3,602	)		(3,489	)

Net rent expense	$	15,845		$	15,621		$	15,260

Base rent and contingent rent are included in occupancy and other operating expenses, while sublease income is included in franchise revenue in the accompanying consolidated statements of operations. Sublease income includes contingent rental income of $1.6 million, $1.7 million, and $1.6 million for fiscal 2014, 2013, and 2012, respectively.

The Company is a lessor for certain property, facilities and equipment owned by the Company and leased to others, principally franchisees, under noncancelable leases with initial terms ranging from three to nine years. The lease agreements generally provide for a fixed base rent and, in some instances, contingent rent based on a percentage of gross operating profit or gross revenues. Total rental income included in franchise revenue in the accompanying consolidated statements of operations for leased property was $401,000, $377,000 and $366,000 for fiscal 2014, 2013, and 2012, respectively.

Minimum future rental income for company-operated properties under noncancelable operating leases, which is recorded on a straight-line basis, in effect as of December 31, 2014, is as follows (in thousands):


For the Years Ending
December 31, 2015	$	204
December 30, 2016		104
December 28, 2017		90
December 27, 2018		90

Total future minimum rental income	$	488

- Definition

The entire disclosure for lessee entity's leasing arrangements including, but not limited to, all of the following: (a.) The basis on which contingent rental payments are determined, (b.) The existence and terms of renewal or purchase options and escalation clauses, (c.) Restrictions imposed by lease agreements, such as those concerning dividends, additional debt, and further leasing.

+ References+ Details

Credit Agreements	12 Months Ended
Credit Agreements	Dec. 31, 2014
Credit Agreements	6. NEW CREDIT AGREEMENTS On December 11, 2014, the Company refinanced its debt, with EPL, Intermediate, and Holdings entering into a credit agreement with Bank of America, N.A., as administrative agent, swingline lender, and letter of credit issuer, the lenders party thereto, and the other parties thereto, which provides for a $200 million five-year senior secured revolving facility (the “2014 Revolver”). The 2014 Revolver includes a sub limit of $15 million for letters of credit and a sub limit of $15 million for swingline loans. At December 31, 2014, $7.4 million of letters of credit were outstanding and $27.6 million was available to borrow under the revolving line of credit. At December 31, 2014, the previous letters of credit related to the 2013 Term Loans remained outstanding. These letters of credit were released subsequent to year end. The 2014 Revolver will mature on or about December 11, 2019. Borrowings under the 2014 Revolver (other than any swingline loans) bear interest, at the borrower’s option, at rates based upon either LIBOR or a base rate, plus, for each rate, a margin determined in accordance with a lease-adjusted consolidated leverage ratio-based pricing grid. The base rate is calculated as the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, or (c) LIBOR plus 1.00%. For LIBOR loans, the margin is in the range of 1.75% to 2.50%, and for base rate loans the margin is in the range of 0.75% and 1.50%. The margin is initially set at 2.00% for LIBOR loans and at 1.00% for base rate loans until the delivery of financial statements and a compliance certificate for the period ended March 25, 2015. The interest rate was 2.16% at December 31, 2014. The 2014 Revolver includes a number of negative and financial covenants, including, among others, the following (all subject to certain exceptions): a maximum lease-adjusted consolidated leverage ratio covenant, a minimum consolidated fixed charge coverage ratio, and limitations on indebtedness, liens, investments, asset sales, mergers, consolidations, liquidations, dissolutions, restricted payments, and negative pledges. The 2014 Revolver also includes certain customary affirmative covenants and events of default. The Company was in compliance with all such covenants at December 31, 2014. See Note 1 for restrictions on the payment of dividends under the 2014 Revolver. Transaction Costs Transaction costs of $1.5 million were incurred in connection with the December 11, 2014 refinancing and were capitalized and are included in other assets in the accompanying consolidated balance sheets and the related amortization is reflected as a component of interest expense, net, in the accompanying consolidated financial statements. Maturities There are no required principal payments prior to maturity for the 2014 Revolver.
Prior Credit Agreements [Member]
Credit Agreements	7. PRIOR CREDIT AGREEMENTS On October 11, 2013, the Company refinanced its debt, with EPL entering into (i) a new first lien credit agreement (the “2013 First Lien Credit Agreement”) that included a $190 million senior secured term loan (the “2013 First Lien Term Loan”) and a senior secured revolving credit facility of $15 million (the “2013 Revolver”) that, in each case, was to mature in October 2018, and (ii) a new second lien credit agreement (the “2013 Second Lien Credit Agreement” and, together with the 2013 First Lien Credit Agreement, the “2013 Credit Agreements”) that included a $100 million second lien term loan (the “2013 Second Lien Term Loan” and, together with the 2013 First Lien Term Loan, the “2013 Term Loans”) that were to mature in April 2019. The proceeds received from the 2013 Term Loans on October 11, 2013, plus $14.4 million of cash on hand, were used to pay off the senior secured first lien credit facility due July 2017 and 17% second priority senior secured notes due January 2018 (collectively, the “2011 Financing Agreements”) and to pay fees and expenses in connection therewith. The 2013 Credit Agreements were executed with Intermediate as guarantor, Jefferies Finance LLC as administrative agent, collateral agent, and a lender, and, solely with respect to the 2013 First Lien Credit Agreement, General Electric Capital Corporation as issuing bank, swing line lender, and a lender, and GE Capital Bank as a lender. First Lien Credit Agreement Loans under the 2013 First Lien Credit Agreement bore interest at an Alternate Base Rate or LIBOR, at EPL’s option, plus an applicable margin. The applicable margin rate under the 2013 First Lien Credit Agreement was 4.25% with respect to LIBOR loans and 3.25% with respect to Alternate Base Rate loans with a 1.00% floor with respect to the LIBOR rate. Interest was due on loan amounts under Alternate Base Rate elections on a monthly basis and on loan amounts bearing interest based on LIBOR at the end of each interest period in effect, provided that with respect to LIBOR interest periods longer than three months, interest was payable at three-month intervals. The 2013 First Lien Term Loan was issued at a discount of $950,000, and this discount was being accreted over the term of the loan, using the effective interest method. The unamortized discount at December 25, 2013 was $910,000. The 2013 First Lien Term Loan required that quarterly principal payments of 0.25% be made commencing March 26, 2014. Obligations under the 2013 First Lien Credit Agreement were secured by a first priority lien on substantially all of EPL’s and Intermediate’s assets. The 2013 Revolver provided for a $15 million revolving line of credit. At December 25, 2013, $7.3 million of letters of credit were outstanding and $7.7 million was available to borrow under the revolving line of credit. In conjunction with the December 11, 2014, refinancing of EPL’s debt, the 2013 First Lien Term Loan was repaid in full, resulting in an expense of $3.9 million related to the remaining unamortized deferred finance costs and the write off of $0.7 million of unamortized discount. These costs were expensed and are reflected in loss on early extinguishment of debt in the accompanying consolidated statements of operations. Second Lien Credit Agreement Loans under the 2013 Second Lien Credit Agreement bore interest at an Alternate Base Rate or LIBOR, at EPL’s option, plus an applicable margin. The applicable margin rate under the 2013 Second Lien Credit Agreement was 8.50% with respect to LIBOR loans and 7.50% with respect to Alternate Base Rate loans with a 1.00% floor with respect to the LIBOR rate. Interest was due on loan amounts under Alternate Base Rate elections on a monthly basis and on loan amounts bearing interest based on LIBOR at the end of each interest period in effect, provided that with respect to LIBOR interest periods longer than three months, interest was payable at three-month intervals. The 2013 Second Lien Term Loan was issued at a discount of $1.0 million, and this discount was being accreted over the term of the loan, using the effective interest method. The unamortized discount at December 25, 2013 was $962,000. The 2013 Second Lien Term Loan and the related guarantees were secured by a second-priority lien on substantially all of the assets and equity interests of EPL and Intermediate, subject to certain exceptions, which were also used to secure the 2013 First Lien Term Loan on a first-priority basis. In conjunction with the Company’s IPO, the 2013 Second Lien Term Loan was repaid in full. In conjunction with the repayment of the 2013 Second Lien Term Loan, the Company incurred call premiums of $1.5 million. In addition, the Company expensed $2.7 million of the remaining unamortized deferred finance costs and wrote off $0.9 million of unamortized discount. These costs were expensed and are reflected in loss on early extinguishment of debt in the accompanying consolidated statements of operations. Transaction costs Transaction costs of $8.1 million were incurred in connection with the October 11, 2013 refinancing and were capitalized and are included in other assets in the accompanying consolidated balance sheet at December 31, 2013, and the related amortization is reflected as a component of interest expense, net in the accompanying consolidated financial statements. 2011 Prior Credit Agreement On July 14, 2011 the Company entered into a credit agreement (“Prior Credit Agreement”) that included a $170 million Senior Secured Term Loan (the “Prior Term Loan”) that was due to mature in July 2017 and a senior secured revolving credit facility of $12.5 million (the “Prior Revolver,” and together with the Term Loan, the “Prior Senior Credit Facility”) that was due to mature in July 2016. EPL also issued $105 million of 17% second priority senior secured notes due January 2018 (“2018 Notes”). The Prior Credit Agreement was executed with Intermediate as guarantor. The Senior Credit Facility was secured by a first priority lien on substantially all of EPL’s and Intermediate’s assets. In conjunction with the October 11, 2013 refinancing of EPL’s debt, call premiums of $3.3 million were incurred in connection with the repurchase of the Prior Senior Credit Facility. In addition, the Company expensed $5.1 million of the remaining unamortized deferred finance costs and wrote off $3.2 million of unamortized discount, associated with the Prior Senior Credit Facility. These costs were expensed and are reflected in loss on early extinguishment of debt in the accompanying consolidated statements of operations. Second Priority Senior Secured Notes (“2018 Notes”) The 2018 Notes bore cash interest of 12.5% per annum, which was due semi-annually in January and July of each year, which commenced on January 1, 2012. An additional 4.5% non-cash interest amount accrued on the 2018 Notes, which was added to the principal amount of the 2018 Notes on each interest payment date. The 2018 Notes were issued at a discount of $3.2 million, and this discount was accreted over the term of the notes, using the effective interest rate method. The 2018 Notes were unconditionally guaranteed by Intermediate and each existing and subsequently acquired wholly-owned domestic subsidiary of EPL. The 2018 Notes were due to mature on January 10, 2018. In conjunction with the October 11, 2013 refinancing of EPL’s debt, call premiums of $4.6 million were incurred in connection with the repurchase of the 2018 Notes. In addition, the Company expensed $3.2 million of the remaining unamortized deferred finance costs and wrote off $2.0 million of the remaining unamortized discount, associated with the Prior Senior Credit Facility. These costs were expensed and are reflected in loss on early extinguishment of debt in the accompanying consolidated statements of operations. Hedging Arrangements In connection with our credit agreements, we entered into two interest rate caps with Wells Fargo Bank, N.A. The first interest rate cap is for a notional amount of $30 million, with a cap rate of 3.00% based on 1 month USD LIBOR, terminating on December 1, 2015. The second interest rate cap is for a notional amount of $120 million, with a cap rate of 3.00% based on 1 month USD LIBOR, terminating on December 1, 2016. The fair value of these instruments is not material at December 31, 2015.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References+ Details

Other Accrued Expenses and Current Liabilities

12 Months Ended

Dec. 31, 2014

Payables and Accruals [Abstract]

Other Accrued Expenses and Current Liabilities

8. OTHER ACCRUED EXPENSES AND CURRENT LIABILITIES

Other accrued expenses and current liabilities consist of the following (in thousands):


	December 31, 2014		December 25, 2013
Accrued sales and property taxes	$	3,918	$	3,190
Income tax receivable agreement payable		4,170		—
Gift card liability		1,535		1,378
Other		3,390		3,257

Total other accrued expenses and current liabilities	$	13,013	$	7,825

Other Noncurrent Liabilities

12 Months Ended

Dec. 31, 2014

Payables and Accruals [Abstract]

Other Noncurrent Liabilities

9. OTHER NONCURRENT LIABILITIES

Other noncurrent liabilities consist of the following (in thousands):


	December 31, 2014		December 25, 2013
Deferred rent	$	6,204	$	6,648
Income tax receivable agreement payable		37,213		—
Other		2,730		1,396

Total noncurrent liabilities	$	46,147	$	8,044

Income Taxes

12 Months Ended

Dec. 31, 2014

Income Tax Disclosure [Abstract]

Income Taxes

10. INCOME TAXES

The provision for income taxes is based on the following components (in thousands):


For the Years Ended	December 31, 2014			December 25, 2013		December 26, 2012
Current income taxes:
Federal	$	(1	)	$	—	$	2
State		29			30		26

Total current		28			30		28

Deferred income taxes:
Federal		(44,137	)		1,037		1,013
State		(22,864	)		334		986

Total deferred		(67,001	)		1,371		1,999

Charge in lieu of tax (attributable to stock options)		3,965			—		—

Tax provision for income taxes	$	(63,008	)	$	1,401	$	2,027

The provision for income taxes differs from the amount computed by applying the federal income tax rate as follows:


For the Years Ended	December 31, 2014			December 25, 2013			December 26, 2012
Statutory federal income tax rate of 35% applied to earnings before income taxes and extraordinary items		35.0	%		35.0	%		35.0	%
State tax benefit (net of federal benefit)		(5.7	)		5.4			12.7
State tax credits		32.7			—			—
TRA expense		(70.6	)		—			—
Change in tax rate		—			—			(15.5	)
Change in valuation allowance		317.4			(43.4	)		(75.9	)
Other		(1.7	)		(6.5	)		5.2

Total		307.1	%		(9.5	)%		(38.5	)%

Deferred income tax assets and liabilities are recorded for differences between the financial statement and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.

The Company has evaluated the available evidence supporting the realization of its gross deferred tax assets. After evaluating all of the positive and negative evidence, including the Company’s continued income from operations and the reduction in interest expense resulting from the 2014 and 2013 refinancing of debt and from the Company’s IPO and resultant payoff of the 2013 Second Lien Term Loan, the Company concluded that it is more likely than not that its deferred tax assets will be realized. As a result, in fiscal 2014, the Company released its valuation allowance of approximately $65 million, which was recorded as a benefit to income taxes. The valuation allowance increased $6.3 million in fiscal 2013.

On July 30, 2014, the Company entered into the TRA. The TRA calls for the Company to pay its pre-IPO stockholders 85% of the cash savings that the Company realizes in its taxes as a result of utilizing its NOLs and other tax attributes attributable to preceding periods. In fiscal 2014, the Company incurred a charge of approximately $41 million related to the present value of its total expected TRA payments. The TRA charge of $41 million is a permanent add-back to the Company’s taxable income and resulted in approximately $14 million of tax expense in fiscal 2014.

In fiscal 2014, the Company applied for California Enterprise Zone (“EZ”) credits, resulting in approximately $10.3 million of California tax credits and approximately $6.7 million of additional deferred tax assets and tax benefits.

The Company’s deferred tax assets and liabilities consist of the following (in thousands):


	December 31, 2014			December 25, 2013
Deferred assets:
Capital leases	$	362		$	413
Accrued vacation		652			621
Accrued legal		421			234
Deferred rent		3,348			1,898
Accrued workers’ compensation		1,626			1,045
Enterprise zone and other credits		10,815			530
Net operating losses		50,912			54,960
Fixed assets		4,621			4,605
Deferred financing costs		—			19
Other		3,995			5,859

		76,752			70,184
Valuation allowance		—			(65,110	)

Net deferred tax assets		76,752			5,074

Deferred liabilities:
Goodwill		(8,272	)		(7,357	)
Trademark		(26,488	)		(26,315	)
Prepaid expense		(649	)		(570	)
Other		(6,287	)		(2,777	)

Deferred tax liabilities		(41,696	)		(37,019	)

Net deferred tax liabilities	$	35,056		$	(31,945	)

The deferred tax amounts mentioned above have been classified on the accompanying consolidated balance sheets as follows (in thousands):


	December 31, 2014		December 25, 2013
Current:
Assets (liabilities)	$	19,490	$	442
Noncurrent:
Assets (liabilities)		15,566		(32,387	)

	$	35,056	$	(31,945	)

As of December 31, 2014, the Company has federal and state NOL carryforwards of approximately $116 million and $134 million, respectively, which expire beginning in 2025 and 2015, respectively. The Company also has state enterprise zone credits of approximately $10.6 million, which carry forward for 10 years, and federal and state alternative minimum tax (“AMT”) credits of approximately $0.2 million, which carry forward indefinitely. The utilization of NOL carryforwards may be subject to limitations under section 382 of the Internal Revenue Code of 1986 (the “Code”) and similar state law provisions. In fiscal 2014, the Company completed a section 382 analysis and determined that all of the Company’s NOL carryforwards and other tax attributes are subject to limitation under section 382. However, that limitation did not impact the Company’s current year tax liability.

The Company has elected to utilize the tax-law-ordering approach with respect to excess share-based compensation deductions. Under this approach, the utilization of excess tax deductions associated with share-based awards is dictated by provisions in the tax law that identify the sequence in which such benefits are utilized for tax purposes. In fiscal 2014, the Company recognized an excess tax deduction of approximately $9.9 million, and the windfall tax benefit of approximately $4.0 million was recorded in additional paid-in capital (“APIC”) pursuant to the tax-law-ordering approach.

Recently enacted tax laws may also affect the tax provision on the Company’s consolidated financial statements. The state of California passed a new law which mandates the use of a single sales factor apportionment formula for tax years beginning on or after January 1, 2013. As a result, the state deferred tax assets were revalued during the year ended December 25, 2013 in order to account for the change in the tax law. As of December 31, 2014, there was no valuation allowance against the state deferred tax asset. As of December 25, 2013, there was a 100% valuation allowance against the state deferred tax asset.

As of December 31, 2014, December 25, 2013, and December 26, 2012, the Company had no accrual for unrecognized tax benefits. Consequently, no interest or penalties have been accrued by the Company. The Company believes that no significant changes to the amount of unrecognized tax benefits will occur within the next twelve months.

The Company is subject to taxation in the United States and in various state jurisdictions. The Company is no longer subject to U.S. examination for years before 2011 by the federal taxing authority, and for years before 2010 by state taxing authorities.

- 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.

+ References+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

12. STOCK-BASED COMPENSATION

As of December 31, 2014, options to purchase 3,070,176 shares of common stock of the Company were outstanding. Included in the December 31, 2014 amount are 2,067,727 options that are fully vested. The remaining options vest over time or upon the Company’s attaining annual financial goals. However, the compensation committee of the board of directors, as administrator of the Company’s 2014 Omnibus Equity Incentive Plan, has the power to accelerate the vesting schedule of stock-based compensation, and, generally, in the event of an employee termination in connection with a change in control of the Company, any unvested portion of an award under the plan shall become fully vested. In fiscal 2013 and 2012, the Company granted 535,238 and 2,126,677 options with an exercise price of $5.84, which was greater than the fair value of the common stock on the date of grant (premium options). As of December 31, 2014, 1,924,891 premium options remain outstanding. In fiscal 2014 and 2013, the Company granted 229,048 and 267,619 options with an exercise price equal to the fair value of the common stock on the date of grant. Of the total options granted in fiscal 2014, 2013, and 2012, 50% are performance based and vest according to whether certain financial targets are met, and the remaining 50% vest over four or three years. The options generally expire 10 years from the date of grant. Changes in stock options for the years ended December 31, 2014 and December 25, 2013, are as follows:


	Shares			Weighted-Average Exercise Price
Outstanding—December 26, 2012		3,472,539		$	5.23
Grants		802,857			5.25
Exercised		—			—
Forfeited, cancelled or expired		(937,300	)		4.98

Outstanding—December 25, 2013		3,338,096			5.31
Grants		229,048			15.55
Exercised		(496,944	)		4.2
Forfeited, cancelled or expired		(24	)		5.31

Outstanding—December 31, 2014		3,070,176		$	6.25

Vested and expected to vest at December 31, 2014		3,070,176		$	6.25

Exercisable at December 31, 2014		2,067,727		$	5.81

Stock options at December 31, 2014 are summarized as follows:


Range of Exercise Prices	Number Outstanding	Weighted-Average Remaining Contractual Life (in Years)	Weighted- Average Exercise Price	Number Exercisable	Weighted-Average Exercise Price
$1.81—$4.09	734,496	7.64	$3.09	467,154	$2.83
5.84—10.09	1,994,963	7.35	5.99	1,460,271	6.04
12.71—36.42	340,717	7.09	14.62	140,302	13.29

$1.81—$36.42	3,070,176	7.39	$6.25	2,067,727	$5.81

The intrinsic value of options outstanding and options exercisable, calculated as the difference between the market value as of December 31, 2014 and the exercise price, are $42.2 million and $29.3 million, respectively. The intrinsic value of options exercised, calculated as the difference between the market value on the date of exercise and the exercise price, was $11.5 million, $0 and $11,400 for fiscal years 2014, 2013 and 2012, respectively.

Options are accounted for as follows:

Employee Options

The Company expenses the estimated fair value of employee stock options and similar awards based on the grant-date fair value of the award. For options that are based on a service requirement, the cost is recognized on a straight-line basis over the period during which an employee is required to provide service, usually the vesting period. The options granted in fiscal 2012 had a three year vesting period while the options granted in fiscal 2013 and 2014 had a four year vesting period. For options that are based on a performance requirement, the cost is recognized over the period which the performance criteria relate to. The Company has authorized 4,402,240 shares of common stock for issuance in connection with stock options. As of December 31, 2014, 834,763 shares were available for grant. In order to meet the fair value measurement objective, the Company utilizes the Black–Scholes option-pricing model to value compensation expense for share-based awards and has developed estimates of various inputs including forfeiture rate, expected term life, expected volatility, and risk-free interest rate. The forfeiture rate is based on historical rates and reduces the compensation expense recognized. The expected term of options granted is derived from the simplified method. The risk-free interest rate is based on the implied yield on a U.S. Treasury constant maturity with a remaining term equal to the expected term of the Company’s employee stock options. Expected volatility is based on the comparative industry entity data. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero for option valuation. The volatility factor was determined based on four publicly-traded companies which are in the same market category as the Company. The peer companies were selected based on similarity of market capitalization, size and certain operating characteristics. The calculated volatility was established by taking the historical daily closing values prior to grant date, over a period equal to the expected term, for each of the peer companies.

The weighted-average estimated fair value of employee stock options granted during the year ended December 31, 2014 was $6.23 per share using the Black–Scholes model with the following weighted-average assumptions used to value the option grants: expected volatility of 32.4% to 41.0%, expected life of 5.75 years, risk-free interest rate of 1.70% to 1.72%, and expected dividends of 0%.

The weighted-average estimated fair value of employee stock options granted during the year ended December 25, 2013 was $1.40 per share using the Black–Scholes model with the following weighted-average assumptions used to value the option grants: expected volatility of 40.6%, expected life of 6.25 years, risk-free interest rates of 1.15% to 1.99%, and expected dividends of 0%.

The weighted-average estimated fair value of employee stock options granted during the year ended December 26, 2012 was $0.60 per share using the Black–Scholes model with the following weighted-average assumptions used to value the option grants: expected volatility of 39.0%, expected life of 5.75 years, risk-free interest rate of 1.02%, and expected dividends of 0%.

During the years ended December 31, 2014, December 25, 2013 and December 26, 2012, the Company recognized share-based compensation expense of $1.1 million, $822,000 and $860,000, respectively. These expenses were included in general and administrative expenses consistent with the salary expense for the related optionees in the accompanying consolidated statements of operations.

As of December 31, 2014, there was total unrecognized compensation expense of $0.8 million related to unvested stock options which the Company expects to recognize over a weighted average period of 1.0 years.

The Company has a Stockholders Agreement that provides that, under certain circumstances, certain management holders of shares, including shares acquired from exercise of option awards, can put such shares to the Company at fair market value. Because the events that could trigger the right to put are not within the control of the management holders, such option awards are classified as liabilities only when the condition that could trigger the put right is probable of occurring. As of December 31, 2014, the Company concluded that the contingent events are not probable and therefore the option awards are classified as equity. The Company’s Stockholders Agreement also provides the Company with call rights if a management holder leaves the Company for various reasons. The Company has sufficient authorized capital, has the ability to deliver shares, and does not have a practice of repurchasing shares for cash. Upon the completion of the qualified initial public offering, the related shares are no longer puttable or callable.

Restricted Stock

In addition, in connection with the completion of our IPO, we granted two of our directors restricted stock grants for 3,333 shares each, equivalent to $50,000 divided by our public offering price. These grants vest based on continued service over three years. We base the amount of unearned compensation recorded on the market value of the shares on the date of issuance. In fiscal 2014, the Company recognized share-based compensation expense of $32,000. This expense was included in general and administrative expenses in the accompanying consolidated statements of operations. As of December 31, 2014, there was total unrecognized compensation expense of $198,000 related to unvested restricted shares, which the Company expects to recognize over a weighted-average period of 2.5 years.

Changes in restricted shares for the year ended December 31, 2014, are as follows:


	Shares		Weighted-Average Fair Value
Unvested shares at December 25, 2013		—	$	—
Granted		6,666		34.56
Released		—		—
Forfeited, cancelled, or expired		—		—

Unvested shares at December 31, 2014		6,666	$	34.56

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

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Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2014

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

13. NET INCOME (LOSS) PER SHARE

Basic net income (loss) per share is calculated using the weighted-average number of shares of common stock outstanding during the years ended December 31, 2014, December 25, 2013, and December 26, 2012. Diluted net income (loss) per share is calculated using the weighted-average number of shares of common stock outstanding and potentially dilutive during the period, using the treasury stock method.

Below are our basic and diluted net income (loss) per share data for the periods indicated, which are in thousands except for per share data.


For the Years Ended	December 31, 2014		December 25, 2013			December 26, 2012
Numerator:
Net income (loss)		42,463	$	(16,873	)	$	(7,865	)

Denominator:
Weighted-average shares outstanding—Basic		32,285,484		28,712,622			28,712,194
Weighted-average shares outstanding—Diluted		34,346,241		28,712,622			28,712,194

Net income (loss) per share—Basic	$	1.32	$	(0.59	)	$	(0.27	)
Net income (loss) per share—Diluted	$	1.24	$	(0.59	)	$	(0.27	)

Anti-dilutive securities not considered in diluted EPS calculation		5,865		1,709,748			836,402

For the year ended December 25, 2013, potentially dilutive securities, which consist of options to purchase 1,709,748 shares of common stock at prices ranging from $1.81 to $12.72 were not included in the computation of diluted net loss per share because such inclusion would be antidilutive.

For the year ended December 26, 2012, potentially dilutive securities, which consist of options to purchase 836,402 shares of common stock at prices ranging from $1.81 to $12.72 were not included in the computation of diluted net loss per share because such inclusion would be antidilutive.

Below is a reconciliation of basic and diluted share counts.


For the Years Ended	December 31, 2014		December 25, 2013		December 26, 2012
Weighted-average shares outstanding—Basic		32,285,484		28,712,622		28,712,194
Dilutive effect of stock options and restricted shares		2,060,757		—		—
Weighted-average shares outstanding—Diluted		34,346,241		28,712,622		28,712,194

- Definition

The entire disclosure for earnings per share.

+ References+ Details

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2014
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	14. COMMITMENTS AND CONTINGENCIES Legal Matters On or about February 24, 2014, a former employee filed a class action in the Superior Court of the State of California, County of Orange, against EPL on behalf of all putative class members (all hourly employees from 2010 to the present) alleging certain violations of California labor laws, including failure to pay overtime compensation, failure to provide meal periods and rest breaks, and failure to provide itemized wage statements. The putative lead plaintiff’s requested remedies include compensatory and punitive damages, injunctive relief, disgorgement of profits, and reasonable attorneys’ fees and costs. No specific amount of damages sought was specified in the complaint. The Company was served with the complaint on March 3, 2014. While the Company intends to vigorously defend against this action, including its class certification, the ultimate outcome of the case is presently not determinable as it is in a preliminary phase. Thus, the Company cannot at this time determine the likelihood of an adverse judgment nor a likely range of damages in the event of an adverse judgment. Any settlement of, or judgment with a negative outcome arising from, this lawsuit could have a material adverse effect. The Company is also involved in various other claims and legal actions that arise in the ordinary course of business. The Company does not believe that the ultimate resolution of these other actions will have a material adverse effect on the Company’s financial position, results of operations, liquidity, or capital resources. A significant increase in the number of claims, or an increase in amounts owing under successful claims, could materially and adversely affect the Company’s business, financial condition, results of operations, and cash flows. Purchasing Commitments The Company has long-term beverage supply agreements with certain major beverage vendors. Pursuant to the terms of these arrangements, marketing rebates are provided to the Company and its franchisees from the beverage vendors based upon the dollar volume of purchases for system-wide restaurants which will vary according to their demand for beverage syrup and fluctuations in the market rates for beverage syrup. These contracts have terms extending into 2017 with an estimated Company obligation totaling $18.5 million. At December 31, 2014, the Company’s total estimated commitment to purchase chicken was $704,000. Contingent Lease Obligations As a result of assigning the Company’s interest in obligations under real estate leases in connection with the sale of Company-operated restaurants to some of the Company’s franchisees, the Company is contingently liable on four lease agreements. These leases have various terms, the latest of which expires in 2022. As of December 31, 2014, the potential amount of undiscounted payments the Company could be required to make in the event of non-payment by the primary lessee was $1,642,000. The present value of these potential payments discounted at the Company’s estimated pre-tax cost of debt at December 31, 2014 was $1,515,000. The Company’s franchisees are primarily liable on the leases. The Company has cross-default provisions with these franchisees that would put them in default of their franchise agreements in the event of non-payment under the leases. The Company believes that these cross-default provisions reduce the risk that payments will be required to be made under these leases. Accordingly, no liability has been recorded in the Company’s consolidated financial statements related to these contingent liabilities. Employment Agreements The Company has employment agreements with four of the officers of the Company on an at will basis. These agreements provide for minimum salary levels, possible annual adjustments for cost-of-living changes, and incentive bonuses that are payable under certain business conditions. Indemnification Agreements The Company has entered into indemnification agreements with each of its current directors and executive officers. These agreements require the Company to indemnify these individuals to the fullest extent permitted under Delaware law against liabilities that may arise by reason of their service to the Company and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified. The Company also intends to enter into indemnification agreements with future directors and executive officers.

- Definition

The entire disclosure for commitments and contingencies.

+ References+ Details

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2014
Related Party Transactions [Abstract]
Related Party Transactions	15. RELATED PARTY TRANSACTIONS Trimaran Capital, L.L.C. (“Trimaran”) and Freeman Spogli & Co. (“Freeman Spogli”) indirectly beneficially own shares sufficient for majority control over all matters requiring stockholder votes, including: the election of directors; mergers, consolidations and acquisitions; the sale of all or substantially all of the Company’s assets and other decisions affecting the Company’s capital structure; amendments to the Company’s certificate of incorporation or by-laws; and the Company’s winding up and dissolution. Furthermore, pursuant to the limited liability company operating agreement of LLC, investment funds managed by Trimaran and Freeman Spogli have the right to instruct LLC to appoint certain members of the board of directors of the Company, subject to certain conditions. Specifically, provided LLC owns a majority of the Company’s common stock, Freeman Spogli will be able to appoint one member of the board of directors for so long as it holds 5% of the outstanding membership interests of LLC, and Trimaran will be able to appoint the remaining members of the board of directors. On November 18, 2005, the Company entered into a Monitoring and Management Services Agreement (the “Agreement”) with Trimaran Fund Management, L.L.C. (“Fund Management”), an affiliate of the majority owner of the Company and of certain directors, which provides for annual fees of $500,000 and reasonable expenses. This Agreement was amended on December 26, 2007 to add an affiliate of Freeman Spogli, Freeman Spogli & Co. V, L.P., as a party sharing in the fees payable under the Agreement. During the years ended December 31, 2014, December 25, 2013, and December 26, 2012, $343,000, $624,000, and $612,000, respectively, were paid pursuant to this Agreement. These amounts are included in general and administrative expenses in the accompanying consolidated statements of operations. The Agreement terminated as of the Company’s initial public offering.

- 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.

+ References+ Details

Stock Split, Authorization of Additional Shares, and Initial Public Offering	12 Months Ended
	Dec. 31, 2014
Equity [Abstract]
Stock Split, Authorization of Additional Shares, and Initial Public Offering	16. STOCK SPLIT, AUTHORIZATION OF ADDITIONAL SHARES, AND INITIAL PUBLIC OFFERING On July 14, 2014, Holdings amended its certificate of incorporation to increase the number of shares that Holdings is authorized to issue to 200 million shares of common stock, par value $0.01 per share. The amendment of the certificate of incorporation effected an internal recapitalization pursuant to which Holdings effected an 8.56381-for-1 stock split on its outstanding common stock. Accordingly, all common share and per share amounts in the consolidated financial statements and these notes thereto have been adjusted to reflect the 8.56381-for-1 stock split as though it occurred at the beginning of the initial period presented. On July 24, 2014, Holdings amended and restated its certificate of incorporation to, among other things, increase its authorized share count to 300,000,000 shares of stock, including 200,000,000 shares of common stock and 100,000,000 shares of preferred stock, each par value $0.01 per share. On July 30, 2014, Holdings completed its initial public offering of 8,214,286 shares of common stock at a price to the public of $15.00 per share (the “IPO”), including 1,071,429 shares sold to the underwriters pursuant to their option to purchase additional shares. After underwriting discounts, commissions, and fees and expenses of IPO offering and distribution, as set forth in our registration statement for the IPO on Form S-1, the Company received net IPO proceeds of approximately $112.3 million. The Company used these proceeds primarily to repay in whole a $100 million second lien term loan (the “Second Lien Term Loan”).

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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-Section 50

-Paragraph 4

-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 18: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 08

-Paragraph d

-Article 4

Reference 19: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 505

-SubTopic 30

-Section 50

-Paragraph 2

-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

+ Details

Quarterly Results of Operations

12 Months Ended

Dec. 31, 2014

Quarterly Financial Information Disclosure [Abstract]

Quarterly Results of Operations

17. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The following table sets forth a summary of our unaudited quarterly operating results for each of the last eight quarters in the period ended December 31, 2014. We have derived this data from our unaudited consolidated interim financial statements that, in our opinion, have been prepared on substantially the same basis as the audited financial statements contained elsewhere in this report and include all normal recurring adjustments necessary for a fair presentation of the financial information for the periods presented. These unaudited quarterly results should be read in conjunction with our financial statements and notes thereto included elsewhere in this report. The operating results in any quarter are not necessarily indicative of the results that may be expected for any future period.

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)


	2014												2013
(Dollar amounts in thousands, except share data)	Dec.			Sept.			June			Mar.			Dec.			Sept.			June		Mar.
Selected Financial Data
Total revenue ($)		89,973			86,557			86,904			81,427			76,238			79,767			81,727		76,995
Income from Operations ($)		11,311			13,621			12,842			11,510			9,676			10,651			12,181		9,884
(Benefit) provision for income taxes		(2,606	)		(61,389	)		570			417			(604	)		(130	)		1,971		164
Net income (loss) ($)		4,575	⁽²⁾⁽⁵⁾		25,849	⁽²⁾⁽⁴⁾		6,569	⁽²⁾		5,470	⁽²⁾		(18,141	)⁽³⁾		918			410		(60	)
Per Share Data⁽⁶⁾:
Net income (loss) per share
Basic		0.12			0.76			0.23			0.19			(0.63	)		0.03			0.01		(0.00	)
Diluted		0.12			0.70			0.21			0.18			(0.63	)		0.03			0.01		(0.00	)
Weighted average shares used in computing net income (loss) per share
Basic		37,149,379			34,221,829			28,715,485			28,712,622			28,712,622			28,712,622			28,712,622		28,712,622
Diluted		39,691,650			36,821,095			30,372,281			30,157,316			28,712,622			29,383,525			28,712,622		28,712,622
Selected Operating Data
Number of restaurants (at period end)
Company-operated		172			166			168			168			168			168			167		169
Franchised		243			239			233			233			233			231			231		229
System-wide		415			405			401			401			401			399			398		398
Average unit volume (AUV) (company-operated)⁽¹⁾		1,839			1,893			1,927			1,813			1,707			1,772			1,833		1,718
Comparable restaurant sales growth (%)
Company-operated		6.4			6.4			5.0			5.4			5.4			2.2			6.9		6.7
Franchised		8.6			9.1			5.9			8.3			7.7			5.4			11.7		10.5
System-wide		7.6			7.9			5.4			7.2			6.5			3.7			9.6		8.5
Restaurant contribution margin (%)		22.3			20.7			22.6			22.1			20.4			20.7			22.5		20.5

(1)	AUVs consist of average annualized sales of all company-owned restaurants over the fiscal quarter.

(2)	The 2013 Refinancing and repayment of the 2013 Second Lien Term Loan with a portion of the proceeds of our IPO resulted in lower interest rates on our indebtedness, which has contributed to lower interest expense and higher net income in subsequent periods.

(3)	In the 13 weeks ended December 25, 2013, we refinanced the 2011 Financing Agreements. This 2013 Refinancing resulted in a one-time charge to ou

Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014
Statement of Stockholders' Equity [Abstract]
Issuance of common stock for initial public offering, offering cost	$ 10,914

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2014
Postemployment Benefits [Abstract]
Employee Benefit Plans	11. EMPLOYEE BENEFIT PLANS The Company sponsors a defined contribution employee benefit plan that permits its employees, subject to certain eligibility requirements, to contribute up to 25% of their qualified compensation to the plan. The Company matches 100% of the employees’ contributions of the first 3% of the employees’ annual qualified compensation, and 50% of the employees’ contributions of the next 2% of the employees’ annual qualified compensation. The Company’s matching contribution immediately fully vests. The Company’s contributions to the plan for the years ended December 31, 2014, December 25, 2013, and December 26, 2012 were $503,000, $447,000, and $396,000 respectively.