0001193125-20-290342 | S-1/A | XBRL Viewer

Nature of the Business and Basis of Presentation

1. Nature of the Business and Basis of Presentation

Vital Farms, Inc. (“Vital Farms”) was incorporated in Delaware on June 6, 2013 and is headquartered in Austin, Texas. Vital Farms packages, markets and distributes pasture-raised shell eggs, pasture-raised butter and other products. These products are sold under the trade names Vital Farms, Alfresco Farms, Lucky Ladies and RedHill Farms, primarily to retail foodservice channels in the United States.

Vital Farms Arkansas, LLC, Vital Farms Missouri, LLC, Backyard Eggs, LLC, Barn Door Farms, LLC and Sagebrush Foodservice, LLC are all wholly owned subsidiaries of Vital Farms (collectively referred to with Vital Farms as the “Company”). All significant intercompany transactions and balances have been eliminated in the Vital Farms unaudited condensed consolidated financial statements.

The accompanying unaudited condensed consolidated financial statements as of September 27, 2020 and for the 13-week and 39-week periods ended September 27, 2020 and September 29, 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. The accompanying unaudited condensed consolidated financial statements include the accounts of Vital Farms, its subsidiaries and a variable interest entity (“VIE”) in which Vital Farms has a variable interest and is the primary beneficiary. The noncontrolling interest attributable to the VIE is presented as a component separate from stockholders’ equity in the unaudited condensed consolidated balance sheets. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the fiscal year ended December 29, 2019 included in the Company’s final prospectus that forms a part of the Company’s Registration Statement on Form S-1 (Reg. No. 333-239772), filed with the SEC pursuant to Rule 424(b)(4) on July 31, 2020 (the “Prospectus”).

The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements. In the opinion of management, the included disclosures are adequate and the accompanying unaudited condensed consolidated financial statements contain all adjustments which are necessary for a fair presentation of the Company’s consolidated financial position as of September 27, 2020, consolidated results of operations for the 13-week and 39-week periods ended September 27, 2020 and September 29, 2019, and consolidated cash flows for the 39-week periods ended September 27, 2020 and September 29, 2019. Such adjustments are of a normal and recurring nature. The consolidated results of operations for the 13-week period and 39-week period ended September 27, 2020 are not necessarily indicative of the consolidated results of operations that may be expected for the fiscal year ending December 27, 2020.

Reclassification of Prior Period Presentation: Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported consolidated results of operations.

Fiscal Year: The Company’s fiscal year ends on the last Sunday in December and contains either 52 or 53 weeks. In a 52-week fiscal year, each of the Company’s fiscal quarters consist of 13 weeks. The additional week in a 53-week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. Therefore, the financial results of certain 53-week fiscal years, and the associated 14-week quarters, will not be exactly comparable to the prior and subsequent 52-week fiscal years and the associated 13-week quarters. The quarters ended September 27, 2020 and September 29, 2019 both contain operating results for 13 weeks.

Impact of COVID-19 Pandemic: Due to the ongoing COVID-19 pandemic, the Company has implemented business continuity plans designed to address and mitigate the impact of the COVID-19 pandemic on the Company’s business. The Company does not currently anticipate that the COVID-19 pandemic will have a material impact on the timelines for the Company’s product development and expansion efforts. However, the extent to which the COVID-19 pandemic impacts the Company’s business, product development and expansion efforts, corporate development objectives and the value of and market for the Company’s common stock will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements in the United States, and the effectiveness of actions taken globally to contain and treat the disease. The global economic slowdown, the overall disruption of global supply chains and distribution systems and the other risks and uncertainties associated with the pandemic could have a material adverse effect on the Company’s business, financial condition, results of operations and growth prospects.

Forward Stock Split: In July 2020, the board of directors and the stockholders of the Company approved a 2.46-for-1 forward stock split of the Company’s outstanding common stock and preferred stock, which was effected on July 22, 2020. Stockholders entitled to fractional shares as a result of the forward stock split will receive a cash payment in lieu of receiving fractional shares. All common stock, preferred stock, and per share information has been retroactively adjusted to give effect to this forward stock split for all periods presented. Shares of common stock underlying outstanding stock options and other equity instruments were proportionately increased and the respective per share value and exercise prices, if applicable, were proportionately decreased in accordance with the terms of the agreements governing such securities. There were no changes in the par values of the Company’s common stock and preferred stock as a result of the forward stock split.

Initial Public Offering: In August 2020, the Company completed its initial public offering (“IPO”) of 10,699,573 shares of common stock at an offering price of $22.00 per share. The Company offered 5,040,323 shares of common stock and the selling stockholders identified in the Prospectus offered an additional 5,659,250 shares of common stock, including the underwriter’s option to purchase up to an additional 1,395,596 shares of common stock from the selling stockholders. The Company received gross proceeds of approximately $110,887 before deducting underwriting discounts, commissions and offering related transaction costs; the Company did not receive any proceeds from the sale of shares by the selling stockholders. Upon the closing of the IPO in August 2020, all of the then-outstanding shares of preferred stock automatically converted into 8,192,876 shares of common stock on a one-for-one basis. Subsequent to the closing of the IPO, there were no shares of preferred stock outstanding. The condensed consolidated financial statements as of September 27, 2020, including share and per share amounts, include the effects of the IPO.

1. Nature of the Business and Basis of Presentation

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of Vital Farms, its subsidiaries and a variable interest entity (“VIE”) in which Vital Farms has an interest and is the primary beneficiary. See Note 3, “Variable Interest Entity.” The noncontrolling interest attributable to the Company’s VIE is presented as a separate component from stockholders’ equity in the consolidated balance sheets.

Change in Fiscal Year: In January 2018, the Company elected to change from a calendar year ending on December 31 to a 52-53-week fiscal year, ending on the last Sunday in December, effective beginning with the first quarter of 2018. In a 52-53-week fiscal year, each of the Company’s fiscal quarters consist of 13 weeks. The additional week in a 53-week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. The Company’s first 53-week fiscal year will be fiscal 2023, which the Company expects to begin on December 26, 2022 and end on December 31, 2023.

Liquidity and Going Concern: In accordance with Accounting Standards Update (“ASU”) No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205-40), the Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued.

Through December 29, 2019, the Company has funded its operations primarily with cash flows from product sales, proceeds from the sale of its capital stock and proceeds from borrowings under its existing Credit Facility (as defined in Note 10, “Long-Term Debt”). The Company recognized net (loss) income of $(2,145), $5,629 and $3,312 for the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively. In addition, the Company had retained earnings of $5,239 as of December 29, 2019. As of March 26, 2020, the issuance date of the consolidated financial statements, the Company expects that its cash and cash equivalents of $1,274 as of December 29, 2019, together with cash provided by operating activities, will be sufficient to fund its operating expenses and capital expenditure requirements for at least 12 months from the issuance date of the consolidated financial statements.

Summary of Significant Accounting Policies

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The significant accounting policies and estimates used in preparation of the unaudited condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the fiscal year ended December 29, 2019, and the notes thereto, which are included in the Prospectus. Except as detailed below, there have been no material changes to the Company’s significant accounting policies during the 39-week period ended September 27, 2020.

Use of Estimates: The Company does not currently anticipate that the COVID-19 pandemic will have a material impact on the timelines for the Company’s product development and expansion efforts and the Company’s corporate development objectives. Because future COVID-19 developments are highly uncertain and cannot be predicted with confidence at this time, estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these unaudited condensed consolidated financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information is obtained and are recognized in the unaudited condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company’s unaudited condensed consolidated financial statements.

Deferred Offering Costs: The Company capitalized certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings until such financings were completed. Upon closing the IPO in August 2020, all deferred offering costs were reclassified from prepaid and other current assets and recorded against the IPO proceeds reducing additional paid-in capital.

Recently Adopted Accounting Pronouncements: The new accounting pronouncements recently adopted by the Company are described in the Company’s audited consolidated financial statements as of and for the fiscal year ended December 29, 2019, and the notes thereto, which are included in the Prospectus. Except as described below, there have been no new accounting pronouncements adopted by the Company during the 39-week period ended September 27, 2020.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”), which modifies the disclosure requirements for fair value measurements. The standard is effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company adopted ASU 2018-13 on December 30, 2019 and the adoption of this standard did not have a material impact on the Company’s unaudited condensed consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or by another reference rate expected to be discontinued. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted ASU 2020-04 on March 12, 2020 and the adoption of this standard did not have a material impact on the Company’s unaudited condensed consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted: In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”) and also issued subsequent amendments to the initial guidance, ASU 2017-13, ASU 2018-01, ASU 2018-10, ASU 2018-11, ASU 2018-20, ASU 2019-01, ASU 2019-10, ASU 2020-02, and ASU 2020-05 (collectively, “Topic 842”). The guidance in Topic 842 supersedes the leasing guidance in Topic 840, Leases. Under the new guidance, lessees are required to recognize lease assets and lease liabilities on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the unaudited condensed consolidated statement of operations. An entity may adopt the guidance either (1) retrospectively to each prior reporting period presented in the financial statements with a cumulative-effect adjustment recognized at the beginning of the earliest comparative period presented or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company expects to adopt Topic 842 retrospectively at the beginning of the period of adoption, December 27, 2021, through a cumulative-effect adjustment, and will not apply the new standard to comparative periods presented. The new standard provides a number of practical expedients. Upon adoption, the Company expects to elect all of the practical expedients available. The Company is currently evaluating the impact of its pending adoption of Topic 842 on its consolidated financial statements. It is anticipated that the primary impact of the adoption of Topic 842 will be the recording of a right-of-use asset and lease liability of similar amount on the Company’s condensed consolidated balance sheet.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance, ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02, and ASU 2020-03 (collectively, “Topic 326”), to introduce a new impairment model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. Topic 326 requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. For non-public companies, Topic 326 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company expects to adopt Topic 326 on December 26, 2022. The Company is currently evaluating the impact of its pending adoption of Topic 326 on its consolidated financial statements.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which intends to simplify the guidance by removing certain exceptions to the general principles and clarifying or amending existing guidance. ASU 2019-12 is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The Company expects to adopt ASU 2019-12 on December 26, 2022. Although the Company is currently evaluating the impact of the adoption of ASU 2019-12, the Company does not expect it to have a material impact on its consolidated financial statements.

2. Summary of Significant Accounting Policies

Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Such estimates principally include revenue recognition, determination of useful lives for property and equipment, goodwill, contingent consideration, allowance for doubtful accounts, inventory obsolescence, valuation of common stock, stock option valuations, redeemable noncontrolling interest, accrual liabilities and income taxes. Actual results could differ from those estimates.

Unaudited Pro Forma Information: The unaudited pro forma balance sheet data as of December 29, 2019 assumes the automatic conversion of all outstanding shares of the Company’s Series B, Series C and Series D convertible preferred stock (collectively, “Preferred Stock”) into shares of the Company’s common stock immediately upon the closing of the Company’s planned initial public offering (“IPO”). The shares of the Company’s common stock expected to be issued, and the related net proceeds expected to be received, in connection with the planned IPO are excluded from such pro forma information.

The unaudited pro forma basic and diluted net income per share for the year ended December 29, 2019 assumes the automatic conversion of all outstanding shares of Preferred Stock into shares of the Company’s common stock immediately upon the closing of the Company’s planned IPO, as though the conversion had occurred as of the beginning of the period. The shares of the Company’s common stock expected to be issued, and the related net proceeds expected to be received, in connection with the planned IPO are excluded from such pro forma information.

Concentrations of Credit Risk and Significant Customers: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company maintains deposits with large financial institutions that the Company believes are of high credit quality. At times the Company’s cash and cash equivalents balances with individual banking institutions are in excess of federally insured limits. The Company has not experienced any losses related to its cash and cash equivalents balances.

As of December 30, 2018 and December 29, 2019, the Company had customers that individually represented 10% or more of the Company’s accounts receivable, net and customers that individually exceeded 10% or more of the Company’s net revenue for the years ended December 31, 2017, December 30, 2018 and December 29, 2019. The percentage of net revenue from these significant customers during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, and accounts receivable, net due from these significant customers as of December 30, 2018 and December 29, 2019, are as follows:


	Net Revenue Year Ended December 31, 2017			Net Revenue Year Ended December 30, 2018			Net Revenue Year Ended December 29, 2019			Accounts Receivable, Net As Of December 30, 2018			Accounts Receivable, Net As Of December 29, 2019
Customer A		36	%		36	%		35	%		10	%		25	%
Customer B		15	%		14	%		14	%		29	%		21	%
Customer C		*			10	%		11	%		*			*

*	Net revenue and/or accounts receivable was less than 10%.

The Company performs ongoing credit evaluations of its customers’ financial condition but does not require collateral to support customer receivables.

Cash and Cash Equivalents: The Company considers all short-term, highly liquid investments purchased with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash deposits are all in financial institutions in the United States. As of December 29, 2019, cash and cash equivalents consisted of cash on deposit with balances denominated in U.S. dollars and investments in money market funds.

Deferred Offering Costs: The Company capitalizes certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings, including the planned IPO, until such financings are consummated. After consummation of an equity financing, these costs are recorded as a reduction of the proceeds received as a result of the financing. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. There were no deferred offering costs capitalized as of December 30, 2018. As of December 29, 2019, the Company recorded deferred offering costs of $1,001 in the accompanying consolidated balance sheets.

Variable Interest Entity: The Company consolidates all entities where a controlling financial interest exists. The Company has considered its relationships with a certain entity to determine whether the Company has a variable interest in that entity, and if so, whether the Company is the primary beneficiary of the relationship. GAAP requires VIEs to be consolidated if an entity’s interest in the VIE is a controlling financial interest. Under the variable model, a controlling financial interest is determined based on which entity, if any, has (i) the power to direct the activities of the VIE that most significantly impacts the VIE’s economic performance and (ii) the obligations to absorb losses that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

Management performs ongoing reassessments of whether changes in the facts and circumstances regarding the Company’s involvement with a VIE will cause the consolidation conclusion to change. The consolidation status of a VIE may change as a result of such reassessments. Changes in consolidation status are applied prospectively in accordance with GAAP.

Segment Information: The Company operates and manages its business as one reportable and operating segment. The Company’s chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for purposes of evaluating financial performance and allocating resources. All of the Company’s long-lived assets and customers are located in the United States.

Fair Value of Financial Instruments: Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The three levels of inputs that may be used to measure fair value are defined below:

•

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

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Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•

Level 3 - Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The carrying amounts of the Company’s long-term debt approximate the fair value based on consideration of current borrowing rates available to the Company (Level 2 input). The carrying values of accounts receivable, accounts payable, accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities.

Accounts Receivable: Accounts receivable are stated at invoice value less estimated allowances for doubtful accounts. The Company establishes an allowance for doubtful accounts as losses are estimated to have occurred through a provision for bad debts charged to earnings. Losses are charged against the allowance when management believes the receivable is no longer collectible. These losses have been immaterial to date. Subsequent recoveries, if any, are credited to the allowance. The allowance for doubtful accounts is evaluated on a regular basis by management and is based on the credit risk of specific customers, past collection history, and management’s evaluation of accounts receivable. The evaluation is inherently subjective, as it requires estimates that are susceptible to significant revision as more information becomes available. The Company did not record an allowance for doubtful accounts at December 30, 2018. As of December 29, 2019, the Company recorded an allowance for doubtful accounts of $304 in the accompanying consolidated balance sheets.

Inventories: Inventories are stated at the lower of cost (determined under the first-in, first-out method) or net realizable value. Inventory includes eggs, butter, packaging, feed, laying hens, pullets, merchandise and equipment parts. A reduction in the carrying value of an inventory item from cost to net realizable value is recorded in cost of goods sold with the offset to inventory. Any inventory that does not meet the quality control standards of the Company is separated and a reserve is recorded for the cost.

The cost associated with laying hens and pullets are accumulated up to the production stage which involves a growing period of approximately 24 weeks, and are amortized to cost of goods sold over their productive lives, which are generally 54 weeks.

Property, Plant and Equipment, Net: Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives. The general range of useful lives of other property, plant and equipment is as follows:


		Estimated Useful Life
Land		N/A
Building and improvements		39 years
Vehicles		5 years
Machinery and equipment		2 to 7 years
Furniture and fixtures		5 years
Leasehold improvements		Lesser of lease term or 5 years

When assets are sold or retired, the cost and related accumulated depreciation or amortization of assets disposed of are removed from the accounts, with any resulting gain or loss recorded in income from operations in the consolidated statements of operations. Costs of repairs and maintenance are expensed as incurred.

Goodwill: Goodwill represents the excess of cost over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. Goodwill is not amortized but is tested for impairment annually on the first day of the fourth fiscal quarter or more frequently if events or changes in circumstances indicate that the asset may be impaired. The Company’s goodwill impairment test is performed at the enterprise level given the sole reporting unit.

The Company first assesses qualitative factors to determine whether events or circumstances existed that would lead the Company to conclude that it is more likely than not that the fair value of the reporting unit is below its carrying amount. If the Company determines that it is more likely than not that the fair value of the reporting unit is below the carrying amount, a quantitative goodwill assessment is required. In the quantitative evaluation, the fair value of the reporting unit is determined and compared to the carrying value. If the fair value is greater than the carrying value, then the carrying value is deemed to be recoverable and no further action is required. If the fair value estimate is less than the carrying value, goodwill is considered impaired for the amount by which the carrying amount exceeds the reporting unit’s fair value and a charge is reported as impairment of goodwill in the consolidated statements of operations.

To date, the Company has not recorded any impairment charges associated with its goodwill.

Impairment of Long-Lived Assets: The Company reviews the carrying value of property, plant and equipment for impairment whenever events and circumstances indicate the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects and the effects of obsolescence, demand, competition and other economic factors. The Company did not recognize an impairment loss during the years ended December 31, 2017, December 30, 2018 and December 29, 2019.

Contingent Consideration: In connection with the Company’s acquisition of certain assets of Heartland Eggs, LLC in 2014, the Company was required to make royalty payments to prior owners of certain assets of Heartland Eggs. The royalty payments are contingent on the Company’s future purchase of eggs from supplier contracts that were acquired in the certain assets of Heartland Eggs acquisition. The royalty payments are deemed to be contingent because the future egg purchases are not guaranteed, and the timing and amount of any such purchases are unknown. The fair value of the contingent consideration was determined at the acquisition date using unobservable inputs (Level 3 inputs). These inputs included projected financial information, market volatility, risk-adjusted discount rates and timing of contractual payments. Subsequent to the acquisition date, at each reporting date, the contingent consideration liability is remeasured to fair value with changes in fair value recorded within selling, general and administrative expenses in the Company’s consolidated statements of operations.

Noncontrolling Interest: The Company recognizes noncontrolling interest related to VIE’s, in which the Company is the primary beneficiary, as equity in the consolidated financial statements separate from the parent entity’s equity. The amount of net loss attributable to noncontrolling interests are included in consolidated net income on the face of the consolidated statements of operations. Changes in the parent entity’s ownership interest in a subsidiary that do not result in deconsolidation are treated as equity transactions if the parent entity retains its controlling financial interest. In addition, when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary will be initially measured at fair value and the difference between the carrying value and fair value of the retained interest will be recorded as a gain or loss. Affiliate equity interests where the Company has certain rights to demand settlement are presented at their current redemption values, as redeemable noncontrolling interest in the consolidated balance sheet. Because these transactions take place between entities under common control, any gains or losses attributable to these transactions are required to be included within additional paid-in-capital on the consolidated balance sheets.

Income Taxes: Income taxes are computed using the asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements. In estimating future tax consequences, the Company considers all expected future events other than enactment of changes in tax laws or rates. A valuation allowance is recorded, if necessary, to reduce net deferred tax assets to their realizable values if management does not believe it is more likely than not that the net deferred tax assets will be realized.

The Company follows the provisions of the authoritative guidance from the Financial Accounting Standards Board (“FASB”) on accounting for uncertainty in income taxes. These provisions provide a comprehensive model for the recognition, measurement and disclosure in financial statements of uncertain income tax positions that a company has taken or expects to take on a tax return. Under these provisions, a company can recognize the benefit of an income tax position only if it is more likely than not (greater than 50%) that the tax position will be sustained upon tax examination, based solely on the technical merits of the tax position. Otherwise, no benefit can be recognized. Assessing an uncertain tax position begins with the initial determination of the sustainability of the position and is measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed. Additionally, the Company must accrue interest and related penalties, if applicable, on all tax exposures for which reserves have been established consistent with jurisdictional tax laws.

The Company’s policy is to recognize interest and penalties related to uncertain tax positions in the provision for income taxes. As of December 30, 2018 and December 29, 2019, the Company had no accrued interest or penalties related to uncertain tax positions.

Net (Loss) Income per Share Attributable to Vital Farms, Inc. Common Stockholders: The Company applies the two-class method to compute basic and diluted net (loss) income per share attributable to Vital Farms, Inc. common stockholders when shares meet the definition of participating securities. The two-class method determines net (loss) income per share for each class of the Company’s common stock and Preferred Stock according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires (loss) income available to common stockholders of Vital Farms, Inc. for the period to be allocated between the Company’s common stock and Preferred Stock based upon their respective rights to share in the earnings as if all (loss) income for the period had been distributed. During periods of loss, there is no allocation required under the two-class method since the Preferred Stock does not have a contractual obligation to share in the Company’s losses.

Basic net (loss) income per share attributable to Vital Farms, Inc. stockholders is computed by dividing net (loss) income by the weighted-average number of shares outstanding during the period without consideration of potentially dilutive common stock. Diluted net (loss) income per share reflects the potential dilution that could occur if securities or other contracts to issue shares of the Company’s common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company unless inclusion of such shares would be anti-dilutive. For periods in which the Company reports net losses, diluted net loss per common share attributable to Vital Farms, Inc. common stockholders is the same as basic net loss, because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive.

Revenue Recognition: The Company generates revenue primarily through sales of products, including pasture-raised eggs and butter, to its customers, which include natural channel retailers, mainstream channel retailers and foodservice partners. The Company sells its products to customers on a purchase-order basis.

Revenue for the years ended December 31, 2017 and December 30, 2018 is presented under Topic 605.

The Company recognizes revenue under ASC Topic 605, Revenue Recognition (Topic 605), when all the following criteria are met: (i) upon the transfer of title of the product, ownership and risk of loss to the customer, which typically occurs upon delivery and acceptance of the product by customers; (ii) collection of the relevant receivable is reasonably assured; (iii) persuasive evidence of an arrangement exists; and (iv) the sales price is fixed or determinable. The Company periodically offers sales incentives to its customers to encourage purchases. These sales incentives include discounts, in-store promotions, volume rebates and other similar offers. Provision for sales incentives is recorded at the later of the date at which the related revenue is recognized or the sales incentive is offered. At the end of each accounting period, the Company recognizes a liability for an estimated promotional allowance reserve. Chargebacks and discount offers, when accepted by customers, are treated as a reduction of the sales price of the related transaction. Current discount and inducement offers are presented as a net amount in net revenue. For the years ended December 31, 2017 and December 30, 2018, the Company recorded chargebacks of $1,288 and $1,388 and discounts of $8,445 and $14,384, respectively.

Adoption of ASC 606

In May 2014, the FASB issued ASC Topic 606, Revenue from Contracts with Customers (Topic 606), which was subsequently updated. The Company adopted the standard as of December 31, 2018, using the modified retrospective method. Under this method, entities recognize the cumulative effect of applying the new standard at the date of initial application with no restatement of comparative periods presented. The Company’s assessment efforts included an evaluation of revenue contracts with customers, related sales incentives and contract costs that were not complete as of December 31, 2018. Adoption of Topic 606 did not have a material impact on the Company’s results of operations or financial position; therefore, there was no adjustment to previously reported results. The Company does not expect the adoption of Topic 606 will have a material impact in future periods.

Under Topic 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of Topic 606, the Company performs the following five steps:

(i)

Identify the contract(s) with a customer.

The Company considers the terms and conditions of the Company’s contracts and the Company’s standard business practices to identify contracts under Topic 606. The Company considers that it has a contract with a customer when the contract is approved, the Company can identify each party’s rights regarding the products to be transferred, the Company can identify the payment terms for the products to be transferred, the Company has determined that the customer has the ability and intent to pay, and the contract has commercial substance. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors, including the customer’s credit worthiness, historical payment experience or, in the case of a new customer, credit and financial information pertaining to the new customer.

(ii)

Identify the performance obligations in the contract.

Performance obligations promised in a contract are identified based on the products or services that will be transferred to the customer that are capable of being distinct, whereby the customer can benefit from the product or services either on their own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the products or services is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised products or services, the Company applies judgment to determine whether promised products or services are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised products or services are accounted for as a combined performance obligation. Shipping and distribution activities occur prior to the transfer of control of a good and are considered activities to fulfill the Company’s promise to deliver goods to the customers. Shipping and distribution activities are not a promised service, and therefore, are not a separate performance obligation.

(iii)

Determine the transaction price.

The Company defines the transaction price as the amount of consideration in a contract to which it expects to be entitled in exchange for transferring promised goods or services to a customer; amounts collected on behalf of third parties are excluded. Variable consideration is included in the transaction price, if, in the Company’s judgment, it is probable that no significant future reversal of cumulative revenue under the contract will occur. The Company determines the amount of variable consideration by using the expected value method or the most likely amount method. In addition, the Company accounts for consideration payable to customers such as sales incentives and slotting fees as a reduction in the transaction price. For the year ended December 29, 2019, the Company recorded chargebacks of $1,874 and discounts of $16,573, respectively.

(iv)

Allocate the transaction price to the performance obligations in the contract.

The Company has no significant arrangements with multiple performance obligations. For contracts that contain a single performance obligation, the Company allocates the entire transaction price to the single performance obligation.

(v)

Recognize revenue as the entity satisfies a performance obligation.

Revenue is recognized when control of the product is transferred to the customer and the related performance obligation is satisfied, which typically occurs upon delivery of the product to the customer, for an amount that reflects the net consideration the Company expects to receive in exchange for delivering the product.

Contract Costs

The Company sometimes incurs costs to obtain or fulfill a contract with a customer. The Company has applied the practical expedient in ASC 340-40-25-4 and records as an expense the incremental costs of obtaining contracts with customers in the period of occurrence when the amortization period of these costs is less than one year. For the year ending December 29, 2019, all contract costs assessed upon the adoption of Topic 606 had an amortization period of less than one year.

Treasury Stock: The Company records treasury stock activities under the cost method whereby the cost of the acquired stock is recorded as treasury stock. The Company’s accounting policy upon the formal retirement of treasury stock is to deduct the par value from the Company’s common stock and to reflect any excess of cost over par value as a reduction to additional paid-in capital (to the extent created by previous issuances of the shares).

Shipping and Distribution: The Company’s shipping and distribution costs include costs incurred with third-party carriers to transport products to customers and salaries and overhead costs related to activities to prepare the Company’s products for shipment. Shipping and distribution costs were $5,724, $8,615 and $10,001 during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

Stock-Based Compensation: The Company measures all stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense for those awards, over the requisite service period, which is generally the vesting period of the respective award. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model, which requires inputs based on certain subjective assumptions, including the fair value of the Company’s common stock, expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield.

Effective December 31, 2018, the Company adopted ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”), which expands the scope of Topic 718 to include share-based payment awards to nonemployees. As a result, stock-based awards granted to consultants and non-employees are accounted for in the same manner as awards granted to employees and directors as described above. The impact of adoption of this new guidance did not have a material impact on the Company’s consolidated financial statements.

Prior to the adoption of ASU 2018-07, the Company recognized compensation expense for stock-based awards granted to consultants and non-employees over the shorter of the vesting period or the period during which services are rendered by such consultants and non-employees until completed. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is re-measured using the then-current fair value of the Company’s common stock and updated assumption inputs in the Black-Scholes option-pricing model.

The Company classifies stock-based compensation expense in its consolidated statements of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified.

Stock Option Valuation: The fair value of stock option grants is estimated using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. For options with service-based vesting conditions, the expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employee consultants is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company did not pay cash dividends in any of the periods presented and does not expect to pay any cash dividends in the foreseeable future.

Advertising and Promotion Expenses: Advertising and promotion expenses consist primarily of costs incurred promoting and marketing the Company’s products. The Company expenses all advertising and promotion costs as incurred. During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, the Company incurred advertising and promotion expenses of approximately $1,663, $4,613 and $10,320, respectively.

Recent Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the FASB under its Accounting Standards Codification or other standard setting bodies. The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) it affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

Recently Adopted Accounting Pronouncements: In June 2018, the FASB issued ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting (Topic 718), which simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees and directors, with certain exceptions. The new standard is effective for non-public companies for annual reporting periods beginning after December 15, 2019 with early adoption permitted. The Company adopted this standard on December 31, 2018. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments (Topic 230). This standard clarifies the classification of certain cash receipts and cash payments in the statement of cash flows, including debt prepayment or extinguishment costs, settlement of contingent consideration arising from a business combination, insurance settlement proceeds, and distributions from certain equity method investees. For non-public companies, the guidance in the ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. The Company adopted this standard on December 31, 2018. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”) which amended the existing FASB Accounting Standards Codification. ASU 2014-09 supersedes the revenue recognition requirements in Revenue Recognition (“Topic 605”) and establishes a principle for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The standard also provides guidance on the recognition of costs related to obtaining and fulfilling customer contracts. Additionally, the standard requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new standard also requires the capitalization of costs to acquire a contract. The Company utilized the modified retrospective method of adoption, applying the standards to only 2019, and not restating prior periods presented in the consolidated financial statements. The Company’s assessment efforts included an evaluation of revenue contracts with customers, costs to acquire contracts and related sales incentives that were not complete as of December 31, 2018. Adoption of ASU 2014-09 did not have a material impact on the Company’s results of operations or financial position.

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other, that simplifies the accounting for goodwill impairment for all entities by requiring impairment charges to be based on the first step in the current two-step impairment test under ASC 350. Under current guidance, if the fair value of a reporting unit is lower than its carrying amount (Step 1), an entity calculates any impairment charge by comparing the implied fair value of goodwill with its carrying amount (Step 2). The implied fair value of goodwill is calculated by deducting the current fair value of all assets and liabilities of the reporting unit from the reporting unit’s fair value as determined in Step 1. Under ASU 2017-04, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The guidance is effective for fiscal years beginning after December 15, 2020, and early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The guidance must be applied prospectively. The Company adopted this standard on January 1, 2018 and the adoption of this standard did not have a material impact on its consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting (Topic 718). The new guidance simplifies certain aspects related to income taxes, statement of cash flows, and forfeitures when accounting for share-based payment transactions. Certain of the amendments related to timing of the recognition of tax benefits and tax withholding requirements should be applied using a modified retrospective transition method. Amendments related to the presentation of the statement of cash flows should be applied retrospectively. All other provisions may be applied on a prospective or modified retrospective basis. The Company adopted this standard on January 1, 2018 and elected to prospectively account for forfeitures as they occur. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted: In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements for fair value measurements. The standard is effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company does not expect the adoption of ASU 2018-13 to have a material impact on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The guidance in ASU 2016-02 supersedes the leasing guidance in Topic 840, Leases. Under the new guidance, lessees are required to recognize lease assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the consolidated statement of operations. An entity may adopt the guidance either (1) retrospectively to each prior reporting period presented in the financial statements with a cumulative-effect adjustment recognized at the beginning of the earliest comparative period presented or (2) retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company expects to adopt the guidance retrospectively at the beginning of the period of adoption, fiscal year 2021, through a cumulative-effect adjustment, and will not apply the new standard to comparative periods presented. The new standard provides a number of practical expedients. Upon adoption, the Company expects to elect all of the practical expedients available. The Company is currently evaluating the impact of its pending adoption of ASU 2016-02 on its consolidated financial statements. It is anticipated that the primary impact of the adoption will be the recording of a right-of-use asset and lease liability of similar amount on the Company’s consolidated balance sheets.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, which requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. For non-public companies, the guidance in ASU 2016-13 is effective for fiscal years beginning after December 15, 2022 and interim periods within fiscal years beginning after December 15, 2023. The Company is currently evaluating the impact of its pending adoption of ASU 2016-13 on its consolidated financial statements.

Variable Interest Entity

12 Months Ended

Dec. 29, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Variable Interest Entity

3. Variable Interest Entity

In May 2016, the Company entered into a master joint development and production distribution agreement (the “JDPD Agreement”) with Novatrans Group SA (“Novatrans”) for the development of certain technology related to determining certain properties of an egg, including fertility (the “TeraEgg Technology”). In May 2016, pursuant to the JDPD Agreement, the Company paid $446 to Novatrans for research and development activities in connection with the TeraEgg Technology.

In December 2016, pursuant to the JDPD Agreement, the Company entered into an assignment agreement with Ovabrite, Inc. (“Ovabrite”), whereby the Company granted and assigned to Ovabrite all rights and obligations of the Company under the JDPD Agreement. Ovabrite was incorporated in the state of Delaware in November 2016. The founding stockholders of Ovabrite are also stockholders of the Company, with the majority stockholder of Ovabrite’s equity at the time of formation serving as the Company’s executive chairman and member of the Company’s board of directors. Ovabrite is a related party because its principal owners are stockholders of the Company and Ovabrite is deemed to be a VIE.

In December 2016, in consideration for the assignment and grant of rights under the JDPD Agreement, Ovabrite issued an unsecured promissory note in a principal amount of $446 (the “First Note”) to the Company, which represented the total cash paid by the Company to Novatrans under the JDPD Agreement. Interest on the First Note accrued at an annual rate of 1.46%, and Ovabrite was required to make semi-annual payments on amounts outstanding under the First Note, including any accrued but unpaid interest, until the First Note matured on December 23, 2021.

In December 2016, the Company extended an unsecured line of credit to Ovabrite to be used for working capital under which Ovabrite’s maximum borrowing capacity was $50 (the “Ovabrite Line of Credit”). Interest on the Ovabrite Line of Credit accrued at an annual rate of 1.46%, and Ovabrite was required to make semi-annual payments on amounts outstanding under the Ovabrite Line of Credit including any accrued but unpaid interest, until the Ovabrite Line of Credit matured on December 23, 2021.

In December 2016, the Company entered into a services agreement with Ovabrite under which the Company provides certain administrative services to Ovabrite in exchange for a monthly management fee.

In November 2017, Ovabrite modified the First Note and the Ovabrite Line of Credit and issued a 1.45% unsecured convertible promissory note to the Company in a principal amount of $496 plus previously accrued and unpaid interest of $6 (the “Ovabrite Convertible Note”). In the event of a qualified sale of Ovabrite equity securities to one or more investors resulting in gross proceeds to Ovabrite of at least $1,000, all principal and accrued and unpaid interest on the Ovabrite Convertible Note was automatically convertible into a number of shares of Ovabrite’s equity securities issued in such a financing equal to the outstanding principal and accrued but unpaid interest on the Ovabrite Convertible Note, divided by an amount equal to 80% of the lowest price per share of the equity security sold in the financing. In the event of a non-qualified sale of Ovabrite equity securities (a “Nonqualified Financing”), all principal and accrued and unpaid interest on the Ovabrite Convertible Note was contingently convertible into a number of shares of Ovabrite’s equity securities issued in such a financing equal to the outstanding principal and accrued but unpaid interest on the Ovabrite Convertible Note, divided by an amount equal to 80% of the lowest price per share of the equity security sold in such financing.

In November 2017, Ovabrite issued 1,065,038 shares of convertible preferred stock (the “Series 2017 Preferred Stock”) at $0.14 per share for gross proceeds of $150, which constituted a Nonqualified Financing; issuance costs associated with the financing were de minimis. In March 2018, in connection with the Series 2017 Preferred Stock purchase agreement, Ovabrite issued an additional 177,506 shares of Series 2017 Preferred Stock at $0.14 per shares for gross proceeds of $25 to its stockholders; issuance costs associated with the financing were de minimis. In April 2018, as a result of the Nonqualified Financing event that occurred in November 2017, the Company elected to exercise its option to convert the outstanding principal balance of the Ovabrite Convertible Note into 4,459,490 shares of Series 2017 Preferred Stock at a conversion price of $0.112672 per share.

The Company is the primary beneficiary of the VIE as the Company has (i) the power to direct the activities of Ovabrite that most significantly impact Ovabrite’s economic performance and (ii) the obligation to absorb losses that could potentially be significant to Ovabrite, or the right to receive benefits from Ovabrite that could potentially be significant to Ovabrite. Therefore, the assets, liabilities, and results of operations of Ovabrite are included in the consolidated financial statements.

The table below presents the assets and liabilities (including intercompany balances that were eliminated in consolidation) of Ovabrite as of December 30, 2018 and December 29, 2019:


	December 30, 2018			December 29, 2019
Assets
Current assets:
Cash and cash equivalents	$	2		$	716
Accounts receivable		—			255

Total assets	$	2		$	971

Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable	$	—		$	8
Accrued liabilities		76			206

Total current liabilities		76			214

Note payable to related party		121			—

Total liabilities		197			214

Redeemable convertible preferred stock		677			677
Stockholders’ equity:
Common stock		1			1
Stockholders’ (deficit) equity		(873	)		79

Total stockholders’ (deficit) equity	$	(872	)	$	80

Total liabilities, redeemable convertible preferred stock and stockholders’ equity	$	2		$	971

The table below presents the results of operations (including intercompany balances that are eliminated in consolidation) for Ovabrite for the years ended December 31, 2017, December 30, 2018 and December 29, 2019:


	Year Ended
	December 31, 2017			December 30, 2018			December 29, 2019
Operating expenses:
Selling, general and administrative	$	218		$	190		$	153

Total operating expenses		218			190			153

Loss from operations		(218	)		(190	)		(153	)

Other (expense) income, net:
Interest expense		(7	)		(2	)		—
Other income		—			—			1,200

Total other (expense) income, net		(7	)		(2	)		1,200

Net (loss) income before income taxes		(225	)		(192	)		1,047
Provision for income taxes		—			—			120

Net (loss) income	$	(225	)	$	(192	)	$	927

Redeemable Noncontrolling Interests: In connection with the consolidation of Ovabrite, the Company recognized the issuance of Series 2017 Preferred Stock in November 2017 and April 2018 as redeemable noncontrolling interests. The Series 2017 Preferred Stock is considered redeemable noncontrolling interests and are classified in mezzanine equity on the consolidated balance sheet as the shares are redeemable upon an event that is not solely within the control of Ovabrite. A liquidation, dissolution or winding up of Ovabrite would constitute a redemption event, which may be outside of Ovabrite’s control. The redeemable noncontrolling interests were measured at fair value upon issuance. Subsequent measurement depends on either (i) the redeemable noncontrolling interests becoming redeemable at fair value or (ii) when the Series 2017 Preferred Stock becomes, or is probable of becoming, redeemable. The noncontrolling interest has not been remeasured to fair value since issuance because it is currently not probable that the Series 2017 Preferred Stock will become redeemable based on the likelihood of occurrence of certain events that would prevent it from becoming redeemable. If the Company determines that redemption of the Series 2017 Preferred Stock is probable, the noncontrolling interest will be remeasured to fair value, with changes in the carrying value recognized within additional paid-in-capital.

In the event of any voluntary or involuntary liquidation, dissolution or winding up of Ovabrite or deemed liquidation event, the holders of the shares of outstanding Series 2017 Preferred Stock shall be entitled to an amount equal to the greater of (a) the Series 2017 Original Issue price, plus any dividends declared but unpaid or (b) such amount per share as would have been payable had all shares been converted into Ovabrite common stock immediately prior to such liquidation, dissolution or winding up or deemed liquidation event.

The following table presents a rollforward of the redeemable noncontrolling interests:


	Redeemable Noncontrolling Interest
Balance as of December 31, 2017	$	150
Issuance of noncontrolling interest		25

Balance as of December 30, 2018	$	175

Issuance of noncontrolling interest		—

Balance as of December 29, 2019	$	175

Fair Value

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Fair Value Disclosures [Abstract]

Fair Value

3. Fair Value

The contingent consideration in the unaudited condensed consolidated balance sheets relates to royalty payments in connection with the Heartland Eggs, LLC asset acquisition. The fair value of the contingent consideration was determined based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy.

The following tables presents information about the Company’s financial liabilities measured at fair value on a recurring basis:

	Fair Value Measurements as of September 27, 2020, Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	138	$	138
Contingent consideration, non-current		—		—		32		32
Total	$	—	$	—	$	170	$	170

	Fair Value Measurements as of December 29, 2019, Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	270	$	270
Contingent consideration, non-current		—		—		382		382
Total	$	—	$	—	$	652	$	652

During the 13-week and 39-week periods ended September 27, 2020 and September 29, 2019, there were no transfers between fair value measurement levels.

During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recognized unrealized (gains) and losses associated with the fair value of contingent consideration of $8 and $15, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recognized unrealized (gains) and losses associated with the fair value of contingent consideration of $(342) and $53, respectively.

The following table provides a rollforward of the aggregate fair value of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs:

Balance as of December 29, 2019	$	652
Payment of contingent consideration		(47	)
Change in fair value		(23	)
Balance as of March 29, 2020	$	582
Payment of contingent consideration		(42	)
Change in fair value		(327	)
Balance as of June 28, 2020	$	213
Payment of contingent consideration		(51	)
Change in fair value		8
Balance as of September 27, 2020	$	170

The following table presents the unobservable inputs incorporated into the valuation of contingent consideration:

Unobservable Input	September 27, 2020
Dozens of eggs supplied		2,546,982
Royalty rate per dozen eggs	$	0.07
Estimated royalty income	$	178
Discount interval (in years)		1.6

4. Fair Value

The following table presents information about the Company’s financial liabilities measured at fair value on a recurring basis:


	Fair Value Measurements as of December 30, 2018 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	390	$	390
Contingent consideration, net of current portion		—		—		601		601

Total	$	—	$	—	$	991	$	991


	Fair Value Measurements as of December 29, 2019 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	270	$	270
Contingent consideration, net of current portion		—		—		382		382

Total	$	—	$	—	$	652	$	652

During the year ended December 30, 2018 and December 29, 2019, there were no transfers between Level 1, Level 2 or Level 3.

The contingent consideration in the table above relates to royalty payments in connection with the acquisition of certain assets of Heartland Eggs. The fair value of the contingent consideration was determined based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. See Note 2, “Summary of Significant Accounting Policies.”

The Company used a discounted cash flow valuation technique which incorporates estimates and assumptions to value the contingent consideration. Key estimates and assumptions impacting the fair value measurement include: (i) projected financial information, (ii) market volatility, (iii) risk-adjusted discount rates and (iv) timing of contractual payments.

The following table presents the unobservable inputs incorporated into the valuation of contingent consideration:


Unobservable Input	December 30, 2018		December 29, 2019
Dozens of eggs supplied		16,151,149		10,367,830
Royalty rate per dozen eggs	$	0.07	$	0.07
Estimated royalty income	$	1,131	$	726
Discount interval (years)		5.0		4.0

The following table provides a rollforward of the aggregate fair value of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs:


Balance as of December 31, 2017	$	1,393
Payment of contingent consideration		(494	)
Change in fair value		92

Balance as of December 30, 2018	$	991

Payment of contingent consideration		(409	)
Change in fair value		70

Balance as of December 29, 2019	$	652

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Revenue from Contract with Customer [Abstract]

Revenue Recognition

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Revenue Recognition

4. Revenue Recognition

The following table summarizes the Company’s net revenue by primary product for the periods presented:

	13-Weeks Ended				39-Weeks Ended
	September 27, 2020		September 29, 2019		September 27, 2020		September 29, 2019
Net Revenue:
Eggs	$	49,299	$	30,995	$	147,738	$	91,146
Butter		4,068		3,087		12,549		8,166
Net Revenue	$	53,367	$	34,082	$	160,287	$	99,312

Net revenue is primarily generated from the sale of eggs and butter. Historically, the Company’s product offering was comprised of pasture-raised shell eggs, pasture-raised hard-boiled eggs and pasture-raised butter. In 2019, the Company added both liquid whole eggs and clarified butter (“ghee”) to its product offerings. In August 2020, the Company added egg bites to its product offering.

During the 13-week periods ended September 27, 2020 and September 29, 2019, net revenue generated from eggs included net revenue from pasture-raised shell eggs of $47,820 and $30,059, respectively, net revenue generated from liquid whole eggs of $636 and $198, respectively, net revenue generated from pasture-raised hard boiled eggs of $386 and $738, respectively, and net revenue from egg bites of $457 and $0, respectively. During the 13-week periods ended September 27, 2020 and September 29, 2019, net revenue generated from butter included net revenue from pasture-raised butter of $3,653 and $2,717, respectively, and net revenue generated from ghee of $415 and $370, respectively.

During the 39-week periods ended September 27, 2020 and September 29, 2019, net revenue generated from eggs included net revenue from pasture-raised shell eggs of $143,397 and $89,264, respectively, net revenue generated from liquid whole eggs of $2,814 and $374, respectively, net revenue generated from pasture-raised hard boiled eggs of $1,070 and $1,508, respectively and net revenue generated from egg bites of $457 and $0, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, net revenue generated from butter included net revenue from pasture-raised butter of $11,589 and $7,697, respectively, and net revenue generated from ghee of $960 and $469, respectively.

The 39-week period ended September 27, 2020 includes $624 revenue resulting from reduction of a sales promotion incentive settled in Q2 2020 that related to a prior year’s gross sales.

As of September 27, 2020 and December 29, 2019, the Company had customers that individually represented 10% or more of the Company’s accounts receivable, net and during the 13-week periods and 39-week periods ended September 27, 2020 and September 29, 2019, the Company had customers that individually exceeded 10% or more of the Company’s net revenue. The percentage of net revenue from these significant customers during the 13-week periods and 39-week periods ended September 27, 2020 and September 29, 2019, and accounts receivable, net due from these significant customers as of September 27, 2020 and December 29, 2019, are as follows:

	Net Revenue for the 13-Weeks Ended September 27, 2020	Net Revenue for the 13-Weeks Ended September 29, 2019	Net Revenue for the 39-Weeks Ended September 27, 2020	Net Revenue for the 39-Weeks Ended September 29, 2019
Customer A	*	33%	18%	35%
Customer B	24%	*	16%	*
Customer C	13%	16%	14%	14%
Customer D	13%	10%	12%	11%

*Revenue was less than 10%.

	Accounts Receivable, Net as of September 27, 2020	Accounts Receivable, Net as of December 29, 2019
Customer A	*	25%
Customer B	30%	21%
Customer C	14%	*
Customer D	*	*

*Accounts receivable was less than 10%.

5. Revenue Recognition

The reported results for the years ending December 31, 2017 and December 30, 2018 reflects the application under the guidance of Topic 605, while the year ended December 29, 2019 reflect the application of Topic 606 guidance.

The following table summarizes the Company’s net revenue by primary product:


	December 31, 2017		Year Ended December 30, 2018		December 29, 2019
Net Revenue:
Eggs	$	69,629	$	98,967	$	128,579
Butter		4,371		7,746		12,154

Net Revenue	$	74,000	$	106,713	$	140,733

Net revenue is primarily generated from the sale of eggs and butter. Historically, the Company’s product offering was comprised of pasture-raised shell eggs and pasture-raised butter. In 2018, the Company added pasture-raised hard boiled eggs to its product offering, and in 2019, the Company launched both clarified butter (“ghee”) and liquid whole eggs.

For the years ended December 31, 2017, December 30, 2018 and December 29, 2019, net revenue generated from eggs included net revenue from pasture-raised shell eggs of $69,629, $98,269 and $126,185, respectively, net revenue generated from liquid whole eggs of $0, $0 and $239, respectively, and net revenue generated from hard boiled eggs of $0, $698 and $2,155, respectively.

For the years ended December 31, 2017, December 30, 2018 and December 29, 2019, net revenue generated from butter included revenue from pasture-raised butter of $4,371, $7,746 and $11,508, respectively, and net revenue generated from ghee was $0, $0 and $646, respectively.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Property, Plant and Equipment [Abstract]

Accounts Receivable, Net

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Receivables [Abstract]

Accounts Receivable, Net

5. Accounts Receivable

Accounts receivable, net was $17,551 and $16,108 as of September 27, 2020 and December 29, 2019, respectively.

As of September 27, 2020 and December 29, 2019, the Company recorded an allowance for doubtful accounts of $241 and $304, respectively. Changes in the allowance for doubtful accounts were as follows:

	Allowance for doubtful accounts
As of December 29, 2019	$	(304	)
Provisions Charged to Operating Results		—
Account Write-off and Recoveries		116
As of March 29, 2020		(188	)
Provisions Charged to Operating Results		—
Account Write-off and Recoveries		34
As of June 28, 2020		(154	)
Provisions Charged to Operating Results		(152	)
Account Write-off and Recoveries		65
As of September 27, 2020	$	(241	)

6. Accounts Receivable, Net

Accounts receivable, net was $10,236 and $16,108 at December 30, 2018 and December 29, 2019, respectively. As of December 30, 2018 and December 29, 2019, the company recorded an allowance for doubtful accounts of $0 and $304, respectively.

Changes in the allowance for doubtful accounts were as follows:


	Balance as of December 31, 2017			Provisions Charged to Operating Results		Account Write-off		Balance as of December 30, 2018
Allowance for doubtful accounts	$	(23	)	$	—	$	23	$	—


	Balance as of December 30, 2018		Provisions Charged to Operating Results			Account Write-off and Recoveries		Balance as of December 29, 2019
Allowance for doubtful accounts	$	—	$	(304	)	$	—	$	(304	)

Inventories

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Inventory Disclosure [Abstract]

Inventories

6. Inventories

Inventory consisted of the following as of the periods presented:

	September 27, 2020		December 29, 2019
Eggs and inventory in transit	$	6,205	$	8,811
Butter		2,233		646
Packaging		1,626		1,949
Ghee		583		792
Egg Bites		249		—
Other		832		749
	$	11,728	$	12,947

Changes in the excess and obsolete inventory reserve for the period presented, were as follows:

	Excess and obsolete inventory reserve
As of December 29, 2019	$	(189	)
Provisions Charged to Operating Results		(73	)
Account Write-off		—
As of March 29, 2020		(262	)
Provisions Charged to Operating Results		(92	)
Account Write-off		—
As of June 28, 2020		(354	)
Provisions Charged to Operating Results		(248	)
Account Write-off		258
As of September 27, 2020	$	(344	)

During the 13-week periods ended September 27, 2020 and September 29, 2019, laying-hen costs amortized to cost of goods sold were approximately $65 and $132, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, laying-hen costs amortized to cost of goods sold were approximately $304 and $410, respectively. On a periodic basis, the Company compares the amount of inventory on hand with its latest forecasted requirement to determine whether write-offs for excess or obsolete inventory reserves are required.

7. Inventories

As of December 30, 2018 and December 29, 2019, inventories consisted of the following:


	December 30, 2018			December 29, 2019
Eggs and inventory in transit	$	2,407		$	9,000
Butter		323			646
Packaging		636			1,949
Ghee		—			792
Other		699			749
Less: excess and obsolete inventory reserve		(199	)		(189	)

	$	3,866		$	12,947

Changes in the excess and obsolete inventory reserve, were as follows:


	Balance at Beginning of Year			Provisions Charged to Operating Results			Account Write-off		Balance at End of Year
Excess and obsolete inventory reserve
As of December 30, 2018	$	(262	)	$	(200	)	$	263	$	(199	)
As of December 29, 2019	$	(199	)	$	(189	)	$	199	$	(189	)

During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, laying-hen costs amortized to cost of goods sold were approximately $412, $676 and $484, respectively. On a periodic basis, the Company compares the amount of inventory on hand with its latest forecasted requirement to determine whether write-offs for excess or obsolete inventory reserves are required.

In November 2019, the Company amended certain of its long-term supply contracts associated with its egg producing farms to reduce projected inventory levels in future periods. The need to reduce inventory levels was due to changes in the Company’s projected product demand outlook. The Company does not anticipate incurring additional losses of this nature in connection with its long-term supply contracts; however, if the Company’s projected inventory levels exceed the Company’s projected product demand outlook, the Company may be required to further amend its long-term supply contracts to align with the Company’s projections. Pursuant to the terms of the amendments, the Company made commitments to reimburse certain of the farms for lost income in connection with removing birds from current flocks ahead of schedule and agreed to pay to the impacted farms the equivalent of the profit they could have reasonably earned on the output of the impacted flock. The Company measured the losses on the amended long-term supply contracts in the same manner as inventory losses, and accrued approximately $1,649 in expected payments to suppliers under these arrangements, which is charged to cost of sales for the year ended December 29, 2019 and included in accrued liabilities as of December 29, 2019 in the accompanying consolidated balance sheets.

Property, Plant and Equipment

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Property, Plant and Equipment

7. Property, Plant and Equipment

Property, plant and equipment consisted of the following as of the periods presented:

	September 27, 2020			December 29, 2019
Land	$	525		$	525
Buildings and improvements		14,295			14,241
Vehicles		527			454
Machinery and equipment		11,282			6,297
Leasehold improvements		878			483
Furniture and fixtures		447			422
Construction in progress		4,570			3,396
		32,524			25,818
Less: Accumulated depreciation and amortization		(4,832	)		(3,360	)
Property, plant and equipment, net	$	27,692		$	22,458

During the 13-week periods ended September 27, 2020 and September 29, 2019, depreciation and amortization of property, plant and equipment was approximately $614 and $394, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, depreciation and amortization of property, plant and equipment was approximately $1,568 and $1,119, respectively.

As of September 27, 2020 and December 29, 2019, machinery and equipment that was leased under capital leases and included in property, plant and equipment, net in the unaudited condensed consolidated balance sheets was approximately $1,193 and $1,505, respectively.

8. Property, Plant and Equipment

Property, plant and equipment consisted of the following:


	December 30, 2018			December 29, 2019
Land	$	525		$	525
Buildings and improvements		14,175			14,241
Vehicles		480			454
Machinery and equipment		5,112			6,297
Leasehold improvements		7			483
Furniture and fixtures		122			422
Construction in progress		575			3,396

		20,996			25,818
Less: Accumulated depreciation and amortization		(2,336	)		(3,360	)

Property, Plant and Equipment, net	$	18,660		$	22,458

Depreciation and amortization of property, plant and equipment totaled $821, $1,437 and $1,921 for the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

Goodwill	12 Months Ended
Goodwill	Dec. 29, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	9. Goodwill The Company’s goodwill was generated from the business acquisition of Redhill Farms LLC in 2013 and the acquisition of certain assets of Heartland Eggs in 2014. There were no changes to the goodwill carrying value during the years ended December 31, 2017, December 30, 2018 and December 29, 2019.

Accrued Liabilities

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Payables and Accruals [Abstract]

Accrued Liabilities

8. Accrued Liabilities

Accrued liabilities consisted of the following as of the periods presented:

	September 27, 2020		December 29, 2019
Accrued promotions and expired product chargebacks	$	2,089	$	2,038
Accrued grower payments		32		1,649
Accrued employee related costs		3,135		1,132
Accrued offering costs		—		385
Accrued distribution fees and freight		482		624
Accrued accounting and legal fees		585		86
Accrued marketing and commissions		294		887
Property, plant and equipment		—		964
Other		1,316		843
Accrued liabilities	$	7,933	$	8,608

10. Accrued Liabilities

Accrued liabilities consisted of the following:


	December 30, 2018		December 29, 2019
Accrued promotions	$	2,124	$	1,887
Accrued grower payments		—		1,649
Accrued employee related costs		2,172		1,132
Accrued offering costs		—		385
Accrued distribution fees		406		624
Accrued accounting and legal fees		214		86
Accrued commissions		—		212
Accrued freight		150		—
Accrued expired product chargebacks		145		151
Accrued marketing		126		675
Other		508		843
Property, plant and equipment		—		964

Accrued Liabilities	$	5,845	$	8,608

Long-Term Debt

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Debt Disclosure [Abstract]

Long-Term Debt

9. Long-Term Debt

In October 2017, the Company entered into a credit facility agreement with PNC Bank, National Association (the “Credit Facility”) that provided for an initial term loan of $4,700 (the “Term Loan”) and a revolving line of credit of up to $10,000 (the “Revolving Line of Credit”). The Credit Facility also originally provided for a $1,500 equipment loan (the “Equipment Loan”) for the purpose of funding permitted capital expenditures, subject to certain restrictions. The Credit Facility matures in October 2022.

In April 2018, the Company entered into amended loan agreements in connection with the Credit Facility (the “First Amendment Loan” and “Second Amendment Loan,” respectively). The First Amendment Loan was entered to decrease the maximum borrowing capacity under the Equipment Loan from $1,500 to $750 and to waive existing events of default. The Second Amendment Loan was entered to modify various definitions and terms that were not significant.

In February 2019, the Company entered into the Third Amendment to the Credit Facility (“Third Amendment Loan”). The Third Amendment Loan waived existing events of default under the Credit Facility.

In February 2020, the Company entered into the Fourth Amendment to the Credit Facility (“Fourth Amendment Loan”) which amended certain terms and conditions under the Credit Facility. In addition, the Fourth Amendment Loan increased the maximum borrowing capacity under the Credit Facility to $17,700. The Fourth Amendment Loan also increased the maximum borrowing capacity under the Equipment Loan to $3,000 and extended the borrowing period for the Equipment Loan from October 2019 to October 2021.

In May 2020, the Company entered into the Fifth Amendment to the Credit Facility (‘Fifth Amendment Loan”) which waived a technical default that was triggered by exceeding the capital expenditure limit under the Credit Facility, and amended certain terms and conditions, including an increase to the capital expenditure limit. In addition, the Fifth Amendment Loan increased the maximum borrowing capacity of the Credit Facility to $22,700. The Fifth Amendment Loan also increased the maximum borrowing capacity under the Revolving Line of Credit to $15,000.

In June 2020, the Company entered into the Sixth Amendment to the Credit Facility (“Sixth Amendment Loan”) which amended certain terms and conditions under the Credit Facility and increased the maximum borrowing capacity of the Credit Facility to $25,910. In addition, the Sixth Amendment Loan refinanced the Term Loan and provided for the borrowing of an additional $5,000, resulting in the issuance of an amended and restated secured term loan note in the amount of $7,910.

Borrowings under the amended and restated Term Loan are repayable in monthly installments of principal and interest, followed by a balloon payment of all unpaid principal and accrued and unpaid interest due in July 2027. Interest on borrowings under the amended and restated Term Loan accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 3.25% or (ii) 2.25% plus the sum of the Federal Funds Open Rate plus 50 basis points and the Daily LIBOR Rate plus 100 basis points. As of September 27, 2020 and December 29, 2019 the interest rate applicable to borrowings under the amended and restated Term Loan was 3.44% and 4.64%, respectively.

The maximum borrowing capacity under the Revolving Line of Credit is $15,000. Interest on borrowings under the Revolving Line of Credit, as well as loan advances thereunder, accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 2.25% or (ii) 1.25% plus the alternate base rate. In April 2020, all outstanding amounts under the Revolving Line of Credit were repaid. As of December 29, 2019, the interest rate applicable to borrowings under the Revolving Line of Credit was 5.75%.

The maximum borrowing capacity under the Equipment Loan is $3,000, subject to certain restrictions. Any borrowings under the Equipment Loan from October 2018 through October 2021 will be due and payable beginning the following month with 36 monthly installments of principal due through October 2022, and all accrued and unpaid interest due October 2022. Interest on borrowings under the Equipment Loan accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 3.00% or (ii) 2.00% plus the alternate base rate. In September 2020 all outstanding amounts under the Equipment Loan were repaid. As of December 29, 2019, the interest rate applicable to borrowings under the Equipment Loan as was 4.44%.

The Credit Facility is secured by all of the Company’s assets and requires the Company to maintain two financial covenants: a fixed charge coverage ratio and a leverage ratio. The Credit Facility also contains various covenants relating to limitations on indebtedness, dividends, investments and acquisitions, mergers, consolidations, the sale of properties and liens and capital expenditures. In addition, the Credit Facility imposes limitations on the Company’s ability to pay dividends or distributions on any equity interest, declare any stock splits or reclassifications of its stock, or apply any of its funds, property or assets to purchase, redeem or retire any of its equity interests or to purchase, redeem or retire any of its options to purchase any of its equity interests. As a result of the limitations contained in the Credit Facility, all of the net assets on the Company’s unaudited condensed consolidated balance sheet as of September 27, 2020 are restricted in use. The Company’s wholly owned subsidiaries are non-operating and do not hold any assets or liabilities; therefore, these subsidiaries have no restricted net assets within the meaning of Rule 4-08(e)(3) or Rule 12-04 of Regulation S-X. The Credit Facility also contains other customary covenants, representations and events of default. As of September 27, 2020, the Company was in compliance with all covenants under the Credit Facility.

Debt issuance costs associated with the Credit Facility are reflected as a reduction of the carrying value of long-term debt on the Company’s unaudited condensed consolidated balance sheets and are being amortized to interest expense over the term of the Credit Facility using the effective interest method. During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recognized interest expense of $110 and $85, respectively, which includes amortization of debt issuance costs of $8 and $10, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recognized interest expense of $365 and $250, respectively, which includes amortization of debt issuance costs of $21 and $30, respectively.

As of the periods presented, long-term debt, net of current portion, consisted of the following:

	September 27, 2020			December 29, 2019
Term Loan	$	7,627		$	3,245
Revolving Line of Credit		—			1,325
Equipment Loan		—			554
Less: current portion of long-term debt		(1,104	)		(2,160	)
Less: unamortized debt issuance costs		(43	)		(68	)
Long-term debt, net of current portion	$	6,480		$	2,896

Future principal payments for long-term debt and capital lease payments as of September 27, 2020 are as follows:

For 39-Week Period End
2020 (remaining thirteen weeks)	$	397
2021		1,601
2022		6,541
Total	$	8,539

Amounts outstanding under the Company’s Revolving Line of Credit as of December 29, 2019 have been presented as current obligations under current portion of long-term debt in the Company’s unaudited condensed consolidated balance sheets due to the Company’s ability and intent to repay the amounts within the next twelve months.

Paycheck Protection Program Loan: In April 2020, the Company received loan proceeds of approximately $2,593 under the Paycheck Protection Program (“PPP”) (the “PPP Loan”). The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), provides for loans to qualify businesses for amounts up to 2.5 times of the average monthly payroll expenses for the qualifying business. The Company elected to not use any of the PPP Loan proceeds of $2,593 and repaid the entire balance of the PPP Loan in April 2020.

11. Long-Term Debt

Line of credit: In October 2015, the Company entered into a credit agreement (the “Line of Credit”) with a financial institution that provided for maximum borrowings in one or more advances up to an amount equal to $4,000,000 subject to certain borrowing requirements as defined in the agreement. Borrowings under the Line of Credit accrued interest at one-month LIBOR plus 1.9% and had a maturity date of September 30, 2017. As of December 31, 2017, there were no outstanding borrowings under the Line of Credit agreement.

Subordinated debt: In March 2017, the Company issued Senior Subordinated Promissory Notes (the “Subordinated Debt”) to certain stockholders totaling $4,000. Borrowings under the Subordinated Debt bore interest at a rate per annum equal to the lesser of the applicable rate of 14% or the maximum rate, defined as the maximum non-usurious interest rate permitted under applicable law, and had an original maturity date of December 31, 2018 (“Maturity Date”). As of October 4, 2017, the date of repayment of all borrowings under the Subordinated Debt agreements, the effective interest rate applicable to borrowings under Subordinated Debt agreements was 14%. The Subordinated Debt agreement required interest only payments semi-annually, on September 1 and March 1 of each calendar year, beginning on March 1, 2018 through the Maturity Date when all unpaid principal and interest became due and payable. In October 2017, a portion of the proceeds from the credit facility agreement with PNC Bank, National Association (the “Credit Facility”) was used to repay the outstanding balance of $4,000 under the Subordinated Debt agreement as further discussed below. The Company accounted for the repayment of the outstanding balance under the Subordinated Debt as an extinguishment of the Subordinated Debt which did not result in an impact to the Company’s consolidated statements of operations as there was no unamortized debt discount at the time of extinguishment.

Credit facility: On October 4, 2017, the Company entered into the Credit Facility agreement that provided for an initial term loan of $4,700 and a revolving line of credit of up to $10,000. The Credit Facility also originally provided for a $1,500 equipment note for the purpose of funding permitted capital expenditures, subject to certain restrictions.

On April 13, 2018 and April 25, 2018, the Company entered into amended loan agreements in connection with the Credit Facility (the “First Amendment Loan” and “Second Amendment Loan,” respectively). The First Amendment Loan was entered to decrease the maximum borrowings under the equipment note from $1,500 to $750 and to waive existing events of default. The Second Amendment Loan was entered to modify various definitions and terms that were not significant.

On February 7, 2019, the Company entered into the Third Amendment to the Credit facility (“Third Amendment Loan”). The Third Amendment Loan agreement was entered into to waive existing events of default under the Credit Facility.

Borrowings under the term loan are repayable in monthly installments of principal and interest, followed by a balloon payment of all unpaid principal and accrued and unpaid interest due on October 4, 2022. Interest on borrowings under the term loan accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 2.75% or (ii) 1.75% plus the sum of the Federal Funds Open Rate plus 50 basis points and the Daily LIBOR Rate plus 100 basis points. As of December 31, 2017, December 30, 2018 and December 29, 2019, the interest rate applicable to borrowings under the term loan was 4.15%, 6.33% and 4.64%, respectively.

Under the revolving line of credit, the maximum borrowing capacity is $10,000. Interest on borrowings under the revolving line of credit, as well as loan advances thereunder, accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 2.0% or (ii) 1.0% plus the alternate base rate. There were no outstanding borrowings under the revolving line of credit as of December 30, 2018. As of December 29, 2019, the interest rate applicable to borrowings under the revolving line of credit was 5.75%.

Under the equipment loan, the maximum borrowing capacity is $750, subject to certain restrictions. Any borrowings under the equipment loan from October 4, 2018 through October 4, 2019 will be due and payable beginning the following month with 36 monthly installments of principal and interest due through October 4, 2022, and all accrued and unpaid interest due October 4, 2022. Interest on borrowings under the equipment loan accrues at a rate, at the Company’s election at the time of borrowing, equal to (i) LIBOR plus 2.75% or (ii) 1.75% plus the alternate base rate. There were no outstanding borrowings under the equipment loan as of December 30, 2018. As of December 29, 2019, the interest rate applicable to borrowings under the equipment loan was 4.44%.

The Credit Facility is secured by all of the Company’s assets and requires the Company to maintain three financial covenants: a fixed charge coverage ratio, a leverage ratio and a minimum EBITDA. The Credit Facility also contains various covenants relating to limitations on indebtedness, investments and acquisitions, mergers, consolidations, the sale of properties and liens and capital expenditures. In addition, the Credit Facility imposes limitations on the Company’s ability to pay dividends or distributions on any equity interest, declare any stock splits or reclassifications of its stock, or apply any of its funds, property or assets to purchase, redeem or retire any of its equity interests or to purchase, redeem or retire any of its options to purchase any of its equity interests. As a result of the limitations contained in the Credit Facility, all of the net assets on the Company’s consolidated balance sheet as of December 29, 2019 are restricted in use. The Company’s wholly owned subsidiaries are non-operating and do not hold any assets or liabilities; therefore, these subsidiaries have no restricted net assets within the meaning of Rule 4-08(e)(3) or Rule 12-04 of Regulation S-X. The Credit Facility also contains other customary covenants, representations and events of default. As of December 29, 2019, the Company was in compliance with all covenants under the Credit Facility.

The Company incurred debt issuance costs of $219 during the year ended December 31, 2017 relating to the Credit Facility. These costs were capitalized as loan origination fees and recorded as debt issuance costs. The debt issuance costs are reflected as a reduction of the carrying value of long-term debt on the Company’s consolidated balance sheets and is being amortized to interest expense over the term of the Credit Facility using the effective interest method. The Company recognized interest expense of $524, $424 and $349 including amortization of debt issuance costs of $40, $71 and $9 during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

As of December 30, 2018 and December 29, 2019, Long-term debt, net of current portion, consisted of the following:


	December 30, 2018			December 29, 2019
Term loan under credit facility agreement	$	3,916		$	3,245
Revolving line of credit		—			1,325
Equipment loan		—			554
Less: current maturities of long-term debt		(671	)		(2,160	)
Less: unamortized debt issuance costs		(109	)		(68	)

Long-term debt, net of current portion	$	3,136		$	2,896

During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, the Company made principal payments in connection with the Credit Facility of $112, $671 and $671, respectively.

Future principal payments for long-term debt as of December 29, 2019 are as follows:


For Fiscal Period
2020	$	2,160
2021		867
2022		2,097

Total	$	5,124

Lease Obligation

12 Months Ended

Dec. 29, 2019

Leases [Abstract]

Lease Obligation

12. Lease Obligation

The following is a summary of leased property under capital leases included in property, plant and equipment in the consolidated balance sheets:


	December 30, 2018			December 29, 2019
Equipment	$	2,211		$	2,211
Less: accumulated depreciation		(390	)		(706	)

Equipment, net	$	1,821		$	1,505

Future minimum lease payments under these capital leases as of December 29, 2019 are as follows:


2020			498
2021			498
2022			334

Total minimum payments			1,330
Less amount representing interest at 5%			84

Present value of minimum lease payments			1,246
Less: Lease obligation, current			449

Lease obligation, net of current portion			797

Redeemable Convertible Preferred Stock

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Text Block [Abstract]

Redeemable Convertible Preferred Stock

10. Redeemable Convertible Preferred Stock

Upon the closing of the IPO in August 2020, all of the then-outstanding shares of Preferred Stock automatically converted into 8,192,876 shares of common stock on a one-for-one basis. Subsequent to the closing of the IPO, there were no shares of Preferred Stock outstanding.

As of December 29, 2019, the Company’s amended and restated certificate of incorporation authorized the Company to issue 8,192,876 shares, par value $0.0001 per share, of preferred stock, of which 2,728,018 shares are designated Series B redeemable convertible preferred stock, 2,464,466 shares are designated Series C redeemable convertible preferred stock, and 3,000,392 shares are designated Series D redeemable convertible preferred stock (collectively, the “Preferred Stock”).

13. Redeemable Convertible Preferred Stock

As of December 30, 2018 and December 29, 2019, the Company’s amended and restated certificate of incorporation authorized the Company to issue 8,192,876 shares of Preferred Stock, par value $0.0001 per share.

In April 2017, the Company issued and sold 3,000,392 shares of Series D Preferred Stock at a price of $3.7013 per share for gross proceeds of $11,105, excluding issuance costs of $85.

As of each balance sheet date, Preferred Stock consisted of the following:


	December 30, 2018
	Preferred Stock Designated		Preferred Stock Issued and Outstanding		Carrying Value		Liquidation Preference		Common Stock Issuable Upon Conversion
Series B preferred stock		2,728,018		2,728,018	$	4,377	$	9,005		2,728,018
Series C preferred stock		2,464,466		2,464,466		7,639		12,002		2,464,466
Series D preferred stock		3,000,392		3,000,392		11,020		19,429		3,000,392

Total Preferred Stock		8,192,876		8,192,876	$	23,036	$	40,436		8,192,876


	December 29, 2019
	Preferred Stock Designated		Preferred Stock Issued and Outstanding		Carrying Value		Liquidation Preference		Common Stock Issuable Upon Conversion
Series B preferred stock		2,728,018		2,728,018	$	4,377	$	9,005		2,728,018
Series C preferred stock		2,464,466		2,464,466		7,639		12,002		2,464,466
Series D preferred stock		3,000,392		3,000,392		11,020		19,429		3,000,392

Total Preferred Stock		8,192,876		8,192,876	$	23,036	$	40,436		8,192,876

The holders of the Preferred Stock have the following rights and preferences:

Voting: The holders of the Preferred Stock are entitled to the number of votes equal to the number of whole shares of the Company’s common stock into which the shares of Preferred Stock held by such holder are convertible on such date. The holders of Preferred Stock shall vote together with the holders of the Company’s common stock, as a single class, on all matters submitted to a vote of stockholders.

Liquidation: Upon any voluntary or involuntary liquidation, dissolution or winding up of the Company, holders of Series D Preferred Stock will be entitled to be paid out of the assets of the Company available for distribution to its stockholders before any payment shall be made to the holders of Series B Preferred Stock, Series C Preferred Stock or the Company’s common stock by reason of their ownership thereof, an amount equal to the greater of (a) $6.48 per Share of Series D Preferred Stock, plus any dividends declared but unpaid thereon, and (b) such amount per share as would have been payable had all shares of Series D Preferred Stock been converted into common stock immediately prior to a liquidation, dissolution or deemed liquidation event; provided that, if upon any liquidation event the amount payable with respect to any Series D Preferred Stock are not paid in full, the holders thereof shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares held by them. Upon any voluntary or involuntary liquidation, dissolution or winding up of the Company, holders of Series B Preferred Stock and Series C Preferred Stock will be entitled to be paid out of the assets of the Company available for distribution to its stockholders, before any payment shall be made to the holders of the Company’s common stock, an amount equal to the greater of (i) $3.30 per share of Series B Preferred Stock, plus any declared but unpaid dividends, or $4.87 per share of Series C Preferred Stock or (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock and Series C Preferred Stock been converted into shares of the Company’s common stock immediately prior to such liquidation, dissolution or deemed liquidation event; provided that, if upon any liquidation event the amounts payable with respect to any series of Series B Preferred Stock and Series C Preferred Stock, are not paid in full, the holders there of shall share ratably in all the assets available for payment in proportion to the full respective liquidation preference amount to which they are entitled. Upon completion of the distributions required above, the remaining assets of the Company available for distribution to its stockholders shall be distributed ratably to the holders of the Company’s common stock.

Conversion: Each share of Preferred Stock is convertible into shares of the Company’s common stock on a one-for-one basis, subject to appropriate adjustment in the event of any stock dividend, stock split or similar recapitalization, at the option of the stockholder and subject to adjustments in accordance with anti-dilution provisions. In addition, such shares will be converted automatically into shares of the Company’s common stock at the then applicable conversion ratio upon the earlier of (i) a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended (a “Qualified IPO”), or (ii) the occurrence of an event specified by vote or written consent of the holders of at least 66.66% of the then outstanding shares of Preferred Stock.

Dividends: Dividends are payable if and when declared by the Company’s board of directors.

Redemption: The holders of the Company’s Preferred Stock have no voluntary rights to redeem shares. A liquidation, dissolution or winding up of the Company would constitute a redemption event, which may be outside of the Company’s control.

Ovabrite’s Series 2017 Preferred Stock: As of December 30, 2018 and December 29, 2019, Ovabrite had issued 5,702,034 shares of Series 2017 Preferred Stock. The Company holds approximately 80% of these shares, which have been eliminated in consolidation. The remaining shares of Series 2017 Preferred Stock outstanding are presented as redeemable noncontrolling interest on the Company’s consolidated balance sheets. See Note 3, “Variable Interest Entity.”

Common Stock and Common Stock Warrants

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Equity [Abstract]

Common Stock and Common Stock Warrants

11. Common Stock and Common Stock Warrant

Common Stock: As of September 27, 2020, the Company’s amended and restated certificate of incorporation authorized the Company to issue 39,432,161 shares of common stock, par value $0.0001 per share.

In March 2019 and April 2019, the Company issued and sold an aggregate of 2,815,012 shares of common stock at a purchase price of $5.3286 per share, for proceeds of $14,097, net of issuance costs of $903.

In March 2019 and April 2019, the Company executed a tender offer to repurchase 2,852,770 shares of its common stock and the vested equity of certain directors, employees and officers for a net purchase price of $5.0087 per shares for net proceeds of $14,289.

The voting, dividend and liquidation rights of the holders of the Company’s common stock are subject to and qualified by the rights, powers and preferences of the holders of the Preferred Stock. Each share of the Company’s common stock is entitled to one vote on all matters submitted to a vote of the Company’s stockholders. Holders of the Company’s common stock are entitled to receive dividends as may be declared by the Company’s board of directors, if any, subject to the preferential dividend rights of Preferred Stock. No cash dividends had been declared or paid during the periods presented.

As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following:

	September 27, 2020		December 29, 2019
Conversion of outstanding shares of redeemable convertible preferred stock		—		8,192,876
Warrants to purchase common stock		—		196,800
Options to purchase common stock		5,712,814		5,413,064
Restricted stock units		45,000		—
Shares available for grant under the 2013 Incentive Plan		—		240,079
Shares available for grant under the 2020 Incentive Plan		7,729,892		—
Total		13,487,706		14,042,819

Common Stock Warrant: In June 2015, the Company issued a warrant to the guarantor of a line of credit agreement that was entered in 2015 and matured and was repaid in full in 2017. The guarantor was also the Company’s Chief Executive Officer. The warrant provided for the purchase of a total of 196,800 shares of the Company’s common stock at an exercise price of $1.43 per share. The warrant was scheduled to expire on the earlier of June 12, 2020 or the completion of the IPO. At the time of issuance, the Company classified the warrant as equity in its unaudited condensed consolidated balance sheets. On June 9, 2020, the guarantor exercised the warrant to purchase 196,800 shares of the Company’s common stock resulting in net proceeds of approximately $282.

14. Common Stock and Common Stock Warrants

Common Stock: As of December 29, 2019, the Company’s amended and restated certificate of incorporation authorized the Company to issue 40,348,565 shares of common stock, par value $0.0001 per share.

In March and April 2019, the Company issued and sold an aggregate of 2,815,012 shares of common stock at a purchase price of $5.3286 per share, for proceeds of $14,097, net of issuance costs of $903.

In March and April 2019, the Company executed a tender offer to repurchase 2,852,770 shares of its common stock and the vested equity of certain directors, employees and officers for a net purchase price of $5.0087 per share for net proceeds of $14,289.

The voting, dividend and liquidation rights of the holders of the Company’s common stock are subject to and qualified by the rights, powers and preferences of the holders of the Preferred Stock set forth above. Each share of the Company’s common stock is entitled to one vote on all matters submitted to a vote of the Company’s stockholders. Holders of the Company’s common stock are entitled to receive dividends as may be declared by the Company’s board of directors, if any, subject to the preferential dividend rights of Preferred Stock. No cash dividends had been declared or paid during the periods presented.

As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following:


	December 30, 2018		December 29, 2019
Conversion of outstanding shares of redeemable convertible preferred stock		8,192,876		8,192,876
Warrants to purchase common stock		196,800		196,800
Options to purchase common stock		3,259,079		5,413,064
Shares available for grant under the 2013 Incentive Plan		64,954		240,079

Total		11,713,709		14,042,819

Common Stock Warrants: In June 2015, the Company issued a warrant to the guarantor of a line of credit agreement that was entered into in 2015 and matured and was repaid in full in 2017. The guarantor was also the Company’s Chief Executive Officer. The warrant provided for the purchase of a total of 196,800 shares of the Company’s common stock at an exercise price of $1.43 per share. As of December 29, 2019, the warrant has not yet been exercised. The warrant expires upon the earlier of June 12, 2020 or the completion of this offering. At the time of issuance, the Company classified the warrant as equity in its consolidated balance sheets.

Stock-Based Compensation

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

12. Stock-Based Compensation

As of September 27, 2020, 7,729,892 shares were available for future grants of the Company’s common stock.

The following table summarizes the Company’s stock option activity since December 29, 2019:

	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059
Granted		873,867		$	21.47
Exercised		(57,280	)	$	2.99			$	2,084
Cancelled		(516,837	)	$	3.76
Outstanding as of September 27, 2020		5,712,814		$	6.32		6.9	$	188,801
Options exercisable as of September 27, 2020		2,634,469		$	2.54		5.0	$	97,029
Options vested and expected to vest as of September 27, 2020		5,712,814		$	6.32		6.9	$	188,801

The fair value of shares vested during the 13-week period and the 39-week period ended September 27, 2020 was $984 and $1,442, respectively.

2020 Equity Incentive Plan: In July 2020, the Company’s board of directors adopted its 2020 Equity Incentive Plan (“2020 Incentive Plan”), which was subsequently approved by its stockholders and became effective on July 30, 2020. Initially, the maximum number of the Company’s common stock that may be issued under the 2020 Incentive Plan is 8,595,871 shares, which is the sum of (i) 3,000,000 new shares, plus (ii) the number of shares available for the grant of new awards under the 2013 Incentive Plan at July 30, 2020, plus (iii) the number of shares subject to outstanding stock awards granted under the 2013 Incentive Plan and that, following the July 30, 2020, terminate, expire or are otherwise forfeited, reacquired or withheld. The 2020 Incentive Plan provides that the number of shares reserved and available for issuance under the 2020 Incentive Plan will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to 4% of the outstanding number of shares of common stock on the immediately preceding December 31 or such lesser number of shares as determined by the Company’s board of directors. Pursuant to the 2020 Incentive Plan, the Company’s board of directors granted stock options to purchase an aggregate of 820,979 shares of common stock to executive officers and employees with an exercise price of $22.00 per share.

Employee Stock Purchase Plan: In July 2020, the Company’s board of directors adopted the 2020 Employee Stock Purchase Plan (“2020 ESPP”), which was subsequently approved by the Company’s stockholders and became effective on July 30, 2020. The 2020 ESPP authorizes the initial issuance of up to 900,000 shares of the Company’s common stock to eligible employees of the Company or, as designated by the Company’s board of directors, employees of a related company. The 2020 ESPP provides that the number of shares reserved and available for issuance under the 2020 ESPP will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to the lesser of (i) 1% of the outstanding number of shares of common stock on the immediately preceding December 31 and (ii) 900,000, or such lesser number of shares as determined by the Company’s board of directors. The Company’s board of directors may from time to time grant or provide for the grant to eligible employees of options to purchase common stock under the 2020 ESPP during a specific offering period. As of September 27, 2020, no offerings have been approved.

During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recognized stock-based compensation expense of $737 and $290, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recognized stock-based compensation expense of $1,481 and $576, respectively. The Company records stock-based compensation expense in selling, general and administrative expenses.

As of September 27, 2020, total unrecognized stock-based compensation expense related to unvested stock options was $11,037, which is expected to be recognized over a weighted-average period of 2.1 years.

15. Stock-Based Compensation

The Option Plan: The Vital Farms Inc. 2013 Incentive Plan (the “Option Plan”) provides for the Company to grant incentive stock options or nonqualified stock options, restricted stock awards and other stock-based awards to its employees, directors, officers, outside advisors and non-employee consultants outside advisors and non-employee consultants.

As of December 29, 2019, the Company has reserved 5,653,143 shares of its common stock for issuance to its employees, directors, outside advisors and non-employee consultants pursuant to the Option Plan. Unless otherwise provided, at the time of grant, the options issued pursuant to the Option Plan expire 10 years from the date of grant and generally vest over five years, with 20% vesting on the first anniversary and the balance vesting ratably over 48 months. At December 30, 2018 and December 29, 2019, 64,954 and 240,079 shares, respectively, were available for future grants of the Company’s common stock.

The Option Plan is administered by the Company’s board of directors or, at the discretion of the Company’s board of directors, by a committee thereof. The exercise prices, vesting and other restrictions are determined at the discretion of the Company’s board of directors, or its committee if so delegated. The Company’s board of directors values the Company’s common stock, taking into consideration the most recently available valuation thereof performed by third parties, as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant.

During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, the Company granted to its employees and directors options to purchase an aggregate of 167,280, 886,655 and 2,519,709 shares of its common stock, respectively. The Company recorded stock-based compensation expense for options granted to employees and directors of $320, $424 and $902 during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, the Company did not grant any options to purchase shares to its non-employee consultants. The Company recorded stock-based compensation expense for options granted to non-employees of $175, $176 and $127 during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

Stock Option Valuation: The following table presents, on a weighted-average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant-date fair value of stock options granted to the Company’s employees and directors:


	Year Ended
	December 31, 2017			December 30, 2018			December 29, 2019
Expected term in years		6.5			6.5			6.5
Expected stock price volatility		37	%		24	%		40	%
Risk-free interest rate		2.09	%		2.76	%		1.58	%
Expected dividend yield		0.00	%		0.00	%		0.00	%

Stock Options: The following table summarizes the Company’s stock option activity since December 30, 2018:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 30, 2018		3,259,079		$	2.24		6.4	$	4,683
Granted		2,519,709		$	5.49		9.6	$	22,522
Exercised		(152,908	)	$	1.45
Cancelled		(212,816	)	$	3.43

Outstanding as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059

Options exercisable as of December 29, 2019		2,346,733		$	1.96		4.8	$	30,189
Options vested and expected to vest as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059

The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for all stock options that had exercise prices lower than the fair value of the Company’s common stock.

The aggregate intrinsic value of stock options exercised during the years ended December 31, 2017, December 30, 2018 and December 29, 2019 was $53, $6 and $2,046, respectively.

The weighted-average grant-date fair value per share of stock options granted during the years ended December 31, 2017, December 30, 2018 and December 29, 2019 was $1.38, $1.11 and $2.57, respectively.

Stock-Based Compensation: For the years ended December 31, 2017, December 30, 2018 and December 29, 2019, stock-based compensation expense of $495, $600 and $1,029, respectively, was recorded within selling, general and administrative expenses in the consolidated statements of operations.

Effective December 31, 2018, the Company adopted ASU 2018-07 and no longer remeasures the fair value of equity awards granted to non-employees at each reporting period. See Note 2, “Summary of Significant Accounting Policies.” As of December 29, 2019, total unrecognized compensation expense related to unvested stock options was $6,892, which is expected to be recognized over a weighted-average period of 2.2 years.

Income Taxes

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Income Tax Disclosure [Abstract]

Income Taxes

13. Income Taxes

The Company’s effective tax rate for the 13-week periods ended September 27, 2020 and September 29, 2019 was approximately 27% and 28%, respectively. The Company’s effective tax rate for the 39-week periods ended September 27, 2020 and September 29, 2019 was approximately 31% and 27%, respectively. The effective tax rates differ from the federal statutory rate of 21% principally as a result of non-deductible expenses, partially offset by the enhanced food donation tax deduction for both the 39-week periods ended September 27, 2020 and September 29, 2019.

16.

Income Taxes

For the year ended December 31, 2017, December 30, 2018 and December 29, 2019, the provision for income taxes consisted of the following:


	December 31, 2017		Year Ended December 30, 2018			December 29, 2019
Current:
Federal	$	27	$	—		$	867
State		6		3			187
Deferred:
Federal		—		794			(88	)
State		—		(74	)		140

Provision for income taxes	$	33	$	723		$	1,106

The reconciliation of the federal statutory income tax provision to the Company’s effective income tax provision is as follows:


	December 31, 2017			Year Ended December 30, 2018			December 29, 2019
Provision (benefit) at statutory rate at 21%	$	(718	)	$	1,334		$	929
State income taxes		4			182			258
Non-deductible costs		132			129			604
Charitable deduction		—			—			(629	)
Change in deferred tax asset valuation allowance		622			(655	)		23
Other		(7	)		(267	)		(79	)

Provision for income taxes	$	33		$	723		$	1,106

Deferred income taxes reflect the net tax effects of loss and credit carryforwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred income tax assets and liabilities at December 30, 2018 and December 29, 2019 were comprised of the following:


	December 30, 2018			December 29, 2019
Deferred tax assets:
Accrued expenses	$	844		$	688
Inventory reserve		108			110
Net operating loss carryforwards		230			31
Charitable contributions		—			760
Other		105			378

Total deferred tax assets		1,287			1,967
Less: Valuation allowance		(115	)		(138	)

Net deferred tax assets	$	1,172		$	1,829

Deferred tax liabilities:
Prepaid expenses	$	92		$	361
Property and equipment		1,783			2,223

Total deferred tax liabilities		1,875			2,584

Net deferred tax liabilities	$	703		$	755

A valuation allowance is required to be established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain. A full review of all positive and negative evidence needs to be considered, including the Company’s current and past performance, the market environments in which the Company operates, the utilization of past tax credits, the length of carry back and carry forward periods and tax planning strategies that might be implemented. Management considered the scheduled reversal of deferred tax liabilities and projected future taxable income in making this assessment. The net change in the total valuation allowance for the year ended December 29, 2019 was an increase of approximately $23.

The activity in the Company’s deferred tax asset valuation allowance for the year ended December 30, 2018 and December 29, 2019 was as follows:


	December 30, 2018			December 29, 2019
Valuation allowance as of beginning of year	$	770			$115
Increases recorded to income tax provision		40			23
Decreases recorded as a benefit to income tax provision		(695	)		—

Valuation allowance as of end of year	$	115		$	138

At December 29, 2019, the Company has net operating loss carryforwards state income tax purposes of $560, which begin to expire in 2021, if not utilized.

As of December 29, 2019, the Company had unrecognized tax benefits, which represent the aggregate tax effect of the differences between tax return positions and the benefits recognized in the Company’s financial statements. At December 29, 2019 an insignificant amount of the unrecognized tax benefits, if recognized, would affect the Company’s, annual effective tax rate. The unrecognized tax benefits are long-term in nature.

The following table reflects changes in gross unrecognized tax benefits:


	December 30, 2018		December 29, 2019
Gross tax contingencies as of beginning of year	$	201	$	314
Increase in gross tax contingencies		113		—
Decrease in gross tax contingencies		—		(42	)

Gross tax contingencies as of end of year	$	314	$	272

The Company files a U.S. federal income tax return, as well as income tax returns in various states. The tax years through 2019 remain open to examination by the tax jurisdictions to which the Company is subject.

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.

Net (Loss) Income Per Share

Net (Loss) Income Per Share

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Earnings Per Share [Abstract]

14. Net Income Per Share

Basic and diluted net income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:

	13-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	1,662		$	823
Less: Net income (loss) attributable to noncontrolling interests		(15	)		(6	)
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	1,677		$	829
Denominator:
Weighted average common shares outstanding — basic		34,044,994			25,929,923
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		5,066,024			3,171,785
Effect of potentially dilutive common stock warrants		—			177,822
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		39,111,018			37,472,406
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.05		$	0.03
Diluted	$	0.04		$	0.02

	39-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	9,531		$	7,636
Less: Net (loss) income attributable to noncontrolling interests		(54	)		950
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	9,585		$	6,686
Denominator:
Weighted average common shares outstanding — basic		28,664,914			26,197,567
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		4,482,401			2,405,387
Effect of potentially dilutive common stock warrants		128,587			163,677
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		33,275,902			36,959,507
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.33		$	0.26
Diluted	$	0.29		$	0.18

For the 13-week periods ended September 27, 2020 and September 29, 2019, options to purchase 45,000 shares of common stock and 0 shares of common stock, respectively, were excluded from the computation of diluted net income per share attributable to Vital Farms Inc. common stockholders because including them would have been antidilutive. For the 39-week periods ended September 27, 2020 and September 29, 2019, options to purchase 881,969 shares of common stock and 0 shares of common stock, respectively, were excluded from the computation of diluted net income per share attributable to Vital Farms Inc. common stockholders because including them would have been antidilutive.

17. Net (Loss) Income Per Share and Unaudited Pro Forma Net Income Per Share

Net (Loss) Income Per Share

Basic and diluted net (loss) income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:


	December 31, 2017			Year Ended December 30, 2018			December 29, 2019
Numerator:
Net (loss) income	$	(2,145	)	$	5,629		$	3,312
Less: Net (loss) income attributable to noncontrolling interests		(225	)		(168	)		927

Net (loss) income attributable to Vital Farms, Inc. common stockholders’ — basic and diluted		(1,920	)		5,797			2,385

Denominator:
Weighted average common shares outstanding — basic		25,795,865			25,809,665			25,897,223
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		—			1,135,883			1,826,084
Effect of potentially dilutive common stock warrants		—			120,170			154,832
Effect of potentially dilutive convertible preferred stock		—			8,192,876			8,192,876

Weighted average common shares outstanding — diluted		25,795,865			35,258,594			36,071,015

Net (loss) income per share attributable to Vital Farms, Inc. common stockholders
Basic	$	(0.07	)	$	0.22		$	0.09

Diluted	$	(0.07	)	$	0.16		$	0.07

The following potentially dilutive shares were excluded from the computation of diluted net income per share attributable to Vital Farms common Inc. stockholders for the years ended December 31, 2017, December 30, 2018 and December 29, 2019 because including them would have been antidilutive:


	December 31, 2017		Year Ended December 30, 2018		December 29, 2019
Stock options to purchase common stock		2,528,880		494,452		2,538,103
Common stock warrants to purchase common stock		196,800		—		—
Redeemable convertible preferred stock as converted to common stock		8,192,876		—		—

Total		10,918,556		494,452		2,538,103

Unaudited Pro Forma Net Income Per Share

The Company’s unaudited pro forma basic and diluted net income per share attributable to Vital Farms, Inc. common stockholders’ for the year ended December 29, 2019 has been prepared to give effect to the automatic conversion of the Preferred Stock into shares of common stock as if the qualified IPO had occurred on December 31, 2018:


	Year Ended December 29, 2019
Numerator:
Net income attributable to Vital Farms, Inc. common stockholders - basic and diluted	$	2,385

Unaudited pro forma net income attributable to Vital Farms, Inc. common stockholders— basic and diluted		2,385

Denominator:
Weighted average common shares outstanding— basic		25,897,223
Pro forma adjustment to reflect automatic conversion of redeemable convertible preferred stock as converted to common stock		8,192,876

Unaudited pro forma weighted average common shares outstanding — basic		34,090,099
Add: Weighted-average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		1,826,084
Effect of potentially dilutive common stock warrants		154,832

Unaudited pro forma weighted average common shares outstanding — diluted		36,071,015

Unaudited pro forma net income per share attributable to Vital Farms, Inc. common stockholders
Basic	$	0.07

Diluted	$	0.07

Commitments and Contingencies

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. Commitments and Contingencies

Operating Leases: As of September 27, 2020, the Company was leasing 9,082 square feet of office space and parking spaces in Austin, Texas. The lease expires in April 2026. The Company has the option to extend the lease agreement for successive periods of up to five years. The monthly lease payments, which include base rent charges of $19, are subject to periodic rent increases through April 2026.

As of September 27, 2020, the Company was leasing warehouse space in Webb City, Missouri for 5,000 rentable pallet spaces. The Company has the option to exceed the 5,000 pallet spaces through December 31, 2021, the amended lease expiration date. The monthly lease payments include base rent charges of $55.

As September 27, 2020, the Company was leasing warehouse space in Springfield, Missouri for 3,750 rentable pallet spaces. The Company has the option to exceed the 3,750 pallet spaces through September 30, 2023, the lease expiration date. The monthly lease payments, which include base rent charges of $85, are subject to periodic rent increases through September 2023.

The Company recognizes rent expense on a straight-line basis over the respective lease period and has recorded deferred rent for rent expense incurred but not yet paid. During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recognized rent expense, including associated common area maintenance charges, of $109 and $93, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recognized rent expense, including associated common area maintenance charges, of $331 and $255, respectively.

As of September 27, 2020, future minimum lease payments under noncancelable operating leases are as follows:

2020 (remaining twenty-six weeks)	$	494
2021		1,989
2022		1,362
2023		1,121
2024		329
Thereafter		454
Total	$	5,749

Supplier Contracts: The Company purchases its egg inventories under long-term supply contracts with farms. Purchase commitments contained in these arrangements are variable dependent upon the quantity of eggs produced by the farms. Accordingly, there are no estimable future purchase commitments associated with these supplier contracts. In addition, substantially all the Company’s long-term supply contracts with farms contain components that meet the definition of embedded leases within the scope of Topic 840, Leases. These arrangements convey to the Company the right to control implicitly identified property, plant and equipment as it takes substantially all the utility generated by these assets over the term of the arrangements at a variable price. As total purchase commitments contained in these arrangements are variable, the amounts attributable to the lease components are contingent rentals; there are no minimum lease payments associated with these long-term supply contracts. As the classification and timing of recognition of costs attributable to the eggs and embedded cost of the lease rentals are identical, the Company does not allocate the total purchase cost of eggs between the cost of the eggs and the embedded cost of the lease rentals or distinguish between them in its accounting records. The Company records the total purchase costs of eggs, which includes costs associated with the eggs and the corresponding costs of embedded lease rentals from the same arrangement, into inventory. These costs are expensed to cost of goods sold when the associated eggs are sold to customers. During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recognized total costs associated with its long-term supply contracts with farms of $22,341 and $13,770, respectively. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recognized total costs associated with its long-term supply contracts with farms of $41,527 and $36,810, respectively.

Indemnification Agreements: In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. As of September 27, 2020, the Company has not incurred any material costs as a result of such indemnifications.

Litigation: The Company is subject to various claims and contingencies which are in the scope of ordinary and routine litigation incidental to its business, including those related to regulation, litigation, business transactions, employee-related matters and taxes, among others. When the Company becomes aware of a claim or potential claim, the likelihood of any loss or exposure is assessed. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company records a liability for the loss. The liability recorded includes probable and estimable legal costs incurred to date and future legal costs to the point in the legal matter where the Company believes a conclusion to the matter will be reached. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the claim if the likelihood of a potential loss is reasonably possible.

In January 2019, Ovabrite Inc. (“Ovabrite”) settled claims made pursuant to a lawsuit in which Ovabrite was the defendant and a countersuit in which Ovabrite was the plaintiff and recorded a related gain of $1,200, which is included in other income in the unaudited condensed consolidated statements of operations.

18. Commitments and Contingencies

In August 2018, the Company entered into a lease agreement for new office space in Austin, Texas for 7,120 rentable square feet. The lease expires in April 2026. The Company has the option to extend the lease agreement for successive periods of up to five years. Monthly lease payments, inclusive of base rent charges is $17 and subject to periodic rent increases through April 2026.

In January 2019 and July 2019, the Company entered into a first amendment and a second amendment (the “2019 First Amendment” and “2019 Second Amendment,” respectively) to modify the terms of its lease agreement for the new office space in Austin, Texas. The 2019 First Amendment provided for additional parking space and the 2019 Second Amendment provided for the expansion of existing premises to 9,082 total rentable square feet. The monthly lease payments, which include base rent charges of $19, are subject to periodic rent increases through April 2026.

In January 2018, the Company entered into a lease agreement for a warehouse space in Webb City, Missouri for 3,000 rentable pallet spaces. The Company has the option to exceed the 3,000 pallet spaces through December 31, 2020, the lease expiration date. Monthly lease payments include base rent charges of $33.

The Company recognizes rent expense on a straight-line basis over the respective lease period and has recorded deferred rent for rent expense incurred but not yet paid. Rent expense, including associated common area maintenance charges, totaled approximately $160, $359 and $358 for the years ended December 31, 2017, December 30, 2018 and December 29, 2019, respectively.

As of December 29, 2019, future minimum lease payments under noncancelable operating leases are as follows:


2020	$	1,012
2021		302
2022		311
2023		320
2024		329
Thereafter		451

Total	$	2,725

Supplier Contracts: The Company purchases its egg inventories under long-term supply contracts with farms. Purchase commitments contained in these arrangements are variable dependent upon the quantity of eggs produced by the farms. Accordingly, there are no estimable future purchase commitments associated with these supplier contracts. In addition, substantially all of the Company’s long-term supply contracts with farms contain components that meet the definition of embedded leases within the scope of Topic 840, Leases. These arrangements convey to the Company the right to control implicitly identified property, plant and equipment as it takes substantially all of the utility generated by these assets over the term of the arrangements at a variable price. As total purchase commitments contained in these arrangements are variable, the amounts attributable to the lease components are contingent rentals; there are no minimum lease payments associated with these long-term supply contracts. As the classification and timing of recognition of costs attributable to the eggs and embedded cost of the lease rentals are identical, the Company does not allocate the total purchase cost of eggs between the cost of the eggs and the embedded cost of the lease rentals or distinguish between them in its accounting records. The Company records the total purchase costs of eggs, which includes costs associated with the eggs and the corresponding costs of embedded lease rentals from the same arrangement, into inventory in the consolidated balance sheets. These costs are expensed to cost of goods sold in the consolidated statements of operations when the associated eggs are sold to customers. For the years ending December 31, 2017, December 30, 2018 and December 29, 2019, the Company recognized total costs associated with its long-term supply contracts with farms of $31,194, $41,728 and $54,380, respectively, to cost of goods sold in the consolidated statements of operations.

Indemnification Agreements: In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. As of December 29, 2018, the Company has not incurred any material costs as a result of such indemnifications.

Litigation: The Company is subject to various claims and contingencies which are in the scope of ordinary and routine litigation incidental to its business, including those related to regulation, litigation, business transactions, employee-related matters and taxes, among others. When the Company becomes aware of a claim or potential claim, the likelihood of any loss or exposure is assessed. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company records a liability for the loss. The liability recorded includes probable and estimable legal costs incurred to date and future legal costs to the point in the legal matter where the Company believes a conclusion to the matter will be reached. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the claim if the likelihood of a potential loss is reasonably possible.

In 2018, the Company settled a lawsuit, in which the Company was the plaintiff. The Company recorded a gain of $1,000 relating to this settlement and incurred approximately $271 in related settlement costs which are included in selling, general and administrative expenses in the consolidated statements of operations.

In January 2019, Ovabrite settled claims made pursuant to a lawsuit in which Ovabrite was the defendant and a countersuit in which Ovabrite was the plaintiff. Ovabrite recorded a gain of $1,200 relating to this settlement which is included in other income in the consolidated statements of operations.

Related Party Transactions

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Related Party Transactions

16. Related Party Transactions

Guarantor Warrant: The Company’s executive chairman and former Chief Executive Officer (the “Guarantor”) guaranteed the Company’s obligations under a line of credit agreement that was entered into in 2015 and that matured and was repaid in full in 2017. The Company issued a warrant to purchase 196,800 shares of the Company’s common stock at an exercise price of $1.43 to the Guarantor in exchange for his guaranty. See Note 11, “Common Stock and Common Stock Warrant.” The warrant expired on the earlier of June 12, 2020 or the completion of the IPO. In June 2020, the Guarantor exercised the warrant to purchase 196,800 shares of the Company’s common stock resulting in net proceeds of approximately $282.

Ovabrite, Inc.: Ovabrite is a related party because its founders are stockholders of the Company, with the majority stockholder in Ovabrite also serving as the Company’s executive chairman and member of the Company’s board of directors. Since Ovabrite’s incorporation in November 2016, the Company is deemed to have had a variable interest in Ovabrite, and Ovabrite is deemed to have been a VIE, of which the Company is the primary beneficiary. Accordingly, the Company has consolidated the results of Ovabrite since November 2016. All significant intercompany transactions between the Company and Ovabrite have been eliminated in consolidation.

Note Receivable from Related Parties: In February 2019, the Company issued promissory notes in the aggregate amount of $4,000 to its founder and a former member of the board of directors that is currently a board observer, both of whom are also stockholders of the Company. The promissory notes bear monthly interest at LIBOR plus 2.0% and mature on the earlier of August 7, 2022 or the date of closing of a liquidity transaction which is defined as a merger, consolidation or sale of the Company’s assets or such time as the notes would be prohibited by the Sarbanes-Oxley Act (“Promissory Note Maturity Date”). All unpaid principal and accrued and unpaid interest are due on the Promissory Note Maturity Date. The borrower may prepay all or any portion of the promissory note at any time without premium or penalty. In November 2019, $3,200 of the promissory notes were repaid.

In August 2020, the remaining $800 of the promissory notes were repaid. During the 13-week periods ended September 27, 2020 and September 29, 2019, the Company recorded interest income of $10 and $45, respectively, in connection with the promissory notes. During the 39-week periods ended September 27, 2020 and September 29, 2019, the Company recorded interest income of $24 and $140, respectively, in connection with the promissory notes.

Manna Tree Partners: In March 2019 and April 2019, the Company issued and sold an aggregate of 2,815,012 shares of common stock at a purchase price of $5.3286 per share, for an aggregate purchase price of $15,000, to entities associated with Manna Tree Partners. The co-founder and chief operating officer of Manna Tree Partners is a member of the Company’s board of directors.

Sandpebble Builders Preconstruction, Inc.: The Company utilizes Sandpebble Builders Preconstruction, Inc. (“Sandpebble”) for project management and related services associated with the construction and expansion of Egg Central Station. The owner and principal of Sandpebble is the father of an executive of the Company. In connection with the services described above, the Company paid Sandpebble $178 and $110 during the 13-week periods ended September 27, 2020 and September 29, 2019, respectively, and $541 and $347 during the 39-week periods ended September 27, 2020 and September 29, 2019, respectively. Amounts paid to Sandpebble are included in property, plant and equipment, net in the unaudited condensed consolidated balance sheets.

19. Related Party Transactions

Guarantor Warrants: The Company’s executive chairman and former Chief Executive Officer (the “Guarantor”) guaranteed the Company’s obligations under a line of credit agreement that was entered into in 2015 and that matured and was repaid in full in 2017. The Company issued a warrant to purchase 196,800 shares of the Company’s common stock at an exercise price of $1.43 to the Guarantor in exchange for his guaranty. See Note 13, “Common Stock and Common Stock Warrants.” As of December 29, 2019, the warrant has not yet been exercised. The warrant expires upon the earlier of June 12, 2020 or the completion of the IPO.

Ovabrite, Inc.: Ovabrite is a related party because its founders are stockholders of the Company, with the majority stockholder in Ovabrite also serving as the Company’s executive chairman and member of the Company’s board of directors. Since Ovabrite’s incorporation in November 2016, the Company is deemed to have had a variable interest in Ovabrite, and Ovabrite is deemed to have been a VIE, of which the Company is the primary beneficiary. Accordingly, the Company has consolidated the results of Ovabrite since November 2016. All transactions between the Company and Ovabrite have been eliminated in consolidation.

Notes Receivable from Related Party: In February 2019, the Company issued promissory notes in the aggregate amount of $4,000 to its founder and to a former member of the board of directors who is currently a board observer, who are also stockholders of the Company. The promissory notes bear monthly interest at LIBOR plus 2.0% and mature on the earlier of August 7, 2022 or the date of closing of a liquidity transaction which is defined as a merger, consolidation or sale of the Company’s assets or such time as the notes would be prohibited by the Sarbanes-Oxley Act (“Promissory Note Maturity Date”). All unpaid principal and accrued and unpaid interest are due on the Promissory Note Maturity Date. The borrower may prepay all or any portion of the promissory notes at any time without premium or penalty.

During the year ended December 29, 2019, the Company received principal payments in connection with the promissory notes of $3,200. As of December 29, 2019, the Company recorded $31 of interest receivable in the consolidated balance sheets and $146 of interest income in the consolidated statements of operations in connection with the promissory notes.

Manna Tree Partners: In March and April 2019, the Company issued and sold an aggregate of 2,815,012 shares of common stock at a purchase price of $5.3286 per share, for an aggregate purchase price of $15,000, to entities associated with Manna Tree Partners. The co-founder and chief operating officer of Manna Tree Partners is a member of the Company’s board of directors.

2019 Stock Buyback: In April and May 2019, the Company entered into a series of agreements with existing investors pursuant to which, the Company, with the proceeds from the issuance of common stock to Manna Tree Partners, repurchased an aggregate of 2,852,770 shares of its common stock at a net purchase price of $5.0087 per share for net proceeds of $14,289. The existing investors included executives and members of the Company’s board of directors.

Sandpebble Builders Preconstruction, Inc. The Company utilizes Sandpebble Builders Preconstruction, Inc. (Sandpebble) for project management and related services associated with the construction and expansion of Egg Central Station. The owner and principal of Sandpebble is the father of an executive of the Company. During 2017, 2018 and 2019, the Company paid Sandpebble approximately $1,200, $211 and $556, respectively.

401(K) Savings Plan	12 Months Ended
401(K) Savings Plan	Dec. 29, 2019
Retirement Benefits [Abstract]
401(K) Savings Plan	20. 401(K) Savings Plan The Company established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended. This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Company contributions to the plan may be made at the discretion of the Company’s board of directors. During the years ended December 31, 2017, December 30, 2018 and December 29, 2019, the Company made contributions totaling $47, $245 and $246, respectively, to the plan.

Subsequent Events

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Subsequent Events [Abstract]

Subsequent Events

17. Subsequent Events

In October 2020, the Company reinvested IPO proceeds of $70 million into an investment account with PNC Bank.

21. Subsequent Events

Management has evaluated all subsequent events through March 26, 2020, the date these consolidated financial statements were available for issuance, and only with respect to the forward stock split described below, through July 22, 2020.

On February 24, 2020, the Company entered into the Fourth Amendment to the Credit facility (“Fourth Amendment Loan”) which amended or waived certain terms or conditions under the Credit Facility and increased the maximum loan amount to $17,700. In addition, the Fourth Amendment Loan increased the maximum borrowings under the equipment loan to $3,000 and extended the borrowing period for the equipment loan from October 4, 2019 through October 4, 2021.

In July 2020, the board of directors and the stockholders of the Company approved a 2.46-for-1 forward stock split of the Company’s outstanding common stock and Preferred Stock, which was effected on July 22, 2020. Stockholders entitled to fractional shares as a result of the forward stock split will receive a cash payment in lieu of receiving fractional shares. All common stock, Preferred Stock, and per share information has been retroactively adjusted to give effect to this forward stock split for all periods presented. Shares of common stock underlying outstanding stock options and other equity instruments were proportionately increased and the respective per share value and exercise prices, if applicable, were proportionately decreased in accordance with the terms of the agreements governing such securities. There were no changes in the par values of the Company’s common stock and Preferred Stock as a result of the forward stock split.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Unaudited Pro Forma Information

Use of Estimates

Concentrations of Credit Risk and Significant Customers


	Net Revenue Year Ended December 31, 2017			Net Revenue Year Ended December 30, 2018			Net Revenue Year Ended December 29, 2019			Accounts Receivable, Net As Of December 30, 2018			Accounts Receivable, Net As Of December 29, 2019
Customer A		36	%		36	%		35	%		10	%		25	%
Customer B		15	%		14	%		14	%		29	%		21	%
Customer C		*			10	%		11	%		*			*

*	Net revenue and/or accounts receivable was less than 10%.

The Company performs ongoing credit evaluations of its customers’ financial condition but does not require collateral to support customer receivables.

Cash and Cash Equivalents

Deferred Offering Costs

Variable Interest Entity

Segment Information

Fair Value of Financial Instruments

•

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

•

Accounts Receivable

Inventories

Property, Plant and Equipment, Net


		Estimated Useful Life
Land		N/A
Building and improvements		39 years
Vehicles		5 years
Machinery and equipment		2 to 7 years
Furniture and fixtures		5 years
Leasehold improvements		Lesser of lease term or 5 years

Goodwill

To date, the Company has not recorded any impairment charges associated with its goodwill.

Impairment of Long-Lived Assets

Contingent Consideration

Noncontrolling Interest

Income Taxes

Net (Loss) Income per Share Attributable to Vital Farms, Inc. Common Stockholders

Revenue Recognition

Revenue for the years ended December 31, 2017 and December 30, 2018 is presented under Topic 605.

Adoption of ASC 606

(i)

Identify the contract(s) with a customer.

(ii)

Identify the performance obligations in the contract.

(iii)

Determine the transaction price.

(iv)

Allocate the transaction price to the performance obligations in the contract.

(v)

Recognize revenue as the entity satisfies a performance obligation.

Contract Costs

Treasury Stock

Shipping and Distribution

Stock-Based Compensation

Stock Option Valuation

Advertising and Promotion Expenses

Recently Adopted Accounting Pronouncements / Recently Issued Accounting Pronouncements Not Yet Adopted

Summary of Significant Accounting Policies (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Summary of Percentage of Net Revenue and Accounts Receivable, Net Due from Significant Customers

The percentage of net revenue from these significant customers during the 13-week periods and 39-week periods ended September 27, 2020 and September 29, 2019, and accounts receivable, net due from these significant customers as of September 27, 2020 and December 29, 2019, are as follows:

	Net Revenue for the 13-Weeks Ended September 27, 2020	Net Revenue for the 13-Weeks Ended September 29, 2019	Net Revenue for the 39-Weeks Ended September 27, 2020	Net Revenue for the 39-Weeks Ended September 29, 2019
Customer A	*	33%	18%	35%
Customer B	24%	*	16%	*
Customer C	13%	16%	14%	14%
Customer D	13%	10%	12%	11%

*Revenue was less than 10%.

	Accounts Receivable, Net as of September 27, 2020	Accounts Receivable, Net as of December 29, 2019
Customer A	*	25%
Customer B	30%	21%
Customer C	14%	*
Customer D	*	*

*Accounts receivable was less than 10%.

The percentage of net revenue from these significant customers during the years ended December 31, 2017, December 30, 2018 and December 29, 2019, and accounts receivable, net due from these significant customers as of December 30, 2018 and December 29, 2019, are as follows:


	Net Revenue Year Ended December 31, 2017			Net Revenue Year Ended December 30, 2018			Net Revenue Year Ended December 29, 2019			Accounts Receivable, Net As Of December 30, 2018			Accounts Receivable, Net As Of December 29, 2019
Customer A		36	%		36	%		35	%		10	%		25	%
Customer B		15	%		14	%		14	%		29	%		21	%
Customer C		*			10	%		11	%		*			*

*	Net revenue and/or accounts receivable was less than 10%.

Schedule of Useful Lives of Other Property, Plant and Equipment

The general range of useful lives of other property, plant and equipment is as follows:


		Estimated Useful Life
Land		N/A
Building and improvements		39 years
Vehicles		5 years
Machinery and equipment		2 to 7 years
Furniture and fixtures		5 years
Leasehold improvements		Lesser of lease term or 5 years

Variable Interest Entity (Tables)

12 Months Ended

Dec. 29, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Intercompany Balances That Were Eliminated in Consolidation

The table below presents the assets and liabilities (including intercompany balances that were eliminated in consolidation) of Ovabrite as of December 30, 2018 and December 29, 2019:


	December 30, 2018			December 29, 2019
Assets
Current assets:
Cash and cash equivalents	$	2		$	716
Accounts receivable		—			255

Total assets	$	2		$	971

Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable	$	—		$	8
Accrued liabilities		76			206

Total current liabilities		76			214

Note payable to related party		121			—

Total liabilities		197			214

Redeemable convertible preferred stock		677			677
Stockholders’ equity:
Common stock		1			1
Stockholders’ (deficit) equity		(873	)		79

Total stockholders’ (deficit) equity	$	(872	)	$	80

Total liabilities, redeemable convertible preferred stock and stockholders’ equity	$	2		$	971


	Year Ended
	December 31, 2017			December 30, 2018			December 29, 2019
Operating expenses:
Selling, general and administrative	$	218		$	190		$	153

Total operating expenses		218			190			153

Loss from operations		(218	)		(190	)		(153	)

Other (expense) income, net:
Interest expense		(7	)		(2	)		—
Other income		—			—			1,200

Total other (expense) income, net		(7	)		(2	)		1,200

Net (loss) income before income taxes		(225	)		(192	)		1,047
Provision for income taxes		—			—			120

Net (loss) income	$	(225	)	$	(192	)	$	927

Schedule of Redeemable Noncontrolling Interests

The following table presents a rollforward of the redeemable noncontrolling interests:


	Redeemable Noncontrolling Interest
Balance as of December 31, 2017	$	150
Issuance of noncontrolling interest		25

Balance as of December 30, 2018	$	175

Issuance of noncontrolling interest		—

Balance as of December 29, 2019	$	175

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

Summary of Financial Liabilities Measured at Fair Value on a Recurring Basis

Fair Value (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Fair Value Disclosures [Abstract]

The following tables presents information about the Company’s financial liabilities measured at fair value on a recurring basis:

	Fair Value Measurements as of September 27, 2020, Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	138	$	138
Contingent consideration, non-current		—		—		32		32
Total	$	—	$	—	$	170	$	170

	Fair Value Measurements as of December 29, 2019, Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	270	$	270
Contingent consideration, non-current		—		—		382		382
Total	$	—	$	—	$	652	$	652

The following table presents information about the Company’s financial liabilities measured at fair value on a recurring basis:


	Fair Value Measurements as of December 30, 2018 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	390	$	390
Contingent consideration, net of current portion		—		—		601		601

Total	$	—	$	—	$	991	$	991


	Fair Value Measurements as of December 29, 2019 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Contingent consideration, current	$	—	$	—	$	270	$	270
Contingent consideration, net of current portion		—		—		382		382

Total	$	—	$	—	$	652	$	652

Schedule of Unobservable Inputs and Valuation of Contingent Consideration

The following table presents the unobservable inputs incorporated into the valuation of contingent consideration:

Unobservable Input	September 27, 2020
Dozens of eggs supplied		2,546,982
Royalty rate per dozen eggs	$	0.07
Estimated royalty income	$	178
Discount interval (in years)		1.6

The following table presents the unobservable inputs incorporated into the valuation of contingent consideration:


Unobservable Input	December 30, 2018		December 29, 2019
Dozens of eggs supplied		16,151,149		10,367,830
Royalty rate per dozen eggs	$	0.07	$	0.07
Estimated royalty income	$	1,131	$	726
Discount interval (years)		5.0		4.0

Rollforward of Aggregate Fair Value of Contingent Consideration

The following table provides a rollforward of the aggregate fair value of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs:

Balance as of December 29, 2019	$	652
Payment of contingent consideration		(47	)
Change in fair value		(23	)
Balance as of March 29, 2020	$	582
Payment of contingent consideration		(42	)
Change in fair value		(327	)
Balance as of June 28, 2020	$	213
Payment of contingent consideration		(51	)
Change in fair value		8
Balance as of September 27, 2020	$	170

The following table provides a rollforward of the aggregate fair value of the Company’s contingent consideration, for which fair value is determined using Level 3 inputs:


Balance as of December 31, 2017	$	1,393
Payment of contingent consideration		(494	)
Change in fair value		92

Balance as of December 30, 2018	$	991

Payment of contingent consideration		(409	)
Change in fair value		70

Balance as of December 29, 2019	$	652

Accounts Receivable, Net (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Receivables [Abstract]

Schedule of Changes in Allowance for Doubtful Accounts Receivable

Changes in the allowance for doubtful accounts were as follows:

	Allowance for doubtful accounts
As of December 29, 2019	$	(304	)
Provisions Charged to Operating Results		—
Account Write-off and Recoveries		116
As of March 29, 2020		(188	)
Provisions Charged to Operating Results		—
Account Write-off and Recoveries		34
As of June 28, 2020		(154	)
Provisions Charged to Operating Results		(152	)
Account Write-off and Recoveries		65
As of September 27, 2020	$	(241	)

Changes in the allowance for doubtful accounts were as follows:


	Balance as of December 31, 2017			Provisions Charged to Operating Results		Account Write-off		Balance as of December 30, 2018
Allowance for doubtful accounts	$	(23	)	$	—	$	23	$	—


	Balance as of December 30, 2018		Provisions Charged to Operating Results			Account Write-off and Recoveries		Balance as of December 29, 2019
Allowance for doubtful accounts	$	—	$	(304	)	$	—	$	(304	)

Inventories (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consisted of the following as of the periods presented:

	September 27, 2020		December 29, 2019
Eggs and inventory in transit	$	6,205	$	8,811
Butter		2,233		646
Packaging		1,626		1,949
Ghee		583		792
Egg Bites		249		—
Other		832		749
	$	11,728	$	12,947

As of December 30, 2018 and December 29, 2019, inventories consisted of the following:


	December 30, 2018			December 29, 2019
Eggs and inventory in transit	$	2,407		$	9,000
Butter		323			646
Packaging		636			1,949
Ghee		—			792
Other		699			749
Less: excess and obsolete inventory reserve		(199	)		(189	)

	$	3,866		$	12,947

Schedule of Changes in Excess and Obsolete Inventory Reserve

Changes in the excess and obsolete inventory reserve for the period presented, were as follows:

	Excess and obsolete inventory reserve
As of December 29, 2019	$	(189	)
Provisions Charged to Operating Results		(73	)
Account Write-off		—
As of March 29, 2020		(262	)
Provisions Charged to Operating Results		(92	)
Account Write-off		—
As of June 28, 2020		(354	)
Provisions Charged to Operating Results		(248	)
Account Write-off		258
As of September 27, 2020	$	(344	)

Changes in the excess and obsolete inventory reserve, were as follows:


	Balance at Beginning of Year			Provisions Charged to Operating Results			Account Write-off		Balance at End of Year
Excess and obsolete inventory reserve
As of December 30, 2018	$	(262	)	$	(200	)	$	263	$	(199	)
As of December 29, 2019	$	(199	)	$	(189	)	$	199	$	(189	)

Property, Plant and Equipment (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property, plant and equipment consisted of the following as of the periods presented:

	September 27, 2020			December 29, 2019
Land	$	525		$	525
Buildings and improvements		14,295			14,241
Vehicles		527			454
Machinery and equipment		11,282			6,297
Leasehold improvements		878			483
Furniture and fixtures		447			422
Construction in progress		4,570			3,396
		32,524			25,818
Less: Accumulated depreciation and amortization		(4,832	)		(3,360	)
Property, plant and equipment, net	$	27,692		$	22,458

Property, plant and equipment consisted of the following:


	December 30, 2018			December 29, 2019
Land	$	525		$	525
Buildings and improvements		14,175			14,241
Vehicles		480			454
Machinery and equipment		5,112			6,297
Leasehold improvements		7			483
Furniture and fixtures		122			422
Construction in progress		575			3,396

		20,996			25,818
Less: Accumulated depreciation and amortization		(2,336	)		(3,360	)

Property, Plant and Equipment, net	$	18,660		$	22,458

Accrued Liabilities (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consisted of the following as of the periods presented:

	September 27, 2020		December 29, 2019
Accrued promotions and expired product chargebacks	$	2,089	$	2,038
Accrued grower payments		32		1,649
Accrued employee related costs		3,135		1,132
Accrued offering costs		—		385
Accrued distribution fees and freight		482		624
Accrued accounting and legal fees		585		86
Accrued marketing and commissions		294		887
Property, plant and equipment		—		964
Other		1,316		843
Accrued liabilities	$	7,933	$	8,608

Accrued liabilities consisted of the following:


	December 30, 2018		December 29, 2019
Accrued promotions	$	2,124	$	1,887
Accrued grower payments		—		1,649
Accrued employee related costs		2,172		1,132
Accrued offering costs		—		385
Accrued distribution fees		406		624
Accrued accounting and legal fees		214		86
Accrued commissions		—		212
Accrued freight		150		—
Accrued expired product chargebacks		145		151
Accrued marketing		126		675
Other		508		843
Property, plant and equipment		—		964

Accrued Liabilities	$	5,845	$	8,608

Long-Term Debt (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Debt Disclosure [Abstract]

Summary of Long-Term Debt, Net of Current Portion

As of the periods presented, long-term debt, net of current portion, consisted of the following:

	September 27, 2020			December 29, 2019
Term Loan	$	7,627		$	3,245
Revolving Line of Credit		—			1,325
Equipment Loan		—			554
Less: current portion of long-term debt		(1,104	)		(2,160	)
Less: unamortized debt issuance costs		(43	)		(68	)
Long-term debt, net of current portion	$	6,480		$	2,896

As of December 30, 2018 and December 29, 2019, Long-term debt, net of current portion, consisted of the following:


	December 30, 2018			December 29, 2019
Term loan under credit facility agreement	$	3,916		$	3,245
Revolving line of credit		—			1,325
Equipment loan		—			554
Less: current maturities of long-term debt		(671	)		(2,160	)
Less: unamortized debt issuance costs		(109	)		(68	)

Long-term debt, net of current portion	$	3,136		$	2,896

Summary of Future Principal Payments for Long-Term Debt

Future principal payments for long-term debt as of December 29, 2019 are as follows:


For Fiscal Period
2020	$	2,160
2021		867
2022		2,097

Total	$	5,124

Summary of Future Principal Payments for Long-Term Debt and Capital Lease Payments

Future principal payments for long-term debt and capital lease payments as of September 27, 2020 are as follows:

For 39-Week Period End
2020 (remaining thirteen weeks)	$	397
2021		1,601
2022		6,541
Total	$	8,539

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

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Summary of Leased Property under Capital Leases Included in Property, Plant and Equipment

Lease Obligation (Tables)

12 Months Ended

Dec. 29, 2019

Leases [Abstract]

The following is a summary of leased property under capital leases included in property, plant and equipment in the consolidated balance sheets:


	December 30, 2018			December 29, 2019
Equipment	$	2,211		$	2,211
Less: accumulated depreciation		(390	)		(706	)

Equipment, net	$	1,821		$	1,505

Schedule of Future Minimum Lease Payments under Capital Leases

Future minimum lease payments under these capital leases as of December 29, 2019 are as follows:


2020			498
2021			498
2022			334

Total minimum payments			1,330
Less amount representing interest at 5%			84

Present value of minimum lease payments			1,246
Less: Lease obligation, current			449

Lease obligation, net of current portion			797

Redeemable Convertible Preferred Stock (Tables)

12 Months Ended

Dec. 29, 2019

Text Block [Abstract]

Summary of Preferred Stock

As of each balance sheet date, Preferred Stock consisted of the following:


	December 30, 2018
	Preferred Stock Designated		Preferred Stock Issued and Outstanding		Carrying Value		Liquidation Preference		Common Stock Issuable Upon Conversion
Series B preferred stock		2,728,018		2,728,018	$	4,377	$	9,005		2,728,018
Series C preferred stock		2,464,466		2,464,466		7,639		12,002		2,464,466
Series D preferred stock		3,000,392		3,000,392		11,020		19,429		3,000,392

Total Preferred Stock		8,192,876		8,192,876	$	23,036	$	40,436		8,192,876


	December 29, 2019
	Preferred Stock Designated		Preferred Stock Issued and Outstanding		Carrying Value		Liquidation Preference		Common Stock Issuable Upon Conversion
Series B preferred stock		2,728,018		2,728,018	$	4,377	$	9,005		2,728,018
Series C preferred stock		2,464,466		2,464,466		7,639		12,002		2,464,466
Series D preferred stock		3,000,392		3,000,392		11,020		19,429		3,000,392

Total Preferred Stock		8,192,876		8,192,876	$	23,036	$	40,436		8,192,876

Common Stock and Common Stock Warrants (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Equity [Abstract]

Schedule of Reserved Shares of Common Stock for Issuance

As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following:

	September 27, 2020		December 29, 2019
Conversion of outstanding shares of redeemable convertible preferred stock		—		8,192,876
Warrants to purchase common stock		—		196,800
Options to purchase common stock		5,712,814		5,413,064
Restricted stock units		45,000		—
Shares available for grant under the 2013 Incentive Plan		—		240,079
Shares available for grant under the 2020 Incentive Plan		7,729,892		—
Total		13,487,706		14,042,819

As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following:


	December 30, 2018		December 29, 2019
Conversion of outstanding shares of redeemable convertible preferred stock		8,192,876		8,192,876
Warrants to purchase common stock		196,800		196,800
Options to purchase common stock		3,259,079		5,413,064
Shares available for grant under the 2013 Incentive Plan		64,954		240,079

Total		11,713,709		14,042,819

Stock-Based Compensation (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Assumptions Used in Black-Scholes Option-Pricing Model to Determine the Grant-Date Fair Value of Stock Options Granted


	Year Ended
	December 31, 2017			December 30, 2018			December 29, 2019
Expected term in years		6.5			6.5			6.5
Expected stock price volatility		37	%		24	%		40	%
Risk-free interest rate		2.09	%		2.76	%		1.58	%
Expected dividend yield		0.00	%		0.00	%		0.00	%

Summary of Stock Option Activity

The following table summarizes the Company’s stock option activity since December 29, 2019:

	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059
Granted		873,867		$	21.47
Exercised		(57,280	)	$	2.99			$	2,084
Cancelled		(516,837	)	$	3.76
Outstanding as of September 27, 2020		5,712,814		$	6.32		6.9	$	188,801
Options exercisable as of September 27, 2020		2,634,469		$	2.54		5.0	$	97,029
Options vested and expected to vest as of September 27, 2020		5,712,814		$	6.32		6.9	$	188,801

Stock Options: The following table summarizes the Company’s stock option activity since December 30, 2018:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 30, 2018		3,259,079		$	2.24		6.4	$	4,683
Granted		2,519,709		$	5.49		9.6	$	22,522
Exercised		(152,908	)	$	1.45
Cancelled		(212,816	)	$	3.43

Outstanding as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059

Options exercisable as of December 29, 2019		2,346,733		$	1.96		4.8	$	30,189
Options vested and expected to vest as of December 29, 2019		5,413,064		$	3.73		7.3	$	60,059

Income Taxes (Tables)

12 Months Ended

Dec. 29, 2019

Income Tax Disclosure [Abstract]

Schedule of Provision for Income Taxes

For the year ended December 31, 2017, December 30, 2018 and December 29, 2019, the provision for income taxes consisted of the following:


	December 31, 2017		Year Ended December 30, 2018			December 29, 2019
Current:
Federal	$	27	$	—		$	867
State		6		3			187
Deferred:
Federal		—		794			(88	)
State		—		(74	)		140

Provision for income taxes	$	33	$	723		$	1,106

Summary of Federal Statutory Income Tax Provision to Effective Income Tax Provision

The reconciliation of the federal statutory income tax provision to the Company’s effective income tax provision is as follows:


	December 31, 2017			Year Ended December 30, 2018			December 29, 2019
Provision (benefit) at statutory rate at 21%	$	(718	)	$	1,334		$	929
State income taxes		4			182			258
Non-deductible costs		132			129			604
Charitable deduction		—			—			(629	)
Change in deferred tax asset valuation allowance		622			(655	)		23
Other		(7	)		(267	)		(79	)

Provision for income taxes	$	33		$	723		$	1,106

Summary of Deferred Income Tax Assets and Liabilities

The Company’s deferred income tax assets and liabilities at December 30, 2018 and December 29, 2019 were comprised of the following:


	December 30, 2018			December 29, 2019
Deferred tax assets:
Accrued expenses	$	844		$	688
Inventory reserve		108			110
Net operating loss carryforwards		230			31
Charitable contributions		—			760
Other		105			378

Total deferred tax assets		1,287			1,967
Less: Valuation allowance		(115	)		(138	)

Net deferred tax assets	$	1,172		$	1,829

Deferred tax liabilities:
Prepaid expenses	$	92		$	361
Property and equipment		1,783			2,223

Total deferred tax liabilities		1,875			2,584

Net deferred tax liabilities	$	703		$	755

Summary of Deferred Tax Asset Valuation Allowance

The activity in the Company’s deferred tax asset valuation allowance for the year ended December 30, 2018 and December 29, 2019 was as follows:


	December 30, 2018			December 29, 2019
Valuation allowance as of beginning of year	$	770			$115
Increases recorded to income tax provision		40			23
Decreases recorded as a benefit to income tax provision		(695	)		—

Valuation allowance as of end of year	$	115		$	138

Summary of Changes in Gross Unrecognized Tax Benefits

The following table reflects changes in gross unrecognized tax benefits:


	December 30, 2018		December 29, 2019
Gross tax contingencies as of beginning of year	$	201	$	314
Increase in gross tax contingencies		113		—
Decrease in gross tax contingencies		—		(42	)

Gross tax contingencies as of end of year	$	314	$	272

Net (Loss) Income Per Share (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Income Per Share

Basic and diluted net income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:

	13-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	1,662		$	823
Less: Net income (loss) attributable to noncontrolling interests		(15	)		(6	)
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	1,677		$	829
Denominator:
Weighted average common shares outstanding — basic		34,044,994			25,929,923
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		5,066,024			3,171,785
Effect of potentially dilutive common stock warrants		—			177,822
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		39,111,018			37,472,406
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.05		$	0.03
Diluted	$	0.04		$	0.02

	39-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	9,531		$	7,636
Less: Net (loss) income attributable to noncontrolling interests		(54	)		950
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	9,585		$	6,686
Denominator:
Weighted average common shares outstanding — basic		28,664,914			26,197,567
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		4,482,401			2,405,387
Effect of potentially dilutive common stock warrants		128,587			163,677
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		33,275,902			36,959,507
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.33		$	0.26
Diluted	$	0.29		$	0.18

Basic and diluted net (loss) income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:


	December 31, 2017			Year Ended December 30, 2018			December 29, 2019
Numerator:
Net (loss) income	$	(2,145	)	$	5,629		$	3,312
Less: Net (loss) income attributable to noncontrolling interests		(225	)		(168	)		927

Net (loss) income attributable to Vital Farms, Inc. common stockholders’ — basic and diluted		(1,920	)		5,797			2,385

Denominator:
Weighted average common shares outstanding — basic		25,795,865			25,809,665			25,897,223
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		—			1,135,883			1,826,084
Effect of potentially dilutive common stock warrants		—			120,170			154,832
Effect of potentially dilutive convertible preferred stock		—			8,192,876			8,192,876

Weighted average common shares outstanding — diluted		25,795,865			35,258,594			36,071,015

Net (loss) income per share attributable to Vital Farms, Inc. common stockholders
Basic	$	(0.07	)	$	0.22		$	0.09

Diluted	$	(0.07	)	$	0.16		$	0.07

Schedule of Potentially Dilutive Shares Excluded From Computation of Diluted Net Income Per Share


	December 31, 2017		Year Ended December 30, 2018		December 29, 2019
Stock options to purchase common stock		2,528,880		494,452		2,538,103
Common stock warrants to purchase common stock		196,800		—		—
Redeemable convertible preferred stock as converted to common stock		8,192,876		—		—

Total		10,918,556		494,452		2,538,103

Schedule of Unaudited Proforma Basic And Diluted Net income Per Share


	Year Ended December 29, 2019
Numerator:
Net income attributable to Vital Farms, Inc. common stockholders - basic and diluted	$	2,385

Unaudited pro forma net income attributable to Vital Farms, Inc. common stockholders— basic and diluted		2,385

Denominator:
Weighted average common shares outstanding— basic		25,897,223
Pro forma adjustment to reflect automatic conversion of redeemable convertible preferred stock as converted to common stock		8,192,876

Unaudited pro forma weighted average common shares outstanding — basic		34,090,099
Add: Weighted-average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		1,826,084
Effect of potentially dilutive common stock warrants		154,832

Unaudited pro forma weighted average common shares outstanding — diluted		36,071,015

Unaudited pro forma net income per share attributable to Vital Farms, Inc. common stockholders
Basic	$	0.07

Diluted	$	0.07

Commitments and Contingencies (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Commitments and Contingencies Disclosure [Abstract]

Summary of Future Minimum Lease Payments Under Noncancelable Operating Leases

As of September 27, 2020, future minimum lease payments under noncancelable operating leases are as follows:

2020 (remaining twenty-six weeks)	$	494
2021		1,989
2022		1,362
2023		1,121
2024		329
Thereafter		454
Total	$	5,749

As of December 29, 2019, future minimum lease payments under noncancelable operating leases are as follows:


2020	$	1,012
2021		302
2022		311
2023		320
2024		329
Thereafter		451

Total	$	2,725

Revenue Recognition (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Revenue from Contract with Customer [Abstract]

Summary of Net Revenue by Primary Product

The following table summarizes the Company’s net revenue by primary product for the periods presented:

	13-Weeks Ended				39-Weeks Ended
	September 27, 2020		September 29, 2019		September 27, 2020		September 29, 2019
Net Revenue:
Eggs	$	49,299	$	30,995	$	147,738	$	91,146
Butter		4,068		3,087		12,549		8,166
Net Revenue	$	53,367	$	34,082	$	160,287	$	99,312

The following table summarizes the Company’s net revenue by primary product:


	December 31, 2017		Year Ended December 30, 2018		December 29, 2019
Net Revenue:
Eggs	$	69,629	$	98,967	$	128,579
Butter		4,371		7,746		12,154

Net Revenue	$	74,000	$	106,713	$	140,733

Summary of Percentage of Net Revenue and Accounts Receivable, Net Due from Significant Customers

	Net Revenue for the 13-Weeks Ended September 27, 2020	Net Revenue for the 13-Weeks Ended September 29, 2019	Net Revenue for the 39-Weeks Ended September 27, 2020	Net Revenue for the 39-Weeks Ended September 29, 2019
Customer A	*	33%	18%	35%
Customer B	24%	*	16%	*
Customer C	13%	16%	14%	14%
Customer D	13%	10%	12%	11%

*Revenue was less than 10%.

	Accounts Receivable, Net as of September 27, 2020	Accounts Receivable, Net as of December 29, 2019
Customer A	*	25%
Customer B	30%	21%
Customer C	14%	*
Customer D	*	*

*Accounts receivable was less than 10%.


	Net Revenue Year Ended December 31, 2017			Net Revenue Year Ended December 30, 2018			Net Revenue Year Ended December 29, 2019			Accounts Receivable, Net As Of December 30, 2018			Accounts Receivable, Net As Of December 29, 2019
Customer A		36	%		36	%		35	%		10	%		25	%
Customer B		15	%		14	%		14	%		29	%		21	%
Customer C		*			10	%		11	%		*			*

*	Net revenue and/or accounts receivable was less than 10%.

Net Income Per Share (Tables)

9 Months Ended

12 Months Ended

Sep. 27, 2020

Dec. 29, 2019

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Income Per Share

Basic and diluted net income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:

	13-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	1,662		$	823
Less: Net income (loss) attributable to noncontrolling interests		(15	)		(6	)
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	1,677		$	829
Denominator:
Weighted average common shares outstanding — basic		34,044,994			25,929,923
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		5,066,024			3,171,785
Effect of potentially dilutive common stock warrants		—			177,822
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		39,111,018			37,472,406
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.05		$	0.03
Diluted	$	0.04		$	0.02

	39-Weeks Ended
	September 27, 2020			September 29, 2019
Numerator:
Net income	$	9,531		$	7,636
Less: Net (loss) income attributable to noncontrolling interests		(54	)		950
Net income attributable to Vital Farms, Inc. stockholders’ — basic and diluted	$	9,585		$	6,686
Denominator:
Weighted average common shares outstanding — basic		28,664,914			26,197,567
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		4,482,401			2,405,387
Effect of potentially dilutive common stock warrants		128,587			163,677
Effect of potentially dilutive redeemable convertible preferred stock		—			8,192,876
Weighted average common shares outstanding — diluted		33,275,902			36,959,507
Net income per share attributable to Vital Farms, Inc. stockholders
Basic	$	0.33		$	0.26
Diluted	$	0.29		$	0.18

Basic and diluted net (loss) income per share attributable to Vital Farms, Inc. common stockholders were calculated as follows:


	December 31, 2017			Year Ended December 30, 2018			December 29, 2019
Numerator:
Net (loss) income	$	(2,145	)	$	5,629		$	3,312
Less: Net (loss) income attributable to noncontrolling interests		(225	)		(168	)		927

Net (loss) income attributable to Vital Farms, Inc. common stockholders’ — basic and diluted		(1,920	)		5,797			2,385

Denominator:
Weighted average common shares outstanding — basic		25,795,865			25,809,665			25,897,223
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options		—			1,135,883			1,826,084
Effect of potentially dilutive common stock warrants		—			120,170			154,832
Effect of potentially dilutive convertible preferred stock		—			8,192,876			8,192,876

Weighted average common shares outstanding — diluted		25,795,865			35,258,594			36,071,015

Net (loss) income per share attributable to Vital Farms, Inc. common stockholders
Basic	$	(0.07	)	$	0.22		$	0.09

Diluted	$	(0.07	)	$	0.16		$	0.07

Summary of Significant Accounting Policies - Summary of Percentage of Accounts Receivable, Net Due from Significant Customers (Details) - Customer Concentration Risk - Accounts Receivable (Detail) - Accounts Receivable - Customer Concentration Risk	9 Months Ended	12 Months Ended
	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Customer A
Disaggregation Of Revenue [Line Items]
Concentration risk percentage		25.00%	10.00%
Customer B
Disaggregation Of Revenue [Line Items]
Concentration risk percentage	30.00%	21.00%	29.00%

Summary of Significant Accounting Policies - Summary of Percentage of Net Revenue from Significant Customers (Detail) - Net Revenue - Customer Concentration Risk	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Customer A
Disaggregation Of Revenue [Line Items]
Concentration risk percentage		33.00%	18.00%	35.00%	35.00%	36.00%	36.00%
Customer B
Disaggregation Of Revenue [Line Items]
Concentration risk percentage	24.00%		16.00%		14.00%	14.00%	15.00%
Customer C
Disaggregation Of Revenue [Line Items]
Concentration risk percentage	13.00%	16.00%	14.00%	14.00%	11.00%	10.00%	0.00%

Summary of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020 USD ($)	Sep. 29, 2019 USD ($)	Sep. 27, 2020 USD ($)	Sep. 29, 2019 USD ($)	Dec. 29, 2019 USD ($)	Dec. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)	Jun. 28, 2020 USD ($)	Mar. 29, 2020 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Deferred offering costs					$ 1,001,000	$ 0
Number of reportable segment					1
Number of reportable segment					1
Allowance for doubtful accounts,receivable	$ 241,000		$ 241,000		$ 304,000	0	$ 23,000	$ 154,000	$ 188,000
Impairment charges					0	0	0
Accrued interest or penalties related to uncertain tax positions					0	0
Charge backs					1,874,000	1,388,000	1,288,000
Discount					16,573,000	14,384,000	8,445,000
Shipping and distribution costs	$ 35,017,000	$ 23,484,000	$ 103,384,000	$ 66,208,000	97,856,000	71,894,000	55,612,000
Advertising and promotion expenses					10,320,000	4,613,000	1,663,000
Shipping and Handling [Member]
Summary Of Significant Accounting Policies [Line Items]
Shipping and distribution costs					$ 10,001,000	$ 8,615,000	$ 5,724,000
ASU 2018-13
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true		true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Dec. 30, 2019		Dec. 30, 2019
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true		true
ASU 2020-04
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true		true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Mar. 12, 2020		Mar. 12, 2020
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true		true

Summary of Significant Accounting Policies - Summary of Useful Lives of Property Plant and Equipment (Detail)	12 Months Ended
	Dec. 29, 2019
Building Improvements [Member]
Summary Of Significant Accounting Policies [Line Items]
Land	39 years
Vehicles
Summary Of Significant Accounting Policies [Line Items]
Land	5 years
Furniture and Fixtures
Summary Of Significant Accounting Policies [Line Items]
Land	5 years
Leasehold Improvements
Summary Of Significant Accounting Policies [Line Items]
Leasehold improvements	Lesser of lease term or 5 years
Minimum [Member] \| Machinery and Equipment
Summary Of Significant Accounting Policies [Line Items]
Land	2 years
Maximum \| Machinery and Equipment
Summary Of Significant Accounting Policies [Line Items]
Land	7 years

Variable Interest Entity - Additional Information (Detail) - USD ($)	1 Months Ended			6 Months Ended
	Mar. 31, 2018	Nov. 30, 2017	May 31, 2016	Apr. 30, 2018	Dec. 30, 2018	Dec. 31, 2016
Variable Interest Entity [Line Items]
Convertible preferred stock shares issued					8,192,876
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Principal amount		$ 496,000
Percentage of annual rate		1.45%
Accrued and unpaid interest		$ 6,000
Variable Interest Entity, Primary Beneficiary \| Series 2017 Preferred Stock
Variable Interest Entity [Line Items]
Convertible preferred stock shares issued	177,506	1,065,038		4,459,490
Convertible preferred stock price per share	$ 0.140000	$ 0.140000		$ 0.112672
Proceeds from issuance of convertible preferred stock	$ 25,000	$ 150,000
Variable Interest Entity, Primary Beneficiary \| Minimum [Member]
Variable Interest Entity [Line Items]
Proceeds from sale of equity securities		$ 1,000,000
Percentage of lowest price per share of equity securities		80.00%
Variable Interest Entity, Primary Beneficiary \| Ovabrite, Inc
Variable Interest Entity [Line Items]
Principal amount						$ 446,000
Percentage of annual rate						1.46%
Maximum borrowing capacity						$ 50,000
Variable Interest Entity, Primary Beneficiary \| JDPD Agreement
Variable Interest Entity [Line Items]
Amount paid for research and development activities			$ 446,000

Variable Interest Entity - Schedule of Assets and Liabilities - Intercompany Balances That Were Eliminated in Consolidation (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Dec. 29, 2019	Sep. 29, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 30, 2018	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 112,619			$ 1,274				$ 11,815
Accounts receivable, net	17,551			16,108				10,236
Total assets	177,593			61,948				49,855
Current liabilities:
Accounts payable	16,052			13,510				9,357
Accrued liabilities	7,933			8,608				5,845
Total current liabilities	26,056			24,997				16,802
Total liabilities	35,574			30,099				22,377
Redeemable convertible preferred stock				23,036				23,036
Stockholders' equity:
Common stock	5			3				3
Stockholders' (deficit) equity	25			79				(848)
Total stockholders' (deficit) equity	141,844	$ 17,704	$ 11,030	8,638	$ 12,505	$ 11,392	$ 15,438	4,267	$ (2,002)	$ (383)
Total liabilities, redeemable noncontrolling interest, redeemable convertible preferred stock and stockholders’ equity	$ 177,593			61,948				49,855
Variable Interest Entity, Primary Beneficiary \| Ovabrite, Inc
Current assets:
Cash and cash equivalents				716				2
Accounts receivable, net				255
Total assets				971				2
Current liabilities:
Accounts payable				8
Accrued liabilities				206				76
Total current liabilities				214				76
Note payable to related party								121
Total liabilities				214				197
Redeemable convertible preferred stock				677				677
Stockholders' equity:
Common stock				1				1
Stockholders' (deficit) equity				79				(873)
Total stockholders' (deficit) equity				80				(872)
Total liabilities, redeemable noncontrolling interest, redeemable convertible preferred stock and stockholders’ equity				$ 971				$ 2

Variable Interest Entity - Schedule of Results of Operations - Intercompany Balances That Were Eliminated in Consolidation (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Operating expenses:
Selling, general and administrative	$ 12,185	$ 7,069	$ 31,832	$ 16,991	$ 29,526	$ 19,437	$ 14,261
Total operating expenses	15,937	9,414	42,525	23,748	39,527	28,052	19,985
Loss from operations	2,413	1,184	14,378	9,356	3,350	6,767	(1,597)
Other (expense) income, net:
Interest expense	(110)	(85)	(365)	(250)	(349)	(424)	(524)
Other (expense) income, net	(21)	47	(182)	1,369	1,417	9	9
Total other (expense) income, net	(131)	(38)	(547)	1,119	1,068	(415)	(515)
Net (loss) income before income taxes	2,282	1,146	13,831	10,475	4,418	6,352	(2,112)
Provision for income taxes	(620)	(323)	(4,300)	(2,839)	(1,106)	(723)	(33)
Net (loss) income	$ 1,662	$ 823	$ 9,531	$ 7,636	3,312	5,629	(2,145)
Variable Interest Entity, Primary Beneficiary \| Ovabrite, Inc
Operating expenses:
Selling, general and administrative					153	190	218
Total operating expenses					153	190	218
Loss from operations					(153)	(190)	(218)
Other (expense) income, net:
Interest expense						(2)	(7)
Other (expense) income, net					1,200
Total other (expense) income, net					1,200	(2)	(7)
Net (loss) income before income taxes					1,047	(192)	(225)
Provision for income taxes					120
Net (loss) income					$ 927	$ (192)	$ (225)

Variable Interest Entity - Schedule of Redeemable Noncontrolling Interest (Detail) - Variable Interest Entity, Primary Beneficiary - USD ($) $ in Thousands	12 Months Ended
	Dec. 29, 2019	Dec. 30, 2018
Variable Interest Entity [Line Items]
Beginning balance	$ 175
Ending balance	175	$ 175
Ovabrite, Inc \| Series 2017 Preferred Stock
Variable Interest Entity [Line Items]
Beginning balance	175	150
Issuance of noncontrolling interest	0	25
Ending balance	$ 175	$ 175

Fair Value - Schedule of Unobservable Inputs and Valuation of Contingent Consideration (Detail) - Level 3 $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 27, 2020 USD ($) USD_per_Dozen Dozen	Dec. 29, 2019 USD ($) USD_per_Dozen Dozen	Dec. 30, 2018 USD ($) USD_per_Dozen Dozen
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Dozens of eggs supplied \| Dozen	2,546,982	10,367,830	16,151,149
Royalty rate per dozen eggs \| USD_per_Dozen	0.07	0.07	0.07
Estimated royalty income \| $	$ 178	$ 726	$ 1,131
Discount interval (in years)	1 year 7 months 6 days	4 years	5 years

Fair Value - Rollforward of Aggregate Fair Value of Contingent Consideration (Detail) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018
Fair Value Disclosures [Abstract]
Balance	$ 213	$ 582	$ 652		$ 652	$ 991	$ 991	$ 1,393
Payment of contingent consideration	(51)	(42)	(47)				(409)	(494)
Change in fair value	(8)	327	23	$ (15)	342	$ (53)	70	92
Balance	$ 170	$ 213	$ 582		$ 170		$ 652	$ 991

Revenue Recognition - Summary of Net Revenue by Primary Product (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Disaggregation Of Revenue [Line Items]
Net revenue	$ 53,367	$ 34,082	$ 160,287	$ 99,312	$ 140,733	$ 106,713	$ 74,000
Eggs
Disaggregation Of Revenue [Line Items]
Net revenue	49,299	30,995	147,738	91,146	128,579	98,967	69,629
Butter
Disaggregation Of Revenue [Line Items]
Net revenue	$ 4,068	$ 3,087	$ 12,549	$ 8,166	$ 12,154	$ 7,746	$ 4,371

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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Accounts Receivable - Additional Information (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Receivables [Abstract]
Accounts receivable, net	$ 17,551			$ 16,108	$ 10,236
Allowance for doubtful accounts	$ 241	$ 154	$ 188	$ 304	$ 0	$ 23

Accounts Receivable - Summary of Changes in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Receivables [Abstract]
Allowance for doubtful accounts, Beginning balance	$ (154)	$ (188)	$ (304)	$ 0	$ (23)
Provisions Charged to Operating Results	152			(304)		$ (23)
Account Write-off and Recoveries	65	34	116		23
Allowance for doubtful accounts, Ending balance	$ (241)	$ (154)	$ (188)	$ (304)	$ 0	$ (23)

Inventories - Schedule of Inventory (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Inventory [Line Items]
Less: excess and obsolete inventory reserve		$ (189)	$ (199)
Inventories	$ 11,728	12,947	3,866
Eggs and Inventory in Transit
Inventory [Line Items]
Inventories		9,000	2,407
Inventories	6,205	8,811
Butter
Inventory [Line Items]
Inventories		646	323
Inventories	2,233	646
Packaging
Inventory [Line Items]
Inventories		1,949	636
Inventories	1,626	1,949
Ghee
Inventory [Line Items]
Inventories		792
Inventories	583	792
Other
Inventory [Line Items]
Inventories		749	$ 699
Inventories	832	$ 749
Egg Bites
Inventory [Line Items]
Inventories	$ 249

Inventories - Schedule of Changes in Excess and Obsolete Inventory Reserve (Detail) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Dec. 29, 2019	Dec. 30, 2018
Change In Accounting Estimate [Line Items]
Beginning balance			$ 189	$ 199
Ending balance				189	$ 199
Excess and Obsolete Inventory Reserve
Change In Accounting Estimate [Line Items]
Beginning balance	$ 354	$ 262	189	(199)	(262)
Provisions Charged to Operating Results	248	92	73	(189)	(200)
Account Write-off				199	263
Account Write-off	258
Ending balance	$ 344	$ 354	262	189	$ (199)
Excess and Obsolete Inventory Reserve \| Previously Reported [Member]
Change In Accounting Estimate [Line Items]
Beginning balance			$ (189)
Ending balance				$ (189)

Inventories - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Inventory Disclosure [Line Items]
Laying-hen costs amortized to cost of goods sold	$ 65	$ 132	$ 304	$ 410	$ 484	$ 676	$ 412
Accrued Liabilities
Inventory Disclosure [Line Items]
Costs and expenses					$ 1,649

Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 32,524	$ 25,818	$ 20,996
Less: Accumulated depreciation and amortization	(4,832)	(3,360)	(2,336)
Property, Plant and Equipment, net	27,692	22,458	18,660
Land
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	525	525	525
Buildings and Improvements
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	14,295	14,241	14,175
Vehicles
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	527	454	480
Machinery and Equipment
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	11,282	6,297	5,112
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	878	483	7
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	447	422	122
Construction in Progress
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 4,570	$ 3,396	$ 575

Goodwill - Additional Information (Detail) - USD ($)	12 Months Ended
Goodwill - Additional Information (Detail) - USD ($)	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Changes goodwill carrying value the year	$ 0	$ 0	$ 0

Accrued Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Accrued promotions		$ 1,887	$ 2,124
Accrued grower payments	$ 32	1,649
Accrued employee related costs	3,135	1,132	2,172
Accrued offering costs		385
Accrued distribution fees and freight	482	624	406
Accrued accounting and legal fees	585	86	214
Accrued commissions		212
Accrued freight			150
Accrued promotions and expired product chargebacks	2,089	2,038	145
Accrued marketing		675	126
Other	1,316	843	508
Property, plant and equipment		964
Accrued Liabilities	7,933	8,608	$ 5,845
Accrued marketing and commissions	$ 294	887
Pro Forma
Accrued promotions and expired product chargebacks		$ 151

Long-Term Debt - Additional Information (Detail) - USD ($)			1 Months Ended					3 Months Ended		9 Months Ended		12 Months Ended
	Feb. 28, 2020	Oct. 04, 2017	Jun. 30, 2020	Apr. 30, 2020	Oct. 31, 2017	Mar. 31, 2017	Oct. 31, 2015	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017	May 31, 2020	Feb. 29, 2020	Apr. 30, 2018	Apr. 29, 2018	Apr. 25, 2018	Apr. 13, 2018
Debt Instrument [Line Items]
Interest expense								$ 110,000	$ 85,000	$ 365,000	$ 250,000	$ 349,000	$ 424,000	$ 524,000
Amortization of debt issuance costs								8,000	$ 10,000	21,000	$ 30,000	9,000	71,000	40,000
Repayments of long-term debt												671,000	671,000	4,890,000
Proceeds from Paycheck Protection Program loan										2,593,000
Repayment of Paycheck Protection Program loan										2,593,000
Senior Subordinated Notes [Member]
Debt Instrument [Line Items]
Subordinated debt						$ 4,000,000
Subordinated borrowing, interest rate		14.00%				14.00%
Debt instrument maturity date						Dec. 31, 2018
Debt conversion, description		The Subordinated Debt agreement required interest only payments semi-annually, on September 1 and March 1 of each calendar year, beginning on March 1, 2018 through the Maturity Date when all unpaid principal and interest became due and payable.
Repayments of subordinated Debt					$ 4,000,000
Credit Facility
Debt Instrument [Line Items]
Amortization of debt issuance costs														219,000
Repayments of long-term debt												671,000	$ 671,000	$ 112,000
PNC Bank, National Association \| Revolving Line of Credit
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity		$ 10,000,000					$ 4,000,000,000
PNC Bank, National Association \| Revolving Line of Credit \| Third Amendment [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity												$ 10,000,000
Line of credit facility interest rate at period end												5.75%
PNC Bank, National Association \| Term Loan
Debt Instrument [Line Items]
Debt instrument face amount		4,700,000
PNC Bank, National Association \| Term Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument maturity date												Oct. 04, 2022
Debt instrument payment terms												Borrowings under the term loan are repayable in monthly installments of principal and interest, followed by a balloon payment of all unpaid principal and accrued and unpaid interest due on October 4, 2022.
Debt instrument, interest rate												4.64%	6.33%	4.15%
PNC Bank, National Association \| Equipment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity		$ 1,500,000
PNC Bank, National Association \| Equipment Loan \| First Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity												$ 750,000							$ 750,000	$ 1,500,000
PNC Bank, National Association \| Equipment Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument maturity date												Oct. 04, 2022
Line of credit facility interest rate at period end												4.44%
Debt instrument frequency of periodic payment												36 monthly
PNC Bank, National Association \| Credit Facility
Debt Instrument [Line Items]
Debt instrument maturity date												Oct. 04, 2022
Line of credit facility covenant terms												The Credit Facility also contains other customary covenants, representations and events of default.
Line of credit facility covenant compliance												As of December 29, 2019, the Company was in compliance with all covenants under the Credit Facility.
PNC Bank, National Association \| LIBOR \| Revolving Line of Credit \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												2.00%
PNC Bank, National Association \| LIBOR \| Term Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												2.75%
Debt instrument basis points												0.50%
PNC Bank, National Association \| LIBOR \| Equipment Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												2.75%
PNC Bank, National Association \| Federal Funds Open Rate \| Term Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												1.75%
Debt instrument basis points												1.00%
PNC Bank, National Association \| Alternate Base Rate \| Revolving Line of Credit \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												1.00%
PNC Bank, National Association \| Alternate Base Rate \| Equipment Loan \| Third Amendment [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate												1.75%
PNC Bank, National Association \| One Month LIBOR Plus \| Revolving Line of Credit
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate							1.90%
Outstanding borrowings under facility														$ 0
PNC Bank, National Association \| Revolving Line of Credit
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity					10,000,000
PNC Bank, National Association \| Revolving Line of Credit \| Fifth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity															$ 15,000,000
PNC Bank, National Association \| Revolving Line of Credit \| Sixth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity								$ 15,000,000		$ 15,000,000
Line of credit facility interest rate at period end												5.75%
PNC Bank, National Association \| Term Loan
Debt Instrument [Line Items]
Debt instrument face amount					4,700,000
PNC Bank, National Association \| Term Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument maturity date										Jul. 31, 2027
Debt instrument payment terms										Borrowings under the amended and restated Term Loan are repayable in monthly installments of principal and interest, followed by a balloon payment of all unpaid principal and accrued and unpaid interest due in July 2027.
Debt instrument, interest rate								3.44%		3.44%		4.64%
Line of credit facility additional borrowing capacity			$ 5,000,000
Proceeds from issuance of secured debt			7,910,000
PNC Bank, National Association \| Equipment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity					$ 1,500,000
PNC Bank, National Association \| Equipment Loan \| First Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity																	$ 750,000	$ 1,500,000
PNC Bank, National Association \| Equipment Loan \| Fourth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity																$ 3,000,000
Debt instrument borrowing period	2019-10									2021-10
PNC Bank, National Association \| Equipment Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity								$ 3,000,000		$ 3,000,000
Debt instrument maturity date										Oct. 31, 2022
Line of credit facility interest rate at period end												4.44%
Debt instrument frequency of periodic payment										36 monthly
PNC Bank, National Association \| Credit Facility
Debt Instrument [Line Items]
Debt instrument maturity date										Oct. 31, 2022
Line of credit facility covenant terms										The Credit Facility is secured by all of the Company’s assets and requires the Company to maintain two financial covenants: a fixed charge coverage ratio and a leverage ratio. The Credit Facility also contains various covenants relating to limitations on indebtedness, dividends, investments and acquisitions, mergers, consolidations, the sale of properties and liens and capital expenditures. In addition, the Credit Facility imposes limitations on the Company’s ability to pay dividends or distributions on any equity interest, declare any stock splits or reclassifications of its stock, or apply any of its funds, property or assets to purchase, redeem or retire any of its equity interests or to purchase, redeem or retire any of its options to purchase any of its equity interests.
Line of credit facility covenant compliance										As of September 27, 2020, the Company was in compliance with all covenants under the Credit Facility.
PNC Bank, National Association \| Credit Facility \| Fourth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity																$ 17,700,000
PNC Bank, National Association \| Credit Facility \| Fifth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity															$ 22,700,000
PNC Bank, National Association \| Credit Facility \| Sixth Amendment Loan
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity			$ 25,910,000
PNC Bank, National Association \| LIBOR \| Revolving Line of Credit \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										2.25%
PNC Bank, National Association \| LIBOR \| Term Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										3.25%
Debt instrument basis points										1.00%
PNC Bank, National Association \| LIBOR \| Equipment Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										3.00%
PNC Bank, National Association \| Federal Funds Open Rate \| Term Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										2.25%
Debt instrument basis points										0.50%
PNC Bank, National Association \| Alternate Base Rate \| Revolving Line of Credit \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										1.25%
PNC Bank, National Association \| Alternate Base Rate \| Equipment Loan \| Sixth Amendment Loan
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate										2.00%
CARES Act
Debt Instrument [Line Items]
Proceeds from Paycheck Protection Program loan				$ 2,593,000
Number of times of average monthly payroll expense as loan amount										2.5 times
Repayment of Paycheck Protection Program loan				$ 2,593,000

Long-Term Debt - Summary of Future Principal Payments for Long-Term Debt (Detail) $ in Thousands	Dec. 29, 2019 USD ($)
Debt Disclosure [Abstract]
2020	$ 2,160
2021	867
2022	2,097
Total	$ 5,124

Lease Obligation - Summary of Leased Property under Capital Leases Included in Property, Plant and Equipment (Detail) - Equipment - USD ($) $ in Thousands	Dec. 29, 2019	Dec. 30, 2018
Capital Leased Assets [Line Items]
Equipment	$ 2,211	$ 2,211
Less: accumulated depreciation	(706)	(390)
Equipment, net	$ 1,505	$ 1,821

Lease Obligation - Schedule of Future Minimum Lease Payments under Capital Leases (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
2020		$ 498
2021		498
2022		334
Total minimum payments		1,330
Less amount representing interest at 5%		84
Present value of minimum lease payments		1,246
Less: Lease obligation, current	$ 465	449	$ 539
Lease obligation, net of current portion	$ 447	$ 797	$ 1,135

Redeemable Convertible Preferred Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		12 Months Ended		52 Months Ended
	Aug. 28, 2020	Apr. 30, 2017	Dec. 29, 2019	Dec. 30, 2018	Dec. 29, 2020	Sep. 27, 2020	Aug. 31, 2020
Class of Stock [Line Items]
Preferred stock, authorized to issue			8,192,876	8,192,876		0
Redeemable convertible preferred stock (Series B, Series C and Series D), par value			$ 0.0001	$ 0.0001		$ 0.0001
Payments of stock issuance costs			$ 903
Preferred stock convertible into common stock conversion ratio			100.00%
Preferred stock, redemption terms					The holders of the Company's Preferred Stock have no voluntary rights to redeem shares. A liquidation, dissolution or winding up of the Company would constitute a redemption event, which may be outside of the Company's control.
Preferred stock, voluntary rights to redeem shares					No
Preferred Stock, Shares Issued			5,702,034	5,702,034
Percentage of preferred shares hold			80.00%	80.00%
Shares issued upon conversion of preferred stock				8,192,876
Preferred stock, shares outstanding	0
Minimum [Member]
Class of Stock [Line Items]
Percentage of vote or written consent of holders of outstanding shares of preferred stock for conversion			66.66%
Series D Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue		3,000,392	3,000,392
Redeemable convertible preferred stock (Series B, Series C and Series D), par value		$ 3.7013
Gross proceeds from issuance of preferred shares		$ 11,105
Payments of stock issuance costs		$ 85
Series D Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue				3,000,392
Liquidation preference, per share			$ 6.48
Shares issued upon conversion of preferred stock				3,000,392
Series B Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue				2,728,018
Liquidation preference, per share			3.30
Shares issued upon conversion of preferred stock				2,728,018
Series C Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue				2,464,466
Liquidation preference, per share			$ 4.87
Shares issued upon conversion of preferred stock				2,464,466
Series B Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue			2,728,018
Series C Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock, authorized to issue			2,464,466
IPO
Class of Stock [Line Items]
Preferred stock convertible into common stock conversion ratio	100.00%
Shares issued upon conversion of preferred stock	8,192,876						8,192,876
Preferred stock, shares outstanding							0

Redeemable Convertible Preferred Stock - Summary of Preferred Stock (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Class of Stock [Line Items]
Redeemable convertible preferred stock (Series B, Series C and Series D), shares authorized	0	8,192,876	8,192,876
Redeemable convertible preferred stock (Series B, Series C and Series D), shares issued	0	8,192,876	8,192,876
Redeemable convertible preferred stock (Series B, Series C and Series D), shares outstanding	0	8,192,876	8,192,876
Carrying Value		$ 23,036	$ 23,036
Redeemable convertible preferred stock (Series B, Series C and Series D), aggregate liquidation preference	$ 0	$ 40,436	$ 40,436
Shares issued upon conversion of preferred stock			8,192,876
Series B Preferred Stock
Class of Stock [Line Items]
Redeemable convertible preferred stock (Series B, Series C and Series D), shares authorized			2,728,018
Redeemable convertible preferred stock (Series B, Series C and Series D), shares issued			2,728,018
Redeemable convertible preferred stock (Series B, Series C and Series D), shares outstanding			2,728,018
Carrying Value			$ 4,377
Redeemable convertible preferred stock (Series B, Series C and Series D), aggregate liquidation preference			$ 9,005
Shares issued upon conversion of preferred stock			2,728,018
Series C Preferred Stock
Class of Stock [Line Items]
Redeemable convertible preferred stock (Series B, Series C and Series D), shares authorized			2,464,466
Redeemable convertible preferred stock (Series B, Series C and Series D), shares issued			2,464,466
Redeemable convertible preferred stock (Series B, Series C and Series D), shares outstanding			2,464,466
Carrying Value			$ 7,639
Redeemable convertible preferred stock (Series B, Series C and Series D), aggregate liquidation preference			$ 12,002
Shares issued upon conversion of preferred stock			2,464,466
Series D Preferred Stock
Class of Stock [Line Items]
Redeemable convertible preferred stock (Series B, Series C and Series D), shares authorized			3,000,392
Redeemable convertible preferred stock (Series B, Series C and Series D), shares issued			3,000,392
Redeemable convertible preferred stock (Series B, Series C and Series D), shares outstanding			3,000,392
Carrying Value			$ 11,020
Redeemable convertible preferred stock (Series B, Series C and Series D), aggregate liquidation preference			$ 19,429
Shares issued upon conversion of preferred stock			3,000,392

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Jul. 31, 2020	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for issuance		13,487,706		13,487,706		14,042,819	11,713,709
Number of common stock granted				873,867		2,519,709
Stock-based compensation expense		$ 737	$ 290	$ 1,481	$ 576
Aggregate intrinsic value of stock options exercised						$ 2,046	$ 6	$ 53
Weighted-average grant-date fair value per share						$ 2.57	$ 1.11	$ 1.38
Total unrecognized compensation expense related to unvested stock options		11,037		$ 11,037		$ 6,892
Weighted-average period of unvested stock options				2 years 1 month 6 days		2 years 2 months 12 days
Fair value of shares vested		$ 984		$ 1,442
Exercise price of stock options granted				$ 21.47		$ 5.49
Employee and Director [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of common stock granted						2,519,709	886,655	167,280
Stock-based compensation expense						$ 902	$ 424	$ 320
Non-employee Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of common stock granted						0	0	0
Stock-based compensation expense						$ 127	$ 176	$ 175
Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense						$ 1,029	$ 600	$ 495
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for future grants		7,729,892		7,729,892		240,079	64,954
Shares Available for Grant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for issuance							64,954
Option Plan expiring period						10 years
Option Plan vesting period						5 years
Remaining option vesting period						48 months
Percentage of option vesting period						20.00%
Shares Available for Grant \| Director [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for issuance						5,653,143
2020 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation award, description				Initially, the maximum number of the Company’s common stock that may be issued under the 2020 Incentive Plan is 8,595,871 shares, which is the sum of (i) 3,000,000 new shares, plus (ii) the number of shares available for the grant of new awards under the 2013 Incentive Plan at July 30, 2020, plus (iii) the number of shares subject to outstanding stock awards granted under the 2013 Incentive Plan and that, following the July 30, 2020, terminate, expire or are otherwise forfeited, reacquired or withheld. The 2020 Incentive Plan provides that the number of shares reserved and available for issuance under the 2020 Incentive Plan will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to 4% of the outstanding number of shares of common stock on the immediately preceding December 31 or such lesser number of shares as determined by the Company’s board of directors.
2020 Equity Incentive Plan \| Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares issuable	8,595,871
Number of new shares issued	3,000,000
Percentage of outstanding common stock	4.00%
2020 Equity Incentive Plan \| Common Stock \| Executive Officers and Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of common stock granted	820,979
Exercise price of stock options granted	$ 22.00
2020 Equity Incentive Plan \| Shares Available for Grant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares reserved for issuance		7,729,892		7,729,892
2020 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation award, description				The 2020 ESPP authorizes the initial issuance of up to 900,000 shares of the Company’s common stock to eligible employees of the Company or, as designated by the Company’s board of directors, employees of a related company. The 2020 ESPP provides that the number of shares reserved and available for issuance under the 2020 ESPP will automatically increase each January 1, beginning on January 1, 2021 and ending on (and including) January 1, 2030, by an amount equal to the lesser of (i) 1% of the outstanding number of shares of common stock on the immediately preceding December 31 and (ii) 900,000, or such lesser number of shares as determined by the Company’s board of directors. The Company’s board of directors may from time to time grant or provide for the grant to eligible employees of options to purchase common stock under the 2020 ESPP during a specific offering period.
2020 Employee Stock Purchase Plan \| Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares issuable	900,000
Percentage of outstanding common stock	1.00%

Stock-Based Compensation - Summary of Assumptions Used in Black-Scholes Option-Pricing Model to Determine the Grant-Date Fair Value of Stock Options Granted (Detail)	12 Months Ended
	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Expected term in years	6 years 6 months	6 years 6 months	6 years 6 months
Expected stock price volatility	40.00%	24.00%	37.00%
Risk-free interest rate	1.58%	2.76%	2.09%
Expected dividend yield	0.00%	0.00%	0.00%

Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of Options, Beginning balance	5,413,064	3,259,079
Stock options granted to purchase common stock	873,867	2,519,709
Number of Options, Exercised	(57,280)	(152,908)
Number of Options, Cancelled	(516,837)	(212,816)
Number of Options, Ending balance	5,712,814	5,413,064	3,259,079
Number of Options, Options exercisable	2,634,469	2,346,733
Number of Options, Options vested and expected to vest	5,712,814	5,413,064
Weighted-Average Exercise Price, Beginning balance	$ 3.73	$ 2.24
Weighted-Average Exercise Price, Options Granted	21.47	5.49
Weighted-Average Exercise Price, Options Exercised	2.99	1.45
Weighted-Average Exercise Price, Options Cancelled	3.76	3.43
Weighted-Average Exercise Price, Ending balance	6.32	3.73	$ 2.24
Weighted-Average Exercise Price, Options exercisable	2.54	1.96
Weighted-Average Exercise Price, Options vested and expected to vest	$ 6.32	$ 3.73
Weighted Average Remaining Contractual Life (Years), Granted		9 years 7 months 6 days
Weighted Average Remaining Contractual Life (Years), Balance	6 years 10 months 24 days	7 years 3 months 18 days	6 years 4 months 24 days
Weighted Average Remaining Contractual Life (Years), Options exercisable	5 years	4 years 9 months 18 days
Weighted Average Remaining Contractual Life (Years), Options vested and expected to vest	6 years 10 months 24 days	7 years 3 months 18 days
Aggregate Intrinsic Value, Granted		$ 22,522
Aggregate Intrinsic Value	$ 188,801	60,059	$ 4,683
Aggregate Intrinsic Value, Options exercisable	97,029	30,189
Aggregate Intrinsic Value, Options vested and expected to vest	188,801	$ 60,059
Aggregate Intrinsic Value, Exercised	$ 2,084

Income Taxes - Schedule of Provision for Income Taxes (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Current:
Federal					$ 867		$ 27
State					187	$ 3	6
Deferred:
Federal					(88)	794
State					140	(74)
Provision for income taxes	$ 620	$ 323	$ 4,300	$ 2,839	$ 1,106	$ 723	$ 33

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

Income Taxes - Summary of Federal Statutory Income Tax Provision to Effective Income Tax Provision (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Provision (benefit) at statutory rate at 21%					$ 929	$ 1,334	$ (718)
State income taxes					258	182	4
Non-deductible costs					604	129	132
Charitable deduction					(629)
Change in deferred tax asset valuation allowance					23	(655)	622
Other					(79)	(267)	(7)
Provision for income taxes	$ 620	$ 323	$ 4,300	$ 2,839	$ 1,106	$ 723	$ 33

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

Income Taxes - Summary of Federal Statutory Income Tax Provision to Effective Income Tax Provision (Parenthetical) (Detail)	9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Federal income tax statutory rate	21.00%	21.00%	21.00%	21.00%	21.00%

Income Taxes - Summary of Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Deferred tax assets:
Accrued expenses	$ 688	$ 844
Inventory reserve	110	108
Net operating loss carryforwards	31	230
Charitable contributions	760
Other	378	105
Total deferred tax assets	1,967	1,287
Less: Valuation allowance	(138)	(115)	$ (770)
Net deferred tax assets	1,829	1,172
Deferred tax liabilities:
Prepaid expenses	361	92
Property and equipment	2,223	1,783
Total deferred tax liabilities	2,584	1,875
Net deferred tax liabilities	$ 755	$ 703

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Income Tax Disclosure [Line Items]
Increase in total valuation allowance					$ 23
State net operating loss carryforwards expiration year					2021
Effective tax rate	27.00%	28.00%	31.00%	27.00%
Federal income tax statutory rate			21.00%	21.00%	21.00%	21.00%	21.00%
State and Local Jurisdiction
Income Tax Disclosure [Line Items]
Net operating loss carryforwards					$ 560

Income Taxes - Summary of Deferred Tax Asset Valuation Allowance (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 29, 2019	Dec. 30, 2018
Income Tax Disclosure [Abstract]
Valuation allowance as of beginning of year	$ 115	$ 770
Increases recorded to income tax provision	23	40
Decreases recorded as a benefit to income tax provision		(695)
Valuation allowance as of end of year	$ 138	$ 115

Income Taxes - Summary of Changes in Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 29, 2019	Dec. 30, 2018
Income Tax Disclosure [Abstract]
Gross tax contingencies as of beginning of year	$ 314	$ 201
Increase in gross tax contingencies		113
Decrease in gross tax contingencies	(42)
Gross tax contingencies as of end of year	$ 272	$ 314

Net (Loss) Income Per Share and Pro Forma Net Income Per Share - Schedule of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Sep. 29, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Numerator:
Net (loss) income	$ 1,662			$ 823			$ 9,531	$ 7,636	$ 3,312	$ 5,629	$ (2,145)
Less: Net (loss) income attributable to noncontrolling interests	(15)	$ (28)	$ (11)	(6)	$ (11)	$ 967	(54)	950	927	(168)	(225)
Net (loss) income attributable to Vital Farms, Inc. common stockholders' - basic and diluted	$ 1,677	$ 5,964	$ 1,945	$ 829	$ 2,799	$ 3,058	$ 9,585	$ 6,686	$ 2,385	$ 5,797	$ (1,920)
Weighted average common shares outstanding:
Weighted average common shares outstanding - basic	34,044,994			25,929,923			28,664,914	26,197,567	25,897,223	25,809,665	25,795,865
Weighted average effect of potentially dilutive securities:
Effect of potentially dilutive stock options	5,066,024			3,171,785			4,482,401	2,405,387	1,826,084	1,135,883
Effect of potentially dilutive common stock warrants				177,822			128,587	163,677	154,832	120,170
Effect of potentially dilutive redeemable convertible preferred stock				8,192,876				8,192,876	8,192,876	8,192,876
Weighted average common shares outstanding - diluted	39,111,018			37,472,406			33,275,902	36,959,507	36,071,015	35,258,594	25,795,865
Net (loss) income per share attributable to Vital Farms, Inc. common stockholders
Basic:	$ 0.05			$ 0.03			$ 0.33	$ 0.26	$ 0.09	$ 0.22	$ (0.07)
Diluted:	$ 0.04			$ 0.02			$ 0.29	$ 0.18	$ 0.07	$ 0.16	$ (0.07)

Net (Loss) Income Per Share and Pro Forma Net Income Per Share - Schedule of Potentially Dilutive Shares Excluded From Computation of Diluted Net Income Per Share (Detail) - shares	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of dilutive net income per share attributable to Vital Farms Common Inc.	45,000	0	881,969	0	2,538,103	494,452	10,918,556
Options to Purchase Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of dilutive net income per share attributable to Vital Farms Common Inc.					2,538,103	494,452	2,528,880
Warrants to Purchase Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of dilutive net income per share attributable to Vital Farms Common Inc.							196,800
Redeemable Convertible Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of dilutive net income per share attributable to Vital Farms Common Inc.							8,192,876

Net (Loss) Income Per Share and Pro Forma Net Income Per Share - Schedule of Proforma Basic And Diluted Net income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Sep. 29, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Numerator:
Net income attributable to Vital Farms, Inc. common stockholders - basic and diluted	$ 1,677	$ 5,964	$ 1,945	$ 829	$ 2,799	$ 3,058	$ 9,585	$ 6,686	$ 2,385	$ 5,797	$ (1,920)
Unaudited pro forma net income attributable to Vital Farms, Inc. common stockholders- basic and diluted									$ 2,385
Weighted average common shares outstanding:
Weighted average common shares outstanding- basic	34,044,994			25,929,923			28,664,914	26,197,567	25,897,223	25,809,665	25,795,865
Pro forma adjustment to reflect automatic conversion of redeemable convertible preferred stock as converted to common stock									8,192,876
Unaudited pro forma weighted average common shares outstanding - basic									34,090,099
Add: Weighted-average effect of potentially dilutive securities:
Effect of potentially dilutive stock options	5,066,024			3,171,785			4,482,401	2,405,387	1,826,084	1,135,883
Effect of potentially dilutive common stock warrants				177,822			128,587	163,677	154,832	120,170
Unaudited pro forma weighted average common shares outstanding - diluted									36,071,015
Basic									$ 0.07
Diluted									$ 0.07

Commitments and Contingencies - Additional Information (Detail) $ in Thousands	1 Months Ended				3 Months Ended		9 Months Ended		12 Months Ended
	Jan. 31, 2019 USD ($)	Jan. 31, 2019 USD ($)	Aug. 31, 2018 USD ($) ft²	Jan. 31, 2018 USD ($) ft²	Sep. 27, 2020 USD ($) ft²	Sep. 29, 2019 USD ($)	Sep. 27, 2020 USD ($) ft²	Sep. 29, 2019 USD ($)	Dec. 29, 2019 USD ($) ft²	Dec. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)
Commitments And Contingencies [Line Items]
Rent expense					$ 109	$ 93	$ 331	$ 255	$ 358	$ 359	$ 160
Long-term supply contracts costs					$ 22,341	$ 13,770	$ 41,527	$ 36,810	$ 54,380	41,728	$ 31,194
Other Income
Commitments And Contingencies [Line Items]
Gain on lawsuit settlement	$ 1,200	$ 1,200
Selling, General and Administrative Expenses
Commitments And Contingencies [Line Items]
Gain on lawsuit settlement										1,000
Settlement cost										$ 271
Austin, Texas
Commitments And Contingencies [Line Items]
Area of office space leased \| ft²			7,120		9,082		9,082		9,082
Lease expiration period			2026-04				2026-04		2026-04
Lease options to extend period			5 years				5 years		5 years
Base rent charges			$ 17				$ 19		$ 19
Webb City, Missouri
Commitments And Contingencies [Line Items]
Area of office space leased \| ft²				3,000	5,000		5,000
Base rent charges				$ 33			$ 55
Operating lease expiration date				Dec. 31, 2020			Dec. 31, 2021
Springfield, Missouri
Commitments And Contingencies [Line Items]
Area of office space leased \| ft²					3,750		3,750
Base rent charges							$ 85
Operating lease expiration date							Sep. 30, 2023

Commitments and Contingencies - Summary of Future Minimum Lease Payments Under Noncancelable Operating Leases (Detail) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019
Commitments and Contingencies Disclosure [Abstract]
2020 (remaining twenty-six weeks)	$ 494
2020		$ 1,012
2021	1,989	302
2022	1,362	311
2023	1,121	320
2024	329	329
Thereafter	454	451
Total	$ 5,749	$ 2,725

Related Party Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended			2 Months Ended		3 Months Ended				9 Months Ended		12 Months Ended
	Jun. 09, 2020	Aug. 31, 2020	Nov. 30, 2019	Feb. 28, 2019	May 31, 2019	Apr. 30, 2019	Sep. 27, 2020	Sep. 29, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Related Party Transaction [Line Items]
Interest income receivable													$ 31
Repayment of notes receivable provided to related parties		$ 800									$ 846		3,200
Interest income with promissory notes							$ 10	$ 45			24	$ 140	146
Shares purchase price per share					$ 5.0087	$ 5.0087
Number of common stock issued and sold during the period									$ 7,094	$ 7,003			14,097
Number of common stock shares repurchase during the period					2,852,770	2,852,770
Proceed from repurchase of common stock					$ 14,289	$ 14,289						14,289	14,289
Proceeds from exercise of warrant											282
Manna Tree Partners
Related Party Transaction [Line Items]
Number of common stock shares issued and sold during the period						2,815,012
Shares purchase price per share						$ 5.3286
Number of common stock issued and sold during the period						$ 15,000
Sandpebble Builders Preconstruction, Inc
Related Party Transaction [Line Items]
Paid to related party							$ 178	$ 110			$ 541	$ 347	556	$ 211	$ 1,200
Note Receivable \| Founder and Former Board of Directors
Related Party Transaction [Line Items]
Promissory notes issued				$ 4,000
Promissory maturity date				Aug. 07, 2022
Repayment of notes receivable provided to related parties			$ 3,200										$ 3,200
LIBOR \| Note Receivable \| Founder and Former Board of Directors
Related Party Transaction [Line Items]
Promissory notes interest rate				2.00%
Guarantor
Related Party Transaction [Line Items]
Warrants issued to purchase of common stock shares	196,800												196,800
Warrant exercise price per share	$ 1.43												$ 1.43
Proceeds from exercise of warrant	$ 282

401(K) Savings Plan - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
401(k) Saving Plan
Defined Benefit Plan Disclosure [Line Items]
Contributions made by the company	$ 246	$ 245	$ 47

Amount of contribution received by defined benefit plan from employer which increases plan assets.

Subsequent Events - Additional Information (Detail) - USD ($)		1 Months Ended	9 Months Ended	12 Months Ended
	Jul. 22, 2020	Feb. 29, 2020	Sep. 27, 2020	Dec. 29, 2019	Oct. 31, 2020	Oct. 31, 2017	Oct. 04, 2017
Subsequent Event [Line Items]
Forward stock split			2.46-for-1
PNC Bank, National Association \| Credit Facility
Subsequent Event [Line Items]
Debt instrument maturity date				Oct. 04, 2022
PNC Bank, National Association \| Equipment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity							$ 1,500,000
PNC Bank \| Credit Facility
Subsequent Event [Line Items]
Debt instrument maturity date			Oct. 31, 2022
PNC Bank \| Credit Facility \| Fourth Amendment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity		$ 17,700,000
PNC Bank \| Equipment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity						$ 1,500,000
PNC Bank \| Equipment Loan \| Fourth Amendment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity		3,000,000
Subsequent Event
Subsequent Event [Line Items]
Forward stock split	2.46-for-1
Subsequent Event \| PNC Bank, National Association \| Credit Facility \| Fourth Amendment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity		17,700,000
Subsequent Event \| PNC Bank, National Association \| Equipment Loan \| Fourth Amendment Loan
Subsequent Event [Line Items]
Line of credit facility maximum borrowing capacity		$ 3,000,000
Debt instrument maturity date		Oct. 04, 2021
Subsequent Event \| PNC Bank
Subsequent Event [Line Items]
Investment account					$ 70,000,000

Nature of the Business and Basis of Presentation - Additional Information (Details)		1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Jul. 22, 2020	Aug. 31, 2020 USD ($) $ / shares shares	Sep. 27, 2020 USD ($) shares	Sep. 29, 2019 USD ($)	Sep. 27, 2020 USD ($) shares	Sep. 29, 2019 USD ($)	Dec. 29, 2019 USD ($) shares	Dec. 30, 2018 USD ($) shares	Dec. 31, 2017 USD ($)	Aug. 28, 2020 shares	May 31, 2019 $ / shares	Apr. 30, 2019 $ / shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Forward stock split					2.46-for-1
Forward stock split conversion ratio	2.46
Share price \| $ / shares											$ 5.0087	$ 5.0087
Common stock, shares issued			39,432,161		39,432,161		31,429,898	28,461,978
Shares issued upon conversion of preferred stock								8,192,876
Preferred stock, shares outstanding										0
Net (loss) income \| $			$ 1,662,000	$ 823,000	$ 9,531,000	$ 7,636,000	$ 3,312,000	$ 5,629,000	$ (2,145,000)
Retained earnings \| $			14,825,000		14,825,000		5,239,000	2,854,000
Expected cash and cash equivalents \| $			$ 112,619,000		$ 112,619,000		$ 1,274,000	$ 11,815,000
IPO
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued		10,699,573
Share price \| $ / shares		$ 22.00
Common stock, shares issued		5,040,323
Additional common stock shares issued		5,659,250
Gross proceeds from sale of common stock \| $		$ 110,887
Shares issued upon conversion of preferred stock		8,192,876								8,192,876
Preferred stock, shares outstanding		0
IPO \| Maximum
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Additional common stock shares issued		1,395,596

Fair Value - Summary of Financial Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 27, 2020	Dec. 29, 2019	Dec. 30, 2018
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Contingent consideration, current	$ 138	$ 270	$ 390
Contingent consideration, non-current	32	382	601
Recurring
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Contingent consideration, current	138	270	390
Contingent consideration, non-current	32	382	601
Total	170	652	991
Recurring \| Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Contingent consideration, current	138	270	390
Contingent consideration, non-current	32	382	601
Total	$ 170	$ 652	$ 991

Fair Value - Additional Information (Details) - USD ($)	3 Months Ended				9 Months Ended		12 Months Ended
Fair Value - Additional Information (Details) - USD ($)	Sep. 27, 2020	Jun. 28, 2020	Mar. 29, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018
Fair Value Disclosures [Abstract]
Fair value, liabilities, level 1 to level 2 transfers	$ 0			$ 0	$ 0	$ 0	$ 0	$ 0
Fair value, liabilities, level 2 to level 1 transfers	0			0	0	0	0	0
Fair value, liabilities, transfers into level 3	0			0	0	0	0	0
Fair value, liabilities, transfers out of level 3	0			0	0	0	0	0
Unrealized (gain) loss on fair value of contingent consideration	$ 8,000	$ (327,000)	$ (23,000)	$ 15,000	$ (342,000)	$ 53,000	$ (70,000)	$ (92,000)

Revenue Recognition - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 27, 2020	Sep. 29, 2019	Sep. 27, 2020	Sep. 29, 2019	Dec. 29, 2019	Dec. 30, 2018	Dec. 31, 2017
Disaggregation Of Revenue [Line Items]
Net revenue	$ 53,367	$ 34,082	$ 160,287	$ 99,312	$ 140,733	$ 106,713	$ 74,000
Revenue resulting from reduction of sales promotion incentive related to prior year sales			624
Pasture-raised Shell Eggs
Disaggregation Of Revenue [Line Items]
Net revenue	47,820	30,059	143,397	89,264	126,185	98,269	69,629
Liquid Whole Eggs
Disaggregation Of Revenue [Line Items]
Net revenue	636	198	2,814	374	239	0	0
Pasture-raised Hard Boiled Eggs
Disaggregation Of Revenue [Line Items]
Net revenue	386	738	1,070	1,508	2,155	698	0
Egg Bites
Disaggregation Of Revenue [Line Items]
Net revenue	457	0	457	0
Pasture-raised Butter
Disaggregation Of Revenue [Line Items]
Net revenue	3,653	2,717	11,589	7,697	11,508	7,746	4,371
Ghee
Disaggregation Of Revenue [Line Items]
Net revenue	$ 415	$ 370	$ 960	$ 469	$ 646	$ 0	$ 0