Document and Entity Information
Document and Entity Information - shares | 4 Months Ended | |
Apr. 21, 2018 | May 11, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 21, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | FLO | |
Entity Registrant Name | FLOWERS FOODS INC | |
Entity Central Index Key | 1,128,928 | |
Current Fiscal Year End Date | --12-29 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 210,813,687 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 34,216 | $ 5,129 |
Accounts and notes receivable, net of allowances of $3,669 and $3,154, respectively | 292,840 | 280,050 |
Inventories, net: | ||
Raw materials | 43,181 | 41,710 |
Packaging materials | 21,200 | 19,638 |
Finished goods | 46,916 | 49,697 |
Inventories, net | 111,297 | 111,045 |
Spare parts and supplies | 62,298 | 61,330 |
Other | 32,569 | 49,637 |
Total current assets | 533,220 | 507,191 |
Property, plant and equipment, net: | ||
Property, plant and equipment, gross | 1,929,108 | 1,906,979 |
Less: accumulated depreciation | (1,207,465) | (1,174,953) |
Property, plant and equipment, net | 721,643 | 732,026 |
Notes receivable from independent distributor partners | 199,876 | 187,737 |
Assets held for sale | 8,184 | 15,323 |
Other assets | 8,082 | 10,228 |
Goodwill | 464,777 | 464,777 |
Other intangible assets, net | 734,475 | 742,442 |
Total assets | 2,670,257 | 2,659,724 |
Current liabilities: | ||
Current maturities of long-term debt and capital lease obligations | 11,806 | 12,095 |
Accounts payable | 209,639 | 181,388 |
Other accrued liabilities | 152,359 | 200,468 |
Total current liabilities | 373,804 | 393,951 |
Long-term debt: | ||
Total long-term debt and capital lease obligations | 818,141 | 820,141 |
Other liabilities: | ||
Postretirement/post-employment obligations | 36,206 | 60,107 |
Deferred taxes | 96,259 | 82,976 |
Other long-term liabilities | 54,316 | 51,872 |
Total other long-term liabilities | 186,781 | 194,955 |
Commitments and Contingencies | ||
Stockholders’ equity: | ||
Common stock — $.01 stated par value and $.001 current par value, 500,000,000 authorized shares and 228,729,585 shares and 228,729,585 shares issued, respectively | 199 | 199 |
Treasury stock — 17,915,898 shares and 18,203,381 shares, respectively | (232,707) | (235,493) |
Capital in excess of par value | 649,763 | 650,872 |
Retained earnings | 953,469 | 919,658 |
Accumulated other comprehensive loss | (79,193) | (84,559) |
Total stockholders’ equity | 1,291,531 | 1,250,677 |
Total liabilities and stockholders’ equity | 2,670,257 | 2,659,724 |
Series A Preferred Stock | ||
Stockholders’ equity: | ||
Preferred Stock, value | ||
Series B Preferred Stock | ||
Stockholders’ equity: | ||
Preferred Stock, value |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Accounts and notes receivable, allowances | $ 3,669 | $ 3,154 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, current par value | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 500,000,000 | 500,000,000 |
Common stock, shares issued | 228,729,585 | 228,729,585 |
Treasury stock, shares | 17,915,898 | 18,203,381 |
Series A Preferred Stock | ||
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 200,000 | 200,000 |
Preferred stock, shares issued | 0 | 0 |
Series B Preferred Stock | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 800,000 | 800,000 |
Preferred stock, shares issued | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Income Statement [Abstract] | ||
Sales | $ 1,206,453 | $ 1,187,649 |
Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately below) | 625,122 | 608,068 |
Selling, distribution and administrative expenses | 454,463 | 463,066 |
Depreciation and amortization | 44,189 | 47,188 |
Impairment of assets | 2,483 | |
Multi-employer pension plan withdrawal costs | 2,322 | |
Restructuring charges | 1,259 | |
Gain on divestiture | (28,875) | |
Income from operations | 76,615 | 98,202 |
Interest expense | 10,996 | 11,625 |
Interest income | (8,095) | (6,577) |
Pension plan settlement loss | 4,668 | |
Other components of net periodic pension and postretirement benefits credit | (735) | (1,923) |
Income before income taxes | 69,781 | 95,077 |
Income tax expense | 18,534 | 34,659 |
Net income | $ 51,247 | $ 60,418 |
Basic: | ||
Net income per common share | $ 0.24 | $ 0.29 |
Weighted average shares outstanding | 210,888 | 209,123 |
Diluted: | ||
Net income per common share | $ 0.24 | $ 0.29 |
Weighted average shares outstanding | 211,311 | 210,275 |
Cash dividends paid per common share | $ 0.1700 | $ 0.1600 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 51,247 | $ 60,418 | |
Pension and postretirement plans: | |||
Settlement loss | 3,490 | ||
Net gain for the period | 8,813 | ||
Amortization of prior service cost included in net income | 26 | 33 | |
Amortization of actuarial loss included in net income | 1,076 | 1,110 | |
Pension and postretirement plans, net of tax | 13,405 | 1,143 | |
Derivative instruments: | |||
Net change in fair value of derivatives | [1] | 10,470 | (3,518) |
Loss reclassified to net income | 297 | 474 | |
Derivative instruments, net of tax | 10,767 | (3,044) | |
Other comprehensive income (loss), net of tax | 24,172 | (1,901) | |
Comprehensive income | $ 75,419 | $ 58,517 | |
[1] | Amounts in parentheses indicate debits to determine net income (loss). |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balances at Dec. 31, 2016 | $ (83,283) | |||||
Net income | $ 60,418 | |||||
Derivative instruments, net of tax | (3,044) | |||||
Pension and postretirement plans, net of tax | 1,143 | |||||
Balances at Apr. 22, 2017 | (85,184) | |||||
Balances at Dec. 31, 2016 | (83,283) | |||||
Balances at Dec. 30, 2017 | $ 1,250,677 | $ 199 | $ 650,872 | $ 919,658 | (84,559) | $ (235,493) |
Balances (in shares) at Dec. 30, 2017 | 228,729,585 | |||||
Balances, treasury shares at Dec. 30, 2017 | (18,203,381) | (18,203,381) | ||||
Net income | $ 51,247 | 51,247 | ||||
Derivative instruments, net of tax | 10,767 | 10,767 | ||||
Pension and postretirement plans, net of tax | 13,405 | 13,405 | ||||
Exercise of stock options | 791 | (151) | $ 942 | |||
Exercise of stock options (in shares) | 72,785 | |||||
Amortization of share-based compensation awards | 3,375 | 3,375 | ||||
Issuance of deferred compensation | (37) | $ 37 | ||||
Issuance of deferred compensation (in shares) | 2,864 | |||||
Performance-contingent restricted stock awards issued (Note 17) | (4,062) | $ 4,062 | ||||
Performance-contingent restricted stock awards issued (in shares) | 313,906 | |||||
Issuance of deferred stock awards | (234) | $ 234 | ||||
Issuance of deferred stock awards (in shares) | 18,075 | |||||
Stock repurchases | (2,489) | $ (2,489) | ||||
Stock repurchases (in shares) | (120,147) | |||||
Dividends paid on vested share-based payment awards | (405) | (405) | ||||
Dividends paid — $.1700 per common share | (35,837) | (35,837) | ||||
Reclassification of stranded income tax effects to retained earnings (Note 1) | 18,800 | 18,806 | (18,806) | |||
Balances at Apr. 21, 2018 | $ 1,291,531 | $ 199 | $ 649,763 | $ 953,469 | $ (79,193) | $ (232,707) |
Balances (in shares) at Apr. 21, 2018 | 228,729,585 | |||||
Balances, treasury shares at Apr. 21, 2018 | (17,915,898) | (17,915,898) |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Statement Of Stockholders Equity [Abstract] | ||
Cash dividends paid per common share | $ 0.1700 | $ 0.1600 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
CASH FLOWS PROVIDED BY (DISBURSED FOR) OPERATING ACTIVITIES: | ||
Net income | $ 51,247 | $ 60,418 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation | 3,375 | 5,975 |
Impairment of assets | 2,483 | |
Gain on divestiture | (28,875) | |
Loss reclassified from accumulated other comprehensive income to net income | 353 | 727 |
Depreciation and amortization | 44,189 | 47,188 |
Deferred income taxes | 5,132 | 2,045 |
Provision for inventory obsolescence | 2,073 | 1,939 |
Allowances for accounts receivable | 976 | 695 |
Pension and postretirement plans cost (income) | 4,309 | (1,612) |
Other | (706) | (1,862) |
Qualified pension plan contributions | (10,000) | |
Changes in operating assets and liabilities, net of acquisitions and disposals: | ||
Accounts receivable, net | (12,072) | (14,534) |
Inventories, net | (2,325) | (1,401) |
Hedging activities, net | 16,001 | (9,057) |
Other assets | 3,945 | 1,707 |
Accounts payable | 28,540 | 14,998 |
Other accrued liabilities | (40,408) | 3,570 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 97,112 | 81,921 |
CASH FLOWS PROVIDED BY (DISBURSED FOR) INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (26,550) | (17,465) |
Proceeds from sale of property, plant and equipment | 499 | 329 |
Repurchase of independent distributor territories | (1,135) | (3,032) |
Cash paid at issuance of notes receivable | (8,642) | (6,641) |
Principal payments from notes receivable | 8,171 | 7,370 |
Proceeds from sale of mix plant | 41,230 | |
Other investing activities | 228 | 641 |
NET CASH (DISBURSED FOR) PROVIDED BY INVESTING ACTIVITIES | (27,429) | 22,432 |
CASH FLOWS PROVIDED BY (DISBURSED FOR) FINANCING ACTIVITIES: | ||
Dividends paid, including dividends on share-based payment awards | (36,243) | (33,885) |
Exercise of stock options | 791 | 6,249 |
Stock repurchases, including accelerated stock repurchases | (2,489) | (2,151) |
Change in bank overdrafts | (1,405) | (10,513) |
Proceeds from debt borrowings | 1,000 | 304,100 |
Debt and capital lease obligation payments | (2,250) | (368,050) |
NET CASH DISBURSED FOR FINANCING ACTIVITIES | (40,596) | (104,250) |
Net increase in cash and cash equivalents | 29,087 | 103 |
Cash and cash equivalents at beginning of period | 5,129 | 6,410 |
Cash and cash equivalents at end of period | $ 34,216 | $ 6,513 |
Basis of Presentation
Basis of Presentation | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION INTERIM FINANCIAL STATEMENTS — The accompanying unaudited Condensed Consolidated Financial Statements of Flowers Foods, Inc. (the “company”, “Flowers Foods”, “Flowers”, “us”, “we”, or “our”) have been prepared by the company’s management in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, they do not include all the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the unaudited Condensed Consolidated Financial Statements included herein contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the company’s financial position, results of operations and cash flows. The results of operations for the sixteen weeks ended April 21, 2018 and April 22, 2017 are not necessarily indicative of the results to be expected for a full fiscal year. The Condensed Consolidated Balance Sheet at December 30, 2017 has been derived from the audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Form 10-K. 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. Actual results could differ from those estimates. The company believes the following critical accounting estimates affect its more significant judgments and estimates used in the preparation of its consolidated financial statements: revenue recognition, derivative instruments, valuation of long-lived assets, goodwill and other intangible assets, self-insurance reserves, income tax expense and accruals, pension obligations, stock-based compensation, and commitments and contingencies. These estimates are summarized in the Form 10-K. REPORTING PERIODS — The company operates on a 52-53 week fiscal year ending the Saturday nearest December 31. Fiscal 2018 consists of 52 weeks, with the company’s quarterly reporting periods as follows: first quarter ended April 21, 2018 (sixteen weeks), second quarter ending July 14, 2018 (twelve weeks), third quarter ending October 6, 2018 (twelve weeks) and fourth quarter ending December 29, 2018 (twelve weeks). SEGMENTS — Flowers Foods currently operates two business segments: a direct-store-delivery (“DSD”) segment (“DSD Segment”) and a warehouse delivery segment (“Warehouse Segment”). The DSD Segment (84% of total year to date sales) currently operates 39 plants that produce a wide variety of fresh bakery foods, including fresh breads, buns, rolls, tortillas, and snack cakes. These products are sold through a DSD route delivery system to retail and foodservice customers in the East, South, Southwest, California, and select markets in the Midwest, Pacific Northwest, Nevada, and Colorado. The Warehouse Segment (16% of total year to date sales) currently operates eight plants that produce snack cakes, breads and rolls for national retail, foodservice, vending, and co-pack customers and deliver through customers’ warehouse channels. On May 3, 2017, the company announced an enhanced organizational structure designed to provide greater focus on the company’s strategic objectives, emphasize brand growth and innovation in line with a national branded food company, drive enhanced accountability, reduce costs, and strengthen long-term strategy. The new organizational structure establishes two business units (“BUs”), Fresh Packaged Bread and Snacking/Specialty, and realigns key leadership roles. The new structure also provides for centralized marketing, sales, supply chain, shared-services/administrative, and corporate strategy functions, each with clearly defined roles and responsibilities. The company intends to transition to the new structure over the next several months with full implementation expected to be completed at the beginning of fiscal 2019. Management will continue to review financial information for the DSD Segment and Warehouse Segment until the new organizational structure is fully implemented. SIGNIFICANT CUSTOMER — Following is the effect that our largest customer, Walmart/Sam’s Club, had on the company’s sales for the sixteen weeks ended April 21, 2018 and April 22, 2017. Walmart/Sam’s Club is the only customer to account for greater than 10% of the company’s sales. For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 (% of Sales) DSD Segment 17.6 17.3 Warehouse Segment 2.4 2.5 Total 20.0 19.8 Walmart/Sam’s Club is our only customer with a balance greater than 10% of outstanding trade receivables. Its percentage of trade receivables was 19.2% and 23.6%, on a consolidated basis, as of April 21, 2018 and December 30, 2017, respectively. No other customer accounted for greater than 10% of the company’s outstanding trade receivables. SIGNIFICANT ACCOUNTING POLICIES — Significant changes to our critical accounting policies for the quarter ended April 21, 2018 from those disclosed in the Form 10-K are presented below. The policy changes for revenue, derivative financial instruments, and taxes are a result of adopting new guidance issued by the Financial Accounting Standards Board (the “FASB”) during the first quarter of our fiscal 2018. See Note 3, Recent Accounting Pronouncements Revenue . Revenue is recognized when obligations under the terms of a contract with our customers are satisfied. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. The company records both direct and estimated reductions to gross revenue for customer programs and incentive offerings at the time the incentive is offered or at the time of revenue recognition for the underlying transaction that results in progress by the customer towards earning the incentive. These allowances include price promotion discounts, coupons, customer rebates, cooperative advertising, and product returns. Consideration payable to a customer is recognized at the time control transfers and is a reduction to revenue. Price promotion discount expense is recorded as a reduction to gross sales when the discounted product is sold to the customer. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in our selling, distribution, and administration expense line item on the Condensed Consolidated Statements of Operations. The company’s production facilities deliver products to independent distributor partners (“IDP” or “IDPs”), who sell and deliver those products to outlets of retail accounts that are within the IDPs’ defined geographic territory. The IDPs sell products using either scan-based trading (“SBT”) technology, authorized charge tickets, or cash sales. SBT technology allows the retailer to take ownership of our goods when the consumer purchases the goods rather than at the time they are delivered to the retailer. Control of the inventory does not transfer upon delivery to the retailer because the company controls the risks and rights until the product is scanned at the reseller’s register. Each of the company’s products are a distinct good since the resellers expect each item to be a performance obligation. The company’s performance obligations are satisfied at the point in time when the end consumer purchases the product because each product is considered a separate performance obligation. Consequently, revenue is recognized at a point in time for each scanned item. The company has concluded that we are the principal. SBT is utilized primarily in certain national and regional retail accounts (“SBT Outlet”). Generally, revenue is not recognized by the company upon delivery of our products by the company to the IDP or upon delivery of our products by the IDP to a SBT Outlet, but when our products are purchased by the end consumer. Product inventory in the SBT Outlet is reflected as inventory on the Condensed Consolidated Balance Sheets. The IDP performs a physical inventory of products at each SBT Outlet weekly and reports the results to the company. The inventory data submitted by the IDP for each SBT Outlet is compared with the product delivery data. Product delivered to a SBT Outlet that is not recorded in the product delivery data has been purchased by the consumer/customer of the SBT Outlet and is recorded as sales revenue by the company. Non-SBT sales are classified as either authorized charged sales or cash sales. The company provides marketing support to the IDP for authorized charged sales, but does not provide marketing support to the IDP for cash sales. Marketing support includes providing a dedicated account representative, resolving complaints, and accepting responsibility for product quality which collectively define how to manage the relationship. Revenue is recognized at a point in time for non-SBT sales. The company retains inventory risk, establishes negotiated special pricing, and fulfills the contractual obligations for authorized charged sales. The company is the principal, the IDP is the agent, and the reseller is the customer. Revenue is recognized for authorized charge sales when the product is delivered to the customer because the company has satisfied its performance obligations. Cash sales occur when the IDP is the end customer. The IDP maintains accounts receivable, inventory and fulfillment risk for cash sales. The IDP also controls pricing for the resale of cash sale products. The company is the principal and the IDP is the customer, and an agent relationship does not exist. The discount paid to the IDP for cash sales is recorded as a reduction to revenue. Cash sales are recognized when the company’s products are delivered to the IDP because the company has satisfied its performance obligations. Sales in the Warehouse Segment are under contracts and include a formal ordering system. Orders are placed primarily using purchase orders (“PO”) or electronic data interchange (“EDI”) information. Each PO, together with the applicable master supply agreement, is determined to be a separate contract. Product is delivered via contract carriers engaged by either the company or the customer with shipping terms provided on the PO. Each unit sold, for all product categories, is a separate performance obligation. Each unit is considered distinct because the customer can benefit from each unit by selling each one to the end consumer. Additionally, each unit is separately identifiable in the PO. Products are delivered either freight-on-board (“FOB”) shipping or destination. The company’s right to payment is at the time our products are obtained from our warehouse for FOB shipping deliveries. The right to payment for FOB destination deliveries occurs after the products are delivered to the customer. Revenue is recognized at a point in time when control transfers. The company pays commissions to brokers who obtain contracts with customers. Commissions are paid on the total value of the contract, which is determined at contract inception and is based on expected future activity. Broker commissions will not extend beyond a one-year term because each product is considered a separate order in the PO. The company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the company otherwise would have recognized is one year or less. These costs are included in selling, distribution, and administrative expense line item on the Condensed Consolidated Statements of Operations. The company disaggregates revenue by sales channel for each reportable segment. Our sales channels are branded retail, store branded retail, and non-retail and other. The non-retail and other channel includes foodservice, restaurants, and contract manufacturing. The company does not disaggregate revenue by geographic region, customer type, or contract type. All revenues are recognized at a point in time. The disclosures for segment revenues by sales channel are in Note 20, Segment Reporting Derivative Financial Instruments . New guidance updates the disclosure requirements for derivatives and hedging activities with the intent to provide investors with an enhanced understanding of: (a) how and why an entity uses derivative instruments and related hedged items, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the company’s objectives and strategies for using derivative instruments, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required, the company records all derivatives on the Condensed Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedged item with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the company elects not to apply hedge accounting. Income taxes . The company releases the income tax effect from accumulated other comprehensive income (loss) (“AOCI”) in the period when the underlying transaction impacts earnings. We adopted new accounting requirements that provide the option to reclassify stranded income tax effects resulting from the Tax Cuts and Jobs Act (the “Act”) from AOCI to retained earnings. We elected to reclassify the stranded income tax effects of the Act of $18.8 million from AOCI to retained earnings. This reclassification consists of deferred taxes originally recorded in AOCI that exceed the newly enacted federal corporate tax rate. |
Financial Statement Revisions
Financial Statement Revisions | 4 Months Ended |
Apr. 21, 2018 | |
Prior Period Adjustment [Abstract] | |
Financial Statement Revisions | 2. FINANCIAL STATEMENT REVISIONS The company identified an error in reporting the cash flow impacts of certain repurchases and sales of territories. Cash receipts and payments for the repurchase and sale of territories and cash paid at the issuance of notes receivable were previously reported net when these transactions should have been disaggregated. The company has evaluated the impact of this error and determined it is not material to previously issued annual and interim financial statements The table below presents the revisions to the applicable Condensed Consolidated Statements of Cash Flows line item to correct the errors for the sixteen weeks ended April 22, 2017 (amounts in thousands): Condensed Consolidated Statements of Cash Flows Sixteen Weeks Ended April 22, 2017 Impacted Condensed Consolidated Statements of Cash Flows Line Item As Reported Revisions As Other assets $ (4,702 ) $ 6,409 $ 1,707 Other accrued liabilities $ 4,052 $ (482 ) $ 3,570 Net cash provided by operating activities $ 75,994 $ 5,927 $ 81,921 Repurchase of independent distributor territories $ (3,161 ) $ 129 $ (3,032 ) Cash paid at issuance of notes receivable $ — $ (6,641 ) $ (6,641 ) Other investing activities $ 56 $ 585 $ 641 Net cash provided by investing activities $ 28,359 $ (5,927 ) $ 22,432 |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Changes And Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 3. RECENT ACCOUNTING PRONOUNCEMENTS Recently adopted accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance for recognizing revenue in contracts with customers. This guidance requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. There are five steps outlined in the guidance to achieve this core principle. This guidance was adopted on December 31, 2017, the first day of our fiscal 2018. The company applied the guidance at adoption on the modified retrospective transition method. This guidance was applied to all contracts not completed at the adoption date. Basis of Presentation In August 2016, the FASB issued guidance on the classification of certain cash receipts and payments in the statements of cash flows. This guidance was adopted on December 31, 2017, the first day of our fiscal 2018, and it did not impact the prior or current period presentation. In January 2017, the FASB issued guidance to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance was adopted on December 31, 2017, the first day of our fiscal 2018. In March 2017, the FASB issued guidance that requires all employers to separately present the service cost component from the other pension and postretirement benefit cost components in the income statements. Service cost will now be presented with other employee compensation costs in operating income or capitalized in assets, as appropriate. The other components reported in the income statements will be reported separate from the service cost and outside of income from operations. This guidance was adopted on December 31, 2017, the first day of our fiscal 2018. For the Sixteen Weeks Ended Previously Filed Post-adoption April 22, 2017 April 22, 2017 Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately) $ 607,941 $ 608,068 Selling, distribution and administrative expenses $ 461,270 $ 463,066 Income from operations $ 100,125 $ 98,202 Other components of net periodic pension and postretirement benefits credit $ — $ (1,923 ) In May 2017, the FASB issued guidance to provide clarity and reduce diversity in practice for changes to the terms and conditions of a share-based payment award. This guidance clarifies which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. This guidance was adopted on December 31, 2017, the first day of our fiscal 2018. In August 2017, the FASB amended the guidance for hedge accounting. This guidance makes more financial and nonfinancial hedging strategies eligible for hedge accounting. It also amends the presentation and disclosure requirements and changes the requirements for companies to separately measure ineffectiveness. It is intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. We elected to early adopt t his guidance as of December 31, 2017, the first day of our fiscal 2018. In February 2018, the FASB issued guidance to allow a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Act. We Impacted Line Item (Dr (Cr)) Retained Earnings AOCI Pension and postretirement plans (17,097 ) 17,097 Hedged financial instruments (1,709 ) 1,709 Total reclassification of stranded income tax effects to retained earnings from AOCI $ (18,806 ) $ 18,806 Accounting pronouncements not yet adopted In February 2016, the FASB issued guidance that requires an entity to recognize lease liabilities and a right-of-use asset for virtually all leases (other than those that meet the definition of a short-term lease) on the balance sheet and to disclose key information about the entity’s leasing arrangements. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those periods, with earlier adoption permitted. This guidance must be adopted using a modified retrospective approach for all leases existing at, or entered into after, the date of initial adoption, with an option to elect to use certain transition relief. The company intends to adopt the updated standard in the first quarter of fiscal 2019. We have selected a new software tool to assist us in the abstracting process of our leases. This process began in our first quarter of fiscal 2018 and is anticipated to be complete in the second half of fiscal 2018. The company expects a significant impact to our Consolidated Financial Statements because of this guidance. The company currently has significant operating leases with our fiscal 2017 lease expense totaling $95.0 million. In January 2017, the FASB issued guidance to simplify the accounting for goodwill impairment. The guidance removed Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Companies will still have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. This guidance will be applied prospectively. Companies are required to disclose the nature of and reason for the change in accounting principle upon transition. That disclosure shall be provided in the first annual reporting period and in the interim period within the first annual reporting period when the company adopts this guidance. This change to the guidance is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted after January 1, 2017. The company is currently evaluating when this guidance will be adopted and the impact on our Consolidated Financial Statements. We have reviewed other recently issued accounting pronouncements and concluded that either they are not applicable to our business or that no material effect is expected upon future adoption. |
Restructuring Activities
Restructuring Activities | 4 Months Ended |
Apr. 21, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Activities | 4. RESTRUCTURING ACTIVITIES On August 10, 2016, we announced the launch of Project Centennial, a comprehensive business and operational review. We identified opportunities to enhance revenue growth, streamline operations, improve efficiencies, and make investments that strengthen our competitive position and improve margins over the long term. We began Project Centennial with an evaluation of our brands, product mix, and organizational structure. We then developed strategic priorities to help us capitalize on retail and consumer changes. The primary objective is to improve margins and profitably grow the top-line over time. These priorities are as follows: Reduce costs to fuel growth . The company is focusing on reducing costs in our purchased goods and services initiative and our supply chain optimization plan. Purchased goods and services operations will be centralized to create standardization, continuously improve, and develop consistent policies and specifications. Supply chain optimization intends to reduce operational complexity and capitalize on scale. This initiative includes, and will continue to include, consulting and other third-party costs as we finalize the organizational structure. We incurred $6.4 million and $15.4 million for these non-restructuring consulting costs during the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively. Develop leading capabilities . As of April 21, 2018, we report our financial results in either the DSD Segment or the Warehouse Segment. On May 3, 2017, the company announced an enhanced organizational structure designed to provide greater focus on the company’s strategic objectives, emphasize brand growth and innovation in line with a national branded food company, drive enhanced accountability, reduce costs, and strengthen long-term strategy. The new organizational structure will establish two BUs, Fresh Packaged Bread and Snacking/Specialty, and realigns key leadership roles. The new structure also provides for centralized marketing, sales, supply chain, shared-services/administrative, and corporate strategy functions, each with more clearly defined roles and responsibilities. The company intends to transition to the new structure over the next several months with full implementation expected to be completed at the beginning of fiscal 2019. We began relocating certain employees during the third quarter of fiscal 2017 as we transition to the enhanced organizational structure. Reorganization costs of $1.5 million for relocating employees were incurred during the first quarter of fiscal 2018 in the restructuring charges line item on the Condensed Consolidated Statements of Operations. We anticipate incurring additional reorganization costs as we continue implementing the enhanced organizational structure. The current DSD and warehouse segmentation will remain until the new structure is in place. On July 17, 2017, the company commenced a voluntary employee separation incentive plan (the “VSIP”). The VSIP was implemented as part of our effort to restructure, streamline operations, and better position the company for profitable growth. The VSIP election period closed on September 25, 2017 and resulted in approximately 325 employees accepting the offer. The separations began on September 7, 2017, and were substantially complete by the end of fiscal 2017. We recorded an aggregate charge of $29.1 million for the VSIP which includes a credit of $0.6 million when we estimated our VSIP liabilities during the sixteen weeks ended April 21, 2018. These charges consist primarily of employee severance and benefits-related costs and are recorded in the restructuring charges line item on our Condensed Consolidated Statements of Operations. Reinvigorate core business . This objective is to invest in our brands to align brands to consumers to maximize our return on investment. We expect to incur significant incremental marketing costs annually for brand development. These costs will not be restructuring and will be recognized as incurred. Project Centennial also included a brand rationalization study to identify high-potential and established brands to focus on innovation and cash flow, respectively. The study, which concluded in our third quarter of fiscal 2017, changed the outlook for several brands and resulted in the recognition of an impairment on certain of these finite-lived and indefinite-lived intangible trademark assets in our third quarter of fiscal 2017. The total intangible asset impairment charges, which were recorded in the restructuring charges line item in our Condensed Consolidated Statements of Operations, were $66.2 million. Project Centennial is expected to be completed by our fiscal 2021. On August 9, 2017, the company announced the closure of a Warehouse Segment snack cake plant in Winston-Salem, North Carolina. The bakery closed in November 2017. The closure costs were $4.4 million and consisted of $3.4 million for property, plant and equipment impairments and $1.0 million for employee termination benefits. These amounts are recorded in the restructuring and related impairment charges line item on our Condensed Consolidated Statements of Operations. The company continues to explore additional opportunities to streamline our core operations but as of April 21, 2018, we cannot estimate the additional costs to be incurred for this initiative. Capitalize on product adjacencies . This initiative will focus on growing share in underdeveloped markets. Adjacencies are geographic and/or product categories that will allow us to leverage our competitive advantages. This can be done either organically with our high-potential brands or through strategic acquisitions. As of April 21, 2018, we cannot estimate the costs to be incurred for this initiative. See Note 20, Segment Reporting For the Sixteen Weeks Ended For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Restructuring and related impairment charges: Reorganization costs $ 1,512 $ — VSIP (597 ) — Employee termination benefits 344 — Restructuring and related impairment charges (1) 1,259 — Project Centennial implementation costs (2) 6,432 15,406 Total Project Centennial restructuring and implementation costs $ 7,691 $ 15,406 (1) Presented on our Condensed Consolidated Statements of Operations. (2) Costs are recorded in the selling, distribution, and administrative expenses line item of our Condensed Consolidated Statements of Operations. The table below presents the components of, and changes in, our restructuring accruals (amounts in thousands): VSIP Employee Termination Benefits (1) Reorganization Costs (2) Total Liability balance at December 30, 2017 $ 25,022 $ 468 $ — $ 25,490 Charges (597 ) 344 1,512 1,259 Cash payments (23,912 ) (608 ) (1,512 ) (26,032 ) Non-cash settlements — — — — Liability balance (3) at April 21, 2018 $ 513 $ 204 $ — $ 717 (1) Employee termination benefits are not related to the VSIP. (2) Reorganization costs include employee relocation expenses. (3) Recorded in the other accrued current liabilities line item of our Condensed Consolidated Balance Sheets. |
Divestiture
Divestiture | 4 Months Ended |
Apr. 21, 2018 | |
Business Combinations [Abstract] | |
Divestiture | 5. DIVESTITURE On January 14, 2017, the company completed the sale of a non-core mix manufacturing business located in Cedar Rapids, Iowa for $44.0 million, an amount reduced by a working capital adjustment of $2.8 million, resulting in net proceeds of $41.2 million. This resulted in a gain on sale of $28.9 million, which was recognized in the first quarter of fiscal 2017. The gain on the sale is presented on the Condensed Consolidated Statements of Operations on the ‘Gain on divestiture’ line item. The mix manufacturing business was a small component of our Warehouse Segment and the disposal of this business does not represent a strategic shift in the segment’s operations or financial results. The table below presents a computation of the gain on divestiture (amounts in thousands): Cash consideration received $ 41,230 Recognized amounts of identifiable assets acquired and liabilities assumed: Property, plant, and equipment recorded as assets held for sale 3,824 Goodwill 801 Financial assets 7,730 Net derecognized amounts of identifiable assets sold 12,355 Gain on divestiture $ 28,875 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income ("AOCI") | 4 Months Ended |
Apr. 21, 2018 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
Accumulated Other Comprehensive Income ("AOCI") | 6. ACCUMULATED OTHER COMPREHENSIVE INCOME (“AOCI”) The company’s total comprehensive income (loss) presently consists of net income, adjustments for our derivative financial instruments accounted for as cash flow hedges, and various pension and other postretirement benefit related items. During the sixteen weeks ended April 21, 2018 and April 22, 2017, reclassifications out of AOCI were as follows (amounts in thousands): Amount Reclassified from AOCI For the Sixteen Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) April 21, 2018 April 22, 2017 Where Net Income is Presented Gains and losses on cash flow hedges: Interest rate contracts $ (44 ) $ (44 ) Interest expense Commodity contracts (353 ) (727 ) Cost of sales, Note 3 Total before tax (397 ) (771 ) Total before tax Tax benefit 100 297 Tax benefit Total net of tax (297 ) (474 ) Net of tax Amortization of defined benefit pension items: Prior-service costs (35 ) (54 ) Note 1 Settlement loss (4,668 ) — Note 1 Actuarial losses (1,440 ) (1,805 ) Note 1 Total before tax (6,143 ) (1,859 ) Total before tax Tax benefit 1,551 716 Tax benefit Total net of tax (4,592 ) (1,143 ) Net of tax Total reclassifications $ (4,889 ) $ (1,617 ) Net of tax Note 1: These items are included in the computation of net periodic pension cost. These are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Operations. See Note 18, Postretirement Plans Note 2: Amounts in parentheses indicate debits to determine net income (loss). Note 3: Amounts are presented as an adjustment to reconcile net income (loss) to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. During the sixteen weeks ended April 21, 2018, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Gains/Losses on Cash Flow Hedges Defined Benefit Plan Items Total AOCI at December 30, 2017 $ (6,483 ) $ (78,076 ) $ (84,559 ) Other comprehensive income before reclassifications 10,470 8,813 19,283 Reclassified to earnings from AOCI 297 4,592 4,889 Reclassified to retained earnings from AOCI (1,709 ) (17,097 ) (18,806 ) AOCI at April 21, 2018 $ 2,575 $ (81,768 ) $ (79,193 ) During the sixteen weeks ended April 22, 2017, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Gains/Losses on Cash Flow Hedges Defined Benefit Plan Items Total AOCI at December 31, 2016 $ (1,061 ) $ (82,222 ) $ (83,283 ) Other comprehensive income before reclassifications (3,518 ) — (3,518 ) Reclassified to earnings from AOCI 474 1,143 1,617 AOCI at April 22, 2017 $ (4,105 ) $ (81,079 ) $ (85,184 ) Amounts reclassified out of AOCI to net income that relate to commodity contracts are presented as an adjustment to reconcile net income to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. The following table presents the net of tax amount of the loss reclassified from AOCI for our commodity contracts (amounts in thousands and positive value indicates debits to determine net income): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Gross loss reclassified from AOCI into income $ 353 $ 727 Tax benefit (89 ) (280 ) Net of tax $ 264 $ 447 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 4 Months Ended |
Apr. 21, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 7. GOODWILL AND OTHER INTANGIBLE ASSETS The table below summarizes our goodwill and other intangible assets at April 21, 2018 and December 30, 2017, respectively, each of which is explained in additional detail below (amounts in thousands): April 21, 2018 December 30, 2017 Goodwill $ 464,777 $ 464,777 Amortizable intangible assets, net of amortization 527,875 535,842 Indefinite-lived intangible assets 206,600 206,600 Total goodwill and other intangible assets $ 1,199,252 $ 1,207,219 The were no changes in the carrying amount of goodwill during the sixteen weeks ended April 21, 2018. As of April 21, 2018 and December 30, 2017, respectively, the company had the following amounts related to amortizable intangible assets (amounts in thousands): April 21, 2018 December 30, 2017 Asset Cost Accumulated Amortization Net Value Cost Accumulated Amortization Net Value Trademarks $ 371,392 $ 37,792 $ 333,600 $ 371,392 $ 34,716 $ 336,676 Customer relationships 281,621 89,087 192,534 281,621 84,280 197,341 Non-compete agreements 4,874 4,874 — 4,874 4,874 — Distributor relationships 4,123 2,382 1,741 4,123 2,298 1,825 Total $ 662,010 $ 134,135 $ 527,875 $ 662,010 $ 126,168 $ 535,842 Aggregate amortization expense for the sixteen weeks ended April 21, 2018 and April 22, 2017 was as follows (amounts in thousands): Amortization Expense For the sixteen weeks ended April 21, 2018 $ 7,967 For the sixteen weeks ended April 22, 2017 $ 8,555 Estimated amortization of intangibles for each of the next five years is as follows (amounts in thousands): Amortization of Intangibles Remainder of 2018 $ 17,818 2019 $ 25,288 2020 $ 24,795 2021 $ 24,234 2022 $ 23,643 There were $206.6 million of indefinite-lived intangible trademark assets separately identified from goodwill at April 21, 2018 and December 30, 2017. These trademarks are classified as indefinite-lived because we believe they are well established brands, many older than forty years old, with a long history and well defined markets. In addition, we are continuing to use these brands both in their original markets and throughout our expansion territories. We believe these factors support an indefinite-life. We perform an annual impairment analysis, or on an interim basis if the facts and circumstances change, to determine if the trademarks are realizing their expected economic benefits. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 4 Months Ended |
Apr. 21, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 8. FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying value of cash and cash equivalents, accounts receivable, and short-term debt approximates fair value because of the short-term maturity of the instruments. Notes receivable are entered into in connection with the purchase of independent distributors’ distribution rights by IDPs. These notes receivable are recorded in the Condensed Consolidated Balance Sheets at carrying value, which represents the closest approximation of fair value. 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. As a result, the appropriate interest rate that should be used to estimate the fair value of the distributor notes receivable is the prevailing market rate at which similar loans would be made to IDPs with similar credit ratings and for the same maturities. However, the company finances approximately 4,226 IDPs’ distribution rights as of April 21, 2018 and December 30, 2017, respectively, all with varied financial histories and credit risks. Considering the diversity of credit risks among the IDPs, the company has no method to accurately determine a market interest rate to apply to the notes. The distribution rights are generally purchased by the IDP with a 5% down payment with the remainder financed for up to ten years. The distributor notes receivable are collateralized by the IDPs’ distribution rights. The company maintains a wholly-owned subsidiary to assist in financing the distribution rights purchase activities if requested by new IDPs, using the distribution rights and certain associated assets as collateral. These notes receivable earn interest at a fixed rate. Interest income for the distributor notes receivable was as follows (amounts in thousands): Interest Income For the sixteen weeks ended April 21, 2018 $ 8,095 For the sixteen weeks ended April 22, 2017 $ 6,577 At April 21, 2018 and December 30, 2017, respectively, the carrying value of the distributor notes receivable was as follows (amounts in thousands): April 21, 2018 December 30, 2017 Distributor notes receivable $ 225,535 $ 211,702 Current portion of distributor notes receivable recorded in accounts and notes receivable, net 25,659 23,965 Long-term portion of distributor notes receivable $ 199,876 $ 187,737 At April 21, 2018 and December 30, 2017, respectively, the company has evaluated the collectability of the distributor notes receivable and determined that a reserve is not necessary. Payments on these distributor notes receivable are collected by the company weekly in conjunction with the distributor settlement process. The fair value of the company’s variable rate debt at April 21, 2018 approximates the recorded value. The fair value of the company’s 3.5% senior notes due 2026 (“2026 notes”) and 4.375% senior notes due 2022 (“2022 notes”), as discussed in Note 13, Debt and Other Obligations Carrying Value Fair Value Level 2026 notes $ 395,155 $ 376,688 2 2022 notes $ 398,089 $ 409,612 2 For fair value disclosure information about our derivative assets and liabilities see Note 9, Derivative Financial Instruments |
Derivative Financial Instrument
Derivative Financial Instruments | 4 Months Ended |
Apr. 21, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 9. DERIVATIVE FINANCIAL INSTRUMENTS The company measures the fair value of its derivative portfolio by using the price that would be received to sell an asset or paid to transfer a liability in the principal market for that asset or liability. These measurements are classified into a hierarchy by the inputs used to perform the fair value calculation as follows: Level 1: Fair value based on unadjusted quoted prices for identical assets or liabilities at the measurement date Level 2: Modeled fair value with model inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly Level 3: Modeled fair value with unobservable model inputs that are used to estimate the fair value of the asset or liability Commodity Risk The company enters into commodity derivatives designated as cash-flow hedges of existing or future exposure to changes in commodity prices. The company’s primary raw materials are flour, sweeteners and shortening, along with pulp, paper and petroleum-based packaging products. Natural gas, which is used as oven fuel, is also an important commodity input for production. As of April 21, 2018, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 4,071 $ — $ — $ 4,071 Other long-term 563 — — 563 Total 4,634 — — 4,634 Liabilities: Other current (689 ) — — (689 ) Other long-term (384 ) — — (384 ) Total (1,073 ) — — (1,073 ) Net Fair Value $ 3,561 $ — $ — $ 3,561 As of December 30, 2017, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 259 $ — $ — $ 259 Other long-term 32 — — 32 Total 291 — — 291 Liabilities: Other current (10,247 ) — — (10,247 ) Other long-term (639 ) — — (639 ) Total (10,886 ) — — (10,886 ) Net Fair Value $ (10,595 ) $ — $ — $ (10,595 ) The positions held in the portfolio are used to hedge economic exposure to changes in various raw material prices and effectively fix, or limit increases in, prices for a period of time extending primarily into fiscal 2020. These instruments are designated as cash-flow hedges. The change in the fair value for these derivatives is reported in AOCI. All of the company-held commodity derivatives at April 21, 2018 and December 30, 2017, respectively, qualified for hedge accounting. Interest Rate Risk The company entered into treasury rate locks on August 5, 2016 and August 8, 2016 to fix the interest rate for the 2026 notes issued on September 28, 2016. The derivative positions were closed when the debt was priced on September 23, 2016 with a net cash receipt of $1.0 million that offset changes in the benchmark treasury rate between execution of the treasury rate locks and the debt pricing date. These rate locks were designated as a cash flow hedge. During fiscal 2016, the company recognized $0.1 million of ineffectiveness due to issuing the debt earlier than the settlement date of the treasury locks. The ineffectiveness amount was reported as a selling, distribution, and administrative expense in our Condensed Consolidated Statements of Operations. The company entered into a treasury rate lock on March 28, 2012 to fix the interest rate for the 2022 notes issued on April 3, 2012. The derivative position was closed when the debt was priced on March 29, 2012 with a cash settlement of $3.1 million that offset changes in the benchmark treasury rate between the execution of the treasury rate lock and the debt pricing date. This treasury rate lock was designated as a cash flow hedge. The following table outlines the company’s derivatives, which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt (amounts in thousands, before tax, and an asset is a positive value and a liability is a negative value): Terminated Description Aggregate Notional Amount Fair Value When Terminated Fair Value Deferred in AOCI(1) Ineffective Portion at Termination April/2012 Treasury lock $ 500,000 $ (3,137 ) $ 2,510 $ 627 September/2016 Treasury lock $ 200,000 $ 1,298 $ (1,298 ) $ — September/2016 Treasury lock $ 150,000 $ (323 ) $ 215 $ 108 (1) The amount reported in AOCI is reclassified to interest expense as interest payments are made on the related notes through the maturity date. Derivative Assets and Liabilities The company has the following derivative instruments located on the Condensed Consolidated Balance Sheets, which are utilized for the risk management purposes detailed above (amounts in thousands): Derivative Assets Derivative Liabilities April 21, 2018 December 30, 2017 April 21, 2018 December 30, 2017 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Other current assets $ 4,071 Other current assets $ 259 Other current accrued liabilities $ 689 Other current accrued liabilities $ 10,247 Commodity contracts Other assets 563 Other assets 32 Other long-term liabilities 384 Other long-term liabilities 639 Total $ 4,634 $ 291 $ 1,073 $ 10,886 Derivative AOCI transactions The company had the following derivative instruments for deferred gains and (losses) on closed contracts and the effective portion for changes in fair value recorded in AOCI (no amounts were excluded from the effectiveness test), all of which are utilized for the risk management purposes detailed above (amounts in thousands and net of tax): Amount of Gain or (Loss) Amount of (Gain) or Loss Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of (Gain) or Loss into Income (Effective Portion) Derivatives in Cash Flow For the Sixteen Weeks Ended Reclassified from AOCI For the Sixteen Weeks Ended Hedge Relationships(1) April 21, 2018 April 22, 2017 into Income (Effective Portion)(2) April 21, 2018 April 22, 2017 Interest rate contracts $ — $ — Interest expense $ 33 $ 27 Commodity contracts 10,470 (3,518 ) Production costs(3) 264 447 Total $ 10,470 $ (3,518 ) $ 297 $ 474 1. Amounts in parentheses indicate debits to determine net income (loss). 2. Amounts in parentheses, if any, indicate credits to determine net income (loss). 3. Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). There was no hedging ineffectiveness, and no amounts were excluded from the ineffectiveness testing, during the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively, related to the company’s commodity risk hedges. At April 21, 2018, the balance in AOCI related to commodity price risk and interest rate risk derivative transactions that closed or will expire over the following years are as follows (amounts in thousands and net of tax) (amounts in parenthesis indicate a debit balance): Commodity Price Risk Derivatives Interest Rate Risk Derivatives Totals Closed contracts $ (29 ) $ (58 ) $ (87 ) Expiring in 2018 1,226 — 1,226 Expiring in 2019 1,505 — 1,505 Expiring in 2020 (69 ) — (69 ) Total $ 2,633 $ (58 ) $ 2,575 Derivative Transactions Notional Amounts As of April 21, 2018, the company had the following outstanding financial contracts that were entered to hedge commodity risk (amounts in thousands): Notional Amount Wheat contracts $ 94,608 Soybean oil contracts 26,321 Natural gas contracts 11,604 Corn contracts 14,363 Total $ 146,896 The company’s derivative instruments contain no credit-risk related contingent features at April 21, 2018. As of April 21, 2018 and December 30, 2017, the company had $1.1 million and $16.3 million, respectively, in other current assets representing collateral for hedged positions. There were $0.9 million in other current liabilities representing collateral for hedged positions on April 21, 2018. There were no amounts representing collateral recorded in other current accrued liabilities for hedged positions as of December 30, 2017. |
Other Current and Non-Current A
Other Current and Non-Current Assets | 4 Months Ended |
Apr. 21, 2018 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Current and Non-Current Assets | 10. OTHER CURRENT AND NON-CURRENT ASSETS Other current assets consist of (amounts in thousands): April 21, 2018 December 30, 2017 Prepaid assets $ 23,744 $ 22,154 Fair value of derivative instruments 4,071 259 Collateral to counterparties for derivative positions 1,056 16,324 Income taxes receivable 3,201 10,133 Other 497 767 Total $ 32,569 $ 49,637 Other non-current assets consist of (amounts in thousands): April 21, 2018 December 30, 2017 Unamortized financing fees $ 1,568 $ 1,787 Investments 3,345 3,434 Notes receivable — 2,464 Deposits 2,442 2,342 Other 727 201 Total $ 8,082 $ 10,228 The company recognized an impairment of $2.5 million for the notes receivable (not related to IDPs) because the counterparty defaulted on the note during the first quarter of fiscal 2018. This amount is recorded in the impairment of assets line on the Condensed Consolidated Statements of Operations. |
Other Accrued Liabilities
Other Accrued Liabilities | 4 Months Ended |
Apr. 21, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Accrued Liabilities | 11. OTHER ACCRUED LIABILITIES Other accrued liabilities consist of (amounts in thousands): April 21, 2018 December 30, 2017 Employee compensation $ 21,968 $ 15,276 VSIP liabilities 513 25,022 Employee vacation 24,566 22,638 Employee bonus 9,701 29,369 Fair value of derivative instruments 689 10,247 Insurance 32,938 30,052 Bank overdraft 4,294 5,699 Accrued interest 1,770 7,711 Accrued taxes 9,005 10,943 Accrued legal settlements 4,178 6,928 Accrued legal costs 6,253 7,877 Multi-employer pension plan withdrawal costs 17,337 15,223 Accrued short term deferred income 5,238 4,940 Other 13,909 8,543 Total $ 152,359 $ 200,468 |
Assets Held for Sale
Assets Held for Sale | 4 Months Ended |
Apr. 21, 2018 | |
Property Plant And Equipment Assets Held For Sale Disclosure [Abstract] | |
Assets Held for Sale | 12. ASSETS HELD FOR SALE The company purchases distribution rights from and sells distribution rights to IDPs from time to time. The company repurchases distribution rights from IDPs in circumstances when the company decides to exit a territory or, in some cases, when the IDP elects to terminate its relationship with the company. In the majority of the distributor agreements, if the company decides to exit a territory or stop using the independent distribution model in a territory, the company is contractually required to purchase the distribution rights from the IDP. In the event an IDP terminates its relationship with the company, the company, although not legally obligated, may repurchase and operate those distribution rights as a company-owned territory. The IDPs may also sell their distribution rights to another person or entity. Distribution rights purchased from IDPs and operated as company-owned territories are recorded on the Condensed Consolidated Balance Sheets in the line item “Assets held for sale” while the company actively seeks another IDP to purchase the distribution rights for the territory. Distributions rights held for sale and operated by the company are sold to IDPs at fair market value pursuant to the terms of a distributor agreement. There are multiple versions of the distributor agreement in place at any given time and the terms of such distributor agreements vary. Additional assets recorded in assets held for sale are for property, plant and equipment. The carrying values of assets held for sale are not amortized and are evaluated for impairment as required at the end of the reporting period. The table below presents the assets held for sale as of April 21, 2018 and December 30, 2017, respectively (amounts in thousands): April 21, 2018 December 30, 2017 Distributor territories $ 6,493 $ 13,584 Property, plant and equipment 1,691 1,739 Total assets held for sale $ 8,184 $ 15,323 |
Debt and Other Obligations
Debt and Other Obligations | 4 Months Ended |
Apr. 21, 2018 | |
Debt Disclosure [Abstract] | |
Debt and Other Obligations | 13. DEBT AND OTHER OBLIGATIONS Long-term debt and capital leases (net of issuance costs and debt discounts excluding line-of-credit arrangements) consisted of the following at April 21, 2018 and December 30, 2017, respectively (amounts in thousands): April 21, 2018 December 30, 2017 Unsecured credit facility $ — $ — 2026 notes 395,155 394,978 2022 notes 398,089 397,941 Accounts receivable securitization facility — — Capital lease obligations 25,713 27,150 Other notes payable 10,990 12,167 829,947 832,236 Current maturities of long-term debt and capital lease obligations 11,806 12,095 Total long-term debt and capital lease obligations $ 818,141 $ 820,141 Bank overdrafts occur when checks have been issued but have not been presented to the bank for payment. Certain of our banks allow us to delay funding of issued checks until the checks are presented for payment. The delay in funding results in a temporary source of financing from the bank. The activity related to bank overdrafts is shown as a financing activity in our Condensed Consolidated Statements of Cash Flows. Bank overdrafts are included in other current accrued liabilities on our Condensed Consolidated Balance Sheets. As of April 21, 2018 and December 30, 2017, the bank overdraft balance was $4.3 million and $5.7 million, respectively. The company also had standby letters of credit (“LOCs”) outstanding of $8.5 million and $8.7 million at April 21, 2018 and December 30, 2017, respectively, which reduce the availability of funds under the credit facility (as defined below). The outstanding LOCs are for the benefit of certain insurance companies and lessors. None of the outstanding LOCs are recorded as a liability on the Condensed Consolidated Balance Sheets. 2026 Notes, Accounts Receivable Securitization Facility, 2022 Notes, and Credit Facility 2026 Notes . On September 28, 2016, the company issued $400.0 million of senior notes. The company pays semiannual interest on the 2026 notes on each April 1 and October 1 and the 2026 notes will mature on October 1, 2026. The notes bear interest at 3.500% per annum. The 2026 notes are subject to interest rate adjustments if either Moody’s or S&P downgrades (or downgrades and subsequently upgrades) the credit rating assigned to the 2026 notes. On any date prior to July 1, 2026, the company may redeem some or all of the notes at a price equal to the greater of (1) 100% of the principal amount of the notes redeemed and (2) a “make-whole” amount plus, in each case, accrued and unpaid interest. The make-whole amount is equal to the sum of the present values of the remaining scheduled payments of principal and interest on the 2026 notes to be redeemed that would be due if such notes matured July 1, 2026 (exclusive of interest accrued to, but not including, the date of redemption), discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the treasury rate (as defined in the indenture governing the notes), plus 30 basis points, plus in each case accrued and unpaid interest. At any time on or after July 1, 2026, the company may redeem some or all of the 2026 notes at a price equal to 100% of the principal amount of the notes redeemed plus accrued and unpaid interest. If the company experiences a “change of control triggering event” (which involves a change of control of the company and the related rating of the notes below investment grade), it is required to offer to purchase the notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest thereon unless the company exercised its option to redeem the notes in whole. The 2026 notes are also subject to customary restrictive covenants for investment grade debt, including certain limitations on liens and sale and leaseback transactions. The face value of the 2026 notes is $400.0 million. There was a debt discount representing the difference between the net proceeds, after expenses, received upon issuance of debt and the amount repayable at its maturity. The company also paid issuance costs of $3.6 million (including underwriting fees and legal fees) on the 2026 notes. Debt issuance costs and the debt discount are being amortized to interest expense over the term of the 2026 notes. As of April 21, 2018, and December 30, 2017, respectively, the company was in compliance with all restrictive covenants under the indenture governing the 2026 notes. The table below presents the debt discount, underwriting fees and the legal and other fees for issuing the 2026 notes (amounts in thousands): Amount at Issuance Debt discount $ 2,108 Underwriting, legal, and other fees 3,634 Total fees $ 5,742 Accounts Receivable Securitization Facility . On July 17, 2013, the company entered into an accounts receivable securitization facility (the “facility”). The company has amended the facility five times since inception. These amendments include provisions which (i) increased the revolving commitments under the facility to $200.0 million from $150.0 million, (ii) added a leverage pricing grid, (iii) added an additional bank to the lending group, (iv) made certain other conforming changes, and (v) extended the term, most recently one additional year to September 28, 2019. The amendment which added the additional bank was accounted for as an extinguishment of the debt. The remaining amendments were accounted for as modifications. Under the facility, a wholly-owned, bankruptcy-remote subsidiary purchases, on an ongoing basis, substantially all trade receivables. As borrowings are made under the facility, the subsidiary pledges the receivables as collateral. In the event of liquidation of the subsidiary, its creditors would be entitled to satisfy their claims from the subsidiary’s pledged receivables prior to distributions of collections to the company. We include the subsidiary in our Consolidated Financial Statements. The facility contains certain customary representations and warranties, affirmative and negative covenants, and events of default . There were no amounts outstanding under the facility on either April 21, 2018 or December 30, 2017. As of April 21, 2018 and December 30, 2017, respectively, the company was in compliance with all restrictive covenants under the facility. The company currently has $190.2 million available under its facility for working capital and general corporate purposes. Amounts available for withdrawal under the facility are determined as the lesser of the total commitments and a formula derived amount based on qualifying trade receivables. Optional principal repayments may be made at any time without premium or penalty. Interest is due two days after our reporting periods end in arrears on the outstanding borrowings and is computed as the cost of funds rate plus an applicable margin of 85 basis points. An unused fee of 30 basis points is applicable on the unused commitment at each reporting period. Financing costs paid at inception of the facility and at the time amendments are executed are being amortized over the life of the facility. The balance of unamortized financing costs was $0.2 million on April 21, 2018 and December 30, 2017 and are recorded in other assets on the Condensed Consolidated Balance Sheets. 2022 Notes . On April 3, 2012, the company issued $400.0 million of senior notes. The company pays semiannual interest on the 2022 notes on each April 1 and October 1 and the 2022 notes will mature on April 1, 2022. The 2022 notes bear interest at 4.375% per annum. On any date prior to January 1, 2022, the company may redeem some or all of the 2022 notes at a price equal to the greater of (1) 100% of the principal amount of the notes redeemed and (2) a “make-whole” amount plus, in each case, accrued and unpaid interest. The make-whole amount is equal to the sum of the present values of the remaining scheduled payments of principal thereof (not including any interest accrued thereon to, but not including, the date of redemption), discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the treasury rate (as defined in the indenture governing the notes), plus 35 basis points, plus in each case, unpaid interest accrued thereon to, but not including, the date of redemption. At any time on or after January 1, 2022, the company may redeem some or all of the 2022 notes at a price equal to 100% of the principal amount of the 2022 notes redeemed plus accrued and unpaid interest. If the company experiences a “change of control triggering event” (which involves a change of control of the company and the related rating of the notes below investment grade), it is required to offer to purchase the 2022 notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest thereon unless the company exercised its option to redeem the 2022 notes in whole. The 2022 notes are also subject to customary restrictive covenants for investment grade debt, including certain limitations on liens and sale and leaseback transactions. The face value of the 2022 notes is $400.0 million and the debt discount on the 2022 notes at issuance was $1.0 million. The company paid issuance costs (including underwriting fees and legal fees) on the 2022 notes of $3.9 million. The issuance costs and the debt discount are being amortized to interest expense over the term of the 2022 notes. As of April 21, 2018 and December 30, 2017, the company was in compliance with all restrictive covenants under the indenture governing the 2022 notes. Credit Facility . On November 29, 2017, the company entered into the sixth amendment to its amended and restated credit agreement, dated as of October 24, 2003, with the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent, the swingline lender and issuing lender. The amendment, among other things (i) extends the maturity date of the existing credit agreement to November 29, 2022; (ii) amends the applicable margin for revolving loans maintained as (1) base rate loans and swingline loans to a range of 0.00% to 0.575% (from a range of 0.00% to 0.75% in the existing credit agreement) and (2) Eurodollar loans to a range of 0.575% to 1.575% (from a range of 0.70% to 1.75% in the existing credit agreement), in each case, based on the leverage ratio of the company and its subsidiaries; (iii) amends the applicable facility fee to a range of 0.05% to 0.30% (from a range of 0.05% to 0.50% in the existing credit agreement), due quarterly on all commitments under the amended credit agreement, based on the leverage ratio of the company and its subsidiaries; and (iv) amends the maximum leverage ratio covenant to permit the company, at its option, in connection with certain acquisitions and investments and subject to the terms and conditions provided in the amended credit agreement, to increase the maximum ratio permitted thereunder on one or more occasions to 4.00 to 1.00 for a period of four consecutive fiscal quarters, including and/or immediately following the fiscal quarter in which such acquisitions or investments were completed (the “covenant holiday”), provided that each additional covenant holiday will not be available to the company until it has achieved and maintained a leverage ratio of at least 3.75 to 1.00 and has been complied with for at least two fiscal quarters . The credit facility is a five-year, $500.0 million senior unsecured revolving loan facility. The credit facility contains a provision that permits Flowers to request up to $200.0 million in additional revolving commitments, for a total of up to $700.0 million, subject to the satisfaction of certain conditions. Proceeds from the credit facility may be used for working capital and general corporate purposes, including capital expenditures, acquisition financing, refinancing of indebtedness, dividends and share repurchases. The credit facility includes certain customary restrictions, which, among other things, require maintenance of financial covenants and limit encumbrance of assets and creation of indebtedness. Restrictive financial covenants include such ratios as a minimum interest coverage ratio and a maximum leverage ratio. The company believes that, given its current cash position, its cash flow from operating activities and its available credit capacity, it can comply with the current terms of the amended credit facility and can meet its presently foreseeable financial requirements. As of April 21, 2018 and December 30, 2017, respectively, the company was in compliance with all restrictive covenants under the credit facility. Financing costs paid at inception of the credit facility and at the time amendments are executed are being amortized over the life of the credit facility. The balance of unamortized financing costs was $1.4 million and $1.6 million on April 21, 2018 and December 30, 2017, respectively, and are recorded in other assets on the Condensed Consolidated Balance Sheets. Amounts outstanding under the credit facility vary daily. Changes in the gross borrowings and repayments can be caused by cash flow activity from operations, capital expenditures, acquisitions, dividends, share repurchases, and tax payments, as well as derivative transactions, which are part of the company’s overall risk management strategy as discussed in Note 9, Derivative Financial Instruments Amount (thousands) Balance at December 30, 2017 $ — Borrowings 1,000 Payments (1,000 ) Balance at April 21, 2018 $ — The table below presents the net amount available under the credit facility as of April 21, 2018: Amount (thousands) Gross amount available $ 500,000 Outstanding — Letters of credit (8,548 ) Available for withdrawal $ 491,452 The table below presents the highest and lowest outstanding balance under the credit facility during the sixteen weeks ended April 21, 2018: Amount (thousands) High balance $ 1,000 Low balance $ — Aggregate maturities of debt outstanding, including capital leases and the associated interest, as of April 21, 2018, are as follows (excluding unamortized debt discount and issuance costs) (amounts in thousands): Remainder of 2018 $ 9,410 2019 10,623 2020 5,344 2021 3,598 2022 402,101 2023 and thereafter 405,887 Total $ 836,963 Debt discount and issuance costs are being amortized straight-line (which approximates the effective method) over the term of the underlying debt outstanding. The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at April 21, 2018 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2026 notes $ 400,000 $ 4,845 $ 395,155 2022 notes 400,000 1,911 398,089 Other notes payable 11,250 260 10,990 Total $ 811,250 $ 7,016 $ 804,234 The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at December 30, 2017 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2026 notes $ 400,000 $ 5,022 $ 394,978 2022 notes 400,000 2,059 397,941 Other notes payable 12,500 333 12,167 Total $ 812,500 $ 7,414 $ 805,086 The company also leases certain property and equipment under various operating and capital lease arrangements. During the first quarter of fiscal 2017, the company terminated certain operating lease contracts prior to the maturity date, which resulted in net termination costs. The net termination costs consisted of $1.2 million of lease termination gain recognized in the selling, distribution and administrative line item and $1.8 million of lease termination costs recognized in the depreciation and amortization line item of our Condensed Consolidated Statements of Operations. |
Variable Interest Entities
Variable Interest Entities | 4 Months Ended |
Apr. 21, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Variable Interest Entities | 14. VARIABLE INTEREST ENTITIES Transportation agreement variable interest entity (the “VIE”) analysis The company maintains a transportation agreement with an entity that transports a significant portion of the company’s fresh bakery products from the company’s production facilities to outlying distribution centers. The company represents a significant portion of the entity’s revenue. This entity qualifies as a VIE, but the company has determined it is not the primary beneficiary of the VIE because the company does not (i) have the ability to direct the significant activities of the VIE and (ii) provide any implicit or explicit guarantees or other financial support to the VIE for specific return or performance benchmarks. In addition, we do not provide, nor do we intend to provide, financial or other support to the entity . The company has concluded that certain of the trucks and trailers the VIE uses for distributing our products from the manufacturing facilities to the distribution centers qualify as right to use leases . As of April 21, 2018 and December 30, 2017, there was $25.7 million and $27.2 million, respectively, in net property, plant and equipment and capital lease obligations associated with the right to use leases. Distribution rights agreement VIE analysis The incorporated IDPs in the DSD Segment qualify as VIEs. The IDPs who are formed as sole proprietorships are excluded from the following VIE accounting analysis and discussion . Incorporated IDPs acquire distribution rights and enter into a contract with the company to sell the company’s products in the IDPs’ defined geographic territory. The incorporated IDPs have the option to finance the acquisition of their distribution rights with the company. They can also pay cash or obtain external financing at the time they acquire the distribution rights. The combination of the company’s loans to the incorporated IDPs and the ongoing distributor arrangements with the incorporated IDPs provide a level of funding to the equity owners of the various incorporated IDPs that would not otherwise be available . As of April 21, 2018 and December 30, 2017, there was $158.7 million and $137.9 million, respectively, . The company is not considered to be the primary beneficiary of the VIEs because the company does not (i) have the ability to direct the significant activities of the VIEs that would affect their ability to operate their respective businesses and (ii) provide any implicit or explicit guarantees or other financial support to the VIEs, other than the financing described above, for specific return or performance benchmarks. The activities controlled by the incorporated IDPs that are deemed to most significantly impact the ultimate success of the incorporated IDP entities relate to those decisions inherent in operating the distribution business in the territory, including acquiring trucks and trailers, managing fuel costs, employee matters and other strategic decisions. In addition, we do not provide, nor do we intend to provide, financial or other support to the IDP. The IDPs are responsible for the operations of their respective territories . The company’s maximum contractual exposure to loss for the incorporated IDP relates to the distributor rights note receivable for the portion of the territory the incorporated IDPs financed at the time they acquired the distribution rights. The incorporated IDPs remit payment on their distributor rights note receivable each week during the settlement process of their weekly activity. The company will operate a territory on behalf of an incorporated IDP in situations where the IDP has abandoned its distribution rights. Any remaining balance outstanding on the distribution rights notes receivable is relieved once the distribution rights have been sold on the IDPs behalf. The company’s collateral from the territory distribution rights mitigates the potential losses . |
Commitments and Contingencies
Commitments and Contingencies | 4 Months Ended |
Apr. 21, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. COMMITMENTS AND CONTINGENCIES Self-insurance reserves and other commitments and contingencies The company has recorded current liabilities of $32.9 million and $30.1 million related to self-insurance reserves, excluding the distributor litigation discussed below, at April 21, 2018 and December 30, 2017, respectively. The reserves include an estimate of expected settlements on pending claims, defense costs and a provision for claims incurred but not reported. These estimates are based on the company’s assessment of potential liability using an analysis of available information with respect to pending claims, historical experience and current cost trends. The amount of the company’s ultimate liability in respect of these matters may differ materially from these estimates In the event the company ceases to utilize the independent distributor model or exits a geographic market, the company is contractually required in some situations to purchase the distribution rights from the independent distributor. The company expects to continue operating under this model and has concluded that the possibility of a loss is remote . The company’s facilities are subject to various federal, state and local laws and regulations regarding the discharge of material into the environment and the protection of the environment in other ways. The company is not a party to any material proceedings arising under these regulations. The company believes that compliance with existing environmental laws and regulations will not materially affect the consolidated financial condition, results of operations, cash flows or the competitive position of the company. The company believes it is currently in substantial compliance with all material environmental regulations affecting the company and its properties. On August 9, 2016, the U.S. Department of Labor (the “DOL”) notified the company that it was scheduled for a compliance review under the Fair Labor Standards Act (“FLSA”). The company is cooperating with the DOL . Litigation The company and its subsidiaries from time to time are parties to, or targets of, lawsuits, claims, investigations and proceedings, including personal injury, commercial, contract, environmental, antitrust, product liability, health and safety and employment matters, which are being handled and defended in the ordinary course of business. While the company is unable to predict the outcome of these matters, it believes, based upon currently available facts, that it is remote that the ultimate resolution of any such pending matters will have a material adverse effect on its overall financial condition, results of operations or cash flows in the future. However, adverse developments could negatively impact earnings in a particular future fiscal period . At this time, the company is defending 35 complaints filed by distributors alleging that such distributors were misclassified as independent contractors. Twenty-four of these lawsuits seek class and/or collective action treatment. The remaining eleven cases either allege individual claims or do not seek class or collective action treatment or, in cases in which class treatment was sought, the court denied class certification. The respective courts have ruled on plaintiffs’ motions for class certification in 16 of the pending cases, each of which is discussed below. Unless otherwise noted, a class was conditionally certified under the FLSA in each of the cases described below, although the company has the ability to petition the court to decertify that class at a later date Case Name Case No. Venue Date Filed Status Martinez et al. v. Flowers Foods, Inc., Flowers Bakeries Brands, Inc., Flowers Baking Co. of California, LLC, and Flowers Baking Co. of Henderson, LLC 2:15-cv-05112 16-56327 U.S. District Court Central District of California U.S. Court of Appeals for the Ninth Circuit 7/7/2015 The court denied a motion to certify Plaintiffs’ California state law claims against Defendants as a class action. This lawsuit was settled on confidential terms on June 29, 2016, and thereafter dismissed with prejudice. The denial of the class certification was appealed to the U.S. Court of Appeals for the Ninth Circuit. On April 25, 2018, the court dismissed the appeal. Rosinbaum et al. v. Flowers Foods, Inc. and Franklin Baking Co., LLC 7:16-cv-00233 U.S. District Court Eastern District of North Carolina 12/1/2015 McCurley v. Flowers Foods, Inc. and Derst Baking Co., LLC 5:16-cv-00194 U.S. District Court District of South Carolina 1/20/2016 On December 7, 2017, the parties reached an agreement in principal to settle this matter for a payment of $1.5 million, comprised of $0.8 million in settlement funds, $0.6 million in attorneys’ fees, and a collective $0.1 million for a service award and as an incentive for class members who are active distributors not to opt out of certain portions of the new distributor agreement. This settlement charge has been recorded as a selling, distribution and administrative expense line item in our Condensed Consolidated Statements of Operations during the fourth quarter of fiscal 2017. On May 4, 2018, the court preliminarily approved the settlement. The parties are working to obtain final court approval of the settlement. Neff et al. v. Flowers Foods, Inc., Lepage Bakeries Park Street, LLC, and CK Sales Co., LLC 5:15-cv-00254 U.S. District Court District of Vermont 12/2/2015 Noll v. Flowers Foods, Inc., Lepage Bakeries Park Street, LLC, and CK Sales Co., LLC 1:15-cv-00493 U.S. District Court District of Maine 12/3/2015 Zapata et al. v. Flowers Foods, Inc. and Flowers Baking Co. of Houston, LLC 4:16-cv-00676 U.S. District Court Southern District of Texas 3/14/2016 Rodriguez et al. v. Flowers Foods, Inc. and Flowers Baking Co. of Houston, LLC 4:16-cv-00245 U.S. District Court Southern District of Texas 1/28/2016 Richard et al. v. Flowers Foods, Inc., Flowers Baking Co. of Lafayette, LLC, Flowers Baking Co. of Baton Rouge, LLC, Flowers Baking Co. of Tyler, LLC and Flowers Baking Co. of New Orleans, LLC 6:15-cv-02557 U.S. District Court Western District of Louisiana 10/21/2015 Carr et al. v. Flowers Foods, Inc. and Flowers Baking Co. of Oxford, Inc. 2:15-cv-06391 U.S. District Court Eastern District of Pennsylvania 12/1/2015 Boulange v. Flowers Foods, Inc. and Flowers Baking Co. of Oxford, Inc. 2:16-cv-02581 U.S. District Court Eastern District of Pennsylvania 3/25/2016 This matter has been consolidated with the Carr litigation described immediately above. Soares et al. v. Flowers Foods, Inc., Flowers Bakeries Brands, Inc., Flowers Baking Co. of California, LLC, and Flowers Baking Co. of Modesto, LLC 3:15-cv-04918 U.S. District Court Northern District of California 10/26/2015 On June 28, 2017, the court denied Plaintiffs' motion to certify California state law claims against Defendants as a class action. Medrano v. Flowers Foods, Inc. and Flowers Baking Co. of El Paso, LLC 1:16-cv-00350 U.S. District Court District of New Mexico 4/27/2016 Schucker et al. v. Flowers Foods, Inc., Lepage Bakeries Park St., LLC, and C.K. Sales Co., LLC 1:16-cv-03439 U.S. District Court Southern District of New York 5/9/2016 The court denied Plaintiffs' motion for conditional certification of a class under the FLSA. On February 14, 2018, the parties reached an agreement in principal to settle this matter for a payment of approximately $1.3 million, comprised of $0.4 million in settlement funds, $0.9 million in attorneys’ fees, and a collective $0.1 million for service awards and incentives for class members who are active distributors not to opt out of certain portions of the new distributor agreement. This settlement charge has been recorded as a selling, distribution and administrative expense in our Condensed Consolidated Statements of Operations during the first quarter of fiscal 2018. The parties are working to obtain court approval of the settlement. On April 20, 2018, the court preliminarily approved the settlement. The parties are working to obtain final court approval of the settlement. Long v. Flowers Foods, Inc., Flowers Baking Co. of Morristown, LLC, and Flowers Baking Co. of Knoxville, LLC 3:17-cv-00724 U.S. District Court Middle District of Tennessee 4/20/2017 Wiatrek v. Flowers Foods, Inc. and Flowers Baking Co. of San Antonio, LLC 5:17-cv-00772 U.S. District Court Western District of Texas 8/15/2017 Martins v. Flowers Foods, Inc., Flowers Baking Co. of Bradenton, LLC and Flowers Baking Co. of Villa Rica, LLC 8:16-cv-03145 U.S. District Court Middle District of Florida 11/8/2016 The company and/or its respective subsidiaries contests the allegations and are vigorously defending all of these lawsuits. Given the stage of the complaints and the claims and issues presented, except for lawsuits disclosed herein that have reached a settlement or agreement in principle, the company cannot reasonably estimate at this time the possible loss or range of loss that may arise from the unresolved lawsuits . As of April 21, 2018, the company has settled, and the appropriate court has approved, the following collective and/or class action lawsuits filed by distributors alleging that such distributors were misclassified as independent contractors. In each of these settlements, in addition to the monetary terms noted below, the settlements also included certain non-economic terms intended to strengthen and enhance the independent contractor model: Case Name Case No. Venue Date Filed Comments Rehberg et al. v. Flowers Foods, Inc. and Flowers Baking Co. of Jamestown, LLC 3:12-cv-00596 U.S. District Court Western District of North Carolina 9/12/2012 On June 30, 2017, the Court dismissed this lawsuit and approved an agreement to settle this matter for $9.0 million, comprised of $5.2 million in settlement funds and $3.8 million in attorneys’ fees. The settlement class consisted of approximately 270 class members. This settlement was recorded as a selling, distribution and administrative expense in our Consolidated Statements of Income during the fourth quarter of fiscal 2016 and was paid in fiscal 2017. Bokanoski et al. v. Lepage Bakeries Park Street, LLC and CK Sales Co., LLC 3:15-cv-00021 U.S. District Court District of Connecticut 1/6/2015 On March 13, 2017, the Court dismissed this lawsuit and approved an agreement to settle this matter, which includes 49 territories, for $1.25 million, including attorneys' fees. This settlement was recorded in selling, distribution and administrative expenses in our Condensed Consolidated Statements of Operations during the third quarter of our fiscal 2016 and was paid during the first quarter of fiscal 2017. Stewart et al. v. Flowers Foods, Inc. and Flowers Baking Co. of Batesville, LLC 1:15-cv-01162 U.S. District Court Western District of Tennessee 7/2/2015 On April 10, 2017, the Court dismissed this lawsuit and approved an agreement to settle this matter for $250,000, including attorneys’ fees, on behalf of sixteen distributors. This settlement was paid and recorded in selling, distribution and administrative expenses in our Condensed Consolidated Statements of Operations during the first quarter of fiscal 2017. Coyle v. Flowers Foods, Inc. and Holsum Bakery, Inc. 2:15-cv-01372 U.S. District Court District of Arizona 7/20/2015 On March 23, 2018, the court dismissed this lawsuit and approved an agreement to settle this matter for $4.3 million, comprised of $1.2 million in settlement funds, $2.9 million in attorneys’ fees, and $0.2 million as an incentive for class members who are active distributors not to opt out of certain portions of the new distributor agreement. The settlement consisted of approximately 192 class members. This settlement charge was recorded as a selling, distribution and administrative expense in our Consolidated Statements of Income during the third quarter of fiscal 2017 and was paid during the first quarter of fiscal 2018. On August 12, 2016, a class action complaint was filed in the U.S. District Court for the Southern District of New York by Chris B. Hendley (the “Hendley complaint”) against the company and certain senior members of management (collectively, the “defendants”). On August 17, 2016, another class action complaint was filed in the U.S. District Court for the Southern District of New York by Scott Dovell, II (the “Dovell complaint” and together with the Hendley complaint, the “complaints”) against the defendants. Plaintiffs in the complaints are securities holders that acquired company securities between February 7, 2013 and August 10, 2016. The complaints generally allege that the defendants made materially false and/or misleading statements and/or failed to disclose that (1) the company’s labor practices were not in compliance with applicable federal laws and regulations; (2) such non-compliance exposed the company to legal liability and/or negative regulatory action; and (3) as a result, the defendants’ statements about the company’s business, operations, and prospects were false and misleading and/or lacked a reasonable basis. The counts of the complaints are asserted against the defendants pursuant to Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 under the Exchange Act. The complaints seek (1) class certification under the Federal Rules of Civil Procedure, (2) compensatory damages in favor of the plaintiffs and all other class members against the defendants, jointly and severally, for all damages sustained as a result of wrongdoing, in an amount to be proven at trial, including interest, and (3) awarding plaintiffs and the class their reasonable costs and expenses incurred in the actions, including counsel and expert fees. On October 21, 2016, the U.S. District Court for the Southern District of New York consolidated the complaints into one action captioned “In re Flowers Foods, Inc. Securities Litigation” (the “consolidated action”), appointed Walter Matthews as lead plaintiff (“lead plaintiff”), and appointed Glancy Prongay & Murray LLP and Johnson & Weaver, LLP as co-lead counsel for the putative class. On November 21, 2016, the court granted defendants’ and lead plaintiff’s joint motion to transfer the consolidated action to the U.S. District Court for the Middle District of Georgia. Lead plaintiff filed his Consolidated Class Action Complaint on January 12, 2017, raising the same counts and general allegations and seeking the same relief as the Dovell and Hendley complaints. On March 13, 2017, the defendants filed a motion to dismiss the lawsuit which was granted in part and denied in part on March 23, 2018. The court dismissed certain allegedly false or misleading statements as nonactionable under federal securities laws, and will allow others to proceed to fact discovery. The company and/or its respective subsidiaries are vigorously defending these lawsuits. Given the stage of the complaints and the claims and issues presented, the company cannot reasonably estimate at this time the possible loss or range of loss, if any, that may arise from the unresolved lawsuits. See Note 13, Debt and Other Obligations |
Earnings Per Share
Earnings Per Share | 4 Months Ended |
Apr. 21, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 16. EARNINGS PER SHARE The following is a reconciliation of net income and weighted average shares for calculating basic and diluted earnings per common share for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts and shares in thousands, except per share data): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Net income $ 51,247 $ 60,418 Basic Earnings Per Common Share: Basic weighted average shares outstanding for common stock 210,888 209,123 Basic earnings per common share $ 0.24 $ 0.29 Diluted Earnings Per Common Share: Basic weighted average shares outstanding for common stock 210,888 209,123 Add: Shares of common stock assumed issued upon exercise of stock options and vesting of restricted stock 423 1,152 Diluted weighted average shares outstanding for common stock 211,311 210,275 Diluted earnings per common share $ 0.24 $ 0.29 There were 378,220 and 813,870 of anti-dilutive shares during the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 4 Months Ended |
Apr. 21, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 17. STOCK-BASED COMPENSATION On March 5, 2014, our Board of Directors approved and adopted the 2014 Omnibus Equity and Incentive Compensation Plan (“Omnibus Plan”). The Omnibus Plan was approved by our shareholders on May 21, 2014. The Omnibus Plan authorizes the compensation committee of the Board of Directors to provide equity-based compensation in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, dividend equivalents and other awards for the purpose of providing our officers, key employees, and non-employee directors’ incentives and rewards for performance. The Omnibus Plan replaced the Flowers Foods’ 2001 Equity and Performance Incentive Plan, as amended and restated as of April 1, 2009 (“EPIP”), the stock appreciation right plan, and the bonus plan. Equity awards granted after May 21, 2014 are governed by the Omnibus Plan. No additional awards were issued under the EPIP after May 21, 2014 and the last issued awards were fully exercised during the first quarter of fiscal 2018. Awards granted under the Omnibus Plan are limited to the authorized amount of 8,000,000 shares. The following is a summary of stock options, restricted stock, and deferred stock outstanding under the plans described above. Information relating to the company’s stock appreciation rights, which were issued under a separate stock appreciation right plan, is also described below. The company typically grants awards at the beginning of its fiscal year. There were no grants in the first quarter of fiscal 2018; however, the company is analyzing its award structure and may grant awards later in fiscal 2018. Stock Options The company issued non-qualified stock options (“NQSOs”) during fiscal years 2011 and prior that were vested and fully exercised by our first quarter of fiscal 2018. The company’s final 72,785 stock options, with an exercise price of $10.87, outstanding on December 30, 2017 were exercised during the first quarter of fiscal 2018. The cash received, the windfall tax benefit, and intrinsic value from stock option exercises for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively, were as follows (amounts in thousands): April 21, 2018 April 22, 2017 Cash received from option exercises $ 791 $ 6,249 Tax benefit at exercise, net $ 111 $ 1,443 Intrinsic value of stock options exercised $ 609 $ 5,092 Performance-Contingent Restricted Stock Awards Performance-Contingent Total Shareholder Return Shares (“TSR Shares”) Certain key employees have been granted performance-contingent restricted stock under the Omnibus Plan in the form of TSR Shares. The awards vest approximately two years from the date of grant (after the filing of the company’s Annual Report on Form 10-K), and the shares become non-forfeitable if, and to the extent that, on that date the vesting conditions are satisfied. The total shareholder return (“TSR”) is the percent change in the company’s stock price over the measurement period plus the dividends paid to shareholders. The performance payout is calculated at the end of each of the last four quarters (averaged) in the measurement period. Once the TSR is determined for the company (“Company TSR”), it is compared to the TSR of our food company peers (“Peer Group TSR”). The Company TSR compared to the Peer Group TSR will determine the payout as set forth below: Percentile Payout as % of Target 90th 200 % 70th 150 % 50th 100 % 30th 50 % Below 30th 0 % For performance between the levels described above, the degree of vesting is interpolated on a linear basis. The 2015 award, which vested in fiscal 2017, did not meet the performance condition and no shares were issued. The 2016 award, which vested in fiscal 2018, vested at 12.5% of target. The TSR shares vest immediately if the grantee dies or becomes disabled. However, if the grantee retires at age 65 (or age 55 with at least 10 years of service with the company) or later, on the normal vesting date the grantee will receive a pro-rated number of shares based upon the retirement date and measured at the actual performance for the entire performance period. In addition, if the company undergoes a change in control, the TSR shares will immediately vest at the target level, provided that if 12 months of the performance period have been completed, vesting will be determined based on Company TSR as of the date of the change in control without application of four-quarter averaging. During the vesting period, the grantee has none of the rights of a shareholder. Dividends declared during the vesting period will accrue and will be paid at vesting on the TSR shares that ultimately vest. The fair value estimate was determined using a Monte Carlo The following performance-contingent TSR Shares have been granted under the Omnibus Plan and have service period remaining (amounts in thousands, except price data): Grant Date January 1, 2017 Shares granted 426 Vesting date 3/1/2019 Fair value per share $ 23.31 Performance-Contingent Return on Invested Capital Shares (“ROIC Shares”) Certain key employees have been granted performance-contingent restricted stock under the Omnibus Plan in the form of ROIC Shares. The awards generally vest approximately two years from the date of grant (after the filing of the company’s Annual Report on Form 10-K), and the shares become non-forfeitable if, and to the extent that, on that date, the vesting conditions are satisfied. Return on Invested Capital (“ROIC”) is calculated by dividing our profit, as defined, by the invested capital. Generally, the performance condition requires the company’s average ROIC to exceed its average weighted cost of capital (“WACC”) by between 1.75 to 4.75 percentage points (the “ROI Target”) over the two fiscal year performance period. If the lowest ROI Target is not met, the awards are forfeited. The ROIC Shares can be earned based on a range from 0% to 125% of target as defined below: • ROIC above WACC by less than 1.75 percentage points pays 0% of ROI Target; • ROIC above WACC by 1.75 percentage points pays 50% of ROI Target; or • ROIC above WACC by 3.75 percentage points pays 100% of ROI Target; or • ROIC above WACC by 4.75 percentage points pays 125% of ROI Target. For performance between the levels described above, the degree of vesting is interpolated on a linear basis. The 2015 award, which vested in fiscal 2017, actual attainment was 87% of ROI Target. The 2016 award, which vested in fiscal 2018, actual attainment was 70% of ROI Target. The ROIC Shares vest immediately if the grantee dies or becomes disabled. However, if the grantee retires at age 65 (or age 55 with at least 10 years of service with the company) or later, on the normal vesting date the grantee will receive a pro-rated number of ROIC Shares based upon the retirement date and actual performance for the entire performance period. In addition, if the company undergoes a change in control, the ROIC Shares will immediately vest at the target level. During the vesting period, the grantee has none of the rights of a shareholder. Dividends declared during the vesting period will accrue and will be paid at vesting on the ROIC Shares that ultimately vest. The fair value of this type of award is equal to the stock price on the grant date. Since these awards have a performance condition feature the expense associated with these awards may change depending on the expected ROI Target attained at each reporting period. The 2017 award is being expensed at 100% of ROI Target. The following performance-contingent ROIC Shares have been granted under the Omnibus Plan and have service period remaining (amounts in thousands, except price data): Grant Date January 1, 2017 Shares granted 426 Vesting date 3/1/2019 Fair value per share $ 19.97 Performance-Contingent Restricted Stock Summary The table below presents the TSR modifier share adjustment, ROIC modifier share adjustment, accumulated dividends on vested shares, and the tax benefit/(expense) at vesting of the performance-contingent restricted stock awards (amounts in thousands, except per share data). The shortfall at vesting of 2015 and 2016 awards was recorded as tax expense. Award Granted Fiscal Year Vested TSR Modifier Increase/(Decrease) Shares ROIC Modifier Increase/(Decrease) Shares Dividends at Vesting (thousands) Tax Benefit/(Expense) Fair Value at Vesting 2016 2018 (333,112 ) (114,190 ) $ 405 $ (2,130 ) $ 6,504 2015 2017 (378,219 ) (49,272 ) $ 392 $ (3,099 ) $ 6,316 Performance-Contingent Restricted Stock The company’s performance-contingent restricted stock activity for the sixteen weeks ended April 21, 2018 is presented below (amounts in thousands, except price data): Shares Weighted Average Grant Date Fair Value Nonvested shares at December 30, 2017 1,575 $ 22.20 Grant reduction for not achieving the ROIC modifier (114 ) $ 21.49 Grant reduction for not achieving the TSR modifier (333 ) $ 24.17 Vested (314 ) $ 21.89 Forfeited (26 ) $ 21.09 Nonvested shares at April 21, 2018 788 $ 21.64 As of April 21, 2018, there was $6.5 million of total unrecognized compensation cost related to nonvested restricted stock granted under the Omnibus Plan. That cost is expected to be recognized over a weighted-average period of 0.86 years. The total intrinsic value of shares vested during the sixteen weeks ended April 21, 2018 was $6.5 million. Deferred and Restricted Stock Non-employee directors may convert their annual board retainers into deferred stock equal in value to 100% of the cash payments directors would otherwise receive and the vesting period is a one-year period to match the period of time that cash would have been received if no conversion existed. Accumulated dividends are paid upon delivery of the shares. During fiscal 2018, non-employee directors elected to receive an aggregate of 12,950 common shares for board retainer deferrals pursuant to the Omnibus Plan. A total of 10,020 common shares were vested and issued for previous board retainer deferrals. Non-employee directors also receive annual grants of deferred stock. This deferred stock vests one year from the grant date. The deferred stock will be distributed to the grantee at a time designated by the grantee at the date of grant. Compensation expense is recorded on this deferred stock over the one-year minimum vesting period. During fiscal 2017, non-employee directors received an aggregate of 77,220 shares for their annual grant pursuant to the Omnibus Plan. On May 31, 2013, the company’s Chief Executive Officer (“CEO”) received a time-based restricted stock award of approximately $1.3 million of restricted stock pursuant to the EPIP. This award vested at 100% on the fourth anniversary of the date of the grant. Dividends accrued on the award and were paid to the CEO on the vesting date. There were 58,500 shares issued for this award at a fair value of $22.25 per share. This award vested at a price of $18.48 and the shares were issued in our second quarter of fiscal 2017. The deferred stock activity for the sixteen weeks ended April 21, 2018 is set forth below (amounts in thousands, except price data): Shares Weighted Average Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Nonvested shares at December 30, 2017 87 $ 18.70 Vested (10 ) $ 19.97 Granted 13 $ 19.31 Nonvested shares at April 21, 2018 90 $ 18.64 0.44 $ 305 As of April 21, 2018, there was $0.3 million of total unrecognized compensation cost related to deferred stock awards granted under the Omnibus Plan that will be recognized over a weighted-average period of 0.44 years. The total intrinsic value of shares vested during the sixteen weeks ended April 21, 2018 was $0.2 million. Stock-Based Payments Compensation Expense Summary The following table summarizes the company’s stock-based compensation expense for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Performance-contingent restricted stock awards $ 2,853 $ 5,367 Deferred and restricted stock 522 608 Total stock-based compensation $ 3,375 $ 5,975 |
Postretirement Plans
Postretirement Plans | 4 Months Ended |
Apr. 21, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Postretirement Plans | 18. POSTRETIREMENT PLANS The following summarizes the company’s balance sheet related pension and other postretirement benefit plan accounts at April 21, 2018 as compared to accounts at December 30, 2017 (amounts in thousands): April 21, 2018 December 30, 2017 Current liability $ 935 $ 935 Noncurrent liability $ 36,206 $ 60,107 Accumulated other comprehensive loss, net of tax $ 81,768 $ 78,076 Defined Benefit Plans and Nonqualified Plan The company amended our qualified defined benefit plans in October 2015 to allow pension plan participants not yet receiving benefit payments the option to elect to receive their benefit as a single lump sum payment. This amendment was effective as of January 1, 2016. This change supports our long-term pension risk management strategy. Settlement accounting, which accelerates recognition of a plan’s unrecognized net gain or loss, is triggered if the lump sums paid during a year exceeds the sum of the plan’s service and interest cost. The company determined it was probable a settlement would occur and paid lump sums that exceeded that threshold during our first quarter of fiscal 2018. We recognized a settlement charge of $4.7 million in the first quarter of fiscal 2018 as a result. Additional settlement charges will be recognized in each of the second, third, and fourth quarters of fiscal 2018. The amount of those charges will depend on the amount settled and the plan’s unrecognized net gain or loss at the end of each quarter. The company used a measurement date of December 31, 2017 for the defined benefit and postretirement benefit plans described below (excluding Plan No. 1, which has a measurement date of March 31, 2018 due to the settlement). The actuarial gain for Plan No. 1 from December 31, 2017 to March 31, 2018 is primarily due to better than expected asset returns during fiscal 2018, offset by an increase in the discount rate reflected in the re-measurement, which resulted in the decrease to the noncurrent liability in the table above. The long-term expected rate of return, net of expenses, for the defined benefit plans was 6.4% for fiscal 2018. When Plan No. 1 was remeasured as of March 31, 2018, the expected return was changed from 6.4% to 5.9% due to re-balancing the plan asset allocation to more debt rather than equities as part of our pension de-risking strategy. The company voluntarily contributed $10.0 million to one of our qualified pension plans during our first quarter of fiscal 2018. The net periodic pension cost (income) for the company’s plans include the following components (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Service cost $ 288 $ 232 Interest cost 3,124 4,008 Expected return on plan assets (5,407 ) (7,860 ) Settlement loss 4,668 — Amortization of prior service cost 100 119 Amortization of net loss 1,573 1,958 Total net periodic pension cost (income) $ 4,346 $ (1,543 ) The components of net periodic benefit cost (income) other than the service cost are included in the other components of net periodic pension and postretirement benefits credit line item on our Condensed Consolidated Statements of Operations. Postretirement Benefit Plan The company provides certain medical and life insurance benefits for eligible retired employees covered under the active medical plans. The plan incorporates an up-front deductible, coinsurance payments and retiree contributions at various premium levels. Eligibility and maximum period of coverage is based on age and length of service. The net periodic postretirement income for the company includes the following components (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Service cost $ 89 $ 79 Interest cost 72 70 Amortization of prior service credit (65 ) (65 ) Amortization of net gain (133 ) (153 ) Total net periodic postretirement income $ (37 ) $ (69 ) The components of net periodic postretirement benefits income other than the service cost are included in the other components of net periodic pension and postretirement benefit credit line item on our Condensed Consolidated Statements of Operations. 401(k) Retirement Savings Plan The Flowers Foods, Inc. 401(k) Retirement Savings Plan (“401(k) plan”) covers substantially all the company’s employees who have completed certain service requirements. During the sixteen weeks ended April 21, 2018 and April 22, 2017, the total cost and employer contributions were $7.3 million and $9.0 million, respectively. Multi-employer Pension Plan On August 18, 2017, the union participants of the Bakery and Confectionary Union and Industry International Pension Fund (the “Fund”) at our Lakeland, Florida plant voted to withdraw from the Fund in the most recent collective bargaining agreement. The withdrawal was effective, and the union participants were eligible to participate in the 401(k) plan, on November 1, 2017. During the third quarter of fiscal 2017, the company recorded a liability of $15.2 million related to the withdrawal from the Fund. During the first quarter of fiscal 2018, the company recorded an additional liability of $2.3 million for the final settlement amount of the withdrawal liability. The withdrawal liability was computed as the net present value of 20 years of monthly payments derived from the company’s share of unfunded vested benefits. The company began making payments during the first quarter of fiscal 2018. While this is our best estimate of the ultimate cost of the withdrawal from this Fund, additional withdrawal liability may be incurred based on the final fund assessment or in the event of a mass withdrawal, as defined by statute following our complete withdrawal. Transition payments, including related tax payments, were made on November 3, 2017 to, and for the benefit of, union participants as part of the collective bargaining agreement. An additional $3.1 million was recorded for these transition payments . The withdrawal liability charge and the transition payments were recorded in the multi-employer pension plan withdrawal costs line item on our Condensed Consolidated Statements of Operations and are in the DSD Segment. The liability is recorded in other accrued current liabilities on the Condensed Consolidated Balance Sheets. We paid $0.2 million during the first quarter of fiscal 2018 and the balance was paid in early May of fiscal 2018. |
Income Taxes
Income Taxes | 4 Months Ended |
Apr. 21, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 19. INCOME TAXES The effective tax rate for the sixteen weeks ended April 21, 2018 was 26.6% compared to 36.5% for sixteen weeks ended April 22, 2017. The decrease in the rate from the prior year is primarily due to the reduction in the federal corporate tax rate from 35% to 21% as a result of U.S. tax reform. During the sixteen weeks ended April 21, 2018, the primary differences in the effective rate and the statutory rate are state income taxes and tax shortfalls related to equity awards. In the fourth quarter of fiscal 2017, a tax benefit of $48.2 million was recorded as an estimate of the impact of the Act. The final impact of the Act may differ from the provisional amount, possibly materially, due to the issuance of additional regulatory guidance, changes in interpretations and assumptions we made, and actions we may take as a result of the Act, such as pension contributions and bonus depreciation. No adjustments were made to the provisional estimate during the first quarter of fiscal 2018. Any subsequent adjustments to these amounts will be recorded to current tax expense in the quarter of fiscal 2018 when the analysis of the impact of the Act is complete . During the sixteen weeks ended April 21, 2018, the company’s activity with respect to its uncertain tax positions and related interest expense accrual was insignificant to the Condensed Consolidated Financial Statements. As of April 21, 2018, we do not anticipate significant changes to the amount of gross unrecognized tax benefits over the next twelve months. The company adopted guidance discussed in Note 3, Recent Accounting Pronouncements |
Segment Reporting
Segment Reporting | 4 Months Ended |
Apr. 21, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | 20. SEGMENT REPORTING The company’s segments are currently separated primarily by the different delivery methods each segment uses for its respective product deliveries. The DSD Segment’s products are delivered fresh to customers through a network of IDPs who are incentivized to grow sales and to build equity in their distributorships. The Warehouse Segment ships fresh and frozen products to customers’ warehouses nationwide. Our bakeries fall into either the DSD Segment or Warehouse Segment depending on the primary method of delivery used to sell that bakery’s products. The bakeries within each segment produce products that are sold externally and internally. Internal sales are to bakeries within the producing bakery’s segment or to the other segment. Sales between bakeries are transferred at standard cost. The company evaluates each segment’s performance based on income or loss before interest and income taxes, excluding unallocated expenses and charges, which the company’s management deems to be an overall corporate cost or a cost not reflective of the segment’s core operating businesses. Information regarding the operations in these reportable segments is as follows (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Sales: DSD Segment $ 1,041,369 $ 1,018,916 Warehouse Segment 245,814 237,676 Eliminations: Sales from Warehouse Segment to DSD Segment (54,845 ) (49,887 ) Sales from DSD Segment to Warehouse Segment (25,885 ) (19,056 ) $ 1,206,453 $ 1,187,649 Gain on divestiture: Warehouse Segment $ — $ (28,875 ) $ — $ (28,875 ) Multi-employer pension plan withdrawal costs: DSD Segment $ 2,322 $ — $ 2,322 $ — Restructuring charges: DSD Segment $ 1,204 $ — Warehouse Segment 27 — Unallocated corporate costs 28 — $ 1,259 $ — Impairment of assets DSD Segment $ 2,483 $ — $ 2,483 $ — Depreciation and amortization: DSD Segment $ 37,470 $ 41,062 Warehouse Segment 6,625 6,311 Unallocated corporate costs(1) 94 (185 ) $ 44,189 $ 47,188 Income from operations: DSD Segment $ 84,425 $ 87,261 Warehouse Segment 14,562 44,695 Unallocated corporate costs(2) (22,372 ) (33,754 ) $ 76,615 $ 98,202 Interest expense $ (10,996 ) $ (11,625 ) Interest income $ 8,095 $ 6,577 Pension plan settlement loss $ (4,668 ) $ — Other components of net periodic pension and postretirement benefits credit $ 735 $ 1,923 Income before income taxes $ 69,781 $ 95,077 The table below presents the assets by segment (amounts in thousands): Assets: April 21, 2018 December 30, 2017 DSD Segment $ 2,300,325 $ 2,270,179 Warehouse Segment 302,303 296,157 Other (3) 67,629 93,388 Total assets $ 2,670,257 $ 2,659,724 (1) Represents costs allocated to the company’s corporate head office. (2) Represents costs allocated to the company’s corporate head office and pension plan settlement loss. (3) Represents the company’s corporate head office assets, including primarily cash and cash equivalents and deferred taxes. Certain assets were reclassified from the unallocated corporate head office to the DSD Segment during the first quarter of our fiscal 2018. Sales by product category in each reportable segment are as follows for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts in thousands): For the Sixteen Weeks Ended For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 DSD Segment Warehouse Segment Total DSD Segment Warehouse Segment Total Branded retail $ 664,134 $ 47,046 $ 711,180 $ 645,943 $ 48,800 $ 694,743 Store branded retail 136,684 35,892 172,576 137,533 34,691 172,224 Non-retail and other 214,666 108,031 322,697 216,384 104,298 320,682 Total $ 1,015,484 $ 190,969 $ 1,206,453 $ 999,860 $ 187,789 $ 1,187,649 The table above presents certain sales by category that have been reclassified from amounts previously reported. |
Subsequent Events
Subsequent Events | 4 Months Ended |
Apr. 21, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. SUBSEQUENT EVENTS The company has evaluated subsequent events since April 21, 2018, the date of these financial statements. We believe there were no material events or transactions discovered during this evaluation that require recognition or disclosure in the financial statements. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | INTERIM FINANCIAL STATEMENTS — The accompanying unaudited Condensed Consolidated Financial Statements of Flowers Foods, Inc. (the “company”, “Flowers Foods”, “Flowers”, “us”, “we”, or “our”) have been prepared by the company’s management in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, they do not include all the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the unaudited Condensed Consolidated Financial Statements included herein contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the company’s financial position, results of operations and cash flows. The results of operations for the sixteen weeks ended April 21, 2018 and April 22, 2017 are not necessarily indicative of the results to be expected for a full fiscal year. The Condensed Consolidated Balance Sheet at December 30, 2017 has been derived from the audited financial statements at that date but does not include all the information and footnotes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Form 10-K. |
Estimates | 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. Actual results could differ from those estimates. The company believes the following critical accounting estimates affect its more significant judgments and estimates used in the preparation of its consolidated financial statements: revenue recognition, derivative instruments, valuation of long-lived assets, goodwill and other intangible assets, self-insurance reserves, income tax expense and accruals, pension obligations, stock-based compensation, and commitments and contingencies. These estimates are summarized in the Form 10-K. |
Reporting Periods | REPORTING PERIODS — The company operates on a 52-53 week fiscal year ending the Saturday nearest December 31. Fiscal 2018 consists of 52 weeks, with the company’s quarterly reporting periods as follows: first quarter ended April 21, 2018 (sixteen weeks), second quarter ending July 14, 2018 (twelve weeks), third quarter ending October 6, 2018 (twelve weeks) and fourth quarter ending December 29, 2018 (twelve weeks). |
Segments | SEGMENTS — Flowers Foods currently operates two business segments: a direct-store-delivery (“DSD”) segment (“DSD Segment”) and a warehouse delivery segment (“Warehouse Segment”). The DSD Segment (84% of total year to date sales) currently operates 39 plants that produce a wide variety of fresh bakery foods, including fresh breads, buns, rolls, tortillas, and snack cakes. These products are sold through a DSD route delivery system to retail and foodservice customers in the East, South, Southwest, California, and select markets in the Midwest, Pacific Northwest, Nevada, and Colorado. The Warehouse Segment (16% of total year to date sales) currently operates eight plants that produce snack cakes, breads and rolls for national retail, foodservice, vending, and co-pack customers and deliver through customers’ warehouse channels. On May 3, 2017, the company announced an enhanced organizational structure designed to provide greater focus on the company’s strategic objectives, emphasize brand growth and innovation in line with a national branded food company, drive enhanced accountability, reduce costs, and strengthen long-term strategy. The new organizational structure establishes two business units (“BUs”), Fresh Packaged Bread and Snacking/Specialty, and realigns key leadership roles. The new structure also provides for centralized marketing, sales, supply chain, shared-services/administrative, and corporate strategy functions, each with clearly defined roles and responsibilities. The company intends to transition to the new structure over the next several months with full implementation expected to be completed at the beginning of fiscal 2019. Management will continue to review financial information for the DSD Segment and Warehouse Segment until the new organizational structure is fully implemented. |
Significant Customer | SIGNIFICANT CUSTOMER — Following is the effect that our largest customer, Walmart/Sam’s Club, had on the company’s sales for the sixteen weeks ended April 21, 2018 and April 22, 2017. Walmart/Sam’s Club is the only customer to account for greater than 10% of the company’s sales. For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 (% of Sales) DSD Segment 17.6 17.3 Warehouse Segment 2.4 2.5 Total 20.0 19.8 Walmart/Sam’s Club is our only customer with a balance greater than 10% of outstanding trade receivables. Its percentage of trade receivables was 19.2% and 23.6%, on a consolidated basis, as of April 21, 2018 and December 30, 2017, respectively. No other customer accounted for greater than 10% of the company’s outstanding trade receivables. |
Revenue | Revenue . Revenue is recognized when obligations under the terms of a contract with our customers are satisfied. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. The company records both direct and estimated reductions to gross revenue for customer programs and incentive offerings at the time the incentive is offered or at the time of revenue recognition for the underlying transaction that results in progress by the customer towards earning the incentive. These allowances include price promotion discounts, coupons, customer rebates, cooperative advertising, and product returns. Consideration payable to a customer is recognized at the time control transfers and is a reduction to revenue. Price promotion discount expense is recorded as a reduction to gross sales when the discounted product is sold to the customer. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in our selling, distribution, and administration expense line item on the Condensed Consolidated Statements of Operations. The company’s production facilities deliver products to independent distributor partners (“IDP” or “IDPs”), who sell and deliver those products to outlets of retail accounts that are within the IDPs’ defined geographic territory. The IDPs sell products using either scan-based trading (“SBT”) technology, authorized charge tickets, or cash sales. SBT technology allows the retailer to take ownership of our goods when the consumer purchases the goods rather than at the time they are delivered to the retailer. Control of the inventory does not transfer upon delivery to the retailer because the company controls the risks and rights until the product is scanned at the reseller’s register. Each of the company’s products are a distinct good since the resellers expect each item to be a performance obligation. The company’s performance obligations are satisfied at the point in time when the end consumer purchases the product because each product is considered a separate performance obligation. Consequently, revenue is recognized at a point in time for each scanned item. The company has concluded that we are the principal. SBT is utilized primarily in certain national and regional retail accounts (“SBT Outlet”). Generally, revenue is not recognized by the company upon delivery of our products by the company to the IDP or upon delivery of our products by the IDP to a SBT Outlet, but when our products are purchased by the end consumer. Product inventory in the SBT Outlet is reflected as inventory on the Condensed Consolidated Balance Sheets. The IDP performs a physical inventory of products at each SBT Outlet weekly and reports the results to the company. The inventory data submitted by the IDP for each SBT Outlet is compared with the product delivery data. Product delivered to a SBT Outlet that is not recorded in the product delivery data has been purchased by the consumer/customer of the SBT Outlet and is recorded as sales revenue by the company. Non-SBT sales are classified as either authorized charged sales or cash sales. The company provides marketing support to the IDP for authorized charged sales, but does not provide marketing support to the IDP for cash sales. Marketing support includes providing a dedicated account representative, resolving complaints, and accepting responsibility for product quality which collectively define how to manage the relationship. Revenue is recognized at a point in time for non-SBT sales. The company retains inventory risk, establishes negotiated special pricing, and fulfills the contractual obligations for authorized charged sales. The company is the principal, the IDP is the agent, and the reseller is the customer. Revenue is recognized for authorized charge sales when the product is delivered to the customer because the company has satisfied its performance obligations. Cash sales occur when the IDP is the end customer. The IDP maintains accounts receivable, inventory and fulfillment risk for cash sales. The IDP also controls pricing for the resale of cash sale products. The company is the principal and the IDP is the customer, and an agent relationship does not exist. The discount paid to the IDP for cash sales is recorded as a reduction to revenue. Cash sales are recognized when the company’s products are delivered to the IDP because the company has satisfied its performance obligations. Sales in the Warehouse Segment are under contracts and include a formal ordering system. Orders are placed primarily using purchase orders (“PO”) or electronic data interchange (“EDI”) information. Each PO, together with the applicable master supply agreement, is determined to be a separate contract. Product is delivered via contract carriers engaged by either the company or the customer with shipping terms provided on the PO. Each unit sold, for all product categories, is a separate performance obligation. Each unit is considered distinct because the customer can benefit from each unit by selling each one to the end consumer. Additionally, each unit is separately identifiable in the PO. Products are delivered either freight-on-board (“FOB”) shipping or destination. The company’s right to payment is at the time our products are obtained from our warehouse for FOB shipping deliveries. The right to payment for FOB destination deliveries occurs after the products are delivered to the customer. Revenue is recognized at a point in time when control transfers. The company pays commissions to brokers who obtain contracts with customers. Commissions are paid on the total value of the contract, which is determined at contract inception and is based on expected future activity. Broker commissions will not extend beyond a one-year term because each product is considered a separate order in the PO. The company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the company otherwise would have recognized is one year or less. These costs are included in selling, distribution, and administrative expense line item on the Condensed Consolidated Statements of Operations. The company disaggregates revenue by sales channel for each reportable segment. Our sales channels are branded retail, store branded retail, and non-retail and other. The non-retail and other channel includes foodservice, restaurants, and contract manufacturing. The company does not disaggregate revenue by geographic region, customer type, or contract type. All revenues are recognized at a point in time. The disclosures for segment revenues by sales channel are in Note 20, Segment Reporting |
Derivative Financial Instruments | Derivative Financial Instruments . New guidance updates the disclosure requirements for derivatives and hedging activities with the intent to provide investors with an enhanced understanding of: (a) how and why an entity uses derivative instruments and related hedged items, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the company’s objectives and strategies for using derivative instruments, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required, the company records all derivatives on the Condensed Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedged item with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the company elects not to apply hedge accounting. |
Income Taxes | Income taxes . The company releases the income tax effect from accumulated other comprehensive income (loss) (“AOCI”) in the period when the underlying transaction impacts earnings. We adopted new accounting requirements that provide the option to reclassify stranded income tax effects resulting from the Tax Cuts and Jobs Act (the “Act”) from AOCI to retained earnings. We elected to reclassify the stranded income tax effects of the Act of $18.8 million from AOCI to retained earnings. This reclassification consists of deferred taxes originally recorded in AOCI that exceed the newly enacted federal corporate tax rate. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Accounting Policies [Abstract] | |
Effect of Largest Customer in Sales | Following is the effect that our largest customer, Walmart/Sam’s Club, had on the company’s sales for the sixteen weeks ended April 21, 2018 and April 22, 2017. Walmart/Sam’s Club is the only customer to account for greater than 10% of the company’s sales. For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 (% of Sales) DSD Segment 17.6 17.3 Warehouse Segment 2.4 2.5 Total 20.0 19.8 |
Financial Statement Revisions (
Financial Statement Revisions (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Prior Period Adjustment [Abstract] | |
Revisions to Applicable Condensed Consolidated Statements of Cash Flows Line Item to correct the errors | The table below presents the revisions to the applicable Condensed Consolidated Statements of Cash Flows line item to correct the errors for the sixteen weeks ended April 22, 2017 (amounts in thousands): Condensed Consolidated Statements of Cash Flows Sixteen Weeks Ended April 22, 2017 Impacted Condensed Consolidated Statements of Cash Flows Line Item As Reported Revisions As Other assets $ (4,702 ) $ 6,409 $ 1,707 Other accrued liabilities $ 4,052 $ (482 ) $ 3,570 Net cash provided by operating activities $ 75,994 $ 5,927 $ 81,921 Repurchase of independent distributor territories $ (3,161 ) $ 129 $ (3,032 ) Cash paid at issuance of notes receivable $ — $ (6,641 ) $ (6,641 ) Other investing activities $ 56 $ 585 $ 641 Net cash provided by investing activities $ 28,359 $ (5,927 ) $ 22,432 |
Recent Accounting Pronounceme33
Recent Accounting Pronouncements (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Revisions to Applicable Condensed Consolidated Statements of Cash Flows Line Item to correct the errors | The table below presents the revisions to the applicable Condensed Consolidated Statements of Cash Flows line item to correct the errors for the sixteen weeks ended April 22, 2017 (amounts in thousands): Condensed Consolidated Statements of Cash Flows Sixteen Weeks Ended April 22, 2017 Impacted Condensed Consolidated Statements of Cash Flows Line Item As Reported Revisions As Other assets $ (4,702 ) $ 6,409 $ 1,707 Other accrued liabilities $ 4,052 $ (482 ) $ 3,570 Net cash provided by operating activities $ 75,994 $ 5,927 $ 81,921 Repurchase of independent distributor territories $ (3,161 ) $ 129 $ (3,032 ) Cash paid at issuance of notes receivable $ — $ (6,641 ) $ (6,641 ) Other investing activities $ 56 $ 585 $ 641 Net cash provided by investing activities $ 28,359 $ (5,927 ) $ 22,432 |
Summary of Reclassification of Tax Effects to Retained Earnings from AOCI | The table below presents the impact of this reclassification on December 31, 2017 (amounts in thousands) (positive value denotes a debit balance): Impacted Line Item (Dr (Cr)) Retained Earnings AOCI Pension and postretirement plans (17,097 ) 17,097 Hedged financial instruments (1,709 ) 1,709 Total reclassification of stranded income tax effects to retained earnings from AOCI $ (18,806 ) $ 18,806 |
Accounting Standards Update 2017-07 | |
Revisions to Applicable Condensed Consolidated Statements of Cash Flows Line Item to correct the errors | The impact (including defined benefit and postretirement plans) for the sixteen weeks ended April 22, 2017 is presented in the table below (amounts in thousands): For the Sixteen Weeks Ended Previously Filed Post-adoption April 22, 2017 April 22, 2017 Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately) $ 607,941 $ 608,068 Selling, distribution and administrative expenses $ 461,270 $ 463,066 Income from operations $ 100,125 $ 98,202 Other components of net periodic pension and postretirement benefits credit $ — $ (1,923 ) |
Restructuring Activities (Table
Restructuring Activities (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Restructuring And Related Activities [Abstract] | |
Components of Costs Associated with Project Centennial | The table below presents the components of costs associated with Project Centennial (amounts in thousands): For the Sixteen Weeks Ended For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Restructuring and related impairment charges: Reorganization costs $ 1,512 $ — VSIP (597 ) — Employee termination benefits 344 — Restructuring and related impairment charges (1) 1,259 — Project Centennial implementation costs (2) 6,432 15,406 Total Project Centennial restructuring and implementation costs $ 7,691 $ 15,406 (1) Presented on our Condensed Consolidated Statements of Operations. (2) Costs are recorded in the selling, distribution, and administrative expenses line item of our Condensed Consolidated Statements of Operations. |
Components of, and Changes in Restructuring Accruals | The table below presents the components of, and changes in, our restructuring accruals (amounts in thousands): VSIP Employee Termination Benefits (1) Reorganization Costs (2) Total Liability balance at December 30, 2017 $ 25,022 $ 468 $ — $ 25,490 Charges (597 ) 344 1,512 1,259 Cash payments (23,912 ) (608 ) (1,512 ) (26,032 ) Non-cash settlements — — — — Liability balance (3) at April 21, 2018 $ 513 $ 204 $ — $ 717 (1) Employee termination benefits are not related to the VSIP. (2) Reorganization costs include employee relocation expenses. (3) Recorded in the other accrued current liabilities line item of our Condensed Consolidated Balance Sheets. |
Divestiture (Tables)
Divestiture (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Business Combinations [Abstract] | |
Computation of Gain on Divestiture | The table below presents a computation of the gain on divestiture (amounts in thousands): Cash consideration received $ 41,230 Recognized amounts of identifiable assets acquired and liabilities assumed: Property, plant, and equipment recorded as assets held for sale 3,824 Goodwill 801 Financial assets 7,730 Net derecognized amounts of identifiable assets sold 12,355 Gain on divestiture $ 28,875 |
Accumulated Other Comprehensi36
Accumulated Other Comprehensive Income ("AOCI") (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
Summary of Reclassifications Out of AOCI | During the sixteen weeks ended April 21, 2018 and April 22, 2017, reclassifications out of AOCI were as follows (amounts in thousands): Amount Reclassified from AOCI For the Sixteen Weeks Ended Affected Line Item in the Statement Details about AOCI Components (Note 2) April 21, 2018 April 22, 2017 Where Net Income is Presented Gains and losses on cash flow hedges: Interest rate contracts $ (44 ) $ (44 ) Interest expense Commodity contracts (353 ) (727 ) Cost of sales, Note 3 Total before tax (397 ) (771 ) Total before tax Tax benefit 100 297 Tax benefit Total net of tax (297 ) (474 ) Net of tax Amortization of defined benefit pension items: Prior-service costs (35 ) (54 ) Note 1 Settlement loss (4,668 ) — Note 1 Actuarial losses (1,440 ) (1,805 ) Note 1 Total before tax (6,143 ) (1,859 ) Total before tax Tax benefit 1,551 716 Tax benefit Total net of tax (4,592 ) (1,143 ) Net of tax Total reclassifications $ (4,889 ) $ (1,617 ) Net of tax Note 1: These items are included in the computation of net periodic pension cost. These are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Operations. See Note 18, Postretirement Plans Note 2: Amounts in parentheses indicate debits to determine net income (loss). Note 3: Amounts are presented as an adjustment to reconcile net income (loss) to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Changes to AOCI, Net of Income Tax | During the sixteen weeks ended April 21, 2018, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Gains/Losses on Cash Flow Hedges Defined Benefit Plan Items Total AOCI at December 30, 2017 $ (6,483 ) $ (78,076 ) $ (84,559 ) Other comprehensive income before reclassifications 10,470 8,813 19,283 Reclassified to earnings from AOCI 297 4,592 4,889 Reclassified to retained earnings from AOCI (1,709 ) (17,097 ) (18,806 ) AOCI at April 21, 2018 $ 2,575 $ (81,768 ) $ (79,193 ) During the sixteen weeks ended April 22, 2017, changes to AOCI, net of income tax, by component were as follows (amounts in thousands and parentheses denote a debit balance): Gains/Losses on Cash Flow Hedges Defined Benefit Plan Items Total AOCI at December 31, 2016 $ (1,061 ) $ (82,222 ) $ (83,283 ) Other comprehensive income before reclassifications (3,518 ) — (3,518 ) Reclassified to earnings from AOCI 474 1,143 1,617 AOCI at April 22, 2017 $ (4,105 ) $ (81,079 ) $ (85,184 ) |
Loss Reclassified From AOCI for Commodity Contracts | The following table presents the net of tax amount of the loss reclassified from AOCI for our commodity contracts (amounts in thousands and positive value indicates debits to determine net income): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Gross loss reclassified from AOCI into income $ 353 $ 727 Tax benefit (89 ) (280 ) Net of tax $ 264 $ 447 |
Goodwill and Other Intangible37
Goodwill and Other Intangible Assets (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Other Intangible Assets | The table below summarizes our goodwill and other intangible assets at April 21, 2018 and December 30, 2017, respectively, each of which is explained in additional detail below (amounts in thousands): April 21, 2018 December 30, 2017 Goodwill $ 464,777 $ 464,777 Amortizable intangible assets, net of amortization 527,875 535,842 Indefinite-lived intangible assets 206,600 206,600 Total goodwill and other intangible assets $ 1,199,252 $ 1,207,219 |
Amortizable Intangible Assets | As of April 21, 2018 and December 30, 2017, respectively, the company had the following amounts related to amortizable intangible assets (amounts in thousands): April 21, 2018 December 30, 2017 Asset Cost Accumulated Amortization Net Value Cost Accumulated Amortization Net Value Trademarks $ 371,392 $ 37,792 $ 333,600 $ 371,392 $ 34,716 $ 336,676 Customer relationships 281,621 89,087 192,534 281,621 84,280 197,341 Non-compete agreements 4,874 4,874 — 4,874 4,874 — Distributor relationships 4,123 2,382 1,741 4,123 2,298 1,825 Total $ 662,010 $ 134,135 $ 527,875 $ 662,010 $ 126,168 $ 535,842 |
Aggregate Amortization Expense | Aggregate amortization expense for the sixteen weeks ended April 21, 2018 and April 22, 2017 was as follows (amounts in thousands): Amortization Expense For the sixteen weeks ended April 21, 2018 $ 7,967 For the sixteen weeks ended April 22, 2017 $ 8,555 |
Estimated Amortization of Intangibles | Estimated amortization of intangibles for each of the next five years is as follows (amounts in thousands): Amortization of Intangibles Remainder of 2018 $ 17,818 2019 $ 25,288 2020 $ 24,795 2021 $ 24,234 2022 $ 23,643 |
Fair Value of Financial Instr38
Fair Value of Financial Instruments (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Fair Value Disclosures [Abstract] | |
Interest Income for Distributor Notes Receivable | Interest income for the distributor notes receivable was as follows (amounts in thousands): Interest Income For the sixteen weeks ended April 21, 2018 $ 8,095 For the sixteen weeks ended April 22, 2017 $ 6,577 |
Carrying Value of Distributor Notes Receivable | At April 21, 2018 and December 30, 2017, respectively, the carrying value of the distributor notes receivable was as follows (amounts in thousands): April 21, 2018 December 30, 2017 Distributor notes receivable $ 225,535 $ 211,702 Current portion of distributor notes receivable recorded in accounts and notes receivable, net 25,659 23,965 Long-term portion of distributor notes receivable $ 199,876 $ 187,737 |
Schedule of Fair Value of Notes | The fair value of the 2026 notes and 2022 notes are presented in the table below (amounts in thousands, except level classification): Carrying Value Fair Value Level 2026 notes $ 395,155 $ 376,688 2 2022 notes $ 398,089 $ 409,612 2 |
Derivative Financial Instrume39
Derivative Financial Instruments (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Net Fair Value of Commodity Price Risk | As of April 21, 2018, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 4,071 $ — $ — $ 4,071 Other long-term 563 — — 563 Total 4,634 — — 4,634 Liabilities: Other current (689 ) — — (689 ) Other long-term (384 ) — — (384 ) Total (1,073 ) — — (1,073 ) Net Fair Value $ 3,561 $ — $ — $ 3,561 As of December 30, 2017, the company’s hedge portfolio contained commodity derivatives, which are recorded in the following accounts with fair values measured as indicated (amounts in thousands): Level 1 Level 2 Level 3 Total Assets: Other current $ 259 $ — $ — $ 259 Other long-term 32 — — 32 Total 291 — — 291 Liabilities: Other current (10,247 ) — — (10,247 ) Other long-term (639 ) — — (639 ) Total (10,886 ) — — (10,886 ) Net Fair Value $ (10,595 ) $ — $ — $ (10,595 ) |
Derivative Held for Hedging the Risk of Changes in Forecasted Interest Payments on Issuance of Long-term Debt | The following table outlines the company’s derivatives, which were hedging the risk of changes in forecasted interest payments on forecasted issuance of long-term debt (amounts in thousands, before tax, and an asset is a positive value and a liability is a negative value): Terminated Description Aggregate Notional Amount Fair Value When Terminated Fair Value Deferred in AOCI(1) Ineffective Portion at Termination April/2012 Treasury lock $ 500,000 $ (3,137 ) $ 2,510 $ 627 September/2016 Treasury lock $ 200,000 $ 1,298 $ (1,298 ) $ — September/2016 Treasury lock $ 150,000 $ (323 ) $ 215 $ 108 (1) The amount reported in AOCI is reclassified to interest expense as interest payments are made on the related notes through the maturity date. |
Derivative Instruments Located on Condensed Consolidated Balance Sheet | The company has the following derivative instruments located on the Condensed Consolidated Balance Sheets, which are utilized for the risk management purposes detailed above (amounts in thousands): Derivative Assets Derivative Liabilities April 21, 2018 December 30, 2017 April 21, 2018 December 30, 2017 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Commodity contracts Other current assets $ 4,071 Other current assets $ 259 Other current accrued liabilities $ 689 Other current accrued liabilities $ 10,247 Commodity contracts Other assets 563 Other assets 32 Other long-term liabilities 384 Other long-term liabilities 639 Total $ 4,634 $ 291 $ 1,073 $ 10,886 |
Effect of Derivative Instruments for Deferred Gains And (Losses) on Closed Contracts and Effective Portion in Fair Value on AOCI, Utilized for Risk Management Purposes (Detail) | The company had the following derivative instruments for deferred gains and (losses) on closed contracts and the effective portion for changes in fair value recorded in AOCI (no amounts were excluded from the effectiveness test), all of which are utilized for the risk management purposes detailed above (amounts in thousands and net of tax): Amount of Gain or (Loss) Amount of (Gain) or Loss Recognized in AOCI on Derivatives Reclassified from AOCI (Effective Portion) Location of (Gain) or Loss into Income (Effective Portion) Derivatives in Cash Flow For the Sixteen Weeks Ended Reclassified from AOCI For the Sixteen Weeks Ended Hedge Relationships(1) April 21, 2018 April 22, 2017 into Income (Effective Portion)(2) April 21, 2018 April 22, 2017 Interest rate contracts $ — $ — Interest expense $ 33 $ 27 Commodity contracts 10,470 (3,518 ) Production costs(3) 264 447 Total $ 10,470 $ (3,518 ) $ 297 $ 474 1. Amounts in parentheses indicate debits to determine net income (loss). 2. Amounts in parentheses, if any, indicate credits to determine net income (loss). 3. Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). |
AOCI Related to Derivative Transactions | At April 21, 2018, the balance in AOCI related to commodity price risk and interest rate risk derivative transactions that closed or will expire over the following years are as follows (amounts in thousands and net of tax) (amounts in parenthesis indicate a debit balance): Commodity Price Risk Derivatives Interest Rate Risk Derivatives Totals Closed contracts $ (29 ) $ (58 ) $ (87 ) Expiring in 2018 1,226 — 1,226 Expiring in 2019 1,505 — 1,505 Expiring in 2020 (69 ) — (69 ) Total $ 2,633 $ (58 ) $ 2,575 |
Financial Contracts Hedging Commodity Risk | As of April 21, 2018, the company had the following outstanding financial contracts that were entered to hedge commodity risk (amounts in thousands): Notional Amount Wheat contracts $ 94,608 Soybean oil contracts 26,321 Natural gas contracts 11,604 Corn contracts 14,363 Total $ 146,896 |
Other Current and Non-Current40
Other Current and Non-Current Assets (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Components of Other Current Assets | Other current assets consist of (amounts in thousands): April 21, 2018 December 30, 2017 Prepaid assets $ 23,744 $ 22,154 Fair value of derivative instruments 4,071 259 Collateral to counterparties for derivative positions 1,056 16,324 Income taxes receivable 3,201 10,133 Other 497 767 Total $ 32,569 $ 49,637 |
Components of Other Non-Current Assets | Other non-current assets consist of (amounts in thousands): April 21, 2018 December 30, 2017 Unamortized financing fees $ 1,568 $ 1,787 Investments 3,345 3,434 Notes receivable — 2,464 Deposits 2,442 2,342 Other 727 201 Total $ 8,082 $ 10,228 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Components of Other Accrued Liabilities | Other accrued liabilities consist of (amounts in thousands): April 21, 2018 December 30, 2017 Employee compensation $ 21,968 $ 15,276 VSIP liabilities 513 25,022 Employee vacation 24,566 22,638 Employee bonus 9,701 29,369 Fair value of derivative instruments 689 10,247 Insurance 32,938 30,052 Bank overdraft 4,294 5,699 Accrued interest 1,770 7,711 Accrued taxes 9,005 10,943 Accrued legal settlements 4,178 6,928 Accrued legal costs 6,253 7,877 Multi-employer pension plan withdrawal costs 17,337 15,223 Accrued short term deferred income 5,238 4,940 Other 13,909 8,543 Total $ 152,359 $ 200,468 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Property Plant And Equipment Assets Held For Sale Disclosure [Abstract] | |
Assets Held for Sale | The table below presents the assets held for sale as of April 21, 2018 and December 30, 2017, respectively (amounts in thousands): April 21, 2018 December 30, 2017 Distributor territories $ 6,493 $ 13,584 Property, plant and equipment 1,691 1,739 Total assets held for sale $ 8,184 $ 15,323 |
Debt and Other Obligations (Tab
Debt and Other Obligations (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Capital Leases (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) | Long-term debt and capital leases (net of issuance costs and debt discounts excluding line-of-credit arrangements) consisted of the following at April 21, 2018 and December 30, 2017, respectively (amounts in thousands): April 21, 2018 December 30, 2017 Unsecured credit facility $ — $ — 2026 notes 395,155 394,978 2022 notes 398,089 397,941 Accounts receivable securitization facility — — Capital lease obligations 25,713 27,150 Other notes payable 10,990 12,167 829,947 832,236 Current maturities of long-term debt and capital lease obligations 11,806 12,095 Total long-term debt and capital lease obligations $ 818,141 $ 820,141 |
Schedule of debt discount, underwriting fees and the legal and other fees | The table below presents the debt discount, underwriting fees and the legal and other fees for issuing the 2026 notes (amounts in thousands): Amount at Issuance Debt discount $ 2,108 Underwriting, legal, and other fees 3,634 Total fees $ 5,742 |
Schedule of Borrowings and Repayments Under Credit Facility | Amounts outstanding under the credit facility vary daily. Changes in the gross borrowings and repayments can be caused by cash flow activity from operations, capital expenditures, acquisitions, dividends, share repurchases, and tax payments, as well as derivative transactions, which are part of the company’s overall risk management strategy as discussed in Note 9, Derivative Financial Instruments Amount (thousands) Balance at December 30, 2017 $ — Borrowings 1,000 Payments (1,000 ) Balance at April 21, 2018 $ — |
Schedule of Net Amount Available Under Credit Facility | The table below presents the net amount available under the credit facility as of April 21, 2018: Amount (thousands) Gross amount available $ 500,000 Outstanding — Letters of credit (8,548 ) Available for withdrawal $ 491,452 |
Schedule of Highest and Lowest Outstanding Balance Under Credit Facility | The table below presents the highest and lowest outstanding balance under the credit facility during the sixteen weeks ended April 21, 2018: Amount (thousands) High balance $ 1,000 Low balance $ — |
Aggregate Maturities of Debt Outstanding (Including Capital Leases) | Aggregate maturities of debt outstanding, including capital leases and the associated interest, as of April 21, 2018, are as follows (excluding unamortized debt discount and issuance costs) (amounts in thousands): Remainder of 2018 $ 9,410 2019 10,623 2020 5,344 2021 3,598 2022 402,101 2023 and thereafter 405,887 Total $ 836,963 |
Reconciliation of Debt Issuance Costs and Debt Discounts to the Net Carrying Value for Each Debt Obligation (Excluding Line of Credit Arrangements) | The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at April 21, 2018 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2026 notes $ 400,000 $ 4,845 $ 395,155 2022 notes 400,000 1,911 398,089 Other notes payable 11,250 260 10,990 Total $ 811,250 $ 7,016 $ 804,234 The table below reconciles the debt issuance costs and debt discounts to the net carrying value of each of our debt obligations (excluding line-of-credit arrangements) at December 30, 2017 (amounts in thousands): Debt Issuance Costs Face Value and Debt Discount Net Carrying Value 2026 notes $ 400,000 $ 5,022 $ 394,978 2022 notes 400,000 2,059 397,941 Other notes payable 12,500 333 12,167 Total $ 812,500 $ 7,414 $ 805,086 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Common Share | The following is a reconciliation of net income and weighted average shares for calculating basic and diluted earnings per common share for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts and shares in thousands, except per share data): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Net income $ 51,247 $ 60,418 Basic Earnings Per Common Share: Basic weighted average shares outstanding for common stock 210,888 209,123 Basic earnings per common share $ 0.24 $ 0.29 Diluted Earnings Per Common Share: Basic weighted average shares outstanding for common stock 210,888 209,123 Add: Shares of common stock assumed issued upon exercise of stock options and vesting of restricted stock 423 1,152 Diluted weighted average shares outstanding for common stock 211,311 210,275 Diluted earnings per common share $ 0.24 $ 0.29 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Cash Received, Windfall Tax Benefits, and Intrinsic Value from Stock Option Exercises | The cash received, the windfall tax benefit, and intrinsic value from stock option exercises for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively, were as follows (amounts in thousands): April 21, 2018 April 22, 2017 Cash received from option exercises $ 791 $ 6,249 Tax benefit at exercise, net $ 111 $ 1,443 Intrinsic value of stock options exercised $ 609 $ 5,092 |
Payout Determined from Total Shareholder Return Shares | The Company TSR compared to the Peer Group TSR will determine the payout as set forth below: Percentile Payout as % of Target 90th 200 % 70th 150 % 50th 100 % 30th 50 % Below 30th 0 % |
Performance-Contingent Restricted Stock Awards | The table below presents the TSR modifier share adjustment, ROIC modifier share adjustment, accumulated dividends on vested shares, and the tax benefit/(expense) at vesting of the performance-contingent restricted stock awards (amounts in thousands, except per share data). The shortfall at vesting of 2015 and 2016 awards was recorded as tax expense. Award Granted Fiscal Year Vested TSR Modifier Increase/(Decrease) Shares ROIC Modifier Increase/(Decrease) Shares Dividends at Vesting (thousands) Tax Benefit/(Expense) Fair Value at Vesting 2016 2018 (333,112 ) (114,190 ) $ 405 $ (2,130 ) $ 6,504 2015 2017 (378,219 ) (49,272 ) $ 392 $ (3,099 ) $ 6,316 |
Performance-Contingent Restricted Stock Activity | Performance-Contingent Restricted Stock The company’s performance-contingent restricted stock activity for the sixteen weeks ended April 21, 2018 is presented below (amounts in thousands, except price data): Shares Weighted Average Grant Date Fair Value Nonvested shares at December 30, 2017 1,575 $ 22.20 Grant reduction for not achieving the ROIC modifier (114 ) $ 21.49 Grant reduction for not achieving the TSR modifier (333 ) $ 24.17 Vested (314 ) $ 21.89 Forfeited (26 ) $ 21.09 Nonvested shares at April 21, 2018 788 $ 21.64 |
Deferred Stock Activity | The deferred stock activity for the sixteen weeks ended April 21, 2018 is set forth below (amounts in thousands, except price data): Shares Weighted Average Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Nonvested shares at December 30, 2017 87 $ 18.70 Vested (10 ) $ 19.97 Granted 13 $ 19.31 Nonvested shares at April 21, 2018 90 $ 18.64 0.44 $ 305 |
Summary of Company's Stock-Based Compensation Expense | The following table summarizes the company’s stock-based compensation expense for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Performance-contingent restricted stock awards $ 2,853 $ 5,367 Deferred and restricted stock 522 608 Total stock-based compensation $ 3,375 $ 5,975 |
Performance-Contingent Total Shareholder Return Shares | |
Performance Contingent TSR Shares, ROIC Shares and Restricted Stock Awards | The following performance-contingent TSR Shares have been granted under the Omnibus Plan and have service period remaining (amounts in thousands, except price data): Grant Date January 1, 2017 Shares granted 426 Vesting date 3/1/2019 Fair value per share $ 23.31 |
Return On Invested Capital | |
Performance Contingent TSR Shares, ROIC Shares and Restricted Stock Awards | The following performance-contingent ROIC Shares have been granted under the Omnibus Plan and have service period remaining (amounts in thousands, except price data): Grant Date January 1, 2017 Shares granted 426 Vesting date 3/1/2019 Fair value per share $ 19.97 |
Postretirement Plans (Tables)
Postretirement Plans (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Summary of Company's Balance Sheet Related Pension and Other Postretirement Benefit Plan | The following summarizes the company’s balance sheet related pension and other postretirement benefit plan accounts at April 21, 2018 as compared to accounts at December 30, 2017 (amounts in thousands): April 21, 2018 December 30, 2017 Current liability $ 935 $ 935 Noncurrent liability $ 36,206 $ 60,107 Accumulated other comprehensive loss, net of tax $ 81,768 $ 78,076 |
Pension plans | |
Components of Net Periodic Benefit / (Income) Cost | The net periodic pension cost (income) for the company’s plans include the following components (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Service cost $ 288 $ 232 Interest cost 3,124 4,008 Expected return on plan assets (5,407 ) (7,860 ) Settlement loss 4,668 — Amortization of prior service cost 100 119 Amortization of net loss 1,573 1,958 Total net periodic pension cost (income) $ 4,346 $ (1,543 ) |
Postretirement Benefit Plan | |
Components of Net Periodic Benefit / (Income) Cost | The net periodic postretirement income for the company includes the following components (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Service cost $ 89 $ 79 Interest cost 72 70 Amortization of prior service credit (65 ) (65 ) Amortization of net gain (133 ) (153 ) Total net periodic postretirement income $ (37 ) $ (69 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 4 Months Ended |
Apr. 21, 2018 | |
Segment Reporting [Abstract] | |
Information Regarding Operations in Reportable Segments | Information regarding the operations in these reportable segments is as follows (amounts in thousands): For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 Sales: DSD Segment $ 1,041,369 $ 1,018,916 Warehouse Segment 245,814 237,676 Eliminations: Sales from Warehouse Segment to DSD Segment (54,845 ) (49,887 ) Sales from DSD Segment to Warehouse Segment (25,885 ) (19,056 ) $ 1,206,453 $ 1,187,649 Gain on divestiture: Warehouse Segment $ — $ (28,875 ) $ — $ (28,875 ) Multi-employer pension plan withdrawal costs: DSD Segment $ 2,322 $ — $ 2,322 $ — Restructuring charges: DSD Segment $ 1,204 $ — Warehouse Segment 27 — Unallocated corporate costs 28 — $ 1,259 $ — Impairment of assets DSD Segment $ 2,483 $ — $ 2,483 $ — Depreciation and amortization: DSD Segment $ 37,470 $ 41,062 Warehouse Segment 6,625 6,311 Unallocated corporate costs(1) 94 (185 ) $ 44,189 $ 47,188 Income from operations: DSD Segment $ 84,425 $ 87,261 Warehouse Segment 14,562 44,695 Unallocated corporate costs(2) (22,372 ) (33,754 ) $ 76,615 $ 98,202 Interest expense $ (10,996 ) $ (11,625 ) Interest income $ 8,095 $ 6,577 Pension plan settlement loss $ (4,668 ) $ — Other components of net periodic pension and postretirement benefits credit $ 735 $ 1,923 Income before income taxes $ 69,781 $ 95,077 (1) Represents costs allocated to the company’s corporate head office. (2) Represents costs allocated to the company’s corporate head office and pension plan settlement loss. (3) Represents the company’s corporate head office assets, including primarily cash and cash equivalents and deferred taxes. Certain assets were reclassified from the unallocated corporate head office to the DSD Segment during the first quarter of our fiscal 2018. |
Assets by Segment | The table below presents the assets by segment (amounts in thousands): Assets: April 21, 2018 December 30, 2017 DSD Segment $ 2,300,325 $ 2,270,179 Warehouse Segment 302,303 296,157 Other (3) 67,629 93,388 Total assets $ 2,670,257 $ 2,659,724 (1) Represents costs allocated to the company’s corporate head office. (2) Represents costs allocated to the company’s corporate head office and pension plan settlement loss. (3) Represents the company’s corporate head office assets, including primarily cash and cash equivalents and deferred taxes. Certain assets were reclassified from the unallocated corporate head office to the DSD Segment during the first quarter of our fiscal 2018. |
Sales by Product Category in Each Reportable Segment | Sales by product category in each reportable segment are as follows for the sixteen weeks ended April 21, 2018 and April 22, 2017, respectively (amounts in thousands): For the Sixteen Weeks Ended For the Sixteen Weeks Ended April 21, 2018 April 22, 2017 DSD Segment Warehouse Segment Total DSD Segment Warehouse Segment Total Branded retail $ 664,134 $ 47,046 $ 711,180 $ 645,943 $ 48,800 $ 694,743 Store branded retail 136,684 35,892 172,576 137,533 34,691 172,224 Non-retail and other 214,666 108,031 322,697 216,384 104,298 320,682 Total $ 1,015,484 $ 190,969 $ 1,206,453 $ 999,860 $ 187,789 $ 1,187,649 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) $ in Millions | May 03, 2017BusinessUnit | Apr. 21, 2018USD ($)Segment | Apr. 22, 2017 | Dec. 30, 2017 |
Basis of Presentation [Line Items] | ||||
Segment reporting, description | SEGMENTS — Flowers Foods currently operates two business segments: a direct-store-delivery (“DSD”) segment (“DSD Segment”) and a warehouse delivery segment (“Warehouse Segment”). The DSD Segment (84% of total year to date sales) currently operates 39 plants that produce a wide variety of fresh bakery foods, including fresh breads, buns, rolls, tortillas, and snack cakes. These products are sold through a DSD route delivery system to retail and foodservice customers in the East, South, Southwest, California, and select markets in the Midwest, Pacific Northwest, Nevada, and Colorado. The Warehouse Segment (16% of total year to date sales) currently operates eight plants that produce snack cakes, breads and rolls for national retail, foodservice, vending, and co-pack customers and deliver through customers’ warehouse channels | |||
Number of business segments | Segment | 2 | |||
Number of new organizational structure business units established | BusinessUnit | 2 | |||
Full implementation expected period | 2,019 | |||
Reclassify the stranded income tax effects from AOCI to retained earnings | $ | $ 18.8 | |||
Total year to date sales | Customer Concentration Risk | Wal-Mart/Sam's Club | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 20.00% | 19.80% | ||
Total year to date sales | Customer Concentration Risk | DSD Segment | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 84.00% | |||
Total year to date sales | Customer Concentration Risk | DSD Segment | Wal-Mart/Sam's Club | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 17.60% | 17.30% | ||
Total year to date sales | Customer Concentration Risk | Warehouse Segment | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 16.00% | |||
Total year to date sales | Customer Concentration Risk | Warehouse Segment | Wal-Mart/Sam's Club | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 2.40% | 2.50% | ||
Outstanding Trade Receivables | Customer Concentration Risk | Wal-Mart/Sam's Club | ||||
Basis of Presentation [Line Items] | ||||
Concentration risk percentage | 19.20% | 23.60% |
Effect of Largest Customer in S
Effect of Largest Customer in Sales (Detail) - Total year to date sales - Customer Concentration Risk | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
DSD Segment | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration risk percentage | 84.00% | |
Warehouse Segment | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration risk percentage | 16.00% | |
Wal-Mart/Sam's Club | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration risk percentage | 20.00% | 19.80% |
Wal-Mart/Sam's Club | DSD Segment | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration risk percentage | 17.60% | 17.30% |
Wal-Mart/Sam's Club | Warehouse Segment | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Concentration risk percentage | 2.40% | 2.50% |
Revisions to Applicable Condens
Revisions to Applicable Condensed Consolidated Statements of Cash Flows Line Item to Correct the Errors (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Other assets | $ 3,945 | $ 1,707 |
Other accrued liabilities | (40,408) | 3,570 |
Net cash provided by operating activities | 97,112 | 81,921 |
Repurchase of independent distributor territories | (1,135) | (3,032) |
Cash paid at issuance of notes receivable | (8,642) | (6,641) |
Other investing activities | 228 | 641 |
Net cash provided by investing activities | $ (27,429) | 22,432 |
As reported | ||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Other assets | (4,702) | |
Other accrued liabilities | 4,052 | |
Net cash provided by operating activities | 75,994 | |
Repurchase of independent distributor territories | (3,161) | |
Other investing activities | 56 | |
Net cash provided by investing activities | 28,359 | |
Revisions | ||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||
Other assets | 6,409 | |
Other accrued liabilities | (482) | |
Net cash provided by operating activities | 5,927 | |
Repurchase of independent distributor territories | 129 | |
Cash paid at issuance of notes receivable | (6,641) | |
Other investing activities | 585 | |
Net cash provided by investing activities | $ (5,927) |
Recent Accounting Pronounceme51
Recent Accounting Pronouncements - Components of Net Periodic Pension and Postretirement Benefits Credit (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately below) | $ 625,122 | $ 608,068 |
Selling, distribution and administrative expenses | 454,463 | 463,066 |
Income from operations | 76,615 | 98,202 |
Other components of net periodic pension and postretirement benefits credit | $ (735) | (1,923) |
As reported | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately below) | 607,941 | |
Selling, distribution and administrative expenses | 461,270 | |
Income from operations | $ 100,125 |
Recent Accounting Pronounceme52
Recent Accounting Pronouncements - Summary of Reclassification of Tax Effects to Retained Earnings from AOCI (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Apr. 21, 2018 | Apr. 22, 2017 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||
Pension and postretirement plans | $ 4,309 | $ (1,612) | |
Retained Earnings | |||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||
Pension and postretirement plans | $ (17,097) | ||
Hedged financial instruments | (1,709) | ||
Total reclassification of stranded income tax effects to retained earnings from AOCI | (18,806) | ||
AOCI | |||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||
Pension and postretirement plans | 17,097 | ||
Hedged financial instruments | 1,709 | ||
Total reclassification of stranded income tax effects to retained earnings from AOCI | $ 18,806 |
Recent Accounting Pronounceme53
Recent Accounting Pronouncements - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 30, 2017USD ($) | |
Accounting Changes And Error Corrections [Abstract] | |
Operating leases, expense | $ 95 |
Restructuring Activities - Addi
Restructuring Activities - Additional Information (Detail) $ in Thousands | Sep. 25, 2017Employee | Sep. 07, 2017 | Aug. 09, 2017USD ($) | Jul. 17, 2017 | May 03, 2017BusinessUnit | Apr. 21, 2018USD ($) | Apr. 22, 2017USD ($) | Dec. 30, 2017USD ($) | |
Restructuring Cost And Reserve [Line Items] | |||||||||
Number of new organizational structure business units established | BusinessUnit | 2 | ||||||||
Restructuring and related impairment charges | [1] | $ 1,259 | |||||||
Credit included in aggregate employee separation charge | 1,259 | ||||||||
Reorganization Costs | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Restructuring and related impairment charges | 1,512 | ||||||||
Credit included in aggregate employee separation charge | [2] | $ 1,512 | |||||||
Facility Closing | Warehouse Segment | Winston-Salem, North Carolina | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Closing date of bakery | Nov. 30, 2017 | ||||||||
Closure of operations, description | On August 9, 2017, the company announced the closure of a Warehouse Segment snack cake plant in Winston-Salem, North Carolina. The bakery closed in November 2017. The closure costs were $4.4 million and consisted of $3.4 million for property, plant and equipment impairments and $1.0 million for employee termination benefits. These amounts are recorded in the restructuring and related impairment charges line item on our Condensed Consolidated Statements of Operations. | ||||||||
Facility closure cost | $ 4,400 | ||||||||
Employee termination benefits | 1,000 | ||||||||
Facility Closing | Warehouse Segment | Winston-Salem, North Carolina | Property, Plant and Equipment | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Property plant and equipment impairment | $ 3,400 | ||||||||
Launch of Project Centennial | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Restructuring activities, expected completion year | 2,021 | ||||||||
Launch of Project Centennial | Reduce Costs to Fuel Growth | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Non-restructuring consulting costs | $ 6,400 | $ 15,400 | |||||||
Launch of Project Centennial | Develop Leading Capabilities | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Number of new organizational structure business units established | BusinessUnit | 2 | ||||||||
Full implementation expected to be completed period | beginning of fiscal 2019. | ||||||||
Launch of Project Centennial | Employee Severance | Voluntary Employee Separation Incentive Plan | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Voluntary employee separation incentive plan commencement date | Jul. 17, 2017 | ||||||||
Election period closing date | Sep. 25, 2017 | ||||||||
Approximate number of employees accepted offer | Employee | 325 | ||||||||
Separations beginning date | Sep. 7, 2017 | ||||||||
Launch of Project Centennial | Employee Severance | Restructuring Charges | Voluntary Employee Separation Incentive Plan | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Aggregate employee separation charge | $ 29,100 | ||||||||
Credit included in aggregate employee separation charge | $ 600 | ||||||||
Launch of Project Centennial | Reinvigorate Core Business | Restructuring Charges | |||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||
Impairment charges of trademark assets | $ 66,200 | ||||||||
[1] | Presented on our Condensed Consolidated Statements of Operations. | ||||||||
[2] | Reorganization costs include employee relocation expenses. |
Components of Costs Associated
Components of Costs Associated with Project Centennial (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Restructuring and related impairment charges: | |||
Restructuring and related impairment charges | [1] | $ 1,259 | |
Project Centennial implementation costs | [2] | 6,432 | $ 15,406 |
Total Project Centennial restructuring and implementation costs | 7,691 | $ 15,406 | |
Reorganization Costs | |||
Restructuring and related impairment charges: | |||
Restructuring and related impairment charges | 1,512 | ||
Employee Termination Benefits | |||
Restructuring and related impairment charges: | |||
Restructuring and related impairment charges | 344 | ||
VSIP | |||
Restructuring and related impairment charges: | |||
Restructuring and related impairment charges | $ (597) | ||
[1] | Presented on our Condensed Consolidated Statements of Operations. | ||
[2] | Costs are recorded in the selling, distribution, and administrative expenses line item of our Condensed Consolidated Statements of Operations |
Components of, and Changes in R
Components of, and Changes in Restructuring Accruals (Detail) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018USD ($) | ||
Restructuring Cost And Reserve [Line Items] | ||
Liability balance at December 30, 2017 | $ 25,490 | |
Charges | 1,259 | |
Cash payments | (26,032) | |
Liability balance at April 21, 2018 | 717 | [1] |
Reorganization Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Charges | 1,512 | [2] |
Cash payments | (1,512) | [2] |
Employee Termination Benefits | ||
Restructuring Cost And Reserve [Line Items] | ||
Liability balance at December 30, 2017 | 468 | [3] |
Charges | 344 | [3] |
Cash payments | (608) | [3] |
Liability balance at April 21, 2018 | 204 | [1],[3] |
VSIP | ||
Restructuring Cost And Reserve [Line Items] | ||
Liability balance at December 30, 2017 | 25,022 | |
Charges | (597) | |
Cash payments | (23,912) | |
Liability balance at April 21, 2018 | $ 513 | [1] |
[1] | Recorded in the other accrued current liabilities line item of our Condensed Consolidated Balance Sheets. | |
[2] | Reorganization costs include employee relocation expenses. | |
[3] | Employee termination benefits are not related to the VSIP. |
Divestiture - Additional Inform
Divestiture - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 14, 2017 | Apr. 22, 2017 |
Business Combinations [Abstract] | ||
Date of business unit sold | Jan. 14, 2017 | |
Sale of non-core mix manufacturing business | $ 44,000 | |
Decrease in amount by working capital adjustment | 2,800 | |
Gain on sale of business | 28,875 | $ 28,875 |
Net proceeds from divestiture of business | $ 41,200 | $ 41,230 |
Computation of Gain on Divestit
Computation of Gain on Divestiture (Detail) - USD ($) $ in Thousands | Jan. 14, 2017 | Apr. 22, 2017 | Apr. 21, 2018 | Dec. 30, 2017 |
Business Combinations [Abstract] | ||||
Cash consideration received | $ 41,230 | |||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Property, plant, and equipment recorded as assets held for sale | 3,824 | |||
Goodwill | 801 | $ 464,777 | $ 464,777 | |
Financial assets | 7,730 | |||
Net derecognized amounts of identifiable assets sold | 12,355 | |||
Gain on divestiture | $ 28,875 | $ 28,875 |
Summary of Reclassifications Ou
Summary of Reclassifications Out of AOCI (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Gains and losses on cash flow hedges net of tax | $ (297) | $ (474) | |
Reclassification From AOCI, Current Period Net Of Tax | [1] | (4,889) | (1,617) |
Gains/Losses on Cash Flow Hedges | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1] | (397) | (771) |
Reclassification from AOCI, Gains and losses on cash flow hedges tax benefit | [1] | 100 | 297 |
Reclassification from AOCI, Gains and losses on cash flow hedges net of tax | [1] | (297) | (474) |
Reclassification From AOCI, Current Period Net Of Tax | (297) | (474) | |
Amortization of defined benefit pension items, prior service costs | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Current Period, before Tax | [1],[2] | (35) | (54) |
Amortization of defined benefit pension items, settlement losses | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Current Period, before Tax | [1],[2] | (4,668) | |
Amortization of defined benefit pension items, actuarial losses | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Current Period, before Tax | [1],[2] | (1,440) | (1,805) |
Accumulated Defined Benefit Plans Adjustment | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Current Period, before Tax | [1] | (6,143) | (1,859) |
Reclassification from AOCI, Current Period, Tax benefit | [1] | 1,551 | 716 |
Reclassification From AOCI, Current Period Net Of Tax | [1] | (4,592) | (1,143) |
Interest Rate Contracts | Gains/Losses on Cash Flow Hedges | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1] | (44) | (44) |
Commodity Contract | Gains/Losses on Cash Flow Hedges | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassification from AOCI, Gains and losses on cash flow hedges before tax | [1],[3] | (353) | (727) |
Reclassification from AOCI, Gains and losses on cash flow hedges tax benefit | 89 | 280 | |
Reclassification from AOCI, Gains and losses on cash flow hedges net of tax | $ (264) | $ (447) | |
[1] | Amounts in parentheses indicate debits to determine net income (loss). | ||
[2] | These items are included in the computation of net periodic pension cost. These are reported in the other components of net periodic pension and postretirement benefits credit line item on the Condensed Consolidated Statements of Operations. See Note 18, Postretirement Plans, of Notes to Condensed Consolidated Financial Statements of this Form 10-Q for additional information. | ||
[3] | Amounts are presented as an adjustment to reconcile net income (loss) to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Changes to AOCI, Net of Income
Changes to AOCI, Net of Income Tax, By Component (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balances | $ 1,250,677 | ||
Reclassified to earnings from AOCI | [1] | 4,889 | $ 1,617 |
Reclassified to retained earnings from AOCI | 18,800 | ||
Balances | 1,291,531 | ||
Gains/Losses on Cash Flow Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balances | (6,483) | (1,061) | |
Other comprehensive income before reclassifications | 10,470 | (3,518) | |
Reclassified to earnings from AOCI | 297 | 474 | |
Reclassified to retained earnings from AOCI | (1,709) | ||
Balances | 2,575 | (4,105) | |
Accumulated Defined Benefit Plans Adjustment | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balances | (78,076) | (82,222) | |
Other comprehensive income before reclassifications | 8,813 | ||
Reclassified to earnings from AOCI | [1] | 4,592 | 1,143 |
Reclassified to retained earnings from AOCI | (17,097) | ||
Balances | (81,768) | (81,079) | |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balances | (84,559) | (83,283) | |
Other comprehensive income before reclassifications | 19,283 | (3,518) | |
Reclassified to earnings from AOCI | 4,889 | 1,617 | |
Reclassified to retained earnings from AOCI | (18,806) | ||
Balances | $ (79,193) | $ (85,184) | |
[1] | Amounts in parentheses indicate debits to determine net income (loss). |
Loss Reclassified From AOCI for
Loss Reclassified From AOCI for Commodity Contracts (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Net of tax | $ 297 | $ 474 | |
Gains/Losses on Cash Flow Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Gross loss reclassified from AOCI into income | [1] | 397 | 771 |
Tax benefit | [1] | (100) | (297) |
Net of tax | [1] | 297 | 474 |
Commodity Contract | Gains/Losses on Cash Flow Hedges | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Gross loss reclassified from AOCI into income | [1],[2] | 353 | 727 |
Tax benefit | (89) | (280) | |
Net of tax | $ 264 | $ 447 | |
[1] | Amounts in parentheses indicate debits to determine net income (loss). | ||
[2] | Amounts are presented as an adjustment to reconcile net income (loss) to net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. |
Summary of Goodwill and Other I
Summary of Goodwill and Other Intangible Assets (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 | Jan. 14, 2017 |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 464,777 | $ 464,777 | $ 801 |
Amortizable intangible assets, net of amortization | 527,875 | 535,842 | |
Indefinite-lived intangible assets | 206,600 | 206,600 | |
Total goodwill and other intangible assets | $ 1,199,252 | $ 1,207,219 |
Goodwill and Other Intangible63
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 4 Months Ended | |
Apr. 21, 2018 | Dec. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Change in carrying amount of goodwill | $ 0 | |
Additional indefinite lived intangible assets separately identified from goodwill | $ 206,600,000 | $ 206,600,000 |
Amortizable Intangible Assets (
Amortizable Intangible Assets (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 662,010 | $ 662,010 |
Accumulated Amortization | 134,135 | 126,168 |
Net Value | 527,875 | 535,842 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 371,392 | 371,392 |
Accumulated Amortization | 37,792 | 34,716 |
Net Value | 333,600 | 336,676 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 281,621 | 281,621 |
Accumulated Amortization | 89,087 | 84,280 |
Net Value | 192,534 | 197,341 |
Non-Compete Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 4,874 | 4,874 |
Accumulated Amortization | 4,874 | 4,874 |
Distribution Rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 4,123 | 4,123 |
Accumulated Amortization | 2,382 | 2,298 |
Net Value | $ 1,741 | $ 1,825 |
Aggregate Amortization Expense
Aggregate Amortization Expense (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Aggregate amortization expense | $ 7,967 | $ 8,555 |
Estimated Net Amortization of I
Estimated Net Amortization of Intangibles (Detail) $ in Thousands | Apr. 21, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remainder of 2018 | $ 17,818 |
2,019 | 25,288 |
2,020 | 24,795 |
2,021 | 24,234 |
2,022 | $ 23,643 |
Fair Value of Financial Instr67
Fair Value of Financial Instruments - Additional Information (Detail) - Distributor | 4 Months Ended | 12 Months Ended |
Apr. 21, 2018 | Dec. 30, 2017 | |
Fair Value Disclosures [Line Items] | ||
Number of independent distributors | 4,226 | 4,226 |
Percentage of down payment on distribution rights purchased | 5.00% | |
2026 Notes | ||
Fair Value Disclosures [Line Items] | ||
Derivative, fixed interest rate | 3.50% | |
Senior notes due year | 2,026 | 2,026 |
2022 Notes | ||
Fair Value Disclosures [Line Items] | ||
Derivative, fixed interest rate | 4.375% | |
Senior notes due year | 2,022 | 2,022 |
Maximum | ||
Fair Value Disclosures [Line Items] | ||
Financing period of distribution rights, years | 10 years |
Interest Income for Distributor
Interest Income for Distributor Notes Receivable (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Fair Value Disclosures [Abstract] | ||
Interest income | $ 8,095 | $ 6,577 |
Carrying Value of Distributor N
Carrying Value of Distributor Notes Receivable (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Fair Value Assets And Liabilities Measured On Recurring Basis [Abstract] | ||
Distributor notes receivable | $ 225,535 | $ 211,702 |
Current portion of distributor notes receivable recorded in accounts and notes receivable, net | 25,659 | 23,965 |
Long-term portion of distributor notes receivable | $ 199,876 | $ 187,737 |
Schedule of Fair Value of Notes
Schedule of Fair Value of Notes (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
2026 Notes | ||
Fair Value Disclosures [Line Items] | ||
Carrying Value | $ 395,155 | $ 394,978 |
2026 Notes | Level 2 Inputs | ||
Fair Value Disclosures [Line Items] | ||
Fair Value | 376,688 | |
2022 Notes | ||
Fair Value Disclosures [Line Items] | ||
Carrying Value | 398,089 | $ 397,941 |
2022 Notes | Level 2 Inputs | ||
Fair Value Disclosures [Line Items] | ||
Fair Value | $ 409,612 |
Schedule of Fair Value of Not71
Schedule of Fair Value of Notes (Parenthetical) (Detail) | 4 Months Ended | 12 Months Ended |
Apr. 21, 2018 | Dec. 30, 2017 | |
2026 Notes | ||
Fair Value Disclosures [Line Items] | ||
Senior notes due year | 2,026 | 2,026 |
2022 Notes | ||
Fair Value Disclosures [Line Items] | ||
Senior notes due year | 2,022 | 2,022 |
Net Fair Value of Commodity Pri
Net Fair Value of Commodity Price Risk (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | $ 4,634 | $ 291 |
Liabilities | (1,073) | (10,886) |
Net Fair Value | 3,561 | (10,595) |
Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 4,634 | 291 |
Liabilities | (1,073) | (10,886) |
Net Fair Value | 3,561 | (10,595) |
Other Current Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 4,071 | 259 |
Other Current Assets | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 4,071 | 259 |
Other LongTerm Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 563 | 32 |
Liabilities | (639) | |
Other LongTerm Assets | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Assets | 563 | 32 |
Liabilities | (639) | |
Other Current Liabilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | (689) | (10,247) |
Other Current Liabilities | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | (689) | $ (10,247) |
Other LongTerm Liabilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | (384) | |
Other LongTerm Liabilities | Level 1 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Liabilities | $ (384) |
Derivative Financial Instrume73
Derivative Financial Instruments - Additional Information (Detail) - USD ($) | Aug. 08, 2016 | Aug. 05, 2016 | Mar. 28, 2012 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 31, 2016 | Dec. 30, 2017 |
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Cash settlement on hedge | $ 1,000,000 | $ 1,000,000 | $ 3,100,000 | ||||
Hedge ineffectiveness | $ 0 | $ 0 | |||||
Derivative instrument, asset | 1,056,000 | $ 16,324,000 | |||||
Derivative instrument, liability | $ 900,000 | $ 0 | |||||
Selling, Distribution, and Administrative Expense | |||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Hedge ineffectiveness | $ 100,000 |
Derivative Held for Hedging the
Derivative Held for Hedging the Risk of Changes in Forecasted Interest Payments on Issuance of Long-term Debt (Details) - USD ($) | Aug. 08, 2016 | Aug. 05, 2016 | Mar. 28, 2012 | Apr. 21, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Fair Value Deferred in AOCI | $ 1,000,000 | $ 1,000,000 | $ 3,100,000 | ||
April/2012 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Terminated | 2012-04 | ||||
Description | Treasury lock | ||||
Aggregate Notional Amount | $ 500,000,000 | ||||
Fair Value When Terminated | (3,137,000) | ||||
Fair Value Deferred in AOCI | [1] | 2,510,000 | |||
Ineffective Portion at Termination | $ 627,000 | ||||
September/2016 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Terminated | 2016-09 | ||||
Description | Treasury lock | ||||
Aggregate Notional Amount | $ 200,000,000 | ||||
Fair Value When Terminated | 1,298,000 | ||||
Fair Value Deferred in AOCI | [1] | $ (1,298,000) | |||
September/2016 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Terminated | 2016-09 | ||||
Description | Treasury lock | ||||
Aggregate Notional Amount | $ 150,000,000 | ||||
Fair Value When Terminated | (323,000) | ||||
Fair Value Deferred in AOCI | [1] | 215,000 | |||
Ineffective Portion at Termination | $ 108,000 | ||||
[1] | The amount reported in AOCI is reclassified to interest expense as interest payments are made on the related notes through the maturity date. |
Derivative Instruments Located
Derivative Instruments Located on Condensed Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | $ 4,634 | $ 291 |
Derivative Liabilities | 1,073 | 10,886 |
Commodity Contract | Other Current Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | 4,071 | 259 |
Commodity Contract | Other LongTerm Assets | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Assets | 563 | 32 |
Commodity Contract | Other Current Accrued Labilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Liabilities | 689 | 10,247 |
Commodity Contract | Other LongTerm Liabilities | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative Liabilities | $ 384 | $ 639 |
Effect of Derivative Instrument
Effect of Derivative Instruments for Deferred Gains And (Losses) on Closed Contracts and Effective Portion in Fair Value on AOCI, Utilized for Risk Management Purposes (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | [1] | $ 10,470 | $ (3,518) |
Production costs | 625,122 | 608,068 | |
Income before income taxes | 69,781 | 95,077 | |
Reclassification out of Accumulated Other Comprehensive Income | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Income before income taxes | [2] | 297 | 474 |
Interest Rate Contracts | Reclassification out of Accumulated Other Comprehensive Income | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Interest expense | [2] | 33 | 27 |
Commodity Contract | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | [1] | 10,470 | (3,518) |
Commodity Contract | Reclassification out of Accumulated Other Comprehensive Income | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Production costs | [2],[3] | $ 264 | $ 447 |
[1] | Amounts in parentheses indicate debits to determine net income (loss). | ||
[2] | Amounts in parentheses, if any, indicate credits to determine net income (loss). | ||
[3] | Included in materials, supplies, labor and other production costs (exclusive of depreciation and amortization shown separately). |
AOCI Related to Derivative Tran
AOCI Related to Derivative Transactions (Detail) - USD ($) $ in Thousands | 4 Months Ended | ||
Apr. 21, 2018 | Apr. 22, 2017 | ||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | [1] | $ 10,470 | $ (3,518) |
Closed Contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Estimated amount of derivatives to be reclassified in income from AOCI | (87) | ||
Closed Contracts | Commodity price risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Estimated amount of derivatives to be reclassified in income from AOCI | (29) | ||
Closed Contracts | Interest rate risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Estimated amount of derivatives to be reclassified in income from AOCI | (58) | ||
Expiring in 2018 | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 1,226 | ||
Expiring in 2018 | Commodity price risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 1,226 | ||
Expiring in 2019 | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 1,505 | ||
Expiring in 2019 | Commodity price risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 1,505 | ||
Expiring in 2020 | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | (69) | ||
Expiring in 2020 | Commodity price risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | (69) | ||
Closed or Expiring Over Next Three Years | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 2,575 | ||
Closed or Expiring Over Next Three Years | Commodity price risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | 2,633 | ||
Closed or Expiring Over Next Three Years | Interest rate risk derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net change in fair value of derivatives | $ (58) | ||
[1] | Amounts in parentheses indicate debits to determine net income (loss). |
Financial Contracts Hedging Com
Financial Contracts Hedging Commodity Risk (Detail) - Cash Flow Hedging $ in Thousands | Apr. 21, 2018USD ($) |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | $ 146,896 |
Wheat Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 94,608 |
Soybean Oil Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 26,321 |
Natural Gas Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | 11,604 |
Corn Contracts | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Aggregate Notional Amount | $ 14,363 |
Components of Other Current Ass
Components of Other Current Assets (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Prepaid assets | $ 23,744 | $ 22,154 |
Fair value of derivative instruments | 4,071 | 259 |
Collateral to counterparties for derivative positions | 1,056 | 16,324 |
Income taxes receivable | 3,201 | 10,133 |
Other | 497 | 767 |
Total | $ 32,569 | $ 49,637 |
Components of Other Non-Current
Components of Other Non-Current Assets (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Components of Other Non Current Assets [Line Items] | ||
Unamortized financing fees | $ 1,568 | $ 1,787 |
Investments | 3,345 | 3,434 |
Notes receivable | 199,876 | 187,737 |
Deposits | 2,442 | 2,342 |
Other | 727 | 201 |
Total | $ 8,082 | 10,228 |
Excludes Distributor Notes | ||
Components of Other Non Current Assets [Line Items] | ||
Notes receivable | $ 2,464 |
Other Current and Non-Current81
Other Current and Non-Current Assets - Additional Information (Detail) $ in Thousands | 4 Months Ended |
Apr. 21, 2018USD ($) | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Recognized impairment for notes receivable (not related to IDPs) | $ 2,483 |
Components of Other Accrued Lia
Components of Other Accrued Liabilities (Detail) - USD ($) | Apr. 21, 2018 | Dec. 30, 2017 | Oct. 07, 2017 |
Other Liabilities Disclosure [Abstract] | |||
Employee compensation | $ 21,968,000 | $ 15,276,000 | |
VSIP liabilities | 513,000 | 25,022,000 | |
Employee vacation | 24,566,000 | 22,638,000 | |
Employee bonus | 9,701,000 | 29,369,000 | |
Fair value of derivative instruments | 689,000 | 10,247,000 | |
Insurance | 32,938,000 | 30,052,000 | |
Bank overdraft | 4,294,000 | 5,699,000 | |
Accrued interest | 1,770,000 | 7,711,000 | |
Accrued taxes | 9,005,000 | 10,943,000 | |
Accrued legal settlements | 4,178,000 | 6,928,000 | |
Accrued legal costs | 6,253,000 | 7,877,000 | |
Multi-employer pension plan withdrawal costs | 17,337,000 | 15,223,000 | $ 15,200,000 |
Accrued short term deferred income | 5,238,000 | 4,940,000 | |
Other | 13,909,000 | 8,543,000 | |
Total | $ 152,359,000 | $ 200,468,000 |
Assets Held for Sale (Detail)
Assets Held for Sale (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | $ 8,184 | $ 15,323 |
Distributor Territories | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | 6,493 | 13,584 |
Property, Plant and Equipment | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total assets held for sale | $ 1,691 | $ 1,739 |
Long Term Debt and Capital Leas
Long Term Debt and Capital Leases (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Debt Instrument [Line Items] | ||
Capital lease obligations | $ 25,713 | $ 27,150 |
Other notes payable | 10,990 | 12,167 |
Total debt and capital lease obligations | 829,947 | 832,236 |
Current maturities of long-term debt and capital lease obligations | 11,806 | 12,095 |
Total long-term debt and capital lease obligations | 818,141 | 820,141 |
Unsecured Credit Facility | ||
Debt Instrument [Line Items] | ||
Unsecured credit facility | 0 | |
2026 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 395,155 | 394,978 |
2022 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 398,089 | $ 397,941 |
Long Term Debt and Capital Le85
Long Term Debt and Capital Leases (Net of Issuance Costs and Debt Discounts Excluding Line-of-credit Arrangements) (Parenthetical) (Detail) | 4 Months Ended | 12 Months Ended |
Apr. 21, 2018 | Dec. 30, 2017 | |
2026 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes due year | 2,026 | 2,026 |
2022 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes due year | 2,022 | 2,022 |
Debt and Other Obligations - Ad
Debt and Other Obligations - Additional Information (Detail) - USD ($) | Nov. 29, 2017 | Sep. 28, 2016 | Apr. 21, 2015 | Aug. 07, 2014 | Apr. 03, 2012 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | Jul. 17, 2013 |
Debt Instrument [Line Items] | |||||||||
Bank overdraft | $ 4,294,000 | $ 5,699,000 | |||||||
Debt instrument face amount | 811,250,000 | 812,500,000 | |||||||
Selling, Distribution and Administrative | |||||||||
Debt Instrument [Line Items] | |||||||||
Gain on lease contract termination | $ 1,200,000 | ||||||||
Depreciation and Amortization | |||||||||
Debt Instrument [Line Items] | |||||||||
Recognized lease termination costs | $ 1,800,000 | ||||||||
2026 Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument face amount | $ 400,000,000 | $ 400,000,000 | 400,000,000 | ||||||
Notes due year | Oct. 1, 2026 | ||||||||
Price to redeem notes as a percentage of principal | 100.00% | ||||||||
Variable interest rate | 0.30% | ||||||||
Change of control triggering event price to redeem notes as a percentage of principal | 101.00% | ||||||||
Payments Of Financing Costs | $ 3,600,000 | ||||||||
Balance of unamortized financing costs | $ 5,742,000 | ||||||||
Debt discount | 2,108,000 | ||||||||
2022 Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument face amount | $ 400,000,000 | $ 400,000,000 | 400,000,000 | ||||||
Notes due year | Apr. 1, 2022 | ||||||||
Price to redeem notes as a percentage of principal | 100.00% | ||||||||
Variable interest rate | 0.35% | ||||||||
Change of control triggering event price to redeem notes as a percentage of principal | 101.00% | ||||||||
Payments Of Financing Costs | $ 3,900,000 | ||||||||
Debt discount | 1,000,000 | ||||||||
Standby Letters Of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility outstanding daily balance during period | 8,500,000 | 8,700,000 | |||||||
Accounts Receivable Securitization Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility outstanding daily balance during period | $ 0 | 0 | |||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | $ 150,000,000 | |||||||
Line of credit extended term | 1 year | ||||||||
Line of credit facility, expiration date | Sep. 28, 2019 | ||||||||
Debt instrument covenant compliance | As of April 21, 2018 and December 30, 2017, respectively, the company was in compliance with all restrictive covenants under the facility | ||||||||
Line of credit facility, amount available | $ 190,200,000 | ||||||||
Basis spread on variable rate | 0.85% | ||||||||
Unused borrowing fee | 0.30% | ||||||||
Balance of unamortized financing costs | $ 200,000 | 200,000 | |||||||
Unsecured Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility outstanding daily balance during period | 0 | ||||||||
Line of credit facility, maximum borrowing capacity | $ 700,000,000 | $ 500,000,000 | |||||||
Line of credit facility, expiration date | Nov. 29, 2022 | ||||||||
Line of credit facility, amount available | $ 491,452,000 | ||||||||
Balance of unamortized financing costs | $ 1,400,000 | $ 1,600,000 | |||||||
Covenant, maximum leverage ratio | 4 | ||||||||
Minimum leverage ratio on covenant holiday | 3.75 | ||||||||
Line of credit facility, expiration period | 5 years | ||||||||
Line of credit facility, amount available | $ 500,000,000 | ||||||||
Line of credit facility, additional borrowing capacity | $ 200,000,000 | ||||||||
Unsecured Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility outstanding daily balance during period | $ 1,000,000 | ||||||||
Unsecured Credit Facility | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.00% | 0.00% | |||||||
Unsecured Credit Facility | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.75% | 0.575% | |||||||
Unsecured Credit Facility | Eurodollar | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.70% | 0.575% | |||||||
Unsecured Credit Facility | Eurodollar | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.75% | 1.575% | |||||||
Unsecured Credit Facility | Federal Funds Effective Swap Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.05% | 0.05% | |||||||
Unsecured Credit Facility | Federal Funds Effective Swap Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.50% | 0.30% |
Debt Discount, Underwriting Fee
Debt Discount, Underwriting Fees and Legal and Other fees (Detail) - 2026 Notes $ in Thousands | Apr. 21, 2018USD ($) |
Debt Instrument [Line Items] | |
Debt discount | $ 2,108 |
Underwriting, legal, and other fees | 3,634 |
Total fees | $ 5,742 |
Schedule of Borrowings and Repa
Schedule of Borrowings and Repayments Under Credit Facility (Detail) - Unsecured Credit Facility $ in Thousands | 4 Months Ended |
Apr. 21, 2018USD ($) | |
Debt Instrument [Line Items] | |
Balance at December 30, 2017 | $ 0 |
Borrowings | 1,000 |
Payments | $ (1,000) |
Schedule of Net Amount Availabl
Schedule of Net Amount Available Under Credit Facility (Detail) - Unsecured Credit Facility - USD ($) | Apr. 21, 2018 | Dec. 30, 2017 | Nov. 29, 2017 |
Debt Instrument [Line Items] | |||
Gross amount available | $ 500,000,000 | $ 700,000,000 | |
Outstanding | $ 0 | ||
Letters of credit | (8,548,000) | ||
Available for withdrawal | $ 491,452,000 |
Schedule of Highest and Lowest
Schedule of Highest and Lowest Outstanding Balance Under Credit Facility (Detail) - Unsecured Credit Facility - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Debt Instrument [Line Items] | ||
Unsecured credit facility | $ 0 | |
Maximum | ||
Debt Instrument [Line Items] | ||
Unsecured credit facility | $ 1,000 |
Aggregate Maturities of Debt Ou
Aggregate Maturities of Debt Outstanding (Including Capital Leases) (Detail) $ in Thousands | Apr. 21, 2018USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2018 | $ 9,410 |
2,019 | 10,623 |
2,020 | 5,344 |
2,021 | 3,598 |
2,022 | 402,101 |
2023 and thereafter | 405,887 |
Total | $ 836,963 |
Reconciliation of Debt Issuance
Reconciliation of Debt Issuance Costs and Debt Discounts to the Net Carrying Value for Each Debt Obligation (Excluding Line of Credit Arrangements) (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 | Sep. 28, 2016 | Apr. 03, 2012 |
Debt Instrument [Line Items] | ||||
Face Value | $ 811,250 | $ 812,500 | ||
Debt Issuance Costs and Debt Discount | 7,016 | 7,414 | ||
Net Carrying Value | 804,234 | 805,086 | ||
Other Notes Payable | ||||
Debt Instrument [Line Items] | ||||
Face Value | 11,250 | 12,500 | ||
Debt Issuance Costs and Debt Discount | 260 | 333 | ||
Net Carrying Value | 10,990 | 12,167 | ||
2026 Notes | ||||
Debt Instrument [Line Items] | ||||
Face Value | 400,000 | 400,000 | $ 400,000 | |
Debt Issuance Costs and Debt Discount | 4,845 | 5,022 | ||
Net Carrying Value | 395,155 | 394,978 | ||
2022 Notes | ||||
Debt Instrument [Line Items] | ||||
Face Value | 400,000 | 400,000 | $ 400,000 | |
Debt Issuance Costs and Debt Discount | 1,911 | 2,059 | ||
Net Carrying Value | $ 398,089 | $ 397,941 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Variable Interest Entity [Line Items] | ||
Property, plant and equipment, net | $ 721,643 | $ 732,026 |
VIE | ||
Variable Interest Entity [Line Items] | ||
Property, plant and equipment, net | 25,700 | 27,200 |
Gross distribution rights notes receivable | $ 158,700 | $ 137,900 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Mar. 23, 2018USD ($) | Feb. 14, 2018USD ($) | Dec. 07, 2017USD ($) | Jun. 30, 2017USD ($) | Apr. 10, 2017USD ($) | Mar. 13, 2017USD ($) | Apr. 21, 2018USD ($)Lawsuits | Dec. 30, 2017USD ($) |
Loss Contingencies [Line Items] | ||||||||
Self-insurance reserves, current liabilities | $ 32,900,000 | $ 30,100,000 | ||||||
Alleged complaints | Lawsuits | 35 | |||||||
Settlement Funds | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 400,000 | $ 800,000 | ||||||
Attorneys Fees | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | 900,000 | 600,000 | ||||||
Incentive Payments | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | 100,000 | 100,000 | ||||||
Class and / or Collective action treatment | ||||||||
Loss Contingencies [Line Items] | ||||||||
Alleged complaints | Lawsuits | 24 | |||||||
Individual claims and do not seek class or collective action treatment | ||||||||
Loss Contingencies [Line Items] | ||||||||
Alleged complaints | Lawsuits | 11 | |||||||
Plaintiffs’ motions for class certification | ||||||||
Loss Contingencies [Line Items] | ||||||||
Alleged complaints | Lawsuits | 16 | |||||||
McCurley - Carolina | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 1,500,000 | |||||||
Lawsuit filing date | 1/20/2016 | |||||||
Schucker - New York | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 1,300,000 | |||||||
Lawsuit filing date | 5/9/2016 | |||||||
North Carolina Class Action | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 9,000,000 | |||||||
Lawsuit filing date | 9/12/2012 | |||||||
North Carolina Class Action | Settlement Funds | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | 5,200,000 | |||||||
North Carolina Class Action | Attorneys Fees | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 3,800,000 | |||||||
Connecticut Class Action | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 1,250,000 | |||||||
Lawsuit filing date | 1/6/2015 | |||||||
Tennessee Class Action | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 250,000 | |||||||
Lawsuit filing date | 7/2/2015 | |||||||
Preliminary Approval of Class Action | Coyle - Arizona | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 4,300,000 | |||||||
Lawsuit filing date | 7/20/2015 | |||||||
Preliminary Approval of Class Action | Settlement Funds | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | 1,200,000 | |||||||
Preliminary Approval of Class Action | Attorneys Fees | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | 2,900,000 | |||||||
Preliminary Approval of Class Action | Incentive Payments | ||||||||
Loss Contingencies [Line Items] | ||||||||
Legal settlement | $ 200,000 | |||||||
Martinez - California | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 7/7/2015 | |||||||
Rosinbaum - NorthCarolina | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 12/1/2015 | |||||||
Neff - Vermont | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 12/2/2015 | |||||||
Noll - Maine | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 12/3/2015 | |||||||
Zapata - Texas | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 3/14/2016 | |||||||
Rodriguez - Texas | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 1/28/2016 | |||||||
Richard - Louisiana | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 10/21/2015 | |||||||
Carr - Pennsylvania | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 12/1/2015 | |||||||
Boulange Pennsylvania | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 3/25/2016 | |||||||
Soares - California | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 10/26/2015 | |||||||
Medrano - Mexico | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 4/27/2016 | |||||||
Long - Tennessee | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 4/20/2017 | |||||||
Wiatrek Texas | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 8/15/2017 | |||||||
Martins Florida | ||||||||
Loss Contingencies [Line Items] | ||||||||
Lawsuit filing date | 11/8/2016 |
Basic and Diluted Earnings per
Basic and Diluted Earnings per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Earnings Per Share [Abstract] | ||
Net income | $ 51,247 | $ 60,418 |
Basic Earnings Per Common Share: | ||
Basic weighted average shares outstanding for common stock | 210,888 | 209,123 |
Basic earnings per common share | $ 0.24 | $ 0.29 |
Diluted Earnings Per Common Share: | ||
Basic weighted average shares outstanding for common stock | 210,888 | 209,123 |
Add: Shares of common stock assumed issued upon exercise of stock options and vesting of restricted stock | 423 | 1,152 |
Diluted weighted average shares outstanding for common stock | 211,311 | 210,275 |
Diluted earnings per common share | $ 0.24 | $ 0.29 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Earnings Per Share [Abstract] | ||
Antidilutive Shares excluded from Computation of Earnings Per Share | 378,220 | 813,870 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - $ / shares | May 21, 2014 | Apr. 21, 2018 |
Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options exercised | 72,785 | |
Stock options exercise price | $ 10.87 | |
Omnibus Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Additional awards that will be issued under the EPIP | 0 | |
Awards granted, authorized amount | 8,000,000 |
Cash Received, Windfall Tax Ben
Cash Received, Windfall Tax Benefit, and Intrinsic Value from Stock Option Exercises (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Share Based Compensation [Abstract] | ||
Cash received from option exercises | $ 791 | $ 6,249 |
Tax benefit at exercise, net | 111 | 1,443 |
Intrinsic value of stock options exercised | $ 609 | $ 5,092 |
Stock-Based Compensation (Perfo
Stock-Based Compensation (Performance-Contingent Total Shareholder Return Shares) - Additional Information (Detail) | 4 Months Ended |
Apr. 21, 2018shares | |
Performance Contingent Total Shareholders Return Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 2 years |
Total Shareholders Return | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based payment award, fair value assumptions, method used | Inputs into the model included the following for the company and comparator companies: (i) TSR from the beginning of the performance cycle through the measurement date; (ii) volatility; (iii) risk-free interest rates; and (iv) the correlation of the comparator companies’ TSR. The inputs are based on historical capital market data. |
Total Shareholders Return | 2015 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares issued | 0 |
Total Shareholders Return | Fiscal 2016 | 2016 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of vested shares | 12.50% |
Performance Contingent Total Sh
Performance Contingent Total Shareholder Return Shares (Detail) - Total Shareholders Return | 4 Months Ended |
Apr. 21, 2018 | |
90th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 200.00% |
Percentile | 90.00% |
70th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 150.00% |
Percentile | 70.00% |
50th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 100.00% |
Percentile | 50.00% |
30th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 50.00% |
Percentile | 30.00% |
Below 30th Percentile | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Equity Instruments Other Than Options Restricted Stock Units [Line Items] | |
Payout as % of Target | 0.00% |
Percentile | 30.00% |
Performance Contingent TSR Shar
Performance Contingent TSR Shares (Detail) - Total Shareholders Return - Omnibus Plan shares in Thousands | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted | shares | 426 |
Vesting date | Mar. 1, 2019 |
Fair value per share | $ / shares | $ 23.31 |
Stock-Based Compensation (Pe102
Stock-Based Compensation (Performance-Contingent Return on Invested Capital Shares) - Additional Information (Detail) | 4 Months Ended |
Apr. 21, 2018 | |
Return On Invested Capital | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 1.75% |
Return On Invested Capital | Range One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 1.75% |
Return On Invested Capital | Range Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 3.75% |
Return On Invested Capital | Range Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 4.75% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Return on investment target over the two fiscal years immediately preceding the vesting date | 4.75% |
Maximum | 2017 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of shares being expensed | 100.00% |
Weighted Average Cost of Capital | Range One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 50.00% |
Weighted Average Cost of Capital | Range Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 100.00% |
Weighted Average Cost of Capital | Range Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 125.00% |
Weighted Average Cost of Capital | Return On Invested Capital | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of payout, ROIC above WACC | 0.00% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Return on investment target over the two fiscal years immediately preceding the vesting date | 1.75% |
Performance Contingent Return On Invested Capital Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 2 years |
Performance Contingent Return On Invested Capital Shares | 2015 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of actual ROI attainment | 87.00% |
Performance Contingent Return On Invested Capital Shares | 2016 Award | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of actual ROI attainment | 70.00% |
Performance Contingent Return On Invested Capital Shares | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of shares that can be earned | 125.00% |
Performance Contingent Return On Invested Capital Shares | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of shares that can be earned | 0.00% |
Performance Contingent ROIC Sha
Performance Contingent ROIC Shares (Detail) - Return On Invested Capital - 2017 Award - Omnibus Plan shares in Thousands | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted | shares | 426 |
Vesting date | Mar. 1, 2019 |
Fair value per share | $ / shares | $ 19.97 |
Performance-Contingent Restrict
Performance-Contingent Restricted Stock Awards (Detail) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended |
Apr. 21, 2018 | Dec. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | $ 405 | |
Fiscal Year Vested 2018 | 2016 Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | 405 | |
Income tax expense related to share-based payments | (2,130) | |
Fair Value at Vesting | $ 6,504 | |
Fiscal Year Vested 2018 | TSR Modifier | 2016 Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Increase/(Decrease) | (333,112) | |
Fiscal Year Vested 2018 | ROIC Modifier | 2016 Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Increase/(Decrease) | (114,190) | |
Fiscal Year Vested 2017 | 2015 Award Granted | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends at Vesting | $ 392 | |
Income tax expense related to share-based payments | (3,099) | |
Fair Value at Vesting | $ 6,316 | |
Fiscal Year Vested 2017 | TSR Modifier | 2015 Award Granted | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Increase/(Decrease) | (378,219) | |
Fiscal Year Vested 2017 | ROIC Modifier | 2015 Award Granted | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Increase/(Decrease) | (49,272) |
Performance-Contingent Restr105
Performance-Contingent Restricted Stock Activity (Detail) - Performance Contingent Restricted Stock shares in Thousands | 4 Months Ended |
Apr. 21, 2018$ / sharesshares | |
Shares | |
Shares, Balance at beginning of period | shares | 1,575 |
Shares, Vested | shares | (314) |
Shares, Forfeited | shares | (26) |
Shares, Balance at end of period | shares | 788 |
Weighted Average Fair Value | |
Weighted Average Fair Value, Balance at beginning of period | $ / shares | $ 22.20 |
Weighted Average Fair Value, Vested | $ / shares | 21.89 |
Weighted Average Fair Value, Forfeited | $ / shares | 21.09 |
Weighted Average Fair Value, Balance at end of period | $ / shares | $ 21.64 |
Performance Contingent Return On Invested Capital Shares | |
Shares | |
Shares, Grant reduction for not achieving the modifier | shares | (114) |
Weighted Average Fair Value | |
Weighted Average Fair Value, Grant reduction for not achieving the modifier | $ / shares | $ 21.49 |
Performance Contingent Total Shareholders Return Shares | |
Shares | |
Shares, Grant reduction for not achieving the modifier | shares | (333) |
Weighted Average Fair Value | |
Weighted Average Fair Value, Grant reduction for not achieving the modifier | $ / shares | $ 24.17 |
Stock-Based Compensation (Pe106
Stock-Based Compensation (Performance-Contingent Restricted Stock) - Additional Information (Detail) - Performance Contingent Restricted Stock $ in Millions | 4 Months Ended |
Apr. 21, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost related to nonvested restricted stock granted by the Omnibus Plan | $ 6.5 |
Expected weighted-average period to recognize compensation cost (years) | 10 months 9 days |
Intrinsic value of shares vested | $ 6.5 |
Stock-Based Compensation (Defer
Stock-Based Compensation (Deferred and Restricted Stock) - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | May 31, 2013 | Apr. 21, 2018 | Jul. 15, 2017 |
Chief Executive Officer | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock award | $ 1.3 | ||
Restricted shares issued | 58,500 | ||
Restricted Stock Award | Chief Executive Officer | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted shares per share | $ 22.25 | ||
Restricted stock award vested price | $ 18.48 | ||
Deferred Stock Activity | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost related to nonvested restricted stock granted by the Omnibus Plan | $ 0.3 | ||
Expected weighted-average period to recognize compensation cost (years) | 5 months 8 days | ||
Intrinsic value of shares vested | $ 0.2 | ||
Annual Grants | Deferred and restricted stock | Non Employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate shares elected to receive | 77,220 | ||
Annual Grants | Deferred and restricted stock | Non Employee Directors | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
Retainer Conversion | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Retainers conversion into deferred shares | 100.00% | ||
Vesting period | 1 year | ||
Previous Director Retainer Deferrals | Deferred and restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common shares vested | 10,020 | ||
Common shares issued | 10,020 | ||
Director Retainer Deferrals | Omnibus Plan | Deferred and restricted stock | Non Employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate shares elected to receive | 12,950 |
Deferred Stock Activity (Detail
Deferred Stock Activity (Detail) - Deferred stock $ / shares in Units, shares in Thousands, $ in Thousands | 4 Months Ended |
Apr. 21, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Balance at beginning of period | shares | 87 |
Shares, Vested | shares | (10) |
Shares, Granted | shares | 13 |
Shares, Balance at end of period | shares | 90 |
Weighted Average Fair Value, Balance at beginning of period | $ / shares | $ 18.70 |
Weighted Average Fair Value, Vested | $ / shares | 19.97 |
Weighted Average Fair Value, Granted | $ / shares | 19.31 |
Weighted Average Fair Value, Balance at end of period | $ / shares | $ 18.64 |
Weighted Average Remaining Contractual Term (Years) | 5 months 8 days |
Aggregate Intrinsic Value | $ | $ 305 |
Summary of Company's Stock-Base
Summary of Company's Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | $ 3,375 | $ 5,975 |
Performance Contingent Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | 2,853 | 5,367 |
Deferred and Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | $ 522 | $ 608 |
Summary of Company's Balance Sh
Summary of Company's Balance Sheet Related Pension and Other Postretirement Benefit Plan (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 |
Pension And Other Postretirement Benefit Expense [Abstract] | ||
Current liability | $ 935 | $ 935 |
Noncurrent liability | 36,206 | 60,107 |
Accumulated other comprehensive loss, net of tax | $ 81,768 | $ 78,076 |
Postretirement Plans - Addition
Postretirement Plans - Additional Information (Detail) - USD ($) | Dec. 29, 2018 | Mar. 31, 2018 | Oct. 07, 2017 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 |
Pension and Other Postretirement Benefits Disclosure [Line Items] | ||||||
Pension plan settlement loss | $ 4,668,000 | |||||
Expected long-term rate of return on plan assets | 6.40% | |||||
Total cost and employer contributions | 7,300,000 | $ 9,000,000 | ||||
Multiemployer plan, withdrawal obligation | $ 15,200,000 | 17,337,000 | $ 15,223,000 | |||
Multiemployer plans, increase in withdrawal obligation | 2,300,000 | |||||
Multiemployer plans transition payments payable | $ 3,100,000 | |||||
Multiemployer plans payable date | Nov. 3, 2017 | |||||
Multiemployer plan withdrawal liability of net present value monthly payments period | 20 years | |||||
Multiemployer plan, withdrawal obligation paid | $ 200,000 | |||||
Qualified Pension Plan | ||||||
Pension and Other Postretirement Benefits Disclosure [Line Items] | ||||||
Voluntarily contributions made by an employer | $ 10,000,000 | |||||
Scenario, Forecast | ||||||
Pension and Other Postretirement Benefits Disclosure [Line Items] | ||||||
Expected long-term rate of return on plan assets | 5.90% |
Components of Net Periodic Bene
Components of Net Periodic Benefit (Income) Cost (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Settlement loss | $ 4,668 | |
Pension plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 288 | $ 232 |
Interest cost | 3,124 | 4,008 |
Expected return on plan assets | (5,407) | (7,860) |
Settlement loss | 4,668 | |
Amortization of prior service cost (credit) | 100 | 119 |
Amortization of net (gain) loss | 1,573 | 1,958 |
Total net periodic pension cost (income) | 4,346 | (1,543) |
Postretirement Benefit Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 89 | 79 |
Interest cost | 72 | 70 |
Amortization of prior service cost (credit) | (65) | (65) |
Amortization of net (gain) loss | (133) | (153) |
Total net periodic pension cost (income) | $ (37) | $ (69) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 4 Months Ended | 12 Months Ended | |
Dec. 30, 2017 | Apr. 21, 2018 | Apr. 22, 2017 | Dec. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 26.60% | 36.50% | ||
Corporate income tax rate | 21.00% | 35.00% | ||
Income tax benefit recorded as estimate to the impact of the act | $ 48,200,000 | |||
Adjustments to estimate provisional income tax | $ 0 |
Information Regarding Operation
Information Regarding Operations in Reportable Segments (Detail) - USD ($) $ in Thousands | Jan. 14, 2017 | Apr. 21, 2018 | Apr. 22, 2017 | |
Segment Reporting Information [Line Items] | ||||
Sales | $ 1,206,453 | $ 1,187,649 | ||
Gain on divestiture | $ (28,875) | (28,875) | ||
Multi-employer pension plan withdrawal costs | 2,322 | |||
Restructuring charges | 1,259 | |||
Impairment of assets | 2,483 | |||
Depreciation and amortization | 44,189 | 47,188 | ||
Income from operations | 76,615 | 98,202 | ||
Interest expense | (10,996) | (11,625) | ||
Interest income | 8,095 | 6,577 | ||
Pension plan settlement loss | (4,668) | |||
Other components of net periodic pension and postretirement benefits credit | 735 | 1,923 | ||
Income before income taxes | 69,781 | 95,077 | ||
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Gain on divestiture | (28,875) | |||
Unallocated Corporate Costs | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring charges | 28 | |||
Depreciation and amortization | [1] | 94 | (185) | |
Income from operations | [2] | (22,372) | (33,754) | |
DSD Segment | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 1,015,484 | 999,860 | ||
DSD Segment | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 1,041,369 | 1,018,916 | ||
Multi-employer pension plan withdrawal costs | 2,322 | |||
Restructuring charges | 1,204 | |||
Impairment of assets | 2,483 | |||
Depreciation and amortization | 37,470 | 41,062 | ||
Income from operations | 84,425 | 87,261 | ||
DSD Segment | Intersegment Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Sales | (25,885) | (19,056) | ||
Warehouse Segment | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 190,969 | 187,789 | ||
Warehouse Segment | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 245,814 | 237,676 | ||
Restructuring charges | 27 | |||
Depreciation and amortization | 6,625 | 6,311 | ||
Income from operations | 14,562 | 44,695 | ||
Warehouse Segment | Intersegment Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Sales | $ (54,845) | $ (49,887) | ||
[1] | Represents costs allocated to the company’s corporate head office. | |||
[2] | Represents costs allocated to the company’s corporate head office and pension plan settlement loss. |
Assets by Segment (Detail)
Assets by Segment (Detail) - USD ($) $ in Thousands | Apr. 21, 2018 | Dec. 30, 2017 | |
Assets: | |||
Total assets | $ 2,670,257 | $ 2,659,724 | |
Operating Segments | DSD Segment | |||
Assets: | |||
Total assets | 2,300,325 | 2,270,179 | |
Operating Segments | Warehouse Segment | |||
Assets: | |||
Total assets | 302,303 | 296,157 | |
Other | |||
Assets: | |||
Total assets | [1] | $ 67,629 | $ 93,388 |
[1] | Represents the company’s corporate head office assets, including primarily cash and cash equivalents and deferred taxes. Certain assets were reclassified from the unallocated corporate head office to the DSD Segment during the first quarter of our fiscal 2018. |
Sales by Product Category in Ea
Sales by Product Category in Each Reportable Segment (Detail) - USD ($) $ in Thousands | 4 Months Ended | |
Apr. 21, 2018 | Apr. 22, 2017 | |
Segment Reporting Information [Line Items] | ||
Sales | $ 1,206,453 | $ 1,187,649 |
DSD Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 1,015,484 | 999,860 |
Warehouse Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 190,969 | 187,789 |
Branded Retail | ||
Segment Reporting Information [Line Items] | ||
Sales | 711,180 | 694,743 |
Branded Retail | DSD Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 664,134 | 645,943 |
Branded Retail | Warehouse Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 47,046 | 48,800 |
Store Branded Retail | ||
Segment Reporting Information [Line Items] | ||
Sales | 172,576 | 172,224 |
Store Branded Retail | DSD Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 136,684 | 137,533 |
Store Branded Retail | Warehouse Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 35,892 | 34,691 |
Non-Retail and Other | ||
Segment Reporting Information [Line Items] | ||
Sales | 322,697 | 320,682 |
Non-Retail and Other | DSD Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | 214,666 | 216,384 |
Non-Retail and Other | Warehouse Segment | ||
Segment Reporting Information [Line Items] | ||
Sales | $ 108,031 | $ 104,298 |