Accounting Policies (policies) | 12 Months Ended |
Dec. 27, 2014 |
Accounting Policies: | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation |
|
As a result of the Leucadia Transaction, which closed December 30, 2011, USPB’s investment in NBP is accounted for using the equity method of accounting as the Company has the ability to exercise significant influence, but does not have financial or operational control. |
Fiscal Year | Fiscal Year |
|
With the closing of the Leucadia Transaction on December 30, 2011, the Company’s fiscal year-end changed from the last Saturday in August to the last Saturday in December. Beginning with fiscal year 2012, the Company will file annual reports for each 52 week or 53 week period ended on the last Saturday in December. |
Use of Estimates | Use of Estimates |
|
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, using management’s best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of the contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ materially from these estimates and judgments. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
|
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. As of December 27, 2014 and December 28, 2013, the Company had cash and cash equivalents of $92.3 million and $59.8 million, respectively. |
Restricted Cash | Restricted Cash |
|
When the Leucadia Transaction closed on December 30, 2011, approximately $36.9 million of the Company’s proceeds were deposited in an escrow account to satisfy potential indemnification claims from Leucadia under the Purchase Agreement. As no indemnification claims were made by Leucadia by the one year anniversary of the closing of the Leucadia Transaction, USPB received 40%, or approximately $14.8 million, in January 2013; however, as those funds remained subject to potential indemnification claims that may arise during the second year after the closing of the Leucadia Transaction, the amount received continued to be shown as Restricted Cash as of December 28, 2013. As no indemnification claims were made by Leucadia by the second anniversary of the closing of the Leucadia Transaction, USPB received the remaining 60%, or approximately $22.1 million, in January 2014. |
Investment in National Beef Packing Company, LLC | Investment in National Beef Packing Company, LLC |
|
As a result of the Leucadia Transaction, beginning on December 31, 2011, USPB’s 15.0729% investment in NBP accounted for using the equity method of accounting as the Company has the ability to exercise significant influence, but does not have financial or operational control. |
Property, Plant and Equipment | Property, Plant, and Equipment | | | | | | | | | | |
| | | | | | | | | | |
Property, plant, and equipment are recorded at cost. Property, plant, and equipment are depreciated principally on a straight-line basis over the estimated useful life (based upon original acquisition date) of the individual asset by major asset class as follows: | | | | | | | | | | |
|
Buildings and improvements | 15 to 25 years | | | | | | | | | |
Machinery and equipment | 2 to 15 years | | | | | | | | | |
Furniture and fixtures | 3 to 5 years | | | | | | | | | |
Trailers and automotive equipment | 2 to 4 years | | | | | | | | | |
|
| Upon disposition of these assets, any resulting gain or loss is included in other, net. Major repairs and maintenance costs that extend the useful life of the related assets are capitalized. Normal repairs and maintenance costs are charged to operations. | | | | | | | | | |
| | | | | | | | | | |
| A summary of cost and accumulated depreciation for property, plant, and equipment as of December 27, 2014 and December 28, 2013 follows (thousands of dollars): | | | | | | | | | |
|
| | | | | | | | | | |
| | December 27, | | December 28, | | | | |
2014 | 2013 | | | |
Land and improvements | | $ | - | | $ | - | | | | |
Building and improvements | | | - | | | - | | | | |
Machinery and equipment | | | 37 | | | 37 | | | | |
Furniture and fixtures | | | 126 | | | 126 | | | | |
Trailers and automotive equipment | | | 57 | | | 87 | | | | |
Construction in process | | | - | | | - | | | | |
Total property, plant, and equipment, at cost | | | 220 | | | 250 | | | | |
Accumulated depreciation | | | 215 | | | 244 | | | | |
Property, plant, and equipment, net | | $ | 5 | | $ | 6 | | | | |
|
| Depreciation expense was immaterial for fiscal years ended December 27, 2014 and December 28, 2013. | | | | | | | | | |
Overdraft Balances | Overdraft Balances |
|
USPB utilizes a controlled disbursement account to fund cash distribution checks presented for payment by the holder. Checks issued pending clearance that result in overdraft balances for accounting purposes are included in patronage notices payable and distributions payable and the change in the related balances are reflected in financing activities on the consolidated statement of cash flows. Overdraft balances totaled $0.1 million and $0.3 million as of December 27, 2014 and December 28, 2013, respectively. |
Income Tax | Income Taxes |
|
Effective August 29, 2004, the Company converted to an LLC, and under this structure, taxes are not provided at the Company level because the results of operations are included in the taxable income of the individual members. |
Selling, General and Administrative | Selling, General, and Administrative |
|
Selling expenses consist primarily of salaries, bonuses, phantom unit option expense, trade promotions, advertising, commissions and other marketing costs. General and administrative costs consist primarily of general management, insurance and professional expenses. |
Noncompetition Payments | Noncompetition Payments |
|
The former CEO’s employment agreement provided for him to receive noncompetition payments in connection with the Leucadia transaction. During calendar years 2014 and 2013, the former CEO was paid $847,334 and $767,708, respectively, in noncompetition payments. He will continue to receive noncompetition payments of approximately $850,000 per year during calendar years 2015 through 2021. |
|
The current CEO’s employment agreement provides for him to receive noncompetition payments for a twelve month period following his termination of employment with USPB. |
|
As of December 27, 2014 and December 28, 2013, the Company had accrued $5.5 million and $5.9 million, respectively, for the noncompetition agreements. |
Earnings Per Unit | Earnings Per Unit | | | | | | | | | | |
| | | | | | | | | | |
| Under the LLC structure, earnings of the Company are to be distributed to unitholders based on their proportionate share of underlying equity, and, as a result, earnings per unit (EPU) has been presented in the accompanying Consolidated Statement of Operations and in the table that follows. | | | | | | | | | |
| | | | | | | | | | |
| Basic EPU excludes dilution and is computed by first allocating 10% of net income or loss attributable to USPB to Class A units and the remaining 90% is allocated to Class B units. Net income or loss allocated to the Class A and Class B units is then divided by the weighted-average number of Class A and Class B units outstanding for the period to determine the basic EPU for each respective class of unit. | | | | | | | | | |
|
| | | | | | | | | | |
| Diluted EPU reflects the potential dilution that could occur if the purchase rights or appreciation right provided for in the former CEO’s employment agreement were exercised. In April 2014, the former CEO exercised his right to receive unit appreciation rights on his 20,000 Class A phantom units. The diluted loss per Class A unit calculations for fiscal year 2013 in the following table excludes the effect of the 20,000 Class A unit purchase rights noted above as the effect of including them would have been anti-dilutive to the loss per Class A unit calculation. | | | | | | | | | |
| | | | | | | | | | |
(Loss) income Per Unit Calculation | | 52 weeks ended | |
(thousands of dollars, except unit and per unit data) | | 27-Dec-14 | | 28-Dec-13 | | 29-Dec-12 | |
| | | | | | | | | | |
Basic (loss) income per unit: | | | | | | | | | | |
(Loss) income attributable to USPB available to unitholders (numerator) | | | | | | | | | | |
Class A | | $ | (904 | ) | $ | (1,120 | ) | $ | 272 | |
Class B | | $ | (8,135 | ) | $ | (10,076 | ) | $ | 2,452 | |
| | | | | | | | | | |
Weighted average outstanding units (denominator) | | | | | | | | | | |
Class A | | | 735,385 | | | 735,385 | | | 735,385 | |
Class B | | | 755,385 | | | 755,385 | | | 755,385 | |
| | | | | | | | | | |
Per unit amount | | | | | | | | | | |
Class A | | $ | (1.23 | ) | $ | (1.52 | ) | $ | 0.37 | |
Class B | | $ | (10.77 | ) | $ | (13.34 | ) | $ | 3.25 | |
| | | | | | | | | | |
Diluted (loss) income per unit: | | | | | | | | | | |
(Loss) income attributable to USPB available to unitholders (numerator) | | | | | | | | | | |
Class A | | $ | (904 | ) | $ | (1,120 | ) | $ | 272 | |
Class B | | $ | (8,135 | ) | $ | (10,076 | ) | $ | 2,452 | |
| | | | | | | | | | |
Weighted average outstanding Class A units | | | 735,385 | | | 735,385 | | | 735,385 | |
Effect of dilutive securities - Class A unit options | | | - | | | - | | | 12,451 | |
Units (denominator) | | | 735,385 | | | 735,385 | | | 747,836 | |
| | | | | | | | | | |
Weighted average outstanding Class B units | | | 755,385 | | | 755,385 | | | 755,385 | |
Effect of dilutive securities - Class B unit options | | | - | | | - | | | - | |
Units (denominator) | | | 755,385 | | | 755,385 | | | 755,385 | |
| | | | | | | | | | |
Per unit amount | | | | | | | | | | |
Class A | | $ | (1.23 | ) | $ | (1.52 | ) | $ | 0.36 | |
Class B | | $ | (10.77 | ) | $ | (13.34 | ) | $ | 3.25 | |
| | | | | | | | | | |