Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 27, 2015 | Jul. 25, 2015 | |
Entity Registrant Name | U. S. Premium Beef, LLC | |
Entity Central Index Key | 1,289,237 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 27, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-27 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,015 | |
Class B Units [Member] | ||
Entity Common Stock, Shares Outstanding | 755,385 | |
Class A Units [Member] | ||
Entity Common Stock, Shares Outstanding | 735,385 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 27, 2015 | Dec. 27, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 90,543 | $ 92,344 |
Due from affiliates | 94 | 82 |
Other current assets | 25 | 5 |
Total current assets | 90,662 | 92,431 |
Property, plant, and equipment, at cost | 223 | 219 |
Less accumulated depreciation | 199 | 214 |
Net property, plant, and equipment | 24 | 5 |
Investment in National Beef Packing Company, LLC | 141,303 | 147,808 |
Other assets | 197 | 257 |
Total assets | 232,186 | 240,501 |
Current liabilities: | ||
Accounts payable - trade | 54 | 34 |
Due to affiliates | 25 | 17 |
Accrued compensation and benefits | 1,132 | 1,169 |
Other accrued expenses and liabilities | 98 | 120 |
Patronage notices payable | 90 | 90 |
Distributions payable | 2 | 2 |
Total current liabilities | 1,401 | 1,432 |
Long-term liabilities: | ||
Other liabilities | 5,374 | 5,983 |
Total long-term liabilities | 5,374 | 5,983 |
Total liabilities | $ 6,775 | $ 7,415 |
Commitments and contingencies | ||
Capital shares and equities: | ||
Members' capital, 735,385, 755,385 authorized, issued and outstanding | $ 225,411 | $ 233,086 |
Total capital shares and equities | 225,411 | 233,086 |
Total liabilities and capital shares and equities | $ 232,186 | $ 240,501 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Jun. 27, 2015 | Dec. 27, 2014 |
Class A Units [Member] | ||
Members' capital, units authorized | 735,385 | 735,385 |
Members' capital, units issued | 735,385 | 735,385 |
Members' capital, units outstanding | 735,385 | 735,385 |
Class B Units [Member] | ||
Members' capital, units authorized | 755,385 | 755,385 |
Members' capital, units issued | 755,385 | 755,385 |
Members' capital, units outstanding | 755,385 | 755,385 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Net sales | ||||
Costs and expenses: | ||||
Cost of sales | ||||
Selling, general, and administrative expenses | $ 380 | $ 830 | $ 1,185 | $ 1,814 |
Depreciation and amortization | 1 | 2 | 1 | |
Total costs and expenses | 381 | $ 830 | 1,187 | 1,815 |
Operating loss | (381) | (830) | (1,187) | (1,815) |
Other income (expense): | ||||
Interest income | 11 | 12 | 23 | 24 |
Interest expense | (3) | (11) | (6) | (24) |
Equity interest in net (loss) income of National Beef Packing Company, LLC | $ (1,451) | 924 | $ (6,505) | (3,328) |
Other, net | (2) | 172 | ||
(Loss) income before taxes | $ (1,824) | $ 93 | $ (7,675) | $ (4,971) |
Income tax expense | ||||
Net (loss) income | $ (1,824) | $ 93 | $ (7,675) | $ (4,971) |
Class A Units [Member] | ||||
(Loss) income per unit: | ||||
Basic | $ (0.25) | $ 0.01 | $ (1.04) | $ (0.68) |
Diluted | $ (0.25) | $ 0.01 | $ (1.04) | $ (0.68) |
Outstanding weighted-average Class A and Class B units: | ||||
Basic | 735,385 | 735,385 | 735,385 | 735,385 |
Diluted | 735,385 | 735,385 | 735,385 | 735,385 |
Class B Units [Member] | ||||
(Loss) income per unit: | ||||
Basic | $ (2.17) | $ 0.11 | $ (9.14) | $ (5.92) |
Diluted | $ (2.17) | $ 0.11 | $ (9.14) | $ (5.92) |
Outstanding weighted-average Class A and Class B units: | ||||
Basic | 755,385 | 755,385 | 755,385 | 755,385 |
Diluted | 755,385 | 755,385 | 755,385 | 755,385 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (7,675) | $ (4,971) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2 | 1 |
Equity in net loss (earnings) of National Beef Packing Company, LLC | 6,505 | 3,328 |
Changes in assets and liabilities: | ||
Due from affiliates | $ (12) | 551 |
Other receivables | 3 | |
Other assets | $ 40 | 421 |
Accounts payable | 20 | (11) |
Due to affiliates | 8 | 61 |
Accrued compensation and benefits | (646) | (2,972) |
Other accrued expenses and liabilities | (22) | (55) |
Net cash used in operating activities | (1,780) | $ (3,644) |
Cash flows from investing activities: | ||
Capital expenditures | $ (21) | |
Release of escrowed funds related to the 2011 transaction with Leucadia | $ 36,943 | |
Net cash (used in) provided by investing activities | $ (21) | 36,943 |
Cash flows from financing activities: | ||
Change in overdraft balances | (221) | |
Prior year excess distribution | 818 | |
Member distributions | (2,087) | |
Net cash used in financing activities | (1,490) | |
Net (decrease) increase in cash | $ (1,801) | 31,809 |
Cash and cash equivalents at beginning of the period | 92,344 | 59,812 |
Cash and cash equivalents at end of the period | $ 90,543 | $ 91,621 |
Interim Financial Statements
Interim Financial Statements | 6 Months Ended |
Jun. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Interim Financial Statements | (1) Interim Financial Statements Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP), for interim financial information; therefore, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included using managements best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities and disclosure of 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. For further information, refer to the audited Consolidated Financial Statements and Notes to Consolidated Financial Statements, which are included in the Companys Annual Report on Form 10-K on file with the Securities and Exchange Commission (SEC), for the fiscal year ended December 27, 2014. The results of operations for the interim periods presented are not necessarily indicative of the results for a full fiscal year. As a result of the transaction with Leucadia National Corporation (Leucadia) on December 30, 2011 in which Leucadia purchased 56.2415% of the membership interests in National Beef Packing Company, LLC (NBP) from the Company, the Companys financial statements are no longer consolidated with NBP. USPBs remaining 15.0729% 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. |
Members' Capital
Members' Capital | 6 Months Ended |
Jun. 27, 2015 | |
Members' Equity [Abstract] | |
Members' Capital | (2) Members Capital The following table represents a reconciliation of Members Capital for the twenty-six week period ended June 27, 2015 (thousands of dollars). Balance at December 27, 2014 $ 233,086 Allocation of net loss for the twenty-six week period ended June 27, 2015 (7,675 ) Balance at June 27, 2015 $ 225,411 |
Net (Loss) Income Attributable
Net (Loss) Income Attributable to USPB Per Unit | 6 Months Ended |
Jun. 27, 2015 | |
Limited Liability Company (LLC) Members' Equity [Abstract] | |
Loss Attributable to USPB Per Unit | (3) Net (Loss) Income Attributable to USPB 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, income attributable to USPB per unit (EPU) has been presented in the accompanying Statements of Operations and in the table that follows. Basic EPU excludes dilution and is computed by first allocating a portion of net income (loss) attributable to USPB to Class A units and the remainder is allocated to Class B units. For the thirteen and twenty-six week periods ended June 27, 2015 and June 28, 2014, net (loss) income, respectively, was allocated 10% to the Class As and 90% to the Class Bs. The net (loss) income 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 CEOs employment agreement were exercised. The diluted loss per Class A unit calculations for the twenty-six week period ended June 28, 2014 in the following table excludes the effect of the 20,000 Class A unit purchase rights as the effect of including them would have been anti-dilutive to the calculation. In early April 2014, the former CEO exercised his right to receive unit appreciation rights on his 20,000 Class A phantom units and was paid approximately $2.2 million for the Class A phantom appreciation right payment. As the exercise occurred in early April 2014, the potential dilutive effect of the 20,000 Class A units was not taken into consideration in the 13 week period ended June 28, 2014. Net (Loss) Income Per Unit Calculation 13 weeks 13 weeks 26 weeks 26 weeks ended ended ended ended (thousands of dollars, except unit and per unit data) June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Basic net (loss) income per unit Net (loss) income attributable to USPB available to unitholders (numerator) Class A $ (182 ) $ 9 $ (768 ) $ (497 ) Class B $ (1,642 ) $ 84 $ (6,907 ) $ (4,474 ) Weighted average outstanding units (denominator) Class A 735,385 735,385 735,385 735,385 Class B 755,385 755,385 755,385 755,385 Per unit amount Class A $ (0.25 ) $ 0.01 $ (1.04 ) $ (0.68 ) Class B $ (2.17 ) $ 0.11 $ (9.14 ) $ (5.92 ) Diluted net (loss) income per unit: Net (loss) income attributable to USPB available to unitholders (numerator) Class A $ (182 ) $ 9 $ (768 ) $ (497 ) Class B $ (1,642 ) $ 84 $ (6,907 ) $ (4,474 ) Weighted average outstanding Class A units 735,385 735,385 735,385 735,385 Effect of dilutive securities - Class A unit options - - - - Units (denominator) 735,385 735,385 735,385 735,385 Weighted average outstanding Class B units 755,385 755,385 755,385 755,385 Effect of dilutive securities - Class B unit options - - - - Units (denominator) 755,385 755,385 755,385 755,385 Per unit amount Class A $ (0.25 ) $ 0.01 $ (1.04 ) $ (0.68 ) Class B $ (2.17 ) $ 0.11 $ (9.14 ) $ (5.92 ) |
Investment in National Beef Pac
Investment in National Beef Packing Company, LLC | 6 Months Ended |
Jun. 27, 2015 | |
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | |
Investment in National Beef Packing Company, LLC | (4) Investment in National Beef Packing Company, LLC As of December 31, 2011, USPBs 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. Below is a summary of the results of operations for NBP for the thirteen and twenty-six week periods ended June 27, 2015 and June 28, 2014 (thousands of dollars): 13 weeks ended 13 weeks ended 26 weeks ended 26 weeks ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Net sales $ 1,994,486 $ 2,003,612 $ 3,846,795 $ 3,889,366 Costs and expenses: Cost of sales 1,961,499 1,958,685 3,809,657 3,833,648 Selling, general, and administrative expenses 16,156 14,892 31,397 28,910 Depreciation and amortization 22,082 21,195 43,868 41,955 Total costs and expenses 1,999,737 1,994,772 3,884,922 3,904,513 Operating (loss) income (5,251 ) 8,840 (38,127 ) (15,147 ) Other (expense) income: Interest income - 2 17 5 Interest expense (4,300 ) (3,966 ) (8,716 ) (7,220 ) Other, net 151 1,642 3,841 868 Loss before taxes (9,400 ) 6,518 (42,985 ) (21,494 ) Income tax expense (226 ) (390 ) (172 ) (587 ) Net (loss) income (9,626 ) 6,128 (43,157 ) (22,081 ) NBPs net (loss) income attributable to USPB $ (1,451 ) $ 924 $ (6,505 ) $ (3,328 ) Operating losses, economic and industry events, and a variety of other factors may result in a decrease in the value of the investment in NBP, which is other than temporary. Such potential decreases in value will cause the Company to record an impairment charge, which may have an impact on the trading values of USPBs Class A and Class B units. If the beef industry continues to experience a compressed margin environment, which causes NBP to continue to incur operating losses, the Company will record an impairment charge. |
Members' Capital (Tables)
Members' Capital (Tables) | 6 Months Ended |
Jun. 27, 2015 | |
Members' Equity [Abstract] | |
Schedule of Reconciliation of Members' Capital | The following table represents a reconciliation of Members Capital for the twenty-six week period ended June 27, 2015 (thousands of dollars). Balance at December 27, 2014 $ 233,086 Allocation of net loss for the twenty-six week period ended June 27, 2015 (7,675 ) Balance at June 27, 2015 $ 225,411 |
Net (Loss) Income Attributabl11
Net (Loss) Income Attributable to USPB Per Unit (Tables) | 6 Months Ended |
Jun. 27, 2015 | |
Limited Liability Company (LLC) Members' Equity [Abstract] | |
Schedule of Income (Loss) Per Unit Calculation | Net (Loss) Income Per Unit Calculation 13 weeks 13 weeks 26 weeks 26 weeks ended ended ended ended (thousands of dollars, except unit and per unit data) June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Basic net (loss) income per unit Net (loss) income attributable to USPB available to unitholders (numerator) Class A $ (182 ) $ 9 $ (768 ) $ (497 ) Class B $ (1,642 ) $ 84 $ (6,907 ) $ (4,474 ) Weighted average outstanding units (denominator) Class A 735,385 735,385 735,385 735,385 Class B 755,385 755,385 755,385 755,385 Per unit amount Class A $ (0.25 ) $ 0.01 $ (1.04 ) $ (0.68 ) Class B $ (2.17 ) $ 0.11 $ (9.14 ) $ (5.92 ) Diluted net (loss) income per unit: Net (loss) income attributable to USPB available to unitholders (numerator) Class A $ (182 ) $ 9 $ (768 ) $ (497 ) Class B $ (1,642 ) $ 84 $ (6,907 ) $ (4,474 ) Weighted average outstanding Class A units 735,385 735,385 735,385 735,385 Effect of dilutive securities - Class A unit options - - - - Units (denominator) 735,385 735,385 735,385 735,385 Weighted average outstanding Class B units 755,385 755,385 755,385 755,385 Effect of dilutive securities - Class B unit options - - - - Units (denominator) 755,385 755,385 755,385 755,385 Per unit amount Class A $ (0.25 ) $ 0.01 $ (1.04 ) $ (0.68 ) Class B $ (2.17 ) $ 0.11 $ (9.14 ) $ (5.92 ) |
Investment in National Beef P12
Investment in National Beef Packing Company, LLC (Tables) | 6 Months Ended |
Jun. 27, 2015 | |
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | |
Schedule of Operations for NBP | Below is a summary of the results of operations for NBP for the thirteen and twenty-six week periods ended June 27, 2015 and June 28, 2014 (thousands of dollars): 13 weeks ended 13 weeks ended 26 weeks ended 26 weeks ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Net sales $ 1,994,486 $ 2,003,612 $ 3,846,795 $ 3,889,366 Costs and expenses: Cost of sales 1,961,499 1,958,685 3,809,657 3,833,648 Selling, general, and administrative expenses 16,156 14,892 31,397 28,910 Depreciation and amortization 22,082 21,195 43,868 41,955 Total costs and expenses 1,999,737 1,994,772 3,884,922 3,904,513 Operating (loss) income (5,251 ) 8,840 (38,127 ) (15,147 ) Other (expense) income: Interest income - 2 17 5 Interest expense (4,300 ) (3,966 ) (8,716 ) (7,220 ) Other, net 151 1,642 3,841 868 Loss before taxes (9,400 ) 6,518 (42,985 ) (21,494 ) Income tax expense (226 ) (390 ) (172 ) (587 ) Net (loss) income (9,626 ) 6,128 (43,157 ) (22,081 ) NBPs net (loss) income attributable to USPB $ (1,451 ) $ 924 $ (6,505 ) $ (3,328 ) |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) | Dec. 30, 2011 |
Basis of Presentation Details: | |
Leucadia to purchase of the membership interests in NBP | 56.2415% |
Remaining membership interests in National Beef Packing Company, LLC (NBP) | 15.0729% |
Members' Capital (Details)
Members' Capital (Details) - Jun. 27, 2015 - USD ($) $ in Thousands | Total |
Members' Equity [Abstract] | |
Beginning balance | $ 233,086 |
Allocation of net income (loss) | (7,675) |
Ending balance | $ 225,411 |
Net (Loss) Income Attributabl15
Net (Loss) Income Attributable to USPB Per Unit (Details Narrative) | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Class A Units [Member] | ||||
Class of Stock [Line Items] | ||||
Ownership percentage | 10.00% | 10.00% | 10.00% | 10.00% |
Class B Units [Member] | ||||
Class of Stock [Line Items] | ||||
Ownership percentage | 90.00% | 90.00% | 90.00% | 90.00% |
Net (Loss) Income Attributabl16
Net (Loss) Income Attributable to USPB Per Unit (Details Narrative 1) - Jun. 28, 2014 - Phantom Share Units (PSUs) [Member] - USD ($) $ in Thousands | Total | Total |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 20,000 | 20,000 |
Payment for phantom appreciation rights | $ 2,200 |
Net (Loss) Income Attributabl17
Net (Loss) Income Attributable to USPB Per Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Basic net (loss) income per unit | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | $ (7,675) | |||
Diluted net (loss) income per unit: | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | (7,675) | |||
Class A Units [Member] | ||||
Basic net (loss) income per unit | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | $ (182) | $ 9 | $ (768) | $ (497) |
Weighted average outstanding units (denominator) | 735,385 | 735,385 | 735,385 | 735,385 |
Per unit amount | $ (0.25) | $ 0.01 | $ (1.04) | $ (0.68) |
Diluted net (loss) income per unit: | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | $ (182) | $ 9 | $ (768) | $ (497) |
Weighted average outstanding | ||||
Basic | 735,385 | 735,385 | 735,385 | 735,385 |
Weighted average outstanding units (denominator) | 735,385 | 735,385 | 735,385 | 735,385 |
Effect of dilutive securities | 735,385 | 735,385 | 735,385 | 735,385 |
Per unit amount | $ (0.25) | $ 0.01 | $ (1.04) | $ (0.68) |
Class B Units [Member] | ||||
Basic net (loss) income per unit | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | $ (1,642) | $ 84 | $ (6,907) | $ (4,474) |
Weighted average outstanding units (denominator) | 755,385 | 755,385 | 755,385 | 755,385 |
Per unit amount | $ (2.17) | $ 0.11 | $ (9.14) | $ (5.92) |
Diluted net (loss) income per unit: | ||||
Net (loss) income attributable to USPB available to unitholders (numerator) | $ (1,642) | $ 84 | $ (6,907) | $ (4,474) |
Weighted average outstanding | ||||
Basic | 755,385 | 755,385 | 755,385 | 755,385 |
Weighted average outstanding units (denominator) | 755,385 | 755,385 | 755,385 | 755,385 |
Effect of dilutive securities | 755,385 | 755,385 | 755,385 | 755,385 |
Per unit amount | $ (2.17) | $ 0.11 | $ (9.14) | $ (5.92) |
Investment in National Beef P18
Investment in National Beef Packing Company, LLC (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Schedule of Investments [Line Items] | ||||
Net sales | ||||
Costs and expenses: | ||||
Cost of sales | ||||
Selling, general, and administrative expenses | $ 380 | $ 830 | $ 1,185 | $ 1,814 |
Depreciation and amortization | 1 | 2 | 1 | |
Total costs and expenses | 381 | $ 830 | 1,187 | 1,815 |
Operating (loss) income | (381) | (830) | (1,187) | (1,815) |
Other (expense) income: | ||||
Interest income | 11 | 12 | 23 | 24 |
Interest expense | $ (3) | (11) | $ (6) | (24) |
Other, net | (2) | 172 | ||
Loss before taxes | $ (1,824) | $ 93 | $ (7,675) | $ (4,971) |
Income tax expense | ||||
National Beef Packing Company, LLC [Member] | ||||
Schedule of Investments [Line Items] | ||||
Net sales | $ 1,994,486 | $ 2,003,612 | $ 3,846,795 | $ 3,889,366 |
Costs and expenses: | ||||
Cost of sales | 1,961,499 | 1,958,685 | 3,809,657 | 3,833,648 |
Selling, general, and administrative expenses | 16,156 | 14,892 | 31,397 | 28,910 |
Depreciation and amortization | 22,082 | 21,195 | 43,868 | 41,955 |
Total costs and expenses | 1,999,737 | 1,994,772 | 3,884,922 | 3,904,513 |
Operating (loss) income | (5,251) | 8,840 | (38,127) | (15,147) |
Other (expense) income: | ||||
Interest income | 2 | 17 | 5 | |
Interest expense | (4,300) | (3,966) | (8,716) | (7,220) |
Other, net | 151 | 1,642 | 3,841 | 868 |
Loss before taxes | (9,400) | 6,518 | (42,985) | (21,494) |
Income tax expense | (226) | (390) | (172) | (587) |
Net (loss) income | (9,626) | 6,128 | (43,157) | (22,081) |
NBP's net (loss) income attributable to USPB | $ (1,451) | $ 924 | $ (6,505) | $ (3,328) |