Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Jan. 31, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | THS | ||
Entity Registrant Name | TREEHOUSE FOODS, INC. | ||
Entity Central Index Key | 1,320,695 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 55,988,420 | ||
Entity Public Float | $ 2,903.4 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 164.3 | $ 132.8 |
Receivables, net of allowance for doubtful accounts of $1.0 and $0.6 | 351.3 | 329.8 |
Inventories | 839.7 | 918.3 |
Prepaid expenses and other current assets | 61.8 | 103.8 |
Total current assets | 1,417.1 | 1,484.7 |
Property, plant, and equipment, net | 1,274.4 | 1,294.4 |
Goodwill | 2,161.4 | 2,182 |
Intangible assets, net | 700.2 | 773 |
Other assets, net | 46.2 | 45.2 |
Total assets | 5,599.3 | 5,779.3 |
Current liabilities: | ||
Accounts payable | 577.9 | 451.3 |
Accrued expenses | 256.1 | 138.4 |
Current portion of long-term debt | 1.2 | 10.1 |
Total current liabilities | 835.2 | 599.8 |
Long-term debt | 2,297.4 | 2,535.7 |
Deferred income taxes | 154.2 | 178.4 |
Other long-term liabilities | 170.6 | 202.1 |
Total liabilities | 3,457.4 | 3,516 |
Commitments and contingencies (Note 19) | ||
Stockholders’ equity: | ||
Preferred stock, par value $0.01 per share, 10.0 shares authorized, none issued | 0 | 0 |
Common stock, par value $0.01 per share, 90.0 shares authorized, 56.0 and 56.6 shares issued and outstanding, respectively | 0.6 | 0.6 |
Treasury stock | (83.3) | (28.7) |
Additional paid-in capital | 2,135.8 | 2,107 |
Retained earnings | 185.9 | 245.9 |
Accumulated other comprehensive loss | (97.1) | (61.5) |
Total stockholders’ equity | 2,141.9 | 2,263.3 |
Total liabilities and stockholders’ equity | $ 5,599.3 | $ 5,779.3 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 1 | $ 0.6 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 56,000,000 | 56,638,498 |
Common stock, shares outstanding | 56,000,000 | 56,638,498 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Net sales | $ 5,812.1 | $ 6,307.1 | $ 6,175.1 |
Cost of sales | 4,856.7 | 5,226.7 | 5,049 |
Gross profit | 955.4 | 1,080.4 | 1,126.1 |
Operating expenses: | |||
Selling and distribution | 378.4 | 402.3 | 404.8 |
General and administrative | 280 | 298.4 | 340 |
Amortization expense | 86.4 | 114.1 | 109.9 |
Impairment of goodwill and other intangible assets | 0 | 549.7 | 352.2 |
Other operating expense, net | 142.7 | 128.7 | 14.7 |
Total operating expenses | 887.5 | 1,493.2 | 1,221.6 |
Operating income (loss) | 67.9 | (412.8) | (95.5) |
Other expense (income): | |||
Interest expense | 114.6 | 126.8 | 119.2 |
Loss (gain) on foreign currency exchange | 8.6 | (5) | (5.6) |
Other expense (income), net | 29.5 | (10) | (13.7) |
Total other expense | 152.7 | 111.8 | 99.9 |
Loss before income taxes | (84.8) | (524.6) | (195.4) |
Income tax (benefit) expense | (23.4) | (238.4) | 33.2 |
Net loss | $ (61.4) | $ (286.2) | $ (228.6) |
Net loss per basic share (in usd per share) | $ (1.10) | $ (5.01) | $ (4.10) |
Net loss per diluted share (in usd per share) | $ (1.10) | $ (5.01) | $ (4.10) |
Weighted average shares -- basic | 56 | 57.1 | 55.7 |
Weighted average shares -- diluted | 56 | 57.1 | 55.7 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net loss | $ (12.6) | $ 5.4 | $ (20.1) | $ (34.1) | $ (309) | $ 28.8 | $ (34.2) | $ 28.2 | $ (61.4) | $ (286.2) | $ (228.6) |
Other comprehensive (loss) income, net of tax: | |||||||||||
Foreign currency translation adjustments | (34.5) | 32.2 | 11.1 | ||||||||
Pension and postretirement adjustment | 0 | 7.6 | 1 | ||||||||
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | 0 | 0 | ||||||||
Other comprehensive (loss) income | (35.6) | 39.8 | 12.1 | ||||||||
Comprehensive loss | $ (97) | $ (246.4) | $ (216.5) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Pension and postretirement reclassification adjustment, tax | $ 0.2 | $ 4.7 | $ 0.7 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2015 | $ 1,854.9 | $ 0.4 | $ 1,207.2 | $ 760.7 | $ (113.4) | |
Balance (in shares) at Dec. 31, 2015 | 43.1 | |||||
Net loss | (228.6) | (228.6) | ||||
Other comprehensive income (loss) | 12.1 | 12.1 | ||||
Shares issued | 835.1 | $ 0.2 | 834.9 | |||
Shares issued, shares | 13.3 | |||||
Equity awards exercised | (0.1) | (0.1) | ||||
Equity awards exercised, shares | 0.4 | |||||
Stock-based compensation | 29.9 | 29.9 | 0 | |||
Balance at Dec. 31, 2016 | 2,503.3 | $ 0.6 | 2,071.9 | 532.1 | (101.3) | |
Balance (in shares) at Dec. 31, 2016 | 56.8 | |||||
Net loss | (286.2) | (286.2) | ||||
Other comprehensive income (loss) | 39.8 | 39.8 | ||||
Treasury stock repurchases | (28.7) | $ (28.7) | ||||
Treasury stock repurchases, shares | (0.6) | (0.6) | ||||
Equity awards exercised | 5.1 | 5.1 | ||||
Equity awards exercised, shares | 0.4 | |||||
Stock-based compensation | 30 | 30 | ||||
Balance at Dec. 31, 2017 | 2,263.3 | $ 0.6 | 2,107 | 245.9 | $ (28.7) | (61.5) |
Balance (in shares) at Dec. 31, 2017 | 57.2 | (0.6) | ||||
Net loss | (61.4) | (61.4) | ||||
Other comprehensive income (loss) | (34.5) | (34.5) | ||||
Treasury stock repurchases | (54.6) | $ (54.6) | $ (54.6) | |||
Treasury stock repurchases, shares | (1.2) | (1.2) | ||||
Equity awards exercised | (3.6) | (3.6) | ||||
Equity awards exercised, shares | 0.6 | |||||
Stock-based compensation | 32.4 | 32.4 | ||||
Balance at Dec. 31, 2018 | 2,141.9 | $ 0.6 | $ 2,135.8 | 185.9 | $ (83.3) | (97.1) |
Balance (in shares) at Dec. 31, 2018 | 57.8 | (1.8) | ||||
Cumulative effect of accounting change | $ 0.3 | $ 1.4 | $ (1.1) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net loss | $ (61.4) | $ (286.2) | $ (228.6) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 258.3 | 287.6 | 288.3 |
Impairment of goodwill and other intangible assets | 0 | 549.7 | 352.2 |
Stock-based compensation | 32.4 | 30 | 29.9 |
(Gain) loss on divestitures | (14.3) | 86 | 0 |
Deferred income taxes | (17.3) | (231.1) | (12.5) |
Unrealized loss (gain) on derivative contracts | 22.5 | (2.3) | (14.1) |
Other, net | 19.2 | 4.2 | (5.7) |
Changes in operating assets and liabilities, net of effect of divestitures and acquisitions: | |||
Receivables | (29.1) | 103.3 | (59.7) |
Inventories | 69.2 | 13 | 54.3 |
Prepaid expenses and other assets | 38.4 | (18.9) | (11.6) |
Accounts payable, accrued expenses, and other liabilities | 187.9 | (29.3) | 86.1 |
Net cash provided by operating activities | 505.8 | 506 | 478.6 |
Cash flows from investing activities: | |||
Additions to property, plant, and equipment | (173.8) | (159.7) | (175.2) |
Additions to intangible assets | (22.4) | (26.1) | (11.8) |
Acquisitions, less cash acquired | 0 | 0 | (2,644.4) |
Proceeds from sale of fixed assets | 6 | 8.4 | 1.7 |
Proceeds from divestitures | 30.8 | 18.8 | 0 |
Other | (1.5) | (1.2) | (1.6) |
Net cash used in investing activities | (160.9) | (159.8) | (2,831.3) |
Cash flows from financing activities: | |||
Borrowings under Revolving Credit Facility | 108.7 | 676.9 | 241.3 |
Payments under Revolving Credit Facility | (108.7) | (846.9) | (424.3) |
Proceeds from issuance of Term Loans | 0 | 0 | 1,025 |
Proceeds from issuance of 2022 and 2024 Notes | 0 | 0 | 775 |
Proceeds from refinanced Term Loans | 0 | 1,400 | 0 |
Payment on other long-term debt | 0 | (0.3) | 0 |
Payments on capitalized lease obligations and other debt | (1.2) | (2.3) | (3.3) |
Payment of deferred financing costs | (2.4) | (4.9) | (34.3) |
Payments on Term Loans | (56.5) | (1,477.3) | (36.7) |
Net proceeds from issuance of common stock | 0 | 0 | 835.1 |
Repurchases of common stock | (54.6) | (28.7) | 0 |
Receipts related to stock-based award activities | 4.7 | 12.1 | 8.7 |
Payments related to stock-based award activities | (8.4) | (6.9) | (8.8) |
Other | 3.6 | 0 | 0 |
Net cash (used in) provided by financing activities | (311) | (278.3) | 2,377.7 |
Effect of exchange rate changes on cash and cash equivalents | (2.4) | 2.8 | 2.2 |
Net increase in cash and cash equivalents | (31.5) | (70.7) | (27.2) |
Cash and cash equivalents, beginning of year | 132.8 | 62.1 | 34.9 |
Cash and cash equivalents, end of year | 164.3 | 132.8 | 62.1 |
Supplemental cash flow disclosures | |||
Interest paid | 118.2 | 115.4 | 93 |
Net income taxes (refunded) paid | (7) | 12.4 | 60.2 |
Non-cash investing activities: | |||
Accrued purchase of property and equipment | 19.8 | 19.3 | 20.2 |
Accrued other intangible assets | 6.1 | 3.2 | 8.3 |
2022 and 2024 Notes | |||
Cash flows from financing activities: | |||
Repurchases of 2022 and 2024 Notes | $ (196.2) | $ 0 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation — The Consolidated Financial Statements include the accounts of TreeHouse Foods, Inc. and its 100% owned direct and indirect subsidiaries (the “Company,” “TreeHouse,” “we,” “us,” or “our”). All intercompany balances and transactions are eliminated in consolidation. In the first quarter of 2017, the Company completed changes in its organizational structure that resulted in a change in how the Company manages its business and allocates resources. As a result, the Company revised its reportable segments to reflect how management currently reviews financial information and allocates resources. See Note 21 for additional details. All prior period amounts have been recast to reflect the change in reportable segments. On February 1, 2016, the Company acquired all of the outstanding common stock of Ralcorp Holdings, Inc., the Missouri corporation through which the private brands business of ConAgra Foods, Inc. (“Private Brands Business”) was operated. Ralcorp Holdings, Inc. was renamed TreeHouse Private Brands, Inc. during the first quarter of 2016. The results of operations of the Private Brands Business are included in our financial statements from the date of acquisition and are included in the Baked Goods, Condiments, Meals, and Snacks segments, as applicable. The Private Brands Business was on a 4-4-5 fiscal calendar during the first three quarters of 2016, which resulted in differences between the fiscal quarter ends of the Private Brands Business and the Company. In the fourth quarter of 2016, the Company changed the fiscal year end of the Private Brands Business to December 31. This change in reporting period for the Private Brands Business represents a change in accounting principle that is preferable as it provides more timely and relevant financial information to the users of its financial statements and eliminates the previously existing difference in reporting periods. The Company determined that it was impracticable to retrospectively apply this change to the first three quarters of 2016 as the data to determine the cumulative effect of the change was not available and cannot be prepared. Therefore, the Company reported the change in accounting principle prospectively in net income for the three months ended December 31, 2016 and did not retrospectively apply the effects of this change in prior periods, the cumulative effect of which the Company believes would be immaterial in all periods. Use of Estimates — The preparation of our Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates. Cash Equivalents — We consider temporary cash investments with an original maturity of three months or less to be cash equivalents. As of December 31, 2018 and 2017 , $86.4 million and $49.4 million , respectively, represents cash and equivalents held in foreign jurisdictions, in local currencies, that are convertible into other currencies. Inventories — Inventories are stated at the lower of cost or net realizable value. Pickle inventories are valued using the LIFO method, while all of our other inventories are valued using the FIFO method. The costs of finished goods inventories include raw materials, labor, and overhead costs. Property, Plant, and Equipment — Property, plant, and equipment are stated at acquisition cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets as follows: Asset Useful Life Buildings and improvements 12-40 years Machinery and equipment 3-15 years Office furniture and equipment 3-12 years We perform impairment tests when circumstances indicate that the carrying value of an asset may not be recoverable. Capitalized leases are amortized over the shorter of their lease term or their estimated useful lives, and amortization expense is included in depreciation expense. Expenditures for repairs and maintenance, which do not improve or extend the life of the assets, are expensed as incurred. Intangible and Other Assets — Identifiable intangible assets with finite lives are amortized over their estimated useful lives as follows: Asset Useful Life Customer relationships 5 to 20 years Trademarks 10 to 20 years Non-competition agreements Based on the terms of the agreements Deferred financing costs associated with line-of-credit arrangements Based on the terms of the agreements Formulas/recipes 5 to 7 years Computer software 2 to 7 years All amortization expense related to intangible assets is recorded in Amortization expense in the Consolidated Statements of Operations. Indefinite lived trademarks are evaluated for impairment annually in the fourth quarter or more frequently, if events or changes in circumstances indicate that the asset might be impaired. Impairment is indicated when their book value exceeds fair value. If the fair value of an evaluated asset is less than its book value, the asset is written down to fair value, which is generally based on its discounted future cash flows. Amortizable intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of the undiscounted cash flows indicates impairment, the asset is written down to its estimated fair value, which is generally based on discounted future cash flows. Goodwill is evaluated annually in the fourth quarter or more frequently, if events or changes in circumstances require an interim assessment. We assess goodwill for impairment (as of December 31) at the reporting unit level using income and market approaches, employing significant assumptions regarding growth, discount rates, and profitability at each reporting unit. Our estimates under the income approach are determined based on a discounted cash flow model. The market approach uses a market multiple methodology employing earnings before interest, taxes, depreciation, and amortization (“EBITDA”) and applies a range of multiples to those amounts in determining the indicated fair value. In determining the multiples used in this approach, we obtain the multiples for selected peer companies using the most recent publicly available information. In determining the indicated fair value of each reporting unit, the Company concludes based on the income approach, and uses the market approach to corroborate, as the Company believes the income approach is the most reliable indicator of the fair value of the reporting units. The resulting value is then compared to the carrying value of each reporting unit to determine if impairment is necessary. Stock-Based Compensation — We measure compensation expense for our equity awards at their grant date fair value. The resulting expense is recognized over the relevant service period. Accounts Receivable — We provide credit terms to customers in-line with industry standards, perform ongoing credit evaluations of our customers, and maintain allowances for potential credit losses based on historical experience. Customer balances are written off after all collection efforts are exhausted. Estimated product returns, which have not been material, are deducted from sales at the time of shipment. Employment-Related Benefits — We provide a range of benefits to our employees, including pension and postretirement benefits to our eligible employees and retirees. We record annual amounts relating to these plans based on calculations specified by GAAP, which include various actuarial assumptions, such as discount rates, assumed investment rates of return, compensation increases, employee turnover rates, and health care cost trend rates. We review our actuarial assumptions on an annual basis and make modifications to the assumptions based on current rates and trends when appropriate. Workers' Compensation — The measurement of the liability for our cost of providing these benefits is largely based upon loss development factors that contemplate a number of variables, including claims history and expected trends. These loss development factors are based on industry factors and, along with the estimated liabilities, are developed by us in consultation with external insurance brokers and actuaries. Changes in loss development factors, claims history, and cost trends could result in substantially different results in the future. Income Taxes — The provision for income taxes includes federal, foreign, state, and local income taxes currently payable, and those deferred because of temporary differences between the financial statement and tax bases of assets and liabilities. Deferred tax assets or liabilities are computed based on the difference between the financial statement and income tax bases of assets and liabilities using enacted tax rates. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Deferred income tax expenses or credits are based on the changes in the asset or liability from period to period. We account for uncertain tax positions using a “more-likely-than-not” threshold. A tax benefit from an uncertain tax position is recognized if it is more-likely-than-not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position, or the statute of limitations concerning such issues lapses. Foreign Currency Translation and Transactions — The functional currency of the Company’s foreign operations is the applicable local currency. The functional currency is translated into U.S. dollars for balance sheet accounts using currency exchange rates in effect as of the balance sheet date, and for revenue and expense accounts using a weighted-average exchange rate during the fiscal year. The translation adjustments are deferred as a separate component of Stockholders’ equity in Accumulated other comprehensive loss. Gains or losses resulting from transactions denominated in foreign currencies and intercompany debt that is not of a long-term investment nature are included in Loss (gain) on foreign currency exchange in the Consolidated Statements of Operations. Gains or losses resulting from intercompany debt that is designated a long-term investment are recorded as a separate component of Stockholders' equity in Accumulated other comprehensive loss. Restructuring Expenses — Restructuring charges principally consist of severance and other employee separation costs, contract termination costs, accelerated depreciation, and certain long-lived asset impairments. The Company recognizes restructuring obligations and liabilities for exit and disposal activities at fair value in the period the liability is incurred. One-time employee termination benefits for employee severance costs are expensed evenly starting at the communication date over the period during which the employee is required to render service to receive the severance. Ongoing benefit arrangements for employee severance costs are expensed when they become probable and reasonably estimable. Depreciation expense related to assets that will be disposed of or idled as a part of the restructuring activity is accelerated through the expected date of the asset shut down. Restructuring charges are incurred as a component of Operating income (loss) . Research and Development Costs — We record research and development charges to expense as they are incurred and report them in General and administrative expense in our Consolidated Statements of Operations. Expenditures totaled $21.3 million , $30.8 million , and $29.6 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. Advertising Costs —Advertising costs are expensed as incurred and reported in Selling and distribution expense of our Consolidated Statements of Operations. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Issued Accounting Pronouncements | 2. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Topic 606, which introduced a new framework to be used when recognizing revenue to reduce complexity and increase comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. Topic 606 supersedes the revenue recognition requirements under Topic 605 “Revenue Recognition”. On January 1, 2018, we adopted Topic 606 using the modified retrospective method and elected to apply guidance retrospectively to all contracts that were not completed as of January 1, 2018. Under the modified retrospective method, periods beginning January 1, 2018 are presented under Topic 606 while prior periods continue to be presented under Topic 605. We have determined that the cumulative effect on net income and the opening balance sheet caused by adopting Topic 606 effective January 1, 2018 is immaterial. See Note 4 for additional information on revenue recognition. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows , to provide cash flow statement classification guidance for certain cash receipts and payments including (a) debt prepayment or extinguishment costs; (b) contingent consideration payments made after a business combination; (c) insurance settlement proceeds; (d) distributions from equity method investees; (e) beneficial interests in securitization transactions and (f) application of the predominance principle for cash receipts and payments with aspects of more than one class of cash flows. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The amendments in this ASU should be applied retrospectively. The Company adopted this ASU on January 1, 2018. The adoption of this ASU did not result in any changes to our financial statements as we were already compliant with the changes. In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which revises how employers that sponsor defined benefit pension and other postretirement plans present net periodic benefit cost. The ASU requires an employer to present the service cost component in the same income statement line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside of any subtotal of operating income. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The standard requires adoption on a retrospective basis for the presentation of net benefit cost components. The Company adopted this standard as of January 1, 2018. Upon adoption, the Company recorded the service cost component of net benefit cost in Cost of sales and the other components of net benefit cost in Other expense (income), net of the Consolidated Statements of Operations. The Company reclassified a total of $1.6 million of net benefit from operating income ( $3.6 million of income from Cost of sales and $2.0 million of expense from General and administrative ) to Other expense (income), net of the Consolidated Statements of Operations for the year ended December 31, 2017. The Company reclassified $1.3 million of net benefit cost from operating income ( $0.7 million of expense from Cost of sales and $0.6 million of expense from General and administrative) to Other expense (income), net of the Consolidated Statements of Operations for the year ended December 31, 2016. In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory , to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. This ASU requires an entity to recognize the consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This ASU was issued as part of a simplification initiative. The ASU is effective on a modified retrospective basis for fiscal years, and interim periods within those years, beginning after September 15, 2017. The Company adopted the ASU on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings during the first quarter of 2018, the impact of which was not significant. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated AOCI , which allows an entity to elect to reclassify the deferred tax effects, including any related valuation allowance, resulting from the application of the Tax Act from AOCI to retained earnings. The amendment in this ASU essentially eliminates the stranded deferred tax effects in AOCI resulting from the enactment of the Tax Act. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the federal income tax rate in the Tax Act is recognized. The Company adopted this ASU in the first quarter of 2018 and elected to reclassify the deferred tax effects due to the decrease in the U.S. Federal statutory tax rate, primarily associated with its pension and postretirement activity, from AOCI to retained earnings. The impact of adopting this ASU is outlined in Note 16 . In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019 with early adoption permitted. The Company early adopted the ASU on a prospective basis during the third quarter of 2018 with no impact to the financial statements or related disclosures. In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans , which modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures, and adds disclosure requirements identified as relevant. The ASU is effective for fiscal years ending after December 15, 2021 with early adoption permitted. The Company early adopted this ASU during the fourth quarter of 2018. See Note 17 for additional information. Not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases , to increase transparency and comparability by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The main difference between existing GAAP and this ASU is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under existing GAAP. The standard requires that entities apply the effects of these changes using a modified retrospective approach, which includes a number of optional practical expedients. In July 2018, the FASB issued ASU No. 2018-11, Leases (842), Targeted Improvements, which provides an additional transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to apply ASU No. 2016-02 on the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company elected this transition approach and recognized the cumulative impact of adoption in the opening balance of retained earnings as of January 1, 2019. The Company adopted the standards in the first quarter of 2019. The Company elected the package of practical expedients permitted by the transition guidance and made an accounting policy election to keep short-term leases with an initial term of 12 months or less off its Consolidated Balance Sheets. As a result of adoption, the Company expects to recognize a lease liability and related right-of-use asset of approximately $175 million . The adoption of these ASU’s will not have an impact on the Company’s Consolidated Statements of Operations or Cash Flows. During the first quarter of 2019, the Company has substantially completed the implementation of a lease accounting system to enable the preparation of financial information and has implemented relevant accounting policies and internal controls surrounding the lease accounting process. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities , which simplifies hedge accounting by better aligning an entity’s financial reporting for hedging relationships with its risk management activities. The ASU also simplifies the application of the hedge accounting guidance. The new guidance is effective on January 1, 2019, with early adoption permitted. For cash flow hedges existing at the adoption date, the standard requires adoption on a modified retrospective basis with a cumulative-effect adjustment to the Consolidated Balance Sheet as of the beginning of the year of adoption. The amendments to presentation guidance and disclosure requirements are required to be adopted prospectively. The Company will adopt this ASU as of the first quarter of 2019 and does not expect a material impact upon adoption. |
Restructuring Programs
Restructuring Programs | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Programs | 3. RESTRUCTURING PROGRAMS The Company’s restructuring and margin improvement activities are part of an enterprise-wide transformation to improve long-term profitability of the Company. These activities are aggregated into three categories: (1) TreeHouse 2020 – a long-term growth and margin improvement strategy; (2) Structure to Win – an operating expenses improvement program; and (3) other restructuring and plant closing costs (collectively the “Restructuring Programs”). The costs by activity for the Restructuring Programs are outlined below: Year Ended December 31, 2018 2017 2016 (In millions) TreeHouse 2020 $ 136.7 $ 57.7 $ — Structure to Win 45.1 — — Other restructuring and plant closing costs 4.2 30.0 21.0 Total Restructuring Programs $ 186.0 $ 87.7 $ 21.0 Expenses associated with these programs are recorded in Cost of sales , General and administrative , and Other operating expense, net in the Consolidated Statements of Operations. The Company does not allocate costs associated with Restructuring Programs to reportable segments when evaluating the performance of its segments. As a result, costs associated with Restructuring Programs are not presented by reportable segment. See Note 21 for more information. Below is a summary of costs by line item for the Restructuring Programs: Year Ended December 31, 2018 2017 2016 (In millions) Cost of sales $ 25.7 $ 46.3 $ 7.9 General and administrative 4.3 — — Other operating expense, net 156.0 41.4 13.1 Total $ 186.0 $ 87.7 $ 21.0 The table below presents the exit cost liability activity as of December 31, 2018 : Severance Multiemployer Pension Plan Withdrawal Other Costs Total Liabilities (In millions) Balance as of December 31, 2017 $ 6.1 $ 0.8 $ 2.7 $ 9.6 Expenses recognized 35.2 — 3 38.2 Cash payments (22.0 ) (0.8 ) (3.1 ) (25.9 ) Balance as of December 31, 2018 $ 19.3 $ — $ 2.6 $ 21.9 Liabilities recorded as of December 31, 2018 associated with total exit cost reserves relate to severance and lease termination costs. The severance and lease termination liabilities were included in Accrued expenses in the Consolidated Balance Sheets. (1) TreeHouse 2020 In the third quarter of 2017, the Company announced TreeHouse 2020, a program intended to accelerate long-term growth through optimization of our manufacturing network, transformation of our mixing centers and warehouse footprint, and leveraging of systems and processes to drive performance. The Company’s workstreams related to these activities and selling, general, and administrative cost reductions will increase our capacity utilization, expand operating margins, and streamline our plant structure to optimize our supply chain. This program began in 2017 and will be executed through 2020. In 2017, the Company announced the closure of the Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility. In the first quarter of 2018, the Company announced the closure of the Company’s Visalia, California and Battle Creek, Michigan facilities. All facilities have either closed or are successfully tracking toward their closure dates noted in the table below. The table below shows key information regarding the Company's announced plant closures, a component of the broader TreeHouse 2020 program: Facility Location Date of Closure Announcement Full Facility Closure Primary Products Produced Primary Segment(s) Affected Total Costs to Close Total Cash Costs to Close (In millions) Dothan, Alabama August 3, 2017 Partial closure completed in Q3 2018 Trail mix and snack nuts Snacks $ 11.8 $ 6.1 Brooklyn Park, Minnesota August 3, 2017 Completed in Q4 2017 Dry dinners Meals 16.1 9.6 Plymouth, Indiana August 3, 2017 Completed in Q4 2017 Pickles Condiments 9.3 3.8 Battle Creek, Michigan January 31, 2018 Mid-2019 Ready-to-eat cereal Meals 18.2 11.8 Visalia, California February 15, 2018 Q1 2019 Pretzels Baked Goods 22.1 8.8 $ 77.5 $ 40.1 During the third quarter of 2018, the Company announced the closure of its Omaha, Nebraska office by January 31, 2019. Estimated costs to close are approximately $5.8 million , of which $4.3 million is expected to be in cash. Below is a summary of the overall TreeHouse 2020 program costs by type: Year Ended December 31, Cumulative Costs To Date Total Expected Costs 2018 2017 (In millions) Asset-related $ 17.5 $ 38.3 $ 55.8 $ 63.0 Employee-related 40.8 9.1 49.9 77.0 Other costs 78.4 10.3 88.7 200.0 Total $ 136.7 $ 57.7 $ 194.4 $ 340.0 For the year ended December 31, 2018 , asset-related primarily consisted of accelerated depreciation; employee-related costs primarily consisted of dedicated project employee cost, severance, and retention; and other costs primarily consisted of consulting costs. For the year ended December 31, 2017 , asset-related costs primarily consisted of inventory write-downs and accelerated depreciation; employee-related costs primarily consisted of severance; and other costs primarily consisted of consulting costs. Asset-related costs are included in Cost of sales while employee-related and other costs are primarily included in Other operating expense, net of the Consolidated Statements of Operations. There were no costs related to this program during the year ended December 31, 2016. (2) Structure to Win In the first quarter of 2018, the Company announced an operating expenses improvement program (“Structure to Win”) designed to align our organization structure with strategic priorities. The program is intended to drive operational effectiveness, cost reduction, and position the Company for growth with a focus on a lean customer focused go-to-market team, centralized supply chain, and streamlined administrative functions. This program is intended to run through 2019. Below is a summary of costs by type associated with the Structure to Win program: Year Ended December 31, 2018 Cumulative Costs To Date Total Expected Costs (In millions) Asset-related $ 2.2 $ 2.2 $ 4.3 Employee-related 22.3 22.3 22.4 Other costs 20.6 20.6 22.8 Total $ 45.1 $ 45.1 $ 49.5 For the year ended December 31, 2018 , asset-related costs primarily consisted of accelerated depreciation, employee-related costs primarily consisted of severance, including the estimated severance for the closure of the St. Louis, Missouri office, and other costs primarily consisted of consulting services. Asset-related costs are included in General and administrative expense and the employee-related and other costs are included in Other operating expense, net of the Consolidated Statements of Operations. There were no costs related to this program during the years ended December 31, 2017 or 2016. Other Restructuring and Plant Closing Costs — The Company continually analyzes its plant network to align operations with the current and future needs of its customers. Facility closure decisions are made when the Company identifies opportunities to lower production costs or eliminate excess manufacturing capacity while maintaining a competitive cost structure, service levels, and product quality. Expenses associated with facility closures are primarily aggregated in Other operating expense, net of the Consolidated Statements of Operations, with the exception of asset-related costs, which are recorded in Cost of sales . The key information regarding the Company’s announced facility closures is outlined in the table below. Facility Location Date of Closure Announcement Full Facility Closure Primary Products Produced Primary Segment(s) Affected Total Costs to Close Total Cash Costs to Close (In millions) City of Industry, California November 18, 2015 Completed in Q3 2016 Liquid non-dairy creamer and refrigerated salad dressings Beverages, Condiments $ 6.8 $ 3.6 Ayer, Massachusetts April 5, 2016 Completed in Q3 2017 Mayonnaise Condiments 5.6 4.0 Azusa, California May 24, 2016 Completed in Q3 2017 Bars and fruit snacks Snacks 21.8 17.1 Ripon, Wisconsin May 24, 2016 Completed in Q4 2016 Sugar wafer cookies Baked Goods 0.8 1.0 Delta, British Columbia November 3, 2016 Completed in Q1 2018 Frozen griddle products Baked Goods 3.7 2.7 Battle Creek, Michigan November 3, 2016 Mid-2019 (1) Ready-to-eat cereal Meals 10.4 2.2 $ 49.1 $ 30.6 (1) The downsizing of this facility began in January 2017 and was originally expected to last approximately 15 months . On January 31, 2018, the Company announced the full closure of this facility. The costs associated with the full closure are included in the TreeHouse 2020 section. Below is a summary of costs by type associated with the other restructuring and plant closing costs: Year Ended December 31, Cumulative Costs To Date Total Expected Costs 2018 2017 2016 (In millions) Asset-related $ 1.3 $ 6.9 $ 7.2 $ 18.4 $ 18.5 Employee-related — 3.1 6.2 10.4 11.3 Other closure costs 0.3 14.1 4.4 18.9 19.3 Total $ 1.6 $ 24.1 $ 17.8 $ 47.7 $ 49.1 For the year ended December 31, 2018 , asset-related costs primarily consisted of inventory dispositions. For the year ended December 31, 2017 , asset-related costs consisted of accelerated depreciation; employee-related costs primarily consisted of severance; and other costs primarily consisted of third-party costs. For the year ended December 31, 2016, asset-related costs consisted of accelerated depreciation; employee-related costs primarily consisted of severance; and other costs primarily consisted of start-up costs to transition production. Asset-related costs are included in Cost of sales and employee-related and other closure costs are recorded in Other operating expense, net in the Consolidated Statements of Operations. Other cost reduction activities not related to our plant closings above totaled $2.6 million , $5.9 million , and $3.2 million for the years ended December 31, 2018, 2017, and 2016, respectively. These charges were primarily the result of a Private Brands plant closure initiated prior to TreeHouse’s acquisition and severance-related costs. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 4. REVENUE RECOGNITION On January 1, 2018, we adopted ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”) using the modified retrospective method. See Note 2 for additional information. As a result of the adoption of Topic 606, we have updated our accounting policy for revenue recognition as follows: Nature of Products We manufacture and sell the following: • private label products to retailers, such as supermarkets, mass merchandisers, and specialty retailers, for resale under the retailers’ own or controlled labels; • private label and branded products to the foodservice industry, including foodservice distributors and national restaurant operators; • branded products under our own proprietary brands, primarily on a regional basis to retailers; • branded products under co-pack agreements to other major branded companies for their distributions; and • products to our industrial customer base for repackaging in portion control packages and for use as ingredients by other food manufacturers. Disaggregation of Revenue Segment revenue disaggregated by product category groups are as follows: Year Ended December 31, 2018 2017 2016 (In millions) Retail bakery $ 685.5 $ 713.7 $ 663.2 Baked products 699.8 690.2 625.0 Total Baked Goods 1,385.3 1,403.9 1,288.2 Beverages 708.0 745.4 662.4 Beverage enhancers 300.4 328.0 310.7 Total Beverages 1,008.4 1,073.4 973.1 Dressings and sauces 958.2 979.0 940.7 Pickles 294.3 321.6 317.4 Total Condiments 1,252.5 1,300.6 1,258.1 Pasta and dry dinners 529.5 571.8 548.7 Cereals and other meals (1) 510.5 617.4 786.4 Total Meals 1,040.0 1,189.2 1,335.1 Snack nuts 762.8 910.2 803.5 Trail mix and bars 363.1 424.3 517.1 Total Snacks 1,125.9 1,334.5 1,320.6 Unallocated net sales (2) — 5.5 — Total net sales $ 5,812.1 $ 6,307.1 $ 6,175.1 (1) On May 22, 2017, the Company sold the soup and infant feeding business ("SIF"). Included within this category was $59.5 million of SIF related sales for the twelve months ended December 31, 2017. (2) Represents product recall reimbursements that were received during the twelve months ended December 31, 2017. When Performance Obligations Are Satisfied A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are food and beverage products. Revenue recognition is completed on a point in time basis when product control is transferred to the customer. In general, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time. Customer contracts generally do not include more than one performance obligation. When a contract does contain more than one performance obligation, we allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price. The standalone selling price for each distinct good is generally determined by directly observable data. The performance obligations in our contracts are satisfied within one year. As such, we have not disclosed the transaction price allocated to remaining performance obligations as of December 31, 2018 . Significant Payment Terms Our customer contracts identify the product, quantity, price, payment terms, and final delivery terms. Payment terms usually include early pay discounts. We grant payment terms consistent with industry standards. Although some payment terms may be more extended, no terms beyond one year are granted at contract inception. As a result, we do not adjust the promised amount of consideration for the effects of a significant financing component because the period between our transfer of a promised good or service to a customer and the customer’s payment for that good or service will be one year or less. Shipping Shipping and handling costs associated with outbound freight are included within Selling and distribution expenses and are accounted for as a fulfillment cost as incurred, including shipping and handling costs after control over a product has transferred to a customer. Shipping and handling costs recorded as a component of selling and distribution expense were approximately $232.8 million , $220.8 million , and $198.8 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. Taxes Any taxes collected on behalf of government authorities are excluded from net revenues. Variable Consideration In addition to fixed contract consideration, most contracts include some form of variable consideration. The most common forms of variable consideration include discounts, rebates, and sales returns and allowances. Variable consideration is treated as a reduction in revenue when product revenue is recognized. Depending on the specific type of variable consideration, we use either the expected value or most likely amount method to determine the variable consideration. We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience, and any recent changes in the market. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration. Warranties & Returns TreeHouse provides all customers with a standard or assurance type warranty. Either stated or implied, the Company provides assurance the related products will comply with all agreed-upon specifications and other warranties provided under the law. No services beyond an assurance warranty are provided to customers. The Company does not grant a general right of return. However, customers may return defective or non-conforming products. Customer remedies may include either a cash refund or an exchange of the product. As a result, the right of return and related refund liability is estimated and recorded as a reduction in revenue. This return estimate is reviewed and updated each period and is based on historical sales and return experience. Contract Balances Contract asset and liability balances as of December 31, 2018 are immaterial. The Company does not have significant deferred revenue or unbilled receivable balances arising from transactions with customers. Contract Costs We have identified certain incremental costs to obtain a contract, primarily sales commissions, requiring capitalization under Topic 606. The Company continues to expense these costs as incurred because the amortization period for the costs would be one year or less. The Company does not incur significant fulfillment costs requiring capitalization. Impact of Adoption The Company adopted Topic 606 on a modified retrospective basis on January 1, 2018. As a result of adoption, the Company reclassified $56.9 million of certain customer liabilities related to customer trade promotional activity from Receivables, net to Accrued expenses during the first quarter of 2018. Prior periods presented in this Form 10-K were not reclassified as the Company selected the modified retrospective transition method. There were no material impacts to the Consolidated Statements of Operations or the Consolidated Statements of Cash Flows upon adoption. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 5. ACQUISITIONS Private Brands Business On February 1, 2016, the Company acquired the Private Brands Business, which is primarily engaged in manufacturing, distributing, and marketing private label products to retail grocery, food away from home, and industrial and export customers. The business’s primary product categories include snacks, retail bakery, pasta, cereal, bars, and condiments. The purchase price, after considering working capital adjustments, was $2,644.4 million , net of acquired cash. The acquisition was funded by $835.1 million in net proceeds from a public sale of the Company’s common stock, $760.7 million in net proceeds from a private issuance of senior unsecured notes (“2024 Notes”), and a $1,025.0 million term loan (“Term Loan A-2”) which was refinanced in 2017, with the remaining balance funded by borrowings from the Company’s revolving credit facility (the “Revolving Credit Facility”). The acquisition resulted in a broader portfolio of products and further diversified the Company’s product categories. The Private Brands Business acquisition was accounted for under the acquisition method of accounting and the results of operations were included in our Consolidated Financial Statements from the date of acquisition in the Baked Goods, Condiments, Meals, and Snacks segments. Included in the Company’s Consolidated Statements of Operations are the Private Brands Business’s net sales of approximately $2,992.9 million and income before income taxes of $117.3 million from the date of acquisition through December 31, 2016. Integration costs of $9.7 million , which were included in Cost of sales and General and administrative expense of the Consolidated Statements of Operations for the year ended December 31, 2016, were included in determining income before income taxes. The purchase price was allocated to net tangible and intangible assets acquired and liabilities assumed as follows: (In millions) Cash $ 43.3 Receivables 162.7 Inventory 443.7 Property, plant, and equipment 809.6 Customer relationships 510.9 Trade names 33.0 Software 19.6 Formulas 23.2 Other assets 50.2 Goodwill 1,141.2 Assets acquired 3,237.4 Deferred taxes (152.8 ) Assumed current liabilities (246.6 ) Assumed long-term liabilities (150.3 ) Total purchase price $ 2,687.7 The Company allocated $496.1 million to customer relationships with retail grocery customers, which have an estimated life of 13 years , and $14.8 million to customer relationships with food away from home customers, which have an estimated life of 10 years . The Company allocated $33.0 million to trade names, which have an estimated life of 10 years . The Company allocated $23.2 million to formulas, which have an estimated life of 5 years . The Company allocated $19.6 million to capitalized software with estimated lives of 1 to 5 years , depending on expected use. The aforementioned intangibles will be amortized over their expected useful lives. Indemnification assets related to taxes of approximately $13.8 million were also recorded. The Company increased the cost of acquired inventories by approximately $8.4 million and expensed the amount as a component of Cost of sales. The Company has allocated $555.6 million , $1.1 million , $73.3 million , $413.3 million , and $97.9 million of goodwill to the Baked Goods, Beverages, Condiments, Meals, and Snacks segments, respectively. Goodwill arises principally as a result of expansion opportunities and synergies across both new and legacy product categories. None of the goodwill resulting from this acquisition is tax deductible. The Company incurred approximately $35.2 million in acquisition costs in 2016 and none in 2017 or 2018. These costs are included in General and administrative expense of the Consolidated Statements of Operations. The fair values for customer relationships at the acquisition date were determined using the excess earnings method under the income approach. Trade name fair values were determined using the relief from royalty method, while the fair value of formulas was determined using the cost approach. Real property fair values were determined using the cost and market approaches, while the fair value of personal property was determined using the indirect cost approach. The fair value measurements of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair values of intangible assets include discounted future cash flows, customer attrition rates, and royalty rates. The following unaudited pro forma information shows the results of operations for the Company as if its acquisition of the Private Brands Business had been completed as of January 1, 2015. Adjustments have been made for the pro forma effects of depreciation and amortization of tangible and intangible assets recognized as part of the business combination, the issuance of common stock, interest expense related to the financing of the business combination, and related income taxes. Excluded from the 2016 pro forma results are $35.2 million of costs incurred by the Company in connection with the acquisition. The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations. Year Ended December 31, 2016 (In millions, except per share data) Pro forma net sales $ 6,499.1 Pro forma net loss $ (206.9 ) Pro forma basic loss per common share $ (3.65 ) Pro forma diluted loss per common share $ (3.65 ) |
Receivables Sales Agreement
Receivables Sales Agreement | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Receivables Sales Agreement | 6. RECEIVABLES SALES AGREEMENT In December 2017, the Company entered into an agreement (the “Receivables Sales Agreement”), to sell, on a revolving basis, certain trade accounts receivable balances to an unrelated third-party financial institution. Transfers under this agreement are accounted for as sales of receivables resulting in the receivables being de-recognized from the Consolidated Balance Sheet. The Receivables Sales Agreement provides for the continuing sale of certain receivables on a revolving basis until terminated by either party. On September 28, 2018, the Company entered into an Amendment to the Receivables Sales Agreement, increasing the maximum receivables that may be sold at any time from $200.0 million to $300.0 million . The outstanding amount of accounts receivable sold under the Receivables Sales Agreement was $177.0 million and $74.6 million as of December 31, 2018 and December 31, 2017, respectively. The proceeds from these sales of receivables are included within the change in receivables in the operating activities section of the Consolidated Statements of Cash Flows. The recorded loss on sale of receivables is $3.8 million and $0.2 million for the years ended December 31, 2018 and 2017, respectively, and is included in Other expense (income), net in the Consolidated Statements of Operations. The Company has no retained interest in the receivables sold under the program above, however the Company does have collection and administrative responsibilities for the sold receivables. As of December 31, 2018, the Company had collected $119.3 million of cash from customers which was not yet remitted to the third-party financial institution. This amount was included in Accounts payable in the Consolidated Balance Sheets. There were no amounts collected but not yet remitted as of December 31, 2017. The Company has not recorded any servicing assets or liabilities as of December 31, 2018 as the fair value of the servicing arrangement as well as the fees earned were not material to the financial statements. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 7. INVENTORIES December 31, 2018 2017 (In millions) Raw materials and supplies $ 390.8 $ 416.5 Finished goods 473.0 530.0 LIFO reserve (24.1 ) (28.2 ) Total inventories $ 839.7 $ 918.3 Approximately $67.8 million and $92.9 million of our inventory was accounted for under the LIFO method of accounting at December 31, 2018 and 2017 , respectively. The LIFO reserve reflects the excess of the current cost of LIFO inventories at December 31, 2018 and 2017 , over the amount at which these inventories were valued on the Consolidated Balance Sheets. In the first quarter of 2018, the Company changed the inventory costing methodology for a portion of the Snacks segment from weighted average cost to FIFO. The FIFO costing method was preferable to the prior method used as it aligns all of the Snacks inventory costing with the majority of the Company, allows for more accurate matching of revenues and expenses, and is a more common industry practice. The change in costing methodology was not material to the presented periods. As such, prior period information was not retrospectively revised, and the impact of the change was recorded in the period ended March 31, 2018. After this change in costing methodology, the Company does not have any inventory accounted for under the weighted average costing method. Due in part to the closure of the Plymouth, Indiana pickle facility and lower overall inventory levels, the Company has reduced the quantity of LIFO inventory on hand during 2018, resulting in a liquidation of inventory carried at lower costs from prior years. The LIFO liquidation resulted in a reduction to Cost of sales of $4.1 million during 2018. There were no LIFO liquidations during 2017. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | 8. PROPERTY, PLANT, AND EQUIPMENT December 31, 2018 2017 (In millions) Land $ 70.6 $ 69.8 Buildings and improvements 461.4 454.6 Machinery and equipment 1,341.2 1,310.2 Construction in progress 119.2 93.8 Total 1,992.4 1,928.4 Less accumulated depreciation (718.0 ) (634.0 ) Property, plant, and equipment, net $ 1,274.4 $ 1,294.4 Depreciation expense was $171.9 million , $173.5 million , and $178.4 million in 2018 , 2017 , and 2016 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 9. GOODWILL AND INTANGIBLE ASSETS Goodwill Changes in the carrying amount of goodwill for the years ended December 31, 2018 and 2017 are as follows: Baked Goods Beverages Condiments Meals Snacks Total (In millions) Balance at January 1, 2017 $ 554.2 $ 713.2 $ 444.6 $ 470.6 $ 609.5 $ 2,792.1 Accumulated impairment — — (11.5 ) — (333.4 ) (344.9 ) Purchase price adjustments 1.4 — 0.2 1.1 0.3 3.0 Impairment losses — — — — (276.4 ) (276.4 ) Foreign currency translation — 3.5 4.7 — — 8.2 Balance at December 31, 2017 555.6 716.7 438.0 471.7 — 2,182.0 Divestiture — — — (10.6 ) — (10.6 ) Foreign currency translation — (4.2 ) (5.8 ) — — (10.0 ) Balance at December 31, 2018 $ 555.6 $ 712.5 $ 432.2 $ 461.1 $ — $ 2,161.4 The Company performed the annual impairment assessment on goodwill as of December 31, 2018 , noting no impairment losses. Upon completion of the annual goodwill impairment analysis as of December 31, 2017 , the Company recorded impairment losses of $276.4 million related to the Snacks reporting unit. This reporting unit did not achieve the forecasted results for the year ended December 31, 2017 . The Company finalized its budgeting process in the fourth quarter which resulted in reduced future revenue and profitability expectations. The primary factor impacting the future revenue and profitability expectations for the Snacks reporting unit was competitive pressures. These changes in expectations and the related reductions in discounted future cash flows resulted in book values that exceeded the fair values for these reporting units, which required the recognition of impairment losses. The Company early adopted ASU 2017-04, Simplifying the Test for Goodwill Impairment, during the fourth quarter of 2017; therefore, the income approach was used to calculate the impairment. This approach utilizes projected cash flow estimates developed by the Company to determine fair value, which are unobservable, Level 3 inputs. Unobservable inputs are used to measure fair value to the extent that relevant observable inputs are not available. The Company developed our estimates using the best information available at the time. Upon completion of the annual goodwill impairment analysis as of December 31, 2016, the Company recorded impairment losses of $333.4 million and $11.5 million related to the Snacks and Condiments reporting units, respectively. These reporting units did not achieve their forecasted results for the year ended December 31, 2016, and after finalizing the budgeting process in the fourth quarter of 2016, resulted in reduced future revenue and profitability expectations due to competitive pressures. The goodwill impairment losses are included in Impairment of goodwill and other intangible assets of the Consolidated Statements of Operations. No other instances of goodwill impairment were identified in connection with annual impairment tests. Approximately $430.0 million of goodwill is deductible for tax purposes. Indefinite-lived Intangible Assets The Company has $21.4 million and $22.8 million of trademarks with indefinite lives as of December 31, 2018 and 2017, respectively. The Company performed the annual impairment assessment on indefinite-lived intangibles as of December 31, 2018 and 2017, resulting in no impairment losses. Upon completion of the annual indefinite lived intangibles analysis as of December 31, 2016, the Company recorded a $3.6 million impairment loss related to the Saucemarker® trademark, which was included in Impairment of goodwill and other intangible assets of the Consolidated Statements of Operations. The impairment loss was determined using the relief from royalty method, and resulted from the reduced revenue and profitability expectations related to the Condiments reporting unit, as described above. The Company also changed the classification of this trademark from indefinite lived to finite lived. No other impairments were identified related to indefinite lived intangibles. Finite-lived Intangible Assets The gross carrying amounts and accumulated amortization of intangible assets, with finite lives, as of December 31, 2018 and 2017 are as follows. December 31, 2018 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Impairment Losses Net Carrying Amount (In millions) Intangible assets with finite lives: Customer-related $ 954.3 $ (387.9 ) $ 566.4 $ 1,265.4 $ (361.4 ) $ (273.3 ) $ 630.7 Contractual agreements 3.0 (3.0 ) — 3.0 (3.0 ) — — Trademarks 59.1 (27.6 ) 31.5 69.6 (28.7 ) — 40.9 Formulas/recipes 33.7 (23.5 ) 10.2 33.8 (18.3 ) — 15.5 Computer software 155.3 (84.6 ) 70.7 137.8 (74.7 ) — 63.1 Total finite lived intangibles $ 1,205.4 $ (526.6 ) $ 678.8 $ 1,509.6 $ (486.1 ) $ (273.3 ) $ 750.2 In the fourth quarter of 2017, the Company determined the carrying value of certain long-lived assets may not be recoverable due to the decline in forecasted future cash flows in the Snacks segment. As a result, we evaluated long-lived assets for impairment and determined that the book value of the customer-related assets in the Snacks segment were not recoverable. The customer-related assets were determined to have no fair value using an excess earnings approach and an impairment charge of $273.3 million was recorded on all remaining Snacks segment customer-related assets. The excess earnings approach calculates the Company’s earnings above an expected return on the Company’s tangible assets. This approach utilizes projected cash flow estimates developed by the Company to determine fair value, which are unobservable, Level 3 inputs. Unobservable inputs are used to measure fair value to the extent that relevant observable inputs are not available. The Company developed our earnings estimates using the best information available at the time. No other impairments were identified related to the remaining long-lived assets of asset groups. The impairment is included in Impairment of goodwill and other intangible assets of the Consolidated Statements of Operations. In 2016, the Company recorded a $3.8 million impairment loss related to the Amport® trademark, which is included in the Impairment of goodwill and other intangible assets line of the Consolidated Statements of Operations. The Amport® trademark was related to the Snacks segment. The impairment loss was determined using the relief from royalty method and resulted from the transition of certain products previously sold under this trademark to the Goodfields® trademark in the fourth quarter of 2016. No other impairments were identified related to finite lived intangibles. Estimated amortization expense on intangible assets for the next five years is as follows: (In millions) 2019 $ 85.4 2020 83.2 2021 74.0 2022 70.1 2023 65.8 Considerable management judgment is necessary to evaluate the impact of operating changes and to estimate future cash flows. Assumptions used in our impairment evaluations, such as forecasted growth rates and our cost of capital, are consistent with our internal projections and operating plans. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 10. ACCRUED EXPENSES Accrued expenses consist of: December 31, 2018 December 31, 2017 Payroll and benefits $ 111.8 $ 59.9 Trade promotion liabilities (1) 45.7 — Interest 19.1 23.8 Taxes 9.9 7.4 Health insurance, workers' compensation, and other insurance costs 29.1 28.7 Marketing expenses 9.9 10.4 Other accrued liabilities 30.6 8.2 Total $ 256.1 $ 138.4 (1) The Trade promotion liabilities relate to a reclassification of certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities due to the adoption of Topic 606. See Note 4 for more information. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. INCOME TAXES The components of loss before income taxes are as follows: Year Ended December 31, 2018 2017 2016 (in millions) Domestic $ (99.7 ) $ (544.4 ) $ (190.6 ) Foreign 14.9 19.8 (4.8 ) Loss before income taxes $ (84.8 ) $ (524.6 ) $ (195.4 ) The following table presents the components of the 2018 , 2017 , and 2016 provision for income taxes: Year Ended December 31, 2018 2017 2016 (in millions) Current: Federal $ (20.0 ) $ (17.6 ) $ 33.7 State 5.0 (0.4 ) 4.5 Foreign 8.9 10.7 7.5 Total current (6.1 ) (7.3 ) 45.7 Deferred: Federal (5.2 ) (214.3 ) (5.0 ) State (7.9 ) (15.4 ) (0.2 ) Foreign (4.2 ) (1.4 ) (7.3 ) Total deferred (17.3 ) (231.1 ) (12.5 ) Total income tax expense $ (23.4 ) $ (238.4 ) $ 33.2 The following is a reconciliation of income tax expense computed at the U.S. federal statutory tax rate to the income tax expense reported in the Consolidated Statements of Operations: Year Ended December 31, 2018 2017 2016 (in millions) Tax at statutory rate $ (17.8 ) $ (183.7 ) $ (68.4 ) State income taxes (1.7 ) (10.3 ) 2.8 Tax benefit of cross-border intercompany financing structure (2.3 ) (3.9 ) (3.8 ) Domestic production activities deduction — (0.4 ) (5.1 ) Disallowed officers' compensation 6.3 0.5 0.6 Excess tax benefits related to stock-based compensation 1.0 (2.4 ) (3.9 ) Section 956 inclusion, Section 78 Gross-Up (0.2 ) 13.2 — Goodwill impairment — 91.8 112.0 Gain/loss on divestiture 2.2 — — Remeasurement of deferred tax assets/liabilities (1.0 ) (113.9 ) — Transition tax (0.4 ) 9.6 — Foreign tax credit (0.1 ) (29.7 ) — Other tax credits (1.3 ) (0.8 ) (0.7 ) Valuation allowance (1.1 ) 3.5 — Uncertain tax positions (9.1 ) (3.9 ) (2.7 ) Other, net 2.1 (8.0 ) 2.4 Total provision for income taxes $ (23.4 ) $ (238.4 ) $ 33.2 The tax effects of temporary differences giving rise to deferred income tax assets and liabilities were: December 31, 2018 2017 (In millions) Deferred tax assets: Pension and postretirement benefits $ 18.0 $ 19.9 Accrued liabilities 33.9 26.8 Stock compensation 12.0 13.3 Inventory reserves 3.7 9.4 Interest limitation carryover 13.3 — Loss and credit carryovers 45.0 62.2 Other 17.5 11.4 Total deferred tax assets 143.4 143.0 Valuation allowance (15.1 ) (14.9 ) Total deferred tax assets, net of valuation allowance 128.3 128.1 Deferred tax liabilities: Fixed assets and intangible assets (282.5 ) (306.5 ) Total deferred tax liabilities (282.5 ) (306.5 ) Net deferred income tax liability $ (154.2 ) $ (178.4 ) On December 22, 2017, the Tax Act was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% , limitation of the tax deduction for interest expense to 30% of adjusted taxable earnings, the transition of U.S international taxation from a worldwide tax system to a territorial system, allowing for the full expensing of certain qualified property and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. The SEC issued Staff Accounting Bulletin No. 118 ("SAB 118") to address the application of US GAAP in situations where a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. To the extent that a company’s accounting for the Tax Act is incomplete but it is able to provide a reasonable estimate, it must record a provisional amount in the financial statements. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. For the period ended December 31, 2017, the Company recorded a provisional net tax benefit of $104.2 million primarily consisting of (1) a $108.4 million benefit related to adjustments to our net deferred tax liability and (2) a $9.6 million expense related to the one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. During the year ended December 31, 2018 , the Company recorded a $0.7 million adjustment to its provisional tax benefit consisting of (1) a $0.3 million benefit related to adjustments to our net deferred tax liability and (2) a $0.4 million benefit related to the one-time transition tax. As of December 31, 2018, the measurement period under SAB 118 has ended and the Company considers all provisional amounts to be final. The Tax Act also created a new requirement that certain income (i.e., Global Intangible Low Taxed Income or “GILTI”) earned by controlled foreign corporations (“CFCs”) must be included currently in the gross income of the CFC’s U.S. shareholder. The Company has elected to treat taxes related to GILTI as a current-period expense when incurred. The impact of GILTI on the Company’s income tax provision for the year ended December 31, 2018 was not material. The Company has income tax net operating loss carryforwards related to its domestic and international operations which have a 20 year definite life. The Company has recorded a deferred tax asset of $7.5 million reflecting the benefit of $30.0 million in loss carryforwards. All of the loss carryforwards expire between 2033 and 2038 . The Company has recorded a deferred tax asset of $14.3 million reflecting the benefit of foreign tax credit carryforwards. The foreign tax credits have a 10 year life and expire in 2027 . The Company also has state net operating loss and income tax credit carryforwards. The Company has recorded a deferred tax asset of $7.7 million reflecting the benefit of state net operating losses of $259.4 million . The state net operating loss carryforwards have a 5 to 20 year life and expire between 2019 and 2037 . The Company has recorded a deferred tax asset of $12.5 million reflecting the benefit of state tax credit carryforwards. The state income tax credits have a 5 to 15 year life and expire between 2019 and 2032 . The Company has recorded a valuation allowance of $15.1 million and $14.9 million for the years ended December 31, 2018 and 2017 , respectively. The Company assessed the realizability of its deferred tax assets and has determined that certain foreign non-capital loss carryforwards, state net operating loss carryforwards, and state tax credit carryforwards will more likely than not expire unused. The Company or one of its subsidiaries files income tax returns in the U.S., Canada, Italy, and various U.S. states. In the U.S. federal jurisdiction, the Company is open to examination for the tax year ended December 31, 2016 and forward; for Canadian purposes, the Company is open to examination for the tax year ended December 31, 2011 and forward; for Italian purposes, the Company is open to examination for the tax years ended September 30, 2012 and forward; and for the various U.S. states the Company is generally open to examination for the tax year ended December 31, 2013 and forward. The Internal Revenue Service (“IRS”) completed their examination of the TreeHouse Foods, Inc. & Subsidiaries’ 2015 tax year, resulting in an insignificant impact to income tax expense during the first quarter of 2018. Our Canadian operations are under exam by the Canadian Revenue Agency (“CRA”) for tax years 2011 through 2015. These examinations are expected to be completed in 2019. The Italian Agency of Revenue (“IAR”) is examining the 2007 through 2009 and 2013 tax years of our Italian operations. The IAR examinations are not expected to be completed prior to 2020 due to a backlog of appeals before the agency. The Company has examinations in process with various state taxing authorities, which are expected to be completed in 2019. During the year, the Company recorded adjustments to its unrecognized tax benefits. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended December 31, 2018 2017 2016 (in millions) Unrecognized tax benefits beginning balance $ 26.4 $ 31.4 $ 19.5 Additions (reductions) based on tax positions related to the current year — 1.1 — Additions (reductions) based on tax positions of prior years (0.6 ) 0.4 1.8 Additions resulting from acquisitions — — 14.4 Reductions due to statute lapses (8.3 ) (4.6 ) (4.2 ) Reductions related to settlements with taxing authorities — (2.0 ) — Foreign currency translation (0.2 ) 0.1 (0.1 ) Unrecognized tax benefits ending balance $ 17.3 $ 26.4 $ 31.4 Unrecognized tax benefits are included in Other long-term liabilities of the Consolidated Balance Sheets. Of the amount accrued at December 31, 2018 and 2017 , $4.1 million and $5.7 million , respectively, would impact net income when settled. Of the amounts accrued at December 31, 2018 and 2017 , $12.9 million and $20.7 million , respectively, relates to unrecognized tax benefits assumed in prior acquisitions, which have been indemnified by the previous owners. Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $3.8 million within the next 12 months, primarily as a result of the resolution of audits currently in progress and the lapsing of statutes of limitations. Approximately $1.0 million of the $3.8 million would affect net income when settled. The Company recognizes interest expense (income) and penalties related to unrecognized tax benefits in income tax expense. During the years ended December 31, 2018 , 2017 , and 2016 , the Company recognized $(0.6) million , $1.2 million , and $0.8 million of interest and penalties in income tax expense, respectively. The Company has accrued approximately $4.6 million and $5.5 million for the payment of interest and penalties at December 31, 2018 and 2017 , respectively, of which $4.4 million and $5.3 million is indemnified. During the first quarter of 2008, the Company entered into an intercompany financing structure that results in the recognition of foreign earnings subject to a low effective tax rate. For the years ended December 31, 2018 and 2017 , the Company recognized a tax benefit of approximately $2.3 million and $3.9 million , respectively, related to this item. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 12. LONG-TERM DEBT December 31, 2018 2017 (In millions) Term Loan A $ 488.8 $ 498.8 Term Loan A-1 851.2 897.8 2022 Notes 375.9 400.0 2024 Notes 602.9 775.0 Other debt 2.5 3.1 Total outstanding debt 2,321.3 2,574.6 Deferred financing costs (22.7 ) (28.8 ) Less current portion (1.2 ) (10.1 ) Total long-term debt $ 2,297.4 $ 2,535.7 The scheduled maturities of outstanding debt, excluding deferred financing costs, at December 31, 2018 are as follows (in millions): 2019 $ 1.2 2020 14.4 2021 14.3 2022 390.1 2023 829.3 Thereafter 1,072.0 Total outstanding debt $ 2,321.3 During the year ended December 31, 2018, the Company repurchased $24.1 million and $172.1 million of its 2022 Notes and 2024 Notes, respectively. The Company wrote off $2.4 million of debt issuance costs and recorded a loss on debt extinguishment of $4.2 million related to the repurchases, recorded within Interest expense and Other expense (income), net of the Consolidated Statement of Operations, respectively. There were no amounts repurchased during the year ended December 31, 2017. On December 1, 2017, the Company entered into the Second Amended and Restated Credit Agreement (the “Credit Agreement”) which amends, restates, and replaces the Company’s prior credit agreement, dated as of February 1, 2016 (as amended from time to time prior to February 1, 2016, the “Prior Credit Agreement”). As amended, the senior unsecured credit facility includes a revolving credit facility (the “Revolving Credit Facility” or the “Revolver”) and two term loans. The Credit Agreement (1) extended the maturity dates of the Revolving Credit Facility, Term Loan A, and Term Loan A-1, (2) resized the Revolver from $900 million to $750 million , (3) consolidated three term loans into two, (4) tightened pricing, and (5) modified the fee structure on the Revolving Credit Facility to now calculate based on the unused portion of the commitments under the Revolving Credit Facility rather than the total commitments under the Revolving Credit Facility. On June 11, 2018, the Company entered into Amendment No. 1 (the “Amendment”) to the Credit Agreement. Under the Amendment, among other things, (i) the leverage covenant threshold has increased through fiscal year 2019, (ii) the Company and the other loan parties secured the obligations with liens on substantially all of their personal property, and (iii) such liens will be released upon the Company’s leverage ratio being less than or equal to 4.00 to 1.00 no earlier than the fiscal quarter ended on December 31, 2019. The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to the Amendment. In connection with this Amendment, $0.6 million in lender fees will be amortized ratably through January 31, 2025 and $1.8 million of fees will be amortized ratably through February 1, 2023 . The Company’s average interest rate on debt outstanding under its Credit Agreement for the year ended December 31, 2018 was 3.97% . Including the impact of the interest rate swap agreements in effect as of December 31, 2018, the average rate decreased to 3.24% . Revolving Credit Facility — As of December 31, 2018 , $719.7 million of the aggregate commitment of $750.0 million of the Revolving Credit Facility was available. Under the Credit Agreement, the Revolving Credit Facility matures on February 1, 2023. In addition, as of December 31, 2018 , there were $30.3 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit. Interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowings under the Revolving Credit Facility. The interest rates applicable to the Revolving Credit Facility are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and are determined by either (i) LIBOR, plus a margin ranging from 1.20% to 1.70% , or (ii) a Base Rate (as defined in the Credit Agreement), plus a margin ranging from 0.20% to 0.70% . The unused fee on the Revolving Credit Facility is also based on the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and accrues at a rate ranging from 0.20% to 0.35% . The Credit Agreement is fully and unconditionally, as well as jointly and severally, guaranteed by our 100% owned direct and indirect domestic subsidiaries: Bay Valley Foods, LLC; Sturm Foods, Inc.; S.T. Specialty Foods, Inc.; Associated Brands, Inc.; Cains Foods, Inc.; Cains Foods L.P.; Cains GP, LLC; Flagstone Foods, Inc., Protenergy Holdings, Inc.; Protenergy Natural Foods, Inc.; TreeHouse Private Brands, Inc. (formerly Ralcorp Holdings, Inc.); American Italian Pasta Company.; Nutcracker Brands, Inc.; Linette Quality Chocolates, Inc.; Ralcorp Frozen Bakery Products, Inc.; Cottage Bakery, Inc.; The Carriage House Companies, Inc. and certain other domestic subsidiaries that may become guarantors in the future, which are collectively known as the “Guarantor Subsidiaries.” The Credit Agreement contains various financial and restrictive covenants and requires that the Company maintain a consolidated net leverage ratio of no greater than 5.25 to 1.0 (or no greater than 4.5 to 1.0 for a measurement period that includes a fiscal quarter in which the Company entered into a permitted acquisition), The Credit Agreement also contains cross-default provisions which could result in the acceleration of payments in the event TreeHouse or the Guarantor Subsidiaries (i) fails to make a payment when due in respect of any indebtedness or guarantee having an aggregate principal amount greater than $75.0 million or (ii) fails to observe or perform any other agreement or condition related to such indebtedness or guarantee as a result of which the holder(s) of such debt are permitted to accelerate the payment of such debt. Term Loan A — On December 1, 2017, the Company entered into a $500 million term loan which amended and extended the Company’s existing term A loan. The maturity date is January 31, 2025 . The interest rates applicable to Term Loan A are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing, and are determined by either (i) LIBOR, plus a margin ranging from 1.675% to 2.175% , or (ii) a Base Rate (as defined in the Credit Agreement), plus a margin ranging from 0.675% to 1.175% . Principal amortization payments are due on a quarterly basis and interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowings under Term Loan A. Term Loan A is subject to substantially the same covenants as the Revolving Credit Facility, and also has the same Guarantor Subsidiaries. Term Loan A-1 — On December 1, 2017, the Company entered into a $900 million term loan which amended and extended the Company’s existing tranche A-1 and tranche A-2 term loans. The maturity date is February 1, 2023 . The interest rates applicable to Term Loan A-1 are the same as those applicable to the Revolving Credit Facility (other than, for the avoidance of doubt, the unused fee). Principal amortization payments are due on a quarterly basis and interest is payable quarterly or, if earlier, at the end of the applicable interest period in arrears on any outstanding borrowing under Term Loan A-1. Term Loan A-1 is subject to substantially the same covenants as the Revolving Credit Facility, and has the same Guarantor Subsidiaries. Term Loan A-2 — On December 1, 2017, Term Loan A-2 was paid off as part the Credit Agreement utilizing borrowings under Term Loan A and Term Loan A-1. 2022 Notes — On March 11, 2014, the Company completed its underwritten public offering of $400 million in aggregate principal amount of 4.875% notes due March 15, 2022 (the “2022 Notes”). The net proceeds of $394.0 million ( $400.0 million less underwriting discount of $6.0 million , providing an effective interest rate of 4.99% ) were used to extinguish the Company’s previously issued 7.75% notes due on March 1, 2018 (the “2018 Notes”). Interest is payable on March 15 and September 15 of each year. The 2022 Notes will mature on March 15, 2022 . The Company may redeem all or some of the 2022 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices as set forth in the Indenture plus any accrued or unpaid interest to the applicable redemption date. Subject to certain limitations, in the event of a change in control of the Company, the Company will be required to make an offer to purchase the 2022 Notes at a purchase price equal to 101% of the principal amount of the 2022 Notes, plus accrued and unpaid interest up to the purchase date. 2024 Notes — On January 29, 2016, the Company completed an exempt offering under Rule 144A and Regulation S of the Securities Act of $775 million in aggregate principal amount of 6.0% notes due February 15, 2024 . The net proceeds from the issuance of the 2024 Notes (approximately $760.7 million after deducting issuance costs, providing an effective interest rate of 6.23% ) were used to fund a portion of the purchase price of the Private Brands Business. Interest is payable on February 15 and August 15 of each year . The payments began on August 15, 2016. The 2024 Notes will mature on February 15, 2024. The Company may redeem some or all of the 2024 Notes at any time on or after February 15, 2019 at the applicable redemption prices described in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date. In the event of certain change of control events, as described in the Indenture, the Company may be required to purchase the 2024 Notes from the holders at a purchase price of 101% of the principal amount plus any accrued and unpaid interest. The Company issued the 2022 Notes and 2024 Notes pursuant to a single base Indenture among the Company, the Guarantor Subsidiaries, and the Trustee. The Indenture provides, among other things, that the 2022 Notes and 2024 Notes will be senior unsecured obligations of the Company. The Company’s payment obligations under the 2022 Notes and 2024 Notes are fully and unconditionally, as well as jointly and severally, guaranteed on a senior unsecured basis by the Guarantor Subsidiaries, in addition to any future domestic subsidiaries that guarantee or become borrowers under its credit agreement, or guarantee certain other indebtedness incurred by the Company or its restricted subsidiaries. The Indenture was supplemented during the first quarter of 2016 to include the changes in Guarantor Subsidiaries noted above. The Indenture governing the 2022 Notes and 2024 Notes contains customary event of default provisions (including, without limitation, defaults relating to the failure to pay at final maturity or the acceleration of certain other indebtedness). If an event of default occurs and is continuing, the trustee under the Indenture or holders of at least 25% in principal amount of such notes may declare the principal amount and accrued and unpaid interest, if any, on all such notes to be due and payable. The Indenture also contains restrictive covenants that, among other things, limit the ability of the Company and the Guarantor Subsidiaries to: (i) pay dividends or make other restricted payments, (ii) make certain investments, (iii) incur additional indebtedness or issue preferred stock, (iv) create liens, (v) pay dividends or make other payments (except for certain dividends and payments to the Company and certain subsidiaries of the Company), (vi) merge or consolidate with other entities or sell substantially all of its assets, (vii) enter into transactions with affiliates, and (viii) engage in certain sale and leaseback transactions. The foregoing limitations are subject to exceptions as set forth in the Indenture. In addition, if in the future, the 2022 Notes or 2024 Notes have an investment grade credit rating by both Moody’s Investors Services, Inc. and Standard & Poor’s Ratings Services, certain of these covenants will, thereafter, no longer apply to the 2022 Notes or 2024 Notes for so long as the 2022 Notes or 2024 Notes are rated investment grade by the two rating agencies. Interest Rate Swap Agreements — In June 2016 and February 2018, the Company entered into $500 million and $1,625 million , respectively, of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. The swaps cover a period through February 28, 2025. Fair Value - At December 31, 2018, the aggregate fair value of the Company's total debt was $2,311.3 million and its carrying value was $2,318.8 million . At December 31, 2017, the aggregate fair value of the Company's total debt was $2,611.7 million and its carrying value was $2,571.6 million . The fair values of Term Loan A and Term Loan A-1 were estimated using present value techniques and market-based interest rates and credit spreads. The fair values of the Company's 2022 Notes and 2024 Notes were estimated based on quoted market prices for similar instruments due to their infrequent trading volume. Accordingly, the fair value of the Company's debt is classified as Level 2 within the valuation hierarchy. Capital Lease Obligations and Other — The Company owes $2.5 million related to capital leases. Capital lease obligations represent machinery and equipment financing obligations, which are payable in monthly installments of principal and interest, and are collateralized by the related assets financed. Deferred financing costs – As of December 31, 2018 and December 31, 2017, deferred financing costs of $22.7 million and $28.8 million were included as a direct deduction from outstanding long-term debt. Fees associated with the Revolving Credit Facility are presented in Other assets, net. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | 13. STOCKHOLDERS' EQUITY Common Stock — The Company has authorized 90 million shares of common stock with a par value of $0.01 per share. No dividends have been declared or paid. On January 26, 2016, a total of 13,269,230 shares were issued pursuant to a public offering at $65.00 per share, resulting in gross proceeds to the Company of $862.5 million . Net cash from the offering, after considering issuance costs, was approximately $835.1 million , with approximately $0.1 million recorded to Common stock at par value and approximately $835.0 million recorded to Additional paid-in capital. The net proceeds from the offering were used to fund a portion of the purchase price of the Private Brands Business. Share Repurchase Authorization On November 2, 2017, the Company announced that the Board of Directors adopted a stock repurchase program. The stock repurchase program authorizes the Company to repurchase up to $400 million of the Company’s common stock at any time, or from time to time. Any repurchases under the program may be made by means of open market transactions, negotiated block transactions, or otherwise, including pursuant to a repurchase plan administered in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The size and timing of any repurchases will depend on price, market and business conditions, and other factors. The Company was authorized to enter into an administrative repurchase plan for $50 million of the $400 million in fiscal 2018. The administrative repurchase plan expired as of December 31, 2018. The Company continues to have the ability to make discretionary repurchases up to an annual cap of $150 million under the $400 million total authorization. Any shares repurchased will be held as treasury stock. For the year ended December 31, 2018 , the Company repurchased approximately 1.2 million shares of common stock for a total of $54.6 million . For the year ended December 31, 2017, the Company repurchased approximately 0.6 million shares of common stock for a total of $28.7 million . Preferred Stock — The Company has authorized 10 million shares of preferred stock with a par value of $0.01 per share. No preferred stock has been issued. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 14. EARNINGS PER SHARE Basic earnings per share is computed by dividing net income by the number of weighted average common shares outstanding during the reporting period. The weighted average number of common shares used in the diluted earnings per share calculation is determined using the treasury stock method and includes the incremental effect related to the Company’s outstanding stock-based compensation awards. The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings per share: Year Ended December 31, 2018 2017 2016 (In millions, except per share data) Net loss $ (61.4 ) $ (286.2 ) $ (228.6 ) Weighted average common shares outstanding 56.0 57.1 55.7 Assumed exercise/vesting of equity awards (1) — — — Weighted average diluted common shares outstanding 56.0 57.1 55.7 Net loss per basic share $ (1.10 ) $ (5.01 ) $ (4.10 ) Net loss per diluted share $ (1.10 ) $ (5.01 ) $ (4.10 ) (1) Incremental shares from equity awards are computed by the treasury stock method. For the years ended December 31, 2018 , 2017 , and 2016, weighted average common shares outstanding is the same for the computations of basic and diluted shares because the Company had a net loss for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 1.7 million , 1.6 million , and 1.2 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 15. STOCK-BASED COMPENSATION The Board of Directors adopted, and the Company’s Stockholders approved, the “TreeHouse Foods, Inc. Equity and Incentive Plan” (the “Plan”). Under the Plan, the Compensation Committee may grant awards of various types of compensation, including stock options, restricted stock, restricted stock units, performance shares, performance units, other types of stock-based awards, and other cash-based compensation. The number of shares authorized to be awarded under the Plan is approximately 16.1 million , of which approximately 4.6 million remain available at December 31, 2018 . Loss before income taxes for the years ended December 31, 2018 , 2017 , and 2016 includes stock-based compensation expense for employees and directors of $32.4 million , $30.0 million , and $29.9 million , respectively. The tax benefit recognized related to the compensation cost of these share-based awards was approximately $8.2 million , $11.1 million , and $10.9 million for 2018 , 2017 , and 2016 , respectively. In the first quarter of 2018, the Company entered into an amended employment agreement with our former Chief Executive Officer. The amended plan resulted in the modification of his outstanding equity awards by accelerating the vesting dates, changing outstanding performance units to vest at target, and extending the exercisability of options outstanding. Modification of the existing awards resulted in a charge of $10.0 million in the three months ended March 31, 2018. The impact of this modification on expense recognized for stock options, restricted stock units, and performance units was $1.2 million , $3.8 million , and $5.0 million , respectively. The Company estimates that certain key executives and all directors will complete the required service conditions associated with their awards. For all other employees, the Company estimates its forfeiture rate based on historical experience. Stock Options — The following table summarizes stock option activity during 2018 : Employee Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (yrs.) Aggregate Intrinsic Value (In thousands) (In millions) Outstanding, at January 1, 2018 2,099 $ 71.46 6.1 $ 5.9 Granted — — Forfeited (130 ) 87.99 Exercised (196 ) 24.06 Expired (53 ) 83.32 Outstanding, at December 31, 2018 1,720 75.24 4.8 1.1 Vested/expected to vest, at December 31, 2018 1,694 75.10 4.7 1.1 Exercisable, at December 31, 2018 1,511 73.60 4.4 1.1 Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 5.5 $ 8.8 $ 7.2 Intrinsic value of stock options exercised 3.8 12.1 6.9 Tax benefit recognized from stock option exercises 0.7 4.6 2.5 Future compensation costs related to unvested options totaled $2.8 million at December 31, 2018 and will be recognized over the remaining vesting period of the grants, which averages 1.1 years . The weighted average grant date fair value of options granted in 2017 and 2016 was $25.56 and $25.89 , respectively. There were no options granted in 2018. Stock options granted under the plan generally have a three year vesting schedule, vest one-third on each of the first three anniversaries of the grant date, and expire ten years from the grant date. Stock options are generally only granted to employees and non-employee directors. Stock options are valued using the Black-Scholes option pricing model. Expected volatilities are based on historical volatilities of the Company’s stock price. The risk-free interest rate for periods within the contractual life of the stock options is based on the U.S. Treasury yield curve in effect at the time of the grant. We based our expected term on the simplified method as described under the SEC Staff Accounting Bulletin No. 107. Under this approach the expected term is 6.0 years . The assumptions used to calculate the value of the stock option awards granted in 2017 and 2016 are presented as follows (no stock options were granted in 2018): 2017 2016 Weighted average expected volatility 26.74 % 25.15 % Weighted average risk-free interest rate 2.07 % 1.19 % Expected dividends — % — % Expected term 6.0 years 6.0 years Restricted Stock Units — Employee restricted stock unit awards generally vest based on the passage of time. These awards generally vest in approximately three equal installments on each of the first three anniversaries of the grant date. Director restricted stock units vest on the first anniversary of the grant date. Certain directors have deferred receipt of their awards until either their departure from the Board of Directors or a specified date. As of December 31, 2018 , the amount of director restricted stock units that have been earned and deferred totaled 91,400 units. The following table summarizes the restricted stock unit activity during the year ended December 31, 2018 : Employee Restricted Stock Units Weighted Average Grant Date Fair Value Director Restricted Stock Units Weighted Average Grant Date Fair Value (In thousands) (In thousands) Outstanding, at January 1, 2018 547 $ 85.41 117 $ 60.21 Granted 658 38.72 38 39.01 Vested (323 ) 74.11 (25 ) 61.20 Forfeited (197 ) 63.22 (1 ) 84.66 Outstanding, at December 31, 2018 685 52.20 129 53.75 Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 20.3 $ 22.0 $ 17.3 Fair value of vested restricted stock units 16.6 14.0 16.3 Tax benefit recognized from vested restricted stock units 2.5 5.1 5.7 Future compensation costs related to restricted stock units are approximately $19.2 million as of December 31, 2018 and will be recognized on a weighted average basis over the next 1.8 years . The grant date fair value of the awards is equal to the Company’s closing stock price on the grant date. Performance Units — Performance unit awards are granted to certain members of management. These awards contain service and performance conditions. For each of the three performance periods, one-third of the units will accrue, multiplied by a predefined percentage between 0% and 200% , depending on the achievement of certain operating performance measures. Additionally, for the cumulative performance period, a number of units will accrue, equal to the number of units granted multiplied by a predefined percentage between 0% and 200% , depending on the achievement of certain operating performance measures, less any units previously accrued. Accrued units will be converted to stock or cash, at the discretion of the Compensation Committee on the third anniversary of the grant date. The Company intends to settle these awards in stock and has the shares available to do so. On June 26, 2018, based on achievement of operating performance measures, 79,910 performance units were converted into 18,139 shares of common stock, an average conversion ratio of 0.23 shares for each performance unit. On December 31, 2018, pursuant to the terms of the amended employment agreement with our former Chief Executive Officer, 130,720 performance units were converted into 130,720 shares of common stock. The following table summarizes the performance unit activity during the year ended December 31, 2018 : Performance Units Weighted Average Grant Date Fair Value (In thousands) Unvested, at January 1, 2018 264 $ 86.13 Granted 141 38.27 Vested (149 ) 61.84 Forfeited (80 ) 79.52 Unvested, at December 31, 2018 176 71.49 Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 6.6 $ (0.8 ) $ 5.4 Fair value of vested performance units 7.6 7.8 8.0 Tax benefit recognized from performance units vested 0.1 2.5 4.1 Future compensation costs related to the performance units are estimated to be approximately $2.4 million as of December 31, 2018 , and are expected to be recognized over the next 2.1 years . The grant date fair value of the awards is equal to the Company’s closing stock price on the grant date. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 16. ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss consists of the following components, all of which are net of tax: Foreign Currency Translation (1) Unrecognized Pension and Postretirement Benefits (2) Accumulated Other Comprehensive Loss (In millions) Balance at January 1, 2016 $ (100.5 ) $ (12.9 ) $ (113.4 ) Other comprehensive income 11.1 — 11.1 Reclassifications from accumulated other comprehensive loss (3) — 1.0 1.0 Other comprehensive income 11.1 1.0 12.1 Balance at December 31, 2016 (89.4 ) (11.9 ) (101.3 ) Other comprehensive income 32.2 1.5 33.7 Reclassifications from accumulated other comprehensive loss (3) — 6.1 6.1 Other comprehensive income 32.2 7.6 39.8 Balance at December 31, 2017 (57.2 ) (4.3 ) (61.5 ) Other comprehensive loss (34.5 ) (0.5 ) (35.0 ) Reclassifications from accumulated other comprehensive loss (3) — 0.5 0.5 Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 — (1.1 ) (1.1 ) Other comprehensive loss (34.5 ) (1.1 ) (35.6 ) Balance at December 31, 2018 $ (91.7 ) $ (5.4 ) $ (97.1 ) (1) The tax impact of the foreign currency translation adjustment was insignificant for the year ended December 31, 2018. There was no tax impact for the years ended December 31, 2017 or 2016. (2) The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million , $4.7 million , and $0.7 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. (3) Refer to Note 17 for additional information regarding these reclassifications. |
Employee Pension and Postretire
Employee Pension and Postretirement Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Pension and Postretirement Benefit Plans | 17. EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS Pension and Postretirement Benefits — Certain of our employees and retirees participate in pension and other postretirement benefit plans. In connection with the acquisition of the Private Brands Business, the Company acquired three pension plans and one postretirement benefit plan. The obligations related to these plans were assumed by the Company at the acquisition date. Employee benefit plan obligations and expenses included in the Consolidated Financial Statements are determined based on plan assumptions, employee demographic data, including years of service and compensation, benefits and claims paid, and employer contributions. Defined Contribution Plans — Certain of our non-union employees participate in savings and profit sharing plans. These plans generally provide for salary reduction contributions to the plans on behalf of the participants of between 1% and 80% of a participant’s annual compensation and provide for employer matching and profit sharing contributions. The Company established a tax-qualified defined contribution plan to manage the assets. For 2018 , 2017 , and 2016 , the Company made matching contributions to the plan of $21.6 million , $22.1 million , and $18.7 million , respectively. Multiemployer Pension Plans — The Company contributes to several multiemployer pension plans on behalf of employees covered by collective bargaining agreements. These plans are administered jointly by management and union representatives and cover substantially all full-time and certain part-time union employees who are not covered by other plans. The risks of participating in multiemployer plans are different from single-employer plans in the following aspects: (1) assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers, (2) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers, and (3) if the Company chooses to stop participating in a multiemployer plan, we could, under certain circumstances, be liable for unfunded vested benefits or other expenses of jointly administered union/management plans. The Company partially withdrew from the Western Conference of Teamsters Pension Trust Plan as a result of the closure of our City of Industry, California facility during 2016, which was announced in November 2015. An estimated partial withdrawal liability of approximately $0.8 million was accrued as of December 31, 2017. No amounts were accrued as of December 31, 2018. No other liabilities were established, as withdrawal from the remaining plans is not probable. In December 31, 2018 , 2017 , and 2016 , the contributions to these plans, excluding withdrawal payments, were $3.3 million , $3.3 million , and $3.2 million , respectively. The Company’s participation in multiemployer pension plans is outlined in the table below. The EIN column provides the Employer Identification Number (“EIN”) of each plan. Unless otherwise noted, the most recent Pension Protection Act zone status available in 2018 and 2017 is for the plan’s years ended December 31, 2017 , and 2016 , respectively. The zone status is based on information that the Company received from the plan, and is certified by the plan’s actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. The FIP column indicates plans for which a financial improvement plan “(“FIP”) is either pending or has been implemented. The last column lists the expiration dates of the collective bargaining agreements to which the plans are subject. The Company began participating in the Bakery and Confectionery Union and Industry International Pension Fund and the Retail, Wholesale and Department Store International Union and Industry Pension Fund in 2016 as a result of the acquisition of the Private Brands Business. There have been no other significant changes in the number of Company employees covered by the multiemployer plans or other significant events that would affect the comparability of contributions to the plans. Pension Protection Act Zone Status TreeHouse Foods Expiration Date EIN Plan Plan Year Ended December 31, FIP Implemented Contributions (in millions) Surcharge Imposed Of Collective Bargaining Plan Name Number Number 2017 2016 (yes or no) 2018 2017 2016 (yes or no) Agreement(s) Bakery and Confectionery Union and Industry 12/4/2020 International Pension Fund 52-6118572 1 Red Red Yes $ 1.4 $ 1.7 $ 1.4 Yes 7/25/2020 Central States Southeast and Southwest Areas Pension Fund 36-6044243 1 Red Red Yes 0.8 0.7 0.7 No 12/27/2019 Retail, Wholesale and Department Store International Union and Industry Pension Fund 63-708442 1 Red Red Yes 0.6 0.5 0.5 Yes 6/15/2019 Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan 36-6067654 1 Green Green No 0.5 0.4 0.4 No 4/30/2021 Western Conference of Teamsters Pension Fund 91-6145047 1 Green Green No 0.8 (1.0 ) 0.2 No (1 ) (1) As described above, the Company closed the City of Industry, California facility during 2016. As a result, there is no collective bargaining agreement related to this plan. The Company was listed in the following plan’s Form 5500 as providing more than 5.0% of the total contributions for the following plan and plan years: Years Contribution to Plan Exceeded 5% of Total Contributions Plan Name: (as of December 31 of the Plan's Year-End) Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan 2018, 2017, and 2016 Defined Benefit Pension Plans —The Company established a tax-qualified pension plan and master trust to manage the portion of the pension plan assets related to eligible salaried, non-union, and union employees not covered by a multiemployer pension plan. We also retain investment consultants to assist our Investment Committee with formulating a long-term investment policy for the master trust. The expected long-term rate of return on assets is based on projecting long-term market returns for the various asset classes in which the plan’s assets are invested, weighted by the target asset allocations. The estimated ranges are primarily based on observations of historical asset returns and their historical volatility. In determining the expected returns, we also consider consensus forecasts of certain market and economic factors that influence returns, such as inflation, gross domestic product trends, and dividend yields. Active management of the plan assets may result in adjustments to the historical returns. We review the rate of return assumption annually. A curtailment gain of $1.4 million was recorded in 2017 reflecting the freeze of several defined benefit pension plans. During 2017, a lump sum settlement window was offered to approximately 1,474 terminated, vested participants in the U.S. Pension Plans. This window expired on October 31, 2017 and approximately 59% of these participants accepted the offer. Payments to participants who accepted the offer were made in the fourth quarter of 2017 and totaled $32.8 million . This amount is included in the Benefits paid line of the Change in benefit obligation table below. Our investment objectives are to minimize the volatility of the value of our pension assets relative to our pension liabilities and to ensure assets are sufficient to pay plan benefits. In 2018, we adopted a broad pension de-risking strategy intended to align the characteristics of our assets relative to our liabilities. The strategy targets investments depending on the funded status of the obligation. We anticipate this strategy will continue in future years and will be dependent upon market conditions and plan characteristics. At December 31, 2018, our master trust was invested as follows: investments in equity securities were at 36% ; investments in fixed income were at 57% ; investments in hedge funds were at 6% ; and cash equivalents were less than 1% . We believe the allocation of our master trust investments as of December 31, 2018 is generally consistent with the targets set forth by our Investment Committee. The fair value of the Company’s pension plan assets at December 31, 2018 and 2017 was as follows: December 31, 2018 2017 (in millions) Equity funds (a) $ 90.6 $ 168.8 Fixed income funds (b) 143.6 108.7 Alternative funds (c) 16.1 — Cash and equivalents (d) 1.7 1.2 $ 252.0 $ 278.7 (a) This investment class includes domestic and international equity funds that includes both large and small/mid cap funds that track the S&P index as well as other equity indices. The Company elected the NAV practical expedient to value these funds. (b) This investment class includes U.S. Treasury index funds as well as bond funds representative of the United States bond and debt markets with varying benchmark indices. The Company elected the NAV practical expedient to value these funds. (c) This investment class primarily includes private equity funds. The valuation is based on NAV as reported by the asset manager or investment company and adjusted for cash flows, if necessary. In making such an assessment, a variety of factors are reviewed by management, including but not limited to the timeliness of NAV as reported by the asset manager and changes in general economic and market conditions subsequent to the last NAV reported by the asset manager. (d) Includes cash and cash equivalents such as short-term marketable securities. Cash and cash equivalents include money market funds, which are valued based on NAV. Pension benefits for eligible salaried and non-union employees were frozen in 2002 for years of creditable service. For these employees, incremental pension benefits are only earned for changes in compensation affecting final average pay. Pension benefits earned by union employees covered by collective bargaining agreements, but not participating in multiemployer pension plans, are earned based on creditable years of service and the specified benefit amounts negotiated as part of the collective bargaining agreements. The Company’s funding policy provides that annual contributions to the pension plan master trust will be at least equal to the minimum amounts required by Employee Retirement Income Security Act of 1974, as amended. The Company estimates that its 2019 contributions to its pension plans will be $2.5 million . The measurement date for the defined benefit pension plans is December 31. Other Postretirement Benefits — Certain employees participate in benefit programs that provide certain health care and life insurance benefits for retired employees and their eligible dependents. The plans are unfunded. The Company estimates that its 2019 contributions to its postretirement benefit plans will be $1.8 million . The measurement date for the other postretirement benefit plans is December 31. The Company contributes to certain multiemployer postretirement benefit plans other than pensions on behalf of employees covered by collective bargaining agreements. These plans are administered jointly by management and union representatives and cover all eligible retirees. These plans are primarily health and welfare funds and carry the same multiemployer risks as identified at the beginning of this Note. Total contributions to these plans were $0.4 million , $0.3 million , and $2.8 million for the years ended December 31, 2018 , 2017, and 2016, respectively. The following table summarizes information about our pension and postretirement benefit plans for the years ended December 31, 2018 and 2017: Pension Benefits Postretirement Benefits 2018 2017 2018 2017 (in millions) Change in benefit obligations: Benefit obligation, at beginning of year $ 325.2 $ 384.1 $ 33.8 $ 29.8 Service cost 1.9 3.6 — — Interest cost 11.9 14.7 1.2 1.2 Divestiture (1) — (37.9 ) — (1.9 ) Liability gain due to curtailment — (1.4 ) — — Actuarial (gains) losses (2) (19.8 ) 13.0 (5.1 ) 6.3 Benefits paid (19.2 ) (50.9 ) (1.8 ) (1.6 ) Benefit obligation, at end of year $ 300.0 $ 325.2 $ 28.1 $ 33.8 Change in plan assets: Fair value of plan assets, at beginning of year $ 278.8 $ 317.6 $ — $ — Actual (loss) gain on plan assets (10.0 ) 38.9 — — Company contributions 2.4 2.3 1.8 1.6 Divestiture (1) — (29.1 ) — — Benefits paid (19.2 ) (50.9 ) (1.8 ) (1.6 ) Fair value of plan assets, at end of year $ 252.0 $ 278.8 $ — $ — Funded status of the plan $ (48.0 ) $ (46.4 ) $ (28.1 ) $ (33.8 ) Amounts recognized in the Consolidated Balance Sheets: Current liability $ (0.7 ) $ (0.7 ) $ (1.8 ) $ (1.8 ) Non-current liability (47.3 ) (45.7 ) (26.3 ) (32.0 ) Net amount recognized $ (48.0 ) $ (46.4 ) $ (28.1 ) $ (33.8 ) Amounts recognized in Accumulated other comprehensive income (loss): Net actuarial loss (gain) $ 6.6 $ 1.3 $ (0.2 ) $ 5.0 Prior service cost 0.7 0.9 — — Total, before tax effect $ 7.3 $ 2.2 $ (0.2 ) $ 5.0 (1) The amounts recorded in 2017 relate to the divestiture of the Soup and Infant Feeding business. (2) The change in actuarial (gain) loss was primarily due to the increase in discount rates from 3.70% as of December 31, 2017 to 4.40% as of December 31, 2018. Pension Benefits 2018 2017 (in millions) Accumulated benefit obligation $ 296.7 $ 320.9 Weighted average assumptions used to determine the pension benefit obligations: Discount rate 4.40 % 3.70 % Rate of compensation increases 3.50%-4.00% 3.50%-4.00% The key actuarial assumptions used to determine the postretirement benefit obligations as of December 31, 2018 and 2017 are as follows: 2018 2017 Pre-65 Post-65 Pre-65 Post-65 Health care cost trend rates: Health care cost trend rate for next year 7.32 % 8.21 % 8.20 % 10.10 % Ultimate rate 4.50 % 4.50 % 4.50 % 4.50 % Discount rate 4.40 % 4.40 % 3.70 % 3.70 % Year ultimate rate achieved 2026 2026 2026 2026 The following table summarizes the net periodic cost of our pension and postretirement benefit plans for the years ended December 31, 2018 , 2017, and 2016: Pension Benefits Postretirement Benefits 2018 2017 2016 2018 2017 2016 (in millions) (in millions) Components of net periodic costs: Service cost $ 1.9 $ 3.6 $ 4.3 $ — $ — $ 0.1 Interest cost 11.9 14.7 15.1 1.2 1.2 1.2 Expected return on plan assets (15.6 ) (17.4 ) (16.5 ) — — — Amortization of unrecognized prior service cost 0.2 0.2 0.2 — — (0.1 ) Amortization of unrecognized net loss 0.5 0.9 1.4 — — — Settlement expense — 0.2 — — — — Curtailment income — (1.4 ) — — — — Net periodic (benefit) cost $ (1.1 ) $ 0.8 $ 4.5 $ 1.2 $ 1.2 $ 1.2 Pension Benefits Postretirement Benefits 2018 2017 2016 2018 2017 2016 Weighted average assumptions used to determine the periodic benefit costs: Discount rate 3.70 % 4.25 % 4.50 % 3.70 % 4.25 % 4.50 % Rate of compensation increases 3.50%-4.00% 3.50%-4.00% 3.00%-4.00% — — — Expected return on plan assets 5.80 % 6.00 % 6.00 % — — — Estimated future pension and postretirement benefit payments from the plans are as follows: Pension Benefit Postretirement Benefit (in millions) 2019 $ 19.4 $ 1.8 2020 19.0 1.8 2021 19.3 1.9 2022 19.9 1.9 2023 20.0 2.0 2024-28 99.3 9.9 Most of our employees are not eligible for postretirement medical benefits and of those that are, the majority are covered by a multi-employer plan in which expenses are paid as incurred. The effect on those covered by plans for which we maintain a liability was not significant. |
Other Operating Expense, Net
Other Operating Expense, Net | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Other Operating Expense, Net | 18. OTHER OPERATING EXPENSE, NET The Company incurred other operating expense for the years ended December 31, 2018 , 2017 , and 2016 , which consisted of the following: Year Ended December 31, 2018 2017 2016 (in millions) Restructuring programs (1) $ 156.0 $ 41.4 $ 13.5 (Gain) loss on divestitures (2) (14.3 ) 86.0 — Other 1.0 1.3 1.2 Total other operating expense, net $ 142.7 $ 128.7 $ 14.7 (1) See Note 3 for additional information. (2) On July 16, 2018, the Company completed the divestiture of its McCann's business. The McCann's business produced steel cut Irish oatmeal and was previously reported within the Meals segment. On May 22, 2017, the Company completed the divestiture of its SIF business. The SIF business produced private label condensed and ready-to-serve soup, baby food, and gravies for the Meals segment. Neither of these divestitures met the criteria to be presented as discontinued operations. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 19. COMMITMENTS AND CONTINGENCIES We lease certain property, plant, equipment, and distribution warehouses used in our operations under both capital and operating lease agreements. These leases have terms ranging from 1 to 22 years. Rent expense under operating lease commitments was $59.2 million , $56.9 million , and $53.2 million , for the years ended December 31, 2018 , 2017 , and 2016 , respectively. The composition of capital leases, which are reflected as Property, plant, and equipment in the Consolidated Balance Sheets, is as follows: December 31, 2018 2017 (in millions) Machinery and equipment $ 5.1 $ 4.5 Less accumulated amortization (3.2 ) (2.0 ) Total $ 1.9 $ 2.5 Future minimum payments at December 31, 2018 under non-cancelable capital leases and operating leases are summarized as follows: Capital Leases Operating Leases (in millions) 2019 $ 1.2 $ 41.4 2020 0.4 34.1 2021 0.3 30.1 2022 0.2 21.4 2023 0.1 14.5 Thereafter 0.3 59.0 Total minimum payments $ 2.5 $ 200.5 Less amount representing interest (0.1 ) Present value of capital lease obligations $ 2.4 Litigation, Investigations, and Audits - On November 16, 2016, a purported TreeHouse shareholder filed a class action captioned Tarara v. TreeHouse Foods, Inc., et al. , Case No. 1:16-cv-10632, in the United States District Court for the Northern District of Illinois against TreeHouse and certain of its officers. The complaint, amended on March 24, 2017, is purportedly brought on behalf of all purchasers of TreeHouse common stock from January 20, 2016 through and including November 2, 2016, asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder and seeks, among other things, damages and costs and expenses. On December 22, 2016, another purported TreeHouse shareholder filed an action captioned Wells v. Reed, et al. , Case No. 2016-CH-16359, in the Circuit Court of Cook County, Illinois, against TreeHouse and certain of its officers. This complaint, purportedly brought derivatively on behalf of TreeHouse, asserts state law claims against certain officers for breach of fiduciary duty, unjust enrichment, and corporate waste. On February 7, 2017, another purported TreeHouse shareholder filed an action captioned Lavin v. Reed , Case No. 17-cv-01014, in the Northern District of Illinois, against TreeHouse and certain of its officers. This complaint, like Wells , is purportedly brought derivatively on behalf of TreeHouse, and it asserts state law claims against certain officers for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and corporate waste. All three complaints make substantially similar allegations (though the amended complaint in Tarara now contains additional detail). Essentially, the complaints allege that TreeHouse, under the authority and control of the individual defendants: (i) made certain false and misleading statements regarding the Company’s business, operations, and future prospects; and (ii) failed to disclose that (a) the Company’s private label business was underperforming; (b) the Company’s Flagstone business was underperforming; (c) the Company’s acquisition strategy was underperforming; (d) the Company had overstated its full-year 2016 guidance; and (e) TreeHouse’s statements lacked reasonable basis. The complaints allege that these actions artificially inflated the market price of TreeHouse common stock during the class period, thus purportedly harming investors. We believe that these claims are without merit and intend to defend against them vigorously. Since its initial docketing, the Tarara matter has been re-captioned as Public Employees’ Retirement Systems of Mississippi v. TreeHouse Foods, Inc., et al. , in accordance with the Court’s order appointing Public Employees’ Retirement Systems of Mississippi as the lead plaintiff. On May 26, 2017, the Public Employees’ defendants filed a motion to dismiss, which the court denied on February 12, 2018. On April 12, 2018, the Public Employees’ defendants filed their answer to the amended complaint. On April 23, 2018, the parties filed a joint status report with the Court, describing the nature of the case and issues involved, as well as setting forth a proposed discovery and briefing schedule for the Court’s consideration. On July 13, 2018, lead plaintiff filed a motion to certify the class, and defendants filed their response in opposition to the motion to certify the class on October 8, 2018. Prior to the plaintiffs’ response to that motion, the parties agreed to stay the litigation and pursue mediation in a November 12, 2018 motion, which was granted on November 19, 2018. On December 27, 2018, the parties reported to the court that they have agreed to mediate and are in the process of selecting dates for that mediation. Additionally, due to the similarity of the complaints, the parties in Wells and Lavin have entered stipulations deferring the litigation. The first stipulation deferred litigation until the earlier of (i) the court in Public Employees’ entering an order resolving defendants’ anticipated motion to dismiss therein or (ii) plaintiffs’ counsel receiving notification of a settlement of Public Employees’ or until otherwise agreed to by the parties. On September 27, 2018, the parties in Wells and Lavin filed joint motions for entry of agreed orders further deferring the matters in light of the Public Employees’ Court’s denial of the motion to dismiss in February 2018. The Wells and Lavin Courts entered the agreed orders further deferring the matters on September 27, 2018 and October 10, 2018, respectively. Those matters have been deferred until the earlier of (i) the court in Public Employees’ entering an order on any summary judgment motion filed therein or (ii) plaintiffs’ counsel receiving notification of a settlement of Public Employees’ or until otherwise agreed to by the parties. In Lavin, the parties filed a joint status report on the progress of the related litigation on October 26, 2017. The Lavin parties also filed additional status reports with the Court on March 12, 2018 and June 19, 2018. There is no set status date in Lavin at this time. The next status date in Wells is set for April 8, 2019. In addition, the Company is party in the ordinary course of business to certain claims, litigation, audits, and investigations. The Company will record an accrual for a loss contingency when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company believes it has established adequate accruals for liabilities that are probable and reasonably estimable that may be incurred in connection with any such currently pending or threatened matter, none of which are significant. In the Company’s opinion, the settlement of any such currently pending or threatened matter is not expected to have a material impact on the Company’s financial position, results of operations, or cash flows. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | 20. DERIVATIVE INSTRUMENTS The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed by derivative instruments include interest rate risk, foreign currency risk, and commodity price risk. Derivative contracts are entered into for periods consistent with the related underlying exposure and do not constitute positions independent of those exposures. The Company does not enter into derivative instruments for trading or speculative purposes. Interest Rate Risk — The Company manages its exposure to changes in interest rates by optimizing the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps to hedge our exposure to changes in interest rates, to reduce the volatility of our financing costs, and to achieve a desired proportion of fixed versus floating-rate debt, based on current and projected market conditions. As of December 31, 2018 , the Company had entered into $2.1 billion of long-term interest rate swap agreements to lock into a fixed LIBOR interest rate base. Under the terms of the agreements, $2.1 billion in variable-rate debt was swapped for a weighted average fixed interest rate base of approximately 1.54% through 2019; 2.68% from 2019 through 2020; and 2.91% from 2021 through 2025. These instruments are not accounted for under hedge accounting and the changes in their fair value are recorded in the Consolidated Statements of Operations. Foreign Currency Risk — Due to the Company’s foreign operations, we are exposed to foreign currency risk. The Company enters into foreign currency contracts to manage the risk associated with foreign currency cash flows. The Company’s objective in using foreign currency contracts is to establish a fixed foreign currency exchange rate for the net cash flow requirements for purchases that are denominated in U.S. dollars. These contracts do not qualify for hedge accounting and changes in their fair value are recorded in the Consolidated Statements of Operations. As of December 31, 2018 , the Company had $18.9 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2019 . Commodity Risk — Certain commodities we use in the production and distribution of our products are exposed to market price risk. The Company utilizes derivative contracts to manage this risk. The majority of commodity forward contracts are not derivatives, and those that are generally qualify for the normal purchases and normal sales scope exception under the guidance for derivative instruments and hedging activities and, therefore, are not subject to its provisions. For derivative commodity contracts that do not qualify for the normal purchases and normal sales scope exception, the Company records their fair value on the Consolidated Balance Sheets, with changes in value being recorded in the Consolidated Statements of Operations. The Company’s derivative commodity contracts may include contracts for diesel, oil, plastics, natural gas, electricity, and other commodity contracts that do not meet the requirements for the normal purchases and normal sales scope exception. Diesel contracts are used to manage the Company’s risk associated with the underlying cost of diesel fuel used to deliver products. Contracts for oil and plastics are used to manage the Company’s risk associated with the underlying commodity cost of a significant component used in packaging materials. Contracts for natural gas and electricity are used to manage the Company’s risk associated with the utility costs of its manufacturing facilities, and commodity contracts that are derivatives that do not meet the normal purchases and normal sales scope exception are used to manage the price risk associated with raw material costs. As of December 31, 2018 , the Company had outstanding contracts for the purchase of 0.1 million megawatts of electricity, expiring throughout 2019, and 2020 ; 10.5 million gallons of diesel, expiring throughout 2019 ; 3.1 million dekatherms of natural gas, expiring throughout 2019 . The following table identifies the fair value of each derivative instrument: Fair Value December 31, 2018 2017 (In millions) Asset Derivatives Commodity contracts $ 0.6 $ 2.7 Foreign currency contracts 1.5 0.5 Interest rate swap agreements 10.1 11.9 $ 12.2 $ 15.1 Liability Derivatives Commodity contracts $ 1.8 $ 1.2 Interest rate swap agreements 19.0 — $ 20.8 $ 1.2 As of December 31, 2018, asset derivatives are included within Other assets, net and liability derivatives are included within Accrued expenses in the Consolidated Balance Sheets. As of December 31, 2017, asset derivatives are included within Prepaid expenses and other current assets and liability derivatives are included within Accrued expenses in the Consolidated Balance Sheets. The fair values of the commodity contracts, foreign currency contracts, and interest rate swap agreements are determined using Level 2 inputs. Level 2 inputs are inputs other than quoted market prices that are observable for an asset or liability, either directly or indirectly. The fair values of the commodity contracts, foreign currency contracts, and interest rate swap agreements are based on an analysis comparing the contract rates to the market rates at the balance sheet date. We recorded the following gains and losses on our derivative contracts in the Consolidated Statements of Operations: Location of Gain (Loss) Year Ended December 31, Recognized in Net Income (Loss) 2018 2017 2016 (In millions) Mark-to-market unrealized (loss) gain: Commodity contracts Other expense (income), net $ (2.7 ) $ 1.0 $ 4.3 Foreign currency contracts Other expense (income), net 1.0 (0.2 ) (0.6 ) Interest rate swap agreements Other expense (income), net (20.8 ) 1.5 10.4 Total unrealized (loss) gain $ (22.5 ) $ 2.3 $ 14.1 Realized gain (loss): Commodity contracts Manufacturing related to Cost of sales and transportation related to Selling and distribution $ 3.7 $ 0.8 $ (0.5 ) Foreign currency contracts Cost of sales 1.6 (0.6 ) (1.8 ) Interest rate swap agreements Interest expense 5.5 1.1 — Total realized gain $ 10.8 $ 1.3 $ (2.3 ) Total (loss) gain $ (11.7 ) $ 3.6 $ 11.8 |
Segment and Geographic Informat
Segment and Geographic Information and Major Customers | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information and Major Customers | 21. SEGMENT AND GEOGRAPHIC INFORMATION AND MAJOR CUSTOMERS In the first quarter of 2017, the Company completed changes in its organizational structure that resulted in a change in how the Company manages its business and allocates resources. Our reportable segments are now organized and managed by products: Baked Goods, Beverages, Condiments, Meals, and Snacks. Previously, our reportable segments were organized and managed by customer channels: North American Retail Grocery, Food Away From Home, and Industrial and Export. All prior period information has been recast to reflect this change. The Company manages operations on a company-wide basis, thereby making determinations as to the allocation of resources in total rather than on a segment-level basis. The Company has designated reportable segments based on how management views its business. The Company does not segregate assets between segments for internal reporting. Therefore, asset-related information has not been presented. The reportable segments, as presented below, are consistent with the manner in which the Company reports its results to the Chief Operating Decision Maker. Our segments are as follows: Baked Goods – Our Baked Goods segment sells candy; cookies; crackers; in-store bakery products; pita chips; pretzels; refrigerated dough; and retail griddle waffles, pancakes, and French toast. Beverages – Our Beverages segment sells broths; liquid non-dairy creamer; non-dairy powdered creamers; powdered drinks; single serve hot beverages; specialty teas, and sweeteners. Condiments – Our Condiments segment sells aseptic cheese and pudding products; jams, preserves, and jellies; mayonnaise; Mexican, barbeque, and other sauces; pickles and related products; refrigerated and shelf stable dressings and sauces; and table and flavored syrups. Meals – Our Meals segment sells baking and mix powders; powdered soups and gravies; macaroni and cheese; pasta; ready-to-eat and hot cereals; and skillet dinners. Condensed and ready to serve soup and infant feeding products were sold within the Meals segment through the divestiture of the SIF business on May 22, 2017. Snacks – Our Snacks segment sells bars; dried fruit; snack nuts; trail mixes; and other wholesome snacks. The Company evaluates the performance of its segments based on net sales dollars and direct operating income. In conjunction with the change in segments, the Company revised its calculation of direct operating income to include direct general and administrative expenses. Direct operating income is now defined as gross profit less freight out, sales commissions, and direct selling, general, and administrative expenses. All prior period information has been recast to reflect this change. The amounts in the following tables are obtained from reports used by senior management and do not include income taxes. Other expenses not allocated include unallocated selling, general, and administrative expenses, unallocated costs of sales, and unallocated corporate expenses (amortization expense and other operating expense). The accounting policies of the Company’s segments are the same as those described in the summary of significant accounting policies set forth in Note 1 . On January 1, 2019, the Company changed its organizational structure that resulted in a change in how the Company manages its business and allocates resources. Effective in the first quarter of 2019, the Company will consolidate its Condiments and Meals segments into one segment called Meal Solutions. Additionally, the Bars and Ready-to-eat cereal categories will move from the Company's Snacks and Meals segments, respectively, into the Baked Goods segment. Reporting under this new segment structure will begin in the first quarter of 2019 with prior periods recast to reflect the change. Financial information relating to the Company’s reportable segments is as follows: Year Ended December 31, 2018 2017 2016 (In millions) Net sales to external customers: Baked Goods $ 1,385.3 $ 1,403.9 $ 1,288.2 Beverages 1,008.4 1,073.4 973.0 Condiments 1,252.5 1,300.6 1,258.1 Meals 1,040.0 1,189.2 1,335.2 Snacks 1,125.9 1,334.5 1,330.5 Unallocated — 5.5 (9.9 ) Total $ 5,812.1 — $ 6,307.1 — $ 6,175.1 Direct operating income: Baked Goods $ 149.8 $ 175.5 $ 162.4 Beverages 180.3 226.9 244.7 Condiments 148.5 136.5 154.1 Meals 125.9 137.3 137.1 Snacks 2.3 25.5 66.2 Total 606.8 — 701.7 — 764.5 Unallocated selling, general, and administrative expenses (278.7 ) (299.7 ) (349.9 ) Unallocated cost of sales (1) (31.2 ) (26.2 ) (24.7 ) Unallocated corporate expense and other (2) (229.0 ) (788.6 ) (485.4 ) Operating income (loss) 67.9 — (412.8 ) — (95.5 ) Other expense (152.7 ) (111.8 ) (99.9 ) Loss before income taxes $ (84.8 ) — $ (524.6 ) — $ (195.4 ) Depreciation: Baked Goods $ 56.0 $ 45.4 $ 49.0 Beverages 26.6 22.2 18.9 Condiments 22.7 21.6 24.9 Meals 31.4 32.6 55.1 Snacks 21.9 15.1 14.2 Corporate office (3) 13.3 36.6 16.3 Total $ 171.9 — $ 173.5 $ 178.4 (1) Includes charges related to restructurings and other costs managed at corporate. (2) Includes impairments of goodwill and other intangible assets. (3) Includes accelerated depreciation related to restructurings. Geographic Information — The Company had revenues from customers outside of the United States of approximately 9.0% , 8.8% , and 8.7% of total consolidated net sales in 2018 , 2017 , and 2016 , respectively, with 6.9% , 6.8% , and 6.9% of total consolidated net sales going to Canada in 2018 , 2017 , and 2016 , respectively. Sales are determined based on the customer destination where the products are shipped. Long-lived assets consist of net property, plant, and equipment. The geographic location of long-lived assets is as follows: December 31, 2018 2017 (in millions) Long-lived assets: United States $ 1,130.6 $ 1,137.9 Canada 125.9 136.8 Other 17.9 19.7 Total $ 1,274.4 $ 1,294.4 Major Customers — Walmart Inc. and affiliates accounted for approximately 22.2% , 22.0% , and 18.7% of consolidated net sales in 2018 , 2017 , and 2016 , respectively. Costco Wholesale Corporation accounted for approximately 10.3% of consolidated net sales in 2017, with less than 10% in 2018 and 2016. No other customer accounted for more than 10% of our consolidated net sales. Total trade receivables with Walmart Inc. and affiliates were less than 10.0% and 21.8% as of December 31, 2018 and 2017, respectively, when taking into account those receivables sold under our Receivables Sales Agreement (refer to Note 6 for more information). Total trade receivables with Aldi represented approximately 12.0% and 12.2% of our total trade receivables as of December 31, 2018 and 2017, respectively. Total trade receivables with Costco Wholesale Corporation accounted for approximately 6.4% of our total trade receivables as of December 31, 2017. No other customer accounted for more than 10% of our total trade receivables. |
Quarterly Results of Operations
Quarterly Results of Operations (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (unaudited) | 22. QUARTERLY RESULTS OF OPERATIONS (unaudited) The following is a summary of our unaudited quarterly results of operations for 2018 and 2017 : Quarter First Second Third Fourth (in millions, except per share data) Fiscal 2018 Net sales $ 1,481.2 $ 1,455.8 $ 1,394.0 $ 1,481.1 Gross profit 231.9 235.8 227.5 260.2 (Loss) income before income taxes (43.9 ) (26.2 ) 0.2 (14.9 ) Net (loss) income (34.1 ) (20.1 ) 5.4 (12.6 ) Net (loss) income per common share: Basic (1) (0.60 ) (0.36 ) 0.10 (0.23 ) Diluted (1) (0.60 ) (0.36 ) 0.10 (0.23 ) Fiscal 2017 Net sales $ 1,536.2 $ 1,522.2 $ 1,548.8 $ 1,699.9 Gross profit 286.4 276.6 259.7 257.7 Income (loss) before income taxes 39.7 (56.0 ) 30.1 (538.4 ) Net income (loss) 28.2 (34.2 ) 28.8 (309.0 ) Net income (loss) per common share: Basic (1) 0.50 (0.60 ) 0.50 (5.40 ) Diluted (1) 0.49 (0.60 ) 0.50 (5.40 ) (1) Due to rounding and the fluctuations in shares, the sum of the four quarters may not be the same as the total for the year. |
GUARANTOR AND NON-GUARANTOR FIN
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 23. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION The 2022 Notes and 2024 Notes are fully and unconditionally, as well as jointly and severally, guaranteed by our directly and indirectly owned domestic subsidiaries, which are collectively known as the “Guarantor Subsidiaries”. Bay Valley Foods, LLC, which is a 100% owned direct subsidiary, maintains 100% direct and indirect ownership of the following Guarantor Subsidiaries: Sturm Foods, Inc.; S.T. Specialty Foods, Inc.; Associated Brands, Inc.; Cains Foods, Inc.; Cains Foods L.P.; Cains GP, LLC; Flagstone Foods, Inc., Protenergy Holdings, Inc.; Protenergy Natural Foods, Inc.; TreeHouse Private Brands, Inc. (formerly Ralcorp Holdings, Inc.); American Italian Pasta Company; Nutcracker Brands, Inc.; Linette Quality Chocolates, Inc.; Ralcorp Frozen Bakery Products, Inc.; Cottage Bakery, Inc.; The Carriage House Companies, Inc. and certain other domestic subsidiaries that may become guarantors in the future. The guarantees of the Guarantor Subsidiaries are subject to release in limited circumstances, only upon the occurrence of certain customary conditions. There are no significant restrictions on the ability of the parent company or any guarantor to obtain funds from its subsidiaries by dividend or loan. The following condensed supplemental consolidating financial information presents the results of operations, financial position, and cash flows of the parent company, its Guarantor Subsidiaries, its non-guarantor subsidiaries, and the eliminations necessary to arrive at the information for the Company on a consolidated basis as of December 31, 2018 and December 31, 2017 , and for the years ended December 31, 2018 , 2017 , and 2016 . The equity method has been used with respect to investments in subsidiaries. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Condensed Supplemental Consolidating Balance Sheet December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 77.9 $ — $ 86.4 $ — $ 164.3 Accounts receivable, net 1.0 314.1 36.2 — 351.3 Inventories — 746.7 93.0 — 839.7 Prepaid expenses and other current assets 80.9 60.4 16.8 (96.3 ) 61.8 Total current assets 159.8 1,121.2 232.4 (96.3 ) 1,417.1 Property, plant, and equipment, net 42.8 1,087.8 143.8 — 1,274.4 Goodwill — 2,046.7 114.7 — 2,161.4 Investment in subsidiaries 5,152.4 559.3 — (5,711.7 ) — Deferred income taxes 34.2 — — (34.2 ) — Intangible and other assets, net 86.6 577.0 82.8 — 746.4 Total assets $ 5,475.8 $ 5,392.0 $ 573.7 $ (5,842.2 ) $ 5,599.3 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 23.9 $ 508.3 $ 45.7 $ — $ 577.9 Accrued expenses 71.8 261.6 19.0 (96.3 ) 256.1 Current portion of long-term debt 0.6 0.5 0.1 — 1.2 Total current liabilities 96.3 770.4 64.8 (96.3 ) 835.2 Long-term debt 2,296.2 0.6 0.6 — 2,297.4 Deferred income taxes — 171.9 16.5 (34.2 ) 154.2 Other long-term liabilities 17.7 147.8 5.1 — 170.6 Intercompany accounts (receivable) payable, net 923.7 (851.1 ) (72.6 ) — — Stockholders’ equity 2,141.9 5,152.4 559.3 (5,711.7 ) 2,141.9 Total liabilities and stockholders’ equity $ 5,475.8 $ 5,392.0 $ 573.7 $ (5,842.2 ) $ 5,599.3 Condensed Supplemental Consolidating Balance Sheet December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Accounts receivable, net 0.2 297.1 32.5 — 329.8 Inventories — 803.1 115.2 — 918.3 Prepaid expenses and other current assets 69.8 32.0 34.1 (32.1 ) 103.8 Total current assets 153.2 1,132.4 231.2 (32.1 ) 1,484.7 Property, plant, and equipment, net 29.3 1,108.7 156.4 — 1,294.4 Goodwill — 2,057.3 124.7 — 2,182.0 Investment in subsidiaries 4,945.5 582.6 — (5,528.1 ) — Deferred income taxes 15.1 — — (15.1 ) — Intangible and other assets, net 62.5 652.1 103.6 — 818.2 Total assets $ 5,205.6 $ 5,533.1 $ 615.9 $ (5,575.3 ) $ 5,779.3 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable and accrued expenses $ 53.3 $ 513.8 $ 54.7 $ (32.1 ) $ 589.7 Current portion of long-term debt 9.0 1.1 — — 10.1 Total current liabilities 62.3 514.9 54.7 (32.1 ) 599.8 Long-term debt 2,533.8 1.4 0.5 — 2,535.7 Deferred income taxes — 167.3 26.2 (15.1 ) 178.4 Other long-term liabilities 17.6 178.5 6.0 — 202.1 Intercompany (receivable) payable, net 328.6 (274.5 ) (54.1 ) — — Stockholders’ equity 2,263.3 4,945.5 582.6 (5,528.1 ) 2,263.3 Total liabilities and stockholders’ equity $ 5,205.6 $ 5,533.1 $ 615.9 $ (5,575.3 ) $ 5,779.3 Condensed Supplemental Consolidating Statement of Operations Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,527.3 $ 690.9 $ (406.1 ) $ 5,812.1 Cost of sales — 4,648.6 614.2 (406.1 ) 4,856.7 Gross profit — 878.7 76.7 — 955.4 Selling, general, and administrative expense 145.6 477.9 34.9 — 658.4 Amortization expense 11.8 65.5 9.1 — 86.4 Other operating expense, net 112.1 26.9 3.7 — 142.7 Operating income (loss) (269.5 ) 308.4 29.0 — 67.9 Interest expense 111.6 — 3.0 — 114.6 Other expense (income), net 29.4 9.6 (0.9 ) — 38.1 Loss before income taxes (410.5 ) 298.8 26.9 — (84.8 ) Income tax (benefit) expense (99.0 ) 68.2 7.4 — (23.4 ) Equity in net income (loss) of subsidiaries 250.1 19.5 — (269.6 ) — Net loss $ (61.4 ) $ 250.1 $ 19.5 $ (269.6 ) $ (61.4 ) Condensed Supplemental Consolidating Statements of Operations Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,966.9 $ 695.3 $ (355.1 ) $ 6,307.1 Cost of sales — 4,979.3 602.5 (355.1 ) 5,226.7 Gross profit — 987.6 92.8 — 1,080.4 Selling, general, and administrative expense 114.4 546.8 39.5 — 700.7 Amortization expense 12.9 91.6 9.6 — 114.1 Impairment of goodwill and other intangible assets — 549.7 — — 549.7 Other operating expense, net 9.0 116.1 3.6 — 128.7 Operating income (loss) (136.3 ) (316.6 ) 40.1 — (412.8 ) Interest expense 128.3 0.3 6.4 (8.2 ) 126.8 Other expense (income), net (3.9 ) (271.5 ) (7.7 ) 268.1 (15.0 ) Loss before income taxes (260.7 ) (45.4 ) 41.4 (259.9 ) (524.6 ) Income tax (benefit) expense (100.0 ) (146.6 ) 8.2 — (238.4 ) Equity in net income (loss) of subsidiaries 134.1 32.9 — (167.0 ) — Net loss $ (26.6 ) $ 134.1 $ 33.2 $ (426.9 ) $ (286.2 ) Condensed Supplemental Consolidating Statements of Operations Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,839.0 $ 646.3 $ (310.2 ) $ 6,175.1 Cost of sales — 4,809.5 549.7 (310.2 ) 5,049.0 Gross profit — 1,029.5 96.6 — 1,126.1 Selling, general, and administrative expense 132.4 553.0 59.4 — 744.8 Amortization expense 9.4 91.2 9.3 — 109.9 Impairment of goodwill and other intangible assets — 337.2 15.0 — 352.2 Other operating expense, net — 12.7 2.0 — 14.7 Operating income (loss) (141.8 ) 35.4 10.9 — (95.5 ) Interest expense 118.2 0.3 5.5 (4.8 ) 119.2 Other expense (income), net (12.6 ) (3.4 ) (8.1 ) 4.8 (19.3 ) Loss before income taxes (247.4 ) 38.5 13.5 — (195.4 ) Income tax (benefit) expense (94.5 ) 134.4 (6.7 ) — 33.2 Equity in net income (loss) of subsidiaries (75.7 ) 20.1 — 55.6 — Net loss $ (228.6 ) $ (75.8 ) $ 20.2 $ 55.6 $ (228.6 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (61.4 ) $ 250.1 $ 19.5 $ (269.6 ) $ (61.4 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — (34.5 ) — (34.5 ) Adoption of ASU 2018-02 reclassification to retained earnings — (1.1 ) — — (1.1 ) Other comprehensive (loss) income — (1.1 ) (34.5 ) — (35.6 ) Equity in other comprehensive income (loss) of (35.6 ) (34.5 ) — 70.1 — Comprehensive loss $ (97.0 ) $ 214.5 $ (15.0 ) $ (199.5 ) $ (97.0 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (26.6 ) $ 134.1 $ 33.2 $ (426.9 ) $ (286.2 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — 32.2 — 32.2 Pension and postretirement adjustment — 7.6 — — 7.6 Other comprehensive income — 7.6 32.2 — 39.8 Equity in other comprehensive income (loss) of 39.8 32.2 — (72.0 ) — Comprehensive loss $ 13.2 $ 173.9 $ 65.4 $ (498.9 ) $ (246.4 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (228.6 ) $ (75.8 ) $ 20.2 $ 55.6 $ (228.6 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — 11.1 — 11.1 Pension and postretirement adjustment — 1.0 — — 1.0 Other comprehensive (loss) income — 1.0 11.1 — 12.1 Equity in other comprehensive (loss) income of 12.2 11.1 — (23.3 ) — Comprehensive loss $ (216.4 ) $ (63.7 ) $ 31.3 $ 32.3 $ (216.5 ) Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 122.8 $ 559.9 $ 77.1 $ (254.0 ) $ 505.8 Cash flows from investing activities: Additions to property, plant, and equipment (14.2 ) (141.5 ) (18.1 ) — (173.8 ) Additions to intangible assets (21.8 ) (0.5 ) (0.1 ) — (22.4 ) Intercompany transfer 52.3 (209.9 ) (15.1 ) 172.7 — Other — 36.6 (1.3 ) — 35.3 Net cash provided by (used in) investing activities 16.3 (315.3 ) (34.6 ) 172.7 (160.9 ) Cash flows from financing activities: Net (repayment) borrowing of debt (254.8 ) (1.5 ) — — (256.3 ) Intercompany transfer 168.7 (246.9 ) (3.1 ) 81.3 — Repurchases of common stock (54.6 ) — — — (54.6 ) Receipts related to stock-based award activities 4.7 — — — 4.7 Payments related to stock-based award activities (8.4 ) — — — (8.4 ) Other — 3.6 — — 3.6 Net cash provided by (used in) financing activities (144.4 ) (244.8 ) (3.1 ) 81.3 (311.0 ) Effect of exchange rate changes on cash and cash equivalents — — (2.4 ) — (2.4 ) Increase (decrease) in cash and cash equivalents (5.3 ) (0.2 ) 37.0 — 31.5 Cash and cash equivalents, beginning of period 83.2 0.2 49.4 — 132.8 Cash and cash equivalents, end of period $ 77.9 $ — $ 86.4 $ — $ 164.3 Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ (149.5 ) $ 1,047.1 $ 35.3 $ (426.9 ) $ 506.0 Cash flows from investing activities: Additions to property, plant, and equipment (4.2 ) (137.4 ) (18.1 ) — (159.7 ) Additions to intangible assets (25.5 ) (0.5 ) (0.1 ) — (26.1 ) Intercompany transfer 403.4 (402.0 ) (38.7 ) 37.3 — Proceeds from sale of fixed assets — 8.3 0.1 — 8.4 Purchase of investments — — (1.2 ) — (1.2 ) Proceeds from sale of business unit — 18.5 0.3 — 18.8 Net cash (used in) provided by investing activities 373.7 (513.1 ) (57.7 ) 37.3 (159.8 ) Cash flows from financing activities: Net borrowing (repayment) of debt (252.2 ) (2.5 ) (0.1 ) — (254.8 ) Intercompany transfer 134.7 (531.5 ) 7.2 389.6 — Repurchases of common stock (28.7 ) — — — (28.7 ) Receipts related to stock-based award activities 12.1 — — — 12.1 Payments related to stock-based award activities (6.9 ) — — — (6.9 ) Net cash provided by (used in) financing activities (141.0 ) (534.0 ) 7.1 389.6 (278.3 ) Effect of exchange rate changes on cash and cash equivalents — — 2.8 — 2.8 (Decrease) increase in cash and cash equivalents 83.2 — (12.5 ) — 70.7 Cash and cash equivalents, beginning of period — 0.2 61.9 — 62.1 Cash and cash equivalents, end of period $ 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ (201.2 ) $ 609.4 $ 13.7 $ 56.7 $ 478.6 Cash flows from investing activities: Additions to property, plant, and equipment (7.0 ) (151.4 ) (16.8 ) — (175.2 ) Additions to intangible assets (9.7 ) (2.1 ) — — (11.8 ) Intercompany transfer 420.1 (117.8 ) — (302.3 ) — Acquisitions, less cash acquired (2,687.7 ) 0.3 43.0 — (2,644.4 ) Proceeds from sale of fixed assets — 1.7 — — 1.7 Other — (0.6 ) (1.0 ) — (1.6 ) Net cash (used in) provided by investing activities (2,284.3 ) (269.9 ) 25.2 (302.3 ) (2,831.3 ) Cash flows from financing activities: Net borrowing (repayment) of debt 1,580.3 (3.2 ) (0.1 ) — 1,577.0 Payment of deferred financing costs (34.3 ) — — — (34.3 ) Intercompany transfer 94.1 (336.1 ) (3.6 ) 245.6 — Net proceeds from issuance of common stock 835.1 — — — 835.1 Receipts related to stock-based award activities 8.7 — — — 8.7 Payments related to stock-based award activities (8.8 ) — — — (8.8 ) Net cash provided by (used in) financing activities 2,475.1 (339.3 ) (3.7 ) 245.6 2,377.7 Effect of exchange rate changes on cash and cash equivalents — — 2.2 — 2.2 (Decrease) increase in cash and cash equivalents (10.4 ) 0.2 37.4 — 27.2 Cash and cash equivalents, beginning of period 10.4 — 24.5 — 34.9 Cash and cash equivalents, end of period $ — $ 0.2 $ 61.9 $ — $ 62.1 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. SUBSEQUENT EVENTS On January 23, 2019, the Company announced the planned closure of its St. Louis, Missouri office on June 28, 2019. The decision to close the St. Louis office is part of the Company's restructuring programs. Costs associated with the office closure are expected to be approximately $7.8 million , most of which are anticipated to be in cash, and are expected to be incurred primarily over the three quarters ending June 30, 2019. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Allowance for Doubtful Accounts Balance Beginning of Year Change to Allowance Acquisitions Write-Offs of Uncollectible Accounts Recoveries Balance End of Year (in millions) 2016 $ 0.6 $ 0.1 $ 0.6 $ (0.4 ) $ — $ 0.9 2017 0.9 (0.1 ) — (0.2 ) — 0.6 2018 0.6 0.7 — (0.3 ) — 1.0 LIFO Reserve Balance Beginning of Year Additions Reductions Balance End of Year (In millions) 2016 $ (21.4 ) $ (1.9 ) $ — $ (23.3 ) 2017 (23.3 ) (4.9 ) — (28.2 ) 2018 (28.2 ) — 4.0 (24.2 ) Deferred Tax Valuation Allowance Balance Additions Reductions Balance End (In millions) 2016 $ (0.9 ) $ (8.0 ) $ — $ (8.9 ) 2017 (8.9 ) (6.0 ) — (14.9 ) 2018 (14.9 ) (1.6 ) 1.4 (15.1 ) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — The Consolidated Financial Statements include the accounts of TreeHouse Foods, Inc. and its 100% owned direct and indirect subsidiaries (the “Company,” “TreeHouse,” “we,” “us,” or “our”). All intercompany balances and transactions are eliminated in consolidation. In the first quarter of 2017, the Company completed changes in its organizational structure that resulted in a change in how the Company manages its business and allocates resources. As a result, the Company revised its reportable segments to reflect how management currently reviews financial information and allocates resources. See Note 21 for additional details. All prior period amounts have been recast to reflect the change in reportable segments. On February 1, 2016, the Company acquired all of the outstanding common stock of Ralcorp Holdings, Inc., the Missouri corporation through which the private brands business of ConAgra Foods, Inc. (“Private Brands Business”) was operated. Ralcorp Holdings, Inc. was renamed TreeHouse Private Brands, Inc. during the first quarter of 2016. The results of operations of the Private Brands Business are included in our financial statements from the date of acquisition and are included in the Baked Goods, Condiments, Meals, and Snacks segments, as applicable. The Private Brands Business was on a 4-4-5 fiscal calendar during the first three quarters of 2016, which resulted in differences between the fiscal quarter ends of the Private Brands Business and the Company. In the fourth quarter of 2016, the Company changed the fiscal year end of the Private Brands Business to December 31. This change in reporting period for the Private Brands Business represents a change in accounting principle that is preferable as it provides more timely and relevant financial information to the users of its financial statements and eliminates the previously existing difference in reporting periods. The Company determined that it was impracticable to retrospectively apply this change to the first three quarters of 2016 as the data to determine the cumulative effect of the change was not available and cannot be prepared. Therefore, the Company reported the change in accounting principle prospectively in net income for the three months ended December 31, 2016 and did not retrospectively apply the effects of this change in prior periods, the cumulative effect of which the Company believes would be immaterial in all periods. |
Use of Estimates | Use of Estimates — The preparation of our Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to use judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates. |
Cash Equivalents | Cash Equivalents — We consider temporary cash investments with an original maturity of three months or less to be cash equivalents. As of December 31, 2018 and 2017 , $86.4 million and $49.4 million , respectively, represents cash and equivalents held in foreign jurisdictions, in local currencies, that are convertible into other currencies. |
Inventories | Inventories — Inventories are stated at the lower of cost or net realizable value. Pickle inventories are valued using the LIFO method, while all of our other inventories are valued using the FIFO method. The costs of finished goods inventories include raw materials, labor, and overhead costs. |
Property, plant, and equipment | Property, Plant, and Equipment — Property, plant, and equipment are stated at acquisition cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets as follows: Asset Useful Life Buildings and improvements 12-40 years Machinery and equipment 3-15 years Office furniture and equipment 3-12 years We perform impairment tests when circumstances indicate that the carrying value of an asset may not be recoverable. Capitalized leases are amortized over the shorter of their lease term or their estimated useful lives, and amortization expense is included in depreciation expense. Expenditures for repairs and maintenance, which do not improve or extend the life of the assets, are expensed as incurred. |
Intangible and Other Assets | Intangible and Other Assets — Identifiable intangible assets with finite lives are amortized over their estimated useful lives as follows: Asset Useful Life Customer relationships 5 to 20 years Trademarks 10 to 20 years Non-competition agreements Based on the terms of the agreements Deferred financing costs associated with line-of-credit arrangements Based on the terms of the agreements Formulas/recipes 5 to 7 years Computer software 2 to 7 years All amortization expense related to intangible assets is recorded in Amortization expense in the Consolidated Statements of Operations. Indefinite lived trademarks are evaluated for impairment annually in the fourth quarter or more frequently, if events or changes in circumstances indicate that the asset might be impaired. Impairment is indicated when their book value exceeds fair value. If the fair value of an evaluated asset is less than its book value, the asset is written down to fair value, which is generally based on its discounted future cash flows. Amortizable intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of the undiscounted cash flows indicates impairment, the asset is written down to its estimated fair value, which is generally based on discounted future cash flows. Goodwill is evaluated annually in the fourth quarter or more frequently, if events or changes in circumstances require an interim assessment. We assess goodwill for impairment (as of December 31) at the reporting unit level using income and market approaches, employing significant assumptions regarding growth, discount rates, and profitability at each reporting unit. Our estimates under the income approach are determined based on a discounted cash flow model. The market approach uses a market multiple methodology employing earnings before interest, taxes, depreciation, and amortization (“EBITDA”) and applies a range of multiples to those amounts in determining the indicated fair value. In determining the multiples used in this approach, we obtain the multiples for selected peer companies using the most recent publicly available information. In determining the indicated fair value of each reporting unit, the Company concludes based on the income approach, and uses the market approach to corroborate, as the Company believes the income approach is the most reliable indicator of the fair value of the reporting units. The resulting value is then compared to the carrying value of each reporting unit to determine if impairment is necessary. |
Stock-Based Compensation | Stock-Based Compensation — We measure compensation expense for our equity awards at their grant date fair value. The resulting expense is recognized over the relevant service period. |
Accounts Receivable | Accounts Receivable — We provide credit terms to customers in-line with industry standards, perform ongoing credit evaluations of our customers, and maintain allowances for potential credit losses based on historical experience. Customer balances are written off after all collection efforts are exhausted. Estimated product returns, which have not been material, are deducted from sales at the time of shipment. |
Employee-Related Benefits | Employment-Related Benefits — We provide a range of benefits to our employees, including pension and postretirement benefits to our eligible employees and retirees. We record annual amounts relating to these plans based on calculations specified by GAAP, which include various actuarial assumptions, such as discount rates, assumed investment rates of return, compensation increases, employee turnover rates, and health care cost trend rates. We review our actuarial assumptions on an annual basis and make modifications to the assumptions based on current rates and trends when appropriate. Workers' Compensation — The measurement of the liability for our cost of providing these benefits is largely based upon loss development factors that contemplate a number of variables, including claims history and expected trends. These loss development factors are based on industry factors and, along with the estimated liabilities, are developed by us in consultation with external insurance brokers and actuaries. Changes in loss development factors, claims history, and cost trends could result in substantially different results in the future. |
Income Taxes | Income Taxes — The provision for income taxes includes federal, foreign, state, and local income taxes currently payable, and those deferred because of temporary differences between the financial statement and tax bases of assets and liabilities. Deferred tax assets or liabilities are computed based on the difference between the financial statement and income tax bases of assets and liabilities using enacted tax rates. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Deferred income tax expenses or credits are based on the changes in the asset or liability from period to period. We account for uncertain tax positions using a “more-likely-than-not” threshold. A tax benefit from an uncertain tax position is recognized if it is more-likely-than-not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position, or the statute of limitations concerning such issues lapses. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions — The functional currency of the Company’s foreign operations is the applicable local currency. The functional currency is translated into U.S. dollars for balance sheet accounts using currency exchange rates in effect as of the balance sheet date, and for revenue and expense accounts using a weighted-average exchange rate during the fiscal year. The translation adjustments are deferred as a separate component of Stockholders’ equity in Accumulated other comprehensive loss. Gains or losses resulting from transactions denominated in foreign currencies and intercompany debt that is not of a long-term investment nature are included in Loss (gain) on foreign currency exchange in the Consolidated Statements of Operations. |
Facility Closing and Reorganization Costs | Restructuring Expenses — Restructuring charges principally consist of severance and other employee separation costs, contract termination costs, accelerated depreciation, and certain long-lived asset impairments. The Company recognizes restructuring obligations and liabilities for exit and disposal activities at fair value in the period the liability is incurred. One-time employee termination benefits for employee severance costs are expensed evenly starting at the communication date over the period during which the employee is required to render service to receive the severance. Ongoing benefit arrangements for employee severance costs are expensed when they become probable and reasonably estimable. Depreciation expense related to assets that will be disposed of or idled as a part of the restructuring activity is accelerated through the expected date of the asset shut down. Restructuring charges are incurred as a component of Operating income (loss) . |
Research and Development Costs | Research and Development Costs — We record research and development charges to expense as they are incurred and report them in General and administrative expense in our Consolidated Statements of Operations. |
Advertising Costs | Advertising Costs —Advertising costs are expensed as incurred and reported in Selling and distribution expense of our Consolidated Statements of Operations. |
Recently Issued Accounting Policies | Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Topic 606, which introduced a new framework to be used when recognizing revenue to reduce complexity and increase comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. Topic 606 supersedes the revenue recognition requirements under Topic 605 “Revenue Recognition”. On January 1, 2018, we adopted Topic 606 using the modified retrospective method and elected to apply guidance retrospectively to all contracts that were not completed as of January 1, 2018. Under the modified retrospective method, periods beginning January 1, 2018 are presented under Topic 606 while prior periods continue to be presented under Topic 605. We have determined that the cumulative effect on net income and the opening balance sheet caused by adopting Topic 606 effective January 1, 2018 is immaterial. See Note 4 for additional information on revenue recognition. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows , to provide cash flow statement classification guidance for certain cash receipts and payments including (a) debt prepayment or extinguishment costs; (b) contingent consideration payments made after a business combination; (c) insurance settlement proceeds; (d) distributions from equity method investees; (e) beneficial interests in securitization transactions and (f) application of the predominance principle for cash receipts and payments with aspects of more than one class of cash flows. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The amendments in this ASU should be applied retrospectively. The Company adopted this ASU on January 1, 2018. The adoption of this ASU did not result in any changes to our financial statements as we were already compliant with the changes. In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which revises how employers that sponsor defined benefit pension and other postretirement plans present net periodic benefit cost. The ASU requires an employer to present the service cost component in the same income statement line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside of any subtotal of operating income. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The standard requires adoption on a retrospective basis for the presentation of net benefit cost components. The Company adopted this standard as of January 1, 2018. Upon adoption, the Company recorded the service cost component of net benefit cost in Cost of sales and the other components of net benefit cost in Other expense (income), net of the Consolidated Statements of Operations. The Company reclassified a total of $1.6 million of net benefit from operating income ( $3.6 million of income from Cost of sales and $2.0 million of expense from General and administrative ) to Other expense (income), net of the Consolidated Statements of Operations for the year ended December 31, 2017. The Company reclassified $1.3 million of net benefit cost from operating income ( $0.7 million of expense from Cost of sales and $0.6 million of expense from General and administrative) to Other expense (income), net of the Consolidated Statements of Operations for the year ended December 31, 2016. In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory , to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. This ASU requires an entity to recognize the consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This ASU was issued as part of a simplification initiative. The ASU is effective on a modified retrospective basis for fiscal years, and interim periods within those years, beginning after September 15, 2017. The Company adopted the ASU on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings during the first quarter of 2018, the impact of which was not significant. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated AOCI , which allows an entity to elect to reclassify the deferred tax effects, including any related valuation allowance, resulting from the application of the Tax Act from AOCI to retained earnings. The amendment in this ASU essentially eliminates the stranded deferred tax effects in AOCI resulting from the enactment of the Tax Act. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the federal income tax rate in the Tax Act is recognized. The Company adopted this ASU in the first quarter of 2018 and elected to reclassify the deferred tax effects due to the decrease in the U.S. Federal statutory tax rate, primarily associated with its pension and postretirement activity, from AOCI to retained earnings. The impact of adopting this ASU is outlined in Note 16 . In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019 with early adoption permitted. The Company early adopted the ASU on a prospective basis during the third quarter of 2018 with no impact to the financial statements or related disclosures. In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans , which modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement benefit plans. The guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures, and adds disclosure requirements identified as relevant. The ASU is effective for fiscal years ending after December 15, 2021 with early adoption permitted. The Company early adopted this ASU during the fourth quarter of 2018. See Note 17 for additional information. Not yet adopted In February 2016, the FASB issued ASU No. 2016-02, Leases , to increase transparency and comparability by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The main difference between existing GAAP and this ASU is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under existing GAAP. The standard requires that entities apply the effects of these changes using a modified retrospective approach, which includes a number of optional practical expedients. In July 2018, the FASB issued ASU No. 2018-11, Leases (842), Targeted Improvements, which provides an additional transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to apply ASU No. 2016-02 on the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company elected this transition approach and recognized the cumulative impact of adoption in the opening balance of retained earnings as of January 1, 2019. The Company adopted the standards in the first quarter of 2019. The Company elected the package of practical expedients permitted by the transition guidance and made an accounting policy election to keep short-term leases with an initial term of 12 months or less off its Consolidated Balance Sheets. As a result of adoption, the Company expects to recognize a lease liability and related right-of-use asset of approximately $175 million . The adoption of these ASU’s will not have an impact on the Company’s Consolidated Statements of Operations or Cash Flows. During the first quarter of 2019, the Company has substantially completed the implementation of a lease accounting system to enable the preparation of financial information and has implemented relevant accounting policies and internal controls surrounding the lease accounting process. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities , which simplifies hedge accounting by better aligning an entity’s financial reporting for hedging relationships with its risk management activities. The ASU also simplifies the application of the hedge accounting guidance. The new guidance is effective on January 1, 2019, with early adoption permitted. For cash flow hedges existing at the adoption date, the standard requires adoption on a modified retrospective basis with a cumulative-effect adjustment to the Consolidated Balance Sheet as of the beginning of the year of adoption. The amendments to presentation guidance and disclosure requirements are required to be adopted prospectively. The Company will adopt this ASU as of the first quarter of 2019 and does not expect a material impact upon adoption. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Assets | Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets as follows: Asset Useful Life Buildings and improvements 12-40 years Machinery and equipment 3-15 years Office furniture and equipment 3-12 years |
Estimated Useful Lives of Intangible Assets | Identifiable intangible assets with finite lives are amortized over their estimated useful lives as follows: Asset Useful Life Customer relationships 5 to 20 years Trademarks 10 to 20 years Non-competition agreements Based on the terms of the agreements Deferred financing costs associated with line-of-credit arrangements Based on the terms of the agreements Formulas/recipes 5 to 7 years Computer software 2 to 7 years |
Restructuring Programs (Tables)
Restructuring Programs (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by line item for the Restructuring Programs: Year Ended December 31, 2018 2017 2016 (In millions) Cost of sales $ 25.7 $ 46.3 $ 7.9 General and administrative 4.3 — — Other operating expense, net 156.0 41.4 13.1 Total $ 186.0 $ 87.7 $ 21.0 |
Schedule of Facility Closures | The key information regarding the Company’s announced facility closures is outlined in the table below. Facility Location Date of Closure Announcement Full Facility Closure Primary Products Produced Primary Segment(s) Affected Total Costs to Close Total Cash Costs to Close (In millions) City of Industry, California November 18, 2015 Completed in Q3 2016 Liquid non-dairy creamer and refrigerated salad dressings Beverages, Condiments $ 6.8 $ 3.6 Ayer, Massachusetts April 5, 2016 Completed in Q3 2017 Mayonnaise Condiments 5.6 4.0 Azusa, California May 24, 2016 Completed in Q3 2017 Bars and fruit snacks Snacks 21.8 17.1 Ripon, Wisconsin May 24, 2016 Completed in Q4 2016 Sugar wafer cookies Baked Goods 0.8 1.0 Delta, British Columbia November 3, 2016 Completed in Q1 2018 Frozen griddle products Baked Goods 3.7 2.7 Battle Creek, Michigan November 3, 2016 Mid-2019 (1) Ready-to-eat cereal Meals 10.4 2.2 $ 49.1 $ 30.6 |
Reconciliation of Liabilities | The table below presents the exit cost liability activity as of December 31, 2018 : Severance Multiemployer Pension Plan Withdrawal Other Costs Total Liabilities (In millions) Balance as of December 31, 2017 $ 6.1 $ 0.8 $ 2.7 $ 9.6 Expenses recognized 35.2 — 3 38.2 Cash payments (22.0 ) (0.8 ) (3.1 ) (25.9 ) Balance as of December 31, 2018 $ 19.3 $ — $ 2.6 $ 21.9 |
TreeHouse 2020 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Aggregate Expenses Incurred Associated with Facility Closure | Year Ended December 31, Cumulative Costs To Date Total Expected Costs 2018 2017 (In millions) Asset-related $ 17.5 $ 38.3 $ 55.8 $ 63.0 Employee-related 40.8 9.1 49.9 77.0 Other costs 78.4 10.3 88.7 200.0 Total $ 136.7 $ 57.7 $ 194.4 $ 340.0 |
Schedule of Facility Closures | Facility Location Date of Closure Announcement Full Facility Closure Primary Products Produced Primary Segment(s) Affected Total Costs to Close Total Cash Costs to Close (In millions) Dothan, Alabama August 3, 2017 Partial closure completed in Q3 2018 Trail mix and snack nuts Snacks $ 11.8 $ 6.1 Brooklyn Park, Minnesota August 3, 2017 Completed in Q4 2017 Dry dinners Meals 16.1 9.6 Plymouth, Indiana August 3, 2017 Completed in Q4 2017 Pickles Condiments 9.3 3.8 Battle Creek, Michigan January 31, 2018 Mid-2019 Ready-to-eat cereal Meals 18.2 11.8 Visalia, California February 15, 2018 Q1 2019 Pretzels Baked Goods 22.1 8.8 $ 77.5 $ 40.1 |
Restructuring Plans Other Than TreeHouse 2020 | |
Restructuring Cost and Reserve [Line Items] | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by type associated with the other restructuring and plant closing costs: Year Ended December 31, Cumulative Costs To Date Total Expected Costs 2018 2017 2016 (In millions) Asset-related $ 1.3 $ 6.9 $ 7.2 $ 18.4 $ 18.5 Employee-related — 3.1 6.2 10.4 11.3 Other closure costs 0.3 14.1 4.4 18.9 19.3 Total $ 1.6 $ 24.1 $ 17.8 $ 47.7 $ 49.1 |
Structure To Win Improvement Program | |
Restructuring Cost and Reserve [Line Items] | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by type associated with the Structure to Win program: Year Ended December 31, 2018 Cumulative Costs To Date Total Expected Costs (In millions) Asset-related $ 2.2 $ 2.2 $ 4.3 Employee-related 22.3 22.3 22.4 Other costs 20.6 20.6 22.8 Total $ 45.1 $ 45.1 $ 49.5 |
Restructuring And Margin Improvement Activities Categories | |
Restructuring Cost and Reserve [Line Items] | |
Aggregate Expenses Incurred Associated with Facility Closure | Year Ended December 31, 2018 2017 2016 (In millions) TreeHouse 2020 $ 136.7 $ 57.7 $ — Structure to Win 45.1 — — Other restructuring and plant closing costs 4.2 30.0 21.0 Total Restructuring Programs $ 186.0 $ 87.7 $ 21.0 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Disaggregation of Revenue Segment revenue disaggregated by product category groups are as follows: Year Ended December 31, 2018 2017 2016 (In millions) Retail bakery $ 685.5 $ 713.7 $ 663.2 Baked products 699.8 690.2 625.0 Total Baked Goods 1,385.3 1,403.9 1,288.2 Beverages 708.0 745.4 662.4 Beverage enhancers 300.4 328.0 310.7 Total Beverages 1,008.4 1,073.4 973.1 Dressings and sauces 958.2 979.0 940.7 Pickles 294.3 321.6 317.4 Total Condiments 1,252.5 1,300.6 1,258.1 Pasta and dry dinners 529.5 571.8 548.7 Cereals and other meals (1) 510.5 617.4 786.4 Total Meals 1,040.0 1,189.2 1,335.1 Snack nuts 762.8 910.2 803.5 Trail mix and bars 363.1 424.3 517.1 Total Snacks 1,125.9 1,334.5 1,320.6 Unallocated net sales (2) — 5.5 — Total net sales $ 5,812.1 $ 6,307.1 $ 6,175.1 (1) On May 22, 2017, the Company sold the soup and infant feeding business ("SIF"). Included within this category was $59.5 million of SIF related sales for the twelve months ended December 31, 2017. (2) Represents product recall reimbursements that were received during the twelve months ended December 31, 2017. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Purchase Price Allocation to Net Tangible and Intangible Assets Acquired and Liabilities Assumed | The purchase price was allocated to net tangible and intangible assets acquired and liabilities assumed as follows: (In millions) Cash $ 43.3 Receivables 162.7 Inventory 443.7 Property, plant, and equipment 809.6 Customer relationships 510.9 Trade names 33.0 Software 19.6 Formulas 23.2 Other assets 50.2 Goodwill 1,141.2 Assets acquired 3,237.4 Deferred taxes (152.8 ) Assumed current liabilities (246.6 ) Assumed long-term liabilities (150.3 ) Total purchase price $ 2,687.7 |
Business Acquisition, Pro Forma Information | The pro forma results may not necessarily reflect actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations. Year Ended December 31, 2016 (In millions, except per share data) Pro forma net sales $ 6,499.1 Pro forma net loss $ (206.9 ) Pro forma basic loss per common share $ (3.65 ) Pro forma diluted loss per common share $ (3.65 ) |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | December 31, 2018 2017 (In millions) Raw materials and supplies $ 390.8 $ 416.5 Finished goods 473.0 530.0 LIFO reserve (24.1 ) (28.2 ) Total inventories $ 839.7 $ 918.3 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | December 31, 2018 2017 (In millions) Land $ 70.6 $ 69.8 Buildings and improvements 461.4 454.6 Machinery and equipment 1,341.2 1,310.2 Construction in progress 119.2 93.8 Total 1,992.4 1,928.4 Less accumulated depreciation (718.0 ) (634.0 ) Property, plant, and equipment, net $ 1,274.4 $ 1,294.4 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill for the years ended December 31, 2018 and 2017 are as follows: Baked Goods Beverages Condiments Meals Snacks Total (In millions) Balance at January 1, 2017 $ 554.2 $ 713.2 $ 444.6 $ 470.6 $ 609.5 $ 2,792.1 Accumulated impairment — — (11.5 ) — (333.4 ) (344.9 ) Purchase price adjustments 1.4 — 0.2 1.1 0.3 3.0 Impairment losses — — — — (276.4 ) (276.4 ) Foreign currency translation — 3.5 4.7 — — 8.2 Balance at December 31, 2017 555.6 716.7 438.0 471.7 — 2,182.0 Divestiture — — — (10.6 ) — (10.6 ) Foreign currency translation — (4.2 ) (5.8 ) — — (10.0 ) Balance at December 31, 2018 $ 555.6 $ 712.5 $ 432.2 $ 461.1 $ — $ 2,161.4 |
Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives | The gross carrying amounts and accumulated amortization of intangible assets, with finite lives, as of December 31, 2018 and 2017 are as follows. December 31, 2018 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Impairment Losses Net Carrying Amount (In millions) Intangible assets with finite lives: Customer-related $ 954.3 $ (387.9 ) $ 566.4 $ 1,265.4 $ (361.4 ) $ (273.3 ) $ 630.7 Contractual agreements 3.0 (3.0 ) — 3.0 (3.0 ) — — Trademarks 59.1 (27.6 ) 31.5 69.6 (28.7 ) — 40.9 Formulas/recipes 33.7 (23.5 ) 10.2 33.8 (18.3 ) — 15.5 Computer software 155.3 (84.6 ) 70.7 137.8 (74.7 ) — 63.1 Total finite lived intangibles $ 1,205.4 $ (526.6 ) $ 678.8 $ 1,509.6 $ (486.1 ) $ (273.3 ) $ 750.2 |
Estimated Amortization Expense on Intangible Assets | Estimated amortization expense on intangible assets for the next five years is as follows: (In millions) 2019 $ 85.4 2020 83.2 2021 74.0 2022 70.1 2023 65.8 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accrued expenses consist of: December 31, 2018 December 31, 2017 Payroll and benefits $ 111.8 $ 59.9 Trade promotion liabilities (1) 45.7 — Interest 19.1 23.8 Taxes 9.9 7.4 Health insurance, workers' compensation, and other insurance costs 29.1 28.7 Marketing expenses 9.9 10.4 Other accrued liabilities 30.6 8.2 Total $ 256.1 $ 138.4 (1) The Trade promotion liabilities relate to a reclassification of certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities due to the adoption of Topic 606. See Note 4 for more information. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of (Loss) Income Before Income Taxes | The components of loss before income taxes are as follows: Year Ended December 31, 2018 2017 2016 (in millions) Domestic $ (99.7 ) $ (544.4 ) $ (190.6 ) Foreign 14.9 19.8 (4.8 ) Loss before income taxes $ (84.8 ) $ (524.6 ) $ (195.4 ) |
Components of Provision for Income Taxes | The following table presents the components of the 2018 , 2017 , and 2016 provision for income taxes: Year Ended December 31, 2018 2017 2016 (in millions) Current: Federal $ (20.0 ) $ (17.6 ) $ 33.7 State 5.0 (0.4 ) 4.5 Foreign 8.9 10.7 7.5 Total current (6.1 ) (7.3 ) 45.7 Deferred: Federal (5.2 ) (214.3 ) (5.0 ) State (7.9 ) (15.4 ) (0.2 ) Foreign (4.2 ) (1.4 ) (7.3 ) Total deferred (17.3 ) (231.1 ) (12.5 ) Total income tax expense $ (23.4 ) $ (238.4 ) $ 33.2 |
Reconciliation of Income Tax Expense Computed at U.S. Federal Statutory Tax Rate to Income Tax Expense | The following is a reconciliation of income tax expense computed at the U.S. federal statutory tax rate to the income tax expense reported in the Consolidated Statements of Operations: Year Ended December 31, 2018 2017 2016 (in millions) Tax at statutory rate $ (17.8 ) $ (183.7 ) $ (68.4 ) State income taxes (1.7 ) (10.3 ) 2.8 Tax benefit of cross-border intercompany financing structure (2.3 ) (3.9 ) (3.8 ) Domestic production activities deduction — (0.4 ) (5.1 ) Disallowed officers' compensation 6.3 0.5 0.6 Excess tax benefits related to stock-based compensation 1.0 (2.4 ) (3.9 ) Section 956 inclusion, Section 78 Gross-Up (0.2 ) 13.2 — Goodwill impairment — 91.8 112.0 Gain/loss on divestiture 2.2 — — Remeasurement of deferred tax assets/liabilities (1.0 ) (113.9 ) — Transition tax (0.4 ) 9.6 — Foreign tax credit (0.1 ) (29.7 ) — Other tax credits (1.3 ) (0.8 ) (0.7 ) Valuation allowance (1.1 ) 3.5 — Uncertain tax positions (9.1 ) (3.9 ) (2.7 ) Other, net 2.1 (8.0 ) 2.4 Total provision for income taxes $ (23.4 ) $ (238.4 ) $ 33.2 |
Tax Effects of Temporary Differences Giving Rise to Deferred Income Tax Assets and Liabilities | The tax effects of temporary differences giving rise to deferred income tax assets and liabilities were: December 31, 2018 2017 (In millions) Deferred tax assets: Pension and postretirement benefits $ 18.0 $ 19.9 Accrued liabilities 33.9 26.8 Stock compensation 12.0 13.3 Inventory reserves 3.7 9.4 Interest limitation carryover 13.3 — Loss and credit carryovers 45.0 62.2 Other 17.5 11.4 Total deferred tax assets 143.4 143.0 Valuation allowance (15.1 ) (14.9 ) Total deferred tax assets, net of valuation allowance 128.3 128.1 Deferred tax liabilities: Fixed assets and intangible assets (282.5 ) (306.5 ) Total deferred tax liabilities (282.5 ) (306.5 ) Net deferred income tax liability $ (154.2 ) $ (178.4 ) |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended December 31, 2018 2017 2016 (in millions) Unrecognized tax benefits beginning balance $ 26.4 $ 31.4 $ 19.5 Additions (reductions) based on tax positions related to the current year — 1.1 — Additions (reductions) based on tax positions of prior years (0.6 ) 0.4 1.8 Additions resulting from acquisitions — — 14.4 Reductions due to statute lapses (8.3 ) (4.6 ) (4.2 ) Reductions related to settlements with taxing authorities — (2.0 ) — Foreign currency translation (0.2 ) 0.1 (0.1 ) Unrecognized tax benefits ending balance $ 17.3 $ 26.4 $ 31.4 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | December 31, 2018 2017 (In millions) Term Loan A $ 488.8 $ 498.8 Term Loan A-1 851.2 897.8 2022 Notes 375.9 400.0 2024 Notes 602.9 775.0 Other debt 2.5 3.1 Total outstanding debt 2,321.3 2,574.6 Deferred financing costs (22.7 ) (28.8 ) Less current portion (1.2 ) (10.1 ) Total long-term debt $ 2,297.4 $ 2,535.7 |
Scheduled Maturities of Outstanding Debt, Excluding Deferred Financing Costs | The scheduled maturities of outstanding debt, excluding deferred financing costs, at December 31, 2018 are as follows (in millions): 2019 $ 1.2 2020 14.4 2021 14.3 2022 390.1 2023 829.3 Thereafter 1,072.0 Total outstanding debt $ 2,321.3 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share | The following table summarizes the effect of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings per share: Year Ended December 31, 2018 2017 2016 (In millions, except per share data) Net loss $ (61.4 ) $ (286.2 ) $ (228.6 ) Weighted average common shares outstanding 56.0 57.1 55.7 Assumed exercise/vesting of equity awards (1) — — — Weighted average diluted common shares outstanding 56.0 57.1 55.7 Net loss per basic share $ (1.10 ) $ (5.01 ) $ (4.10 ) Net loss per diluted share $ (1.10 ) $ (5.01 ) $ (4.10 ) (1) Incremental shares from equity awards are computed by the treasury stock method. For the years ended December 31, 2018 , 2017 , and 2016, weighted average common shares outstanding is the same for the computations of basic and diluted shares because the Company had a net loss for the period. Equity awards, excluded from our computation of diluted earnings per share because they were anti-dilutive, were 1.7 million , 1.6 million , and 1.2 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity during 2018 : Employee Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (yrs.) Aggregate Intrinsic Value (In thousands) (In millions) Outstanding, at January 1, 2018 2,099 $ 71.46 6.1 $ 5.9 Granted — — Forfeited (130 ) 87.99 Exercised (196 ) 24.06 Expired (53 ) 83.32 Outstanding, at December 31, 2018 1,720 75.24 4.8 1.1 Vested/expected to vest, at December 31, 2018 1,694 75.10 4.7 1.1 Exercisable, at December 31, 2018 1,511 73.60 4.4 1.1 |
Highlight of Stock Options Activity | Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 5.5 $ 8.8 $ 7.2 Intrinsic value of stock options exercised 3.8 12.1 6.9 Tax benefit recognized from stock option exercises 0.7 4.6 2.5 |
Assumptions Used to Calculate Value of Option Awards Granted | The assumptions used to calculate the value of the stock option awards granted in 2017 and 2016 are presented as follows (no stock options were granted in 2018): 2017 2016 Weighted average expected volatility 26.74 % 25.15 % Weighted average risk-free interest rate 2.07 % 1.19 % Expected dividends — % — % Expected term 6.0 years 6.0 years |
Summary of Restricted Stock Unit Activity | The following table summarizes the restricted stock unit activity during the year ended December 31, 2018 : Employee Restricted Stock Units Weighted Average Grant Date Fair Value Director Restricted Stock Units Weighted Average Grant Date Fair Value (In thousands) (In thousands) Outstanding, at January 1, 2018 547 $ 85.41 117 $ 60.21 Granted 658 38.72 38 39.01 Vested (323 ) 74.11 (25 ) 61.20 Forfeited (197 ) 63.22 (1 ) 84.66 Outstanding, at December 31, 2018 685 52.20 129 53.75 |
Highlights of Restricted Stock Unit Activity | Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 20.3 $ 22.0 $ 17.3 Fair value of vested restricted stock units 16.6 14.0 16.3 Tax benefit recognized from vested restricted stock units 2.5 5.1 5.7 |
Summary of Performance Unit Activity | The following table summarizes the performance unit activity during the year ended December 31, 2018 : Performance Units Weighted Average Grant Date Fair Value (In thousands) Unvested, at January 1, 2018 264 $ 86.13 Granted 141 38.27 Vested (149 ) 61.84 Forfeited (80 ) 79.52 Unvested, at December 31, 2018 176 71.49 |
Highlight of Performance Unit Activity | Year Ended December 31, 2018 2017 2016 (In millions) Compensation expense $ 6.6 $ (0.8 ) $ 5.4 Fair value of vested performance units 7.6 7.8 8.0 Tax benefit recognized from performance units vested 0.1 2.5 4.1 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment | Accumulated other comprehensive loss consists of the following components, all of which are net of tax: Foreign Currency Translation (1) Unrecognized Pension and Postretirement Benefits (2) Accumulated Other Comprehensive Loss (In millions) Balance at January 1, 2016 $ (100.5 ) $ (12.9 ) $ (113.4 ) Other comprehensive income 11.1 — 11.1 Reclassifications from accumulated other comprehensive loss (3) — 1.0 1.0 Other comprehensive income 11.1 1.0 12.1 Balance at December 31, 2016 (89.4 ) (11.9 ) (101.3 ) Other comprehensive income 32.2 1.5 33.7 Reclassifications from accumulated other comprehensive loss (3) — 6.1 6.1 Other comprehensive income 32.2 7.6 39.8 Balance at December 31, 2017 (57.2 ) (4.3 ) (61.5 ) Other comprehensive loss (34.5 ) (0.5 ) (35.0 ) Reclassifications from accumulated other comprehensive loss (3) — 0.5 0.5 Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 — (1.1 ) (1.1 ) Other comprehensive loss (34.5 ) (1.1 ) (35.6 ) Balance at December 31, 2018 $ (91.7 ) $ (5.4 ) $ (97.1 ) (1) The tax impact of the foreign currency translation adjustment was insignificant for the year ended December 31, 2018. There was no tax impact for the years ended December 31, 2017 or 2016. (2) The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million , $4.7 million , and $0.7 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. (3) Refer to Note 17 for additional information regarding these reclassifications. |
Employee Pension and Postreti_2
Employee Pension and Postretirement Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Multiemployer Pension Plans | Pension Protection Act Zone Status TreeHouse Foods Expiration Date EIN Plan Plan Year Ended December 31, FIP Implemented Contributions (in millions) Surcharge Imposed Of Collective Bargaining Plan Name Number Number 2017 2016 (yes or no) 2018 2017 2016 (yes or no) Agreement(s) Bakery and Confectionery Union and Industry 12/4/2020 International Pension Fund 52-6118572 1 Red Red Yes $ 1.4 $ 1.7 $ 1.4 Yes 7/25/2020 Central States Southeast and Southwest Areas Pension Fund 36-6044243 1 Red Red Yes 0.8 0.7 0.7 No 12/27/2019 Retail, Wholesale and Department Store International Union and Industry Pension Fund 63-708442 1 Red Red Yes 0.6 0.5 0.5 Yes 6/15/2019 Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan 36-6067654 1 Green Green No 0.5 0.4 0.4 No 4/30/2021 Western Conference of Teamsters Pension Fund 91-6145047 1 Green Green No 0.8 (1.0 ) 0.2 No (1 ) (1) As described above, the Company closed the City of Industry, California facility during 2016. As a result, there is no collective bargaining agreement related to this plan. |
Multiemployer Plans Providing More Than Five Percent of Total Contributions For Following Plan and Plan Years | The Company was listed in the following plan’s Form 5500 as providing more than 5.0% of the total contributions for the following plan and plan years: Years Contribution to Plan Exceeded 5% of Total Contributions Plan Name: (as of December 31 of the Plan's Year-End) Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan 2018, 2017, and 2016 |
Fair Value of Pension Plan Assets, by Asset Category | The fair value of the Company’s pension plan assets at December 31, 2018 and 2017 was as follows: December 31, 2018 2017 (in millions) Equity funds (a) $ 90.6 $ 168.8 Fixed income funds (b) 143.6 108.7 Alternative funds (c) 16.1 — Cash and equivalents (d) 1.7 1.2 $ 252.0 $ 278.7 (a) This investment class includes domestic and international equity funds that includes both large and small/mid cap funds that track the S&P index as well as other equity indices. The Company elected the NAV practical expedient to value these funds. (b) This investment class includes U.S. Treasury index funds as well as bond funds representative of the United States bond and debt markets with varying benchmark indices. The Company elected the NAV practical expedient to value these funds. (c) This investment class primarily includes private equity funds. The valuation is based on NAV as reported by the asset manager or investment company and adjusted for cash flows, if necessary. In making such an assessment, a variety of factors are reviewed by management, including but not limited to the timeliness of NAV as reported by the asset manager and changes in general economic and market conditions subsequent to the last NAV reported by the asset manager. (d) Includes cash and cash equivalents such as short-term marketable securities. Cash and cash equivalents include money market funds, which are valued based on NAV. |
Summarized Information about Pension and Postretirement Benefit Plans | The following table summarizes information about our pension and postretirement benefit plans for the years ended December 31, 2018 and 2017: Pension Benefits Postretirement Benefits 2018 2017 2018 2017 (in millions) Change in benefit obligations: Benefit obligation, at beginning of year $ 325.2 $ 384.1 $ 33.8 $ 29.8 Service cost 1.9 3.6 — — Interest cost 11.9 14.7 1.2 1.2 Divestiture (1) — (37.9 ) — (1.9 ) Liability gain due to curtailment — (1.4 ) — — Actuarial (gains) losses (2) (19.8 ) 13.0 (5.1 ) 6.3 Benefits paid (19.2 ) (50.9 ) (1.8 ) (1.6 ) Benefit obligation, at end of year $ 300.0 $ 325.2 $ 28.1 $ 33.8 Change in plan assets: Fair value of plan assets, at beginning of year $ 278.8 $ 317.6 $ — $ — Actual (loss) gain on plan assets (10.0 ) 38.9 — — Company contributions 2.4 2.3 1.8 1.6 Divestiture (1) — (29.1 ) — — Benefits paid (19.2 ) (50.9 ) (1.8 ) (1.6 ) Fair value of plan assets, at end of year $ 252.0 $ 278.8 $ — $ — Funded status of the plan $ (48.0 ) $ (46.4 ) $ (28.1 ) $ (33.8 ) Amounts recognized in the Consolidated Balance Sheets: Current liability $ (0.7 ) $ (0.7 ) $ (1.8 ) $ (1.8 ) Non-current liability (47.3 ) (45.7 ) (26.3 ) (32.0 ) Net amount recognized $ (48.0 ) $ (46.4 ) $ (28.1 ) $ (33.8 ) Amounts recognized in Accumulated other comprehensive income (loss): Net actuarial loss (gain) $ 6.6 $ 1.3 $ (0.2 ) $ 5.0 Prior service cost 0.7 0.9 — — Total, before tax effect $ 7.3 $ 2.2 $ (0.2 ) $ 5.0 (1) The amounts recorded in 2017 relate to the divestiture of the Soup and Infant Feeding business. (2) The change in actuarial (gain) loss was primarily due to the increase in discount rates from 3.70% as of December 31, 2017 to 4.40% as of December 31, 2018. |
Accumulated Benefit Obligation and Weighted Average Assumptions Used | Pension Benefits 2018 2017 (in millions) Accumulated benefit obligation $ 296.7 $ 320.9 Weighted average assumptions used to determine the pension benefit obligations: Discount rate 4.40 % 3.70 % Rate of compensation increases 3.50%-4.00% 3.50%-4.00% |
Key Actuarial Assumptions Used to Determine Postretirement Benefit Obligations | The key actuarial assumptions used to determine the postretirement benefit obligations as of December 31, 2018 and 2017 are as follows: 2018 2017 Pre-65 Post-65 Pre-65 Post-65 Health care cost trend rates: Health care cost trend rate for next year 7.32 % 8.21 % 8.20 % 10.10 % Ultimate rate 4.50 % 4.50 % 4.50 % 4.50 % Discount rate 4.40 % 4.40 % 3.70 % 3.70 % Year ultimate rate achieved 2026 2026 2026 2026 |
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans | The following table summarizes the net periodic cost of our pension and postretirement benefit plans for the years ended December 31, 2018 , 2017, and 2016: Pension Benefits Postretirement Benefits 2018 2017 2016 2018 2017 2016 (in millions) (in millions) Components of net periodic costs: Service cost $ 1.9 $ 3.6 $ 4.3 $ — $ — $ 0.1 Interest cost 11.9 14.7 15.1 1.2 1.2 1.2 Expected return on plan assets (15.6 ) (17.4 ) (16.5 ) — — — Amortization of unrecognized prior service cost 0.2 0.2 0.2 — — (0.1 ) Amortization of unrecognized net loss 0.5 0.9 1.4 — — — Settlement expense — 0.2 — — — — Curtailment income — (1.4 ) — — — — Net periodic (benefit) cost $ (1.1 ) $ 0.8 $ 4.5 $ 1.2 $ 1.2 $ 1.2 |
Weighted Average Assumptions Used | Pension Benefits Postretirement Benefits 2018 2017 2016 2018 2017 2016 Weighted average assumptions used to determine the periodic benefit costs: Discount rate 3.70 % 4.25 % 4.50 % 3.70 % 4.25 % 4.50 % Rate of compensation increases 3.50%-4.00% 3.50%-4.00% 3.00%-4.00% — — — Expected return on plan assets 5.80 % 6.00 % 6.00 % — — — |
Estimated Future Pension and Postretirement Benefit Payments | Estimated future pension and postretirement benefit payments from the plans are as follows: Pension Benefit Postretirement Benefit (in millions) 2019 $ 19.4 $ 1.8 2020 19.0 1.8 2021 19.3 1.9 2022 19.9 1.9 2023 20.0 2.0 2024-28 99.3 9.9 |
Other Operating Expense, Net (T
Other Operating Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Other Operating Expense, Net | The Company incurred other operating expense for the years ended December 31, 2018 , 2017 , and 2016 , which consisted of the following: Year Ended December 31, 2018 2017 2016 (in millions) Restructuring programs (1) $ 156.0 $ 41.4 $ 13.5 (Gain) loss on divestitures (2) (14.3 ) 86.0 — Other 1.0 1.3 1.2 Total other operating expense, net $ 142.7 $ 128.7 $ 14.7 (1) See Note 3 for additional information. (2) On July 16, 2018, the Company completed the divestiture of its McCann's business. The McCann's business produced steel cut Irish oatmeal and was previously reported within the Meals segment. On May 22, 2017, the Company completed the divestiture of its SIF business. The SIF business produced private label condensed and ready-to-serve soup, baby food, and gravies for the Meals segment. Neither of these divestitures met the criteria to be presented as discontinued operations. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Composition of Capital Leases Reflected As Property, Plant And Equipment in Consolidated Balance Sheets | The composition of capital leases, which are reflected as Property, plant, and equipment in the Consolidated Balance Sheets, is as follows: December 31, 2018 2017 (in millions) Machinery and equipment $ 5.1 $ 4.5 Less accumulated amortization (3.2 ) (2.0 ) Total $ 1.9 $ 2.5 |
Future Minimum Payments under Non-Cancelable Capital Leases | Future minimum payments at December 31, 2018 under non-cancelable capital leases and operating leases are summarized as follows: Capital Leases Operating Leases (in millions) 2019 $ 1.2 $ 41.4 2020 0.4 34.1 2021 0.3 30.1 2022 0.2 21.4 2023 0.1 14.5 Thereafter 0.3 59.0 Total minimum payments $ 2.5 $ 200.5 Less amount representing interest (0.1 ) Present value of capital lease obligations $ 2.4 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheet | The following table identifies the fair value of each derivative instrument: Fair Value December 31, 2018 2017 (In millions) Asset Derivatives Commodity contracts $ 0.6 $ 2.7 Foreign currency contracts 1.5 0.5 Interest rate swap agreements 10.1 11.9 $ 12.2 $ 15.1 Liability Derivatives Commodity contracts $ 1.8 $ 1.2 Interest rate swap agreements 19.0 — $ 20.8 $ 1.2 |
Gains and Losses on Derivative Contracts | We recorded the following gains and losses on our derivative contracts in the Consolidated Statements of Operations: Location of Gain (Loss) Year Ended December 31, Recognized in Net Income (Loss) 2018 2017 2016 (In millions) Mark-to-market unrealized (loss) gain: Commodity contracts Other expense (income), net $ (2.7 ) $ 1.0 $ 4.3 Foreign currency contracts Other expense (income), net 1.0 (0.2 ) (0.6 ) Interest rate swap agreements Other expense (income), net (20.8 ) 1.5 10.4 Total unrealized (loss) gain $ (22.5 ) $ 2.3 $ 14.1 Realized gain (loss): Commodity contracts Manufacturing related to Cost of sales and transportation related to Selling and distribution $ 3.7 $ 0.8 $ (0.5 ) Foreign currency contracts Cost of sales 1.6 (0.6 ) (1.8 ) Interest rate swap agreements Interest expense 5.5 1.1 — Total realized gain $ 10.8 $ 1.3 $ (2.3 ) Total (loss) gain $ (11.7 ) $ 3.6 $ 11.8 |
Segment and Geographic Inform_2
Segment and Geographic Information and Major Customers (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Financial Information Relating to Reportable Segments | Financial information relating to the Company’s reportable segments is as follows: Year Ended December 31, 2018 2017 2016 (In millions) Net sales to external customers: Baked Goods $ 1,385.3 $ 1,403.9 $ 1,288.2 Beverages 1,008.4 1,073.4 973.0 Condiments 1,252.5 1,300.6 1,258.1 Meals 1,040.0 1,189.2 1,335.2 Snacks 1,125.9 1,334.5 1,330.5 Unallocated — 5.5 (9.9 ) Total $ 5,812.1 — $ 6,307.1 — $ 6,175.1 Direct operating income: Baked Goods $ 149.8 $ 175.5 $ 162.4 Beverages 180.3 226.9 244.7 Condiments 148.5 136.5 154.1 Meals 125.9 137.3 137.1 Snacks 2.3 25.5 66.2 Total 606.8 — 701.7 — 764.5 Unallocated selling, general, and administrative expenses (278.7 ) (299.7 ) (349.9 ) Unallocated cost of sales (1) (31.2 ) (26.2 ) (24.7 ) Unallocated corporate expense and other (2) (229.0 ) (788.6 ) (485.4 ) Operating income (loss) 67.9 — (412.8 ) — (95.5 ) Other expense (152.7 ) (111.8 ) (99.9 ) Loss before income taxes $ (84.8 ) — $ (524.6 ) — $ (195.4 ) Depreciation: Baked Goods $ 56.0 $ 45.4 $ 49.0 Beverages 26.6 22.2 18.9 Condiments 22.7 21.6 24.9 Meals 31.4 32.6 55.1 Snacks 21.9 15.1 14.2 Corporate office (3) 13.3 36.6 16.3 Total $ 171.9 — $ 173.5 $ 178.4 (1) Includes charges related to restructurings and other costs managed at corporate. (2) Includes impairments of goodwill and other intangible assets. (3) Includes accelerated depreciation related to restructurings. |
Long-Lived Assets by Geographic Region | The geographic location of long-lived assets is as follows: December 31, 2018 2017 (in millions) Long-lived assets: United States $ 1,130.6 $ 1,137.9 Canada 125.9 136.8 Other 17.9 19.7 Total $ 1,274.4 $ 1,294.4 |
Quarterly Results of Operatio_2
Quarterly Results of Operations (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Quarterly Results of Operations | The following is a summary of our unaudited quarterly results of operations for 2018 and 2017 : Quarter First Second Third Fourth (in millions, except per share data) Fiscal 2018 Net sales $ 1,481.2 $ 1,455.8 $ 1,394.0 $ 1,481.1 Gross profit 231.9 235.8 227.5 260.2 (Loss) income before income taxes (43.9 ) (26.2 ) 0.2 (14.9 ) Net (loss) income (34.1 ) (20.1 ) 5.4 (12.6 ) Net (loss) income per common share: Basic (1) (0.60 ) (0.36 ) 0.10 (0.23 ) Diluted (1) (0.60 ) (0.36 ) 0.10 (0.23 ) Fiscal 2017 Net sales $ 1,536.2 $ 1,522.2 $ 1,548.8 $ 1,699.9 Gross profit 286.4 276.6 259.7 257.7 Income (loss) before income taxes 39.7 (56.0 ) 30.1 (538.4 ) Net income (loss) 28.2 (34.2 ) 28.8 (309.0 ) Net income (loss) per common share: Basic (1) 0.50 (0.60 ) 0.50 (5.40 ) Diluted (1) 0.49 (0.60 ) 0.50 (5.40 ) (1) Due to rounding and the fluctuations in shares, the sum of the four quarters may not be the same as the total for the year. |
GUARANTOR AND NON-GUARANTOR F_2
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Supplemental Consolidating Balance Sheet | Condensed Supplemental Consolidating Balance Sheet December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 77.9 $ — $ 86.4 $ — $ 164.3 Accounts receivable, net 1.0 314.1 36.2 — 351.3 Inventories — 746.7 93.0 — 839.7 Prepaid expenses and other current assets 80.9 60.4 16.8 (96.3 ) 61.8 Total current assets 159.8 1,121.2 232.4 (96.3 ) 1,417.1 Property, plant, and equipment, net 42.8 1,087.8 143.8 — 1,274.4 Goodwill — 2,046.7 114.7 — 2,161.4 Investment in subsidiaries 5,152.4 559.3 — (5,711.7 ) — Deferred income taxes 34.2 — — (34.2 ) — Intangible and other assets, net 86.6 577.0 82.8 — 746.4 Total assets $ 5,475.8 $ 5,392.0 $ 573.7 $ (5,842.2 ) $ 5,599.3 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 23.9 $ 508.3 $ 45.7 $ — $ 577.9 Accrued expenses 71.8 261.6 19.0 (96.3 ) 256.1 Current portion of long-term debt 0.6 0.5 0.1 — 1.2 Total current liabilities 96.3 770.4 64.8 (96.3 ) 835.2 Long-term debt 2,296.2 0.6 0.6 — 2,297.4 Deferred income taxes — 171.9 16.5 (34.2 ) 154.2 Other long-term liabilities 17.7 147.8 5.1 — 170.6 Intercompany accounts (receivable) payable, net 923.7 (851.1 ) (72.6 ) — — Stockholders’ equity 2,141.9 5,152.4 559.3 (5,711.7 ) 2,141.9 Total liabilities and stockholders’ equity $ 5,475.8 $ 5,392.0 $ 573.7 $ (5,842.2 ) $ 5,599.3 Condensed Supplemental Consolidating Balance Sheet December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Accounts receivable, net 0.2 297.1 32.5 — 329.8 Inventories — 803.1 115.2 — 918.3 Prepaid expenses and other current assets 69.8 32.0 34.1 (32.1 ) 103.8 Total current assets 153.2 1,132.4 231.2 (32.1 ) 1,484.7 Property, plant, and equipment, net 29.3 1,108.7 156.4 — 1,294.4 Goodwill — 2,057.3 124.7 — 2,182.0 Investment in subsidiaries 4,945.5 582.6 — (5,528.1 ) — Deferred income taxes 15.1 — — (15.1 ) — Intangible and other assets, net 62.5 652.1 103.6 — 818.2 Total assets $ 5,205.6 $ 5,533.1 $ 615.9 $ (5,575.3 ) $ 5,779.3 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable and accrued expenses $ 53.3 $ 513.8 $ 54.7 $ (32.1 ) $ 589.7 Current portion of long-term debt 9.0 1.1 — — 10.1 Total current liabilities 62.3 514.9 54.7 (32.1 ) 599.8 Long-term debt 2,533.8 1.4 0.5 — 2,535.7 Deferred income taxes — 167.3 26.2 (15.1 ) 178.4 Other long-term liabilities 17.6 178.5 6.0 — 202.1 Intercompany (receivable) payable, net 328.6 (274.5 ) (54.1 ) — — Stockholders’ equity 2,263.3 4,945.5 582.6 (5,528.1 ) 2,263.3 Total liabilities and stockholders’ equity $ 5,205.6 $ 5,533.1 $ 615.9 $ (5,575.3 ) $ 5,779.3 |
Condensed Supplemental Consolidating Statement of Operations | Condensed Supplemental Consolidating Statement of Operations Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,527.3 $ 690.9 $ (406.1 ) $ 5,812.1 Cost of sales — 4,648.6 614.2 (406.1 ) 4,856.7 Gross profit — 878.7 76.7 — 955.4 Selling, general, and administrative expense 145.6 477.9 34.9 — 658.4 Amortization expense 11.8 65.5 9.1 — 86.4 Other operating expense, net 112.1 26.9 3.7 — 142.7 Operating income (loss) (269.5 ) 308.4 29.0 — 67.9 Interest expense 111.6 — 3.0 — 114.6 Other expense (income), net 29.4 9.6 (0.9 ) — 38.1 Loss before income taxes (410.5 ) 298.8 26.9 — (84.8 ) Income tax (benefit) expense (99.0 ) 68.2 7.4 — (23.4 ) Equity in net income (loss) of subsidiaries 250.1 19.5 — (269.6 ) — Net loss $ (61.4 ) $ 250.1 $ 19.5 $ (269.6 ) $ (61.4 ) Condensed Supplemental Consolidating Statements of Operations Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,966.9 $ 695.3 $ (355.1 ) $ 6,307.1 Cost of sales — 4,979.3 602.5 (355.1 ) 5,226.7 Gross profit — 987.6 92.8 — 1,080.4 Selling, general, and administrative expense 114.4 546.8 39.5 — 700.7 Amortization expense 12.9 91.6 9.6 — 114.1 Impairment of goodwill and other intangible assets — 549.7 — — 549.7 Other operating expense, net 9.0 116.1 3.6 — 128.7 Operating income (loss) (136.3 ) (316.6 ) 40.1 — (412.8 ) Interest expense 128.3 0.3 6.4 (8.2 ) 126.8 Other expense (income), net (3.9 ) (271.5 ) (7.7 ) 268.1 (15.0 ) Loss before income taxes (260.7 ) (45.4 ) 41.4 (259.9 ) (524.6 ) Income tax (benefit) expense (100.0 ) (146.6 ) 8.2 — (238.4 ) Equity in net income (loss) of subsidiaries 134.1 32.9 — (167.0 ) — Net loss $ (26.6 ) $ 134.1 $ 33.2 $ (426.9 ) $ (286.2 ) Condensed Supplemental Consolidating Statements of Operations Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net sales $ — $ 5,839.0 $ 646.3 $ (310.2 ) $ 6,175.1 Cost of sales — 4,809.5 549.7 (310.2 ) 5,049.0 Gross profit — 1,029.5 96.6 — 1,126.1 Selling, general, and administrative expense 132.4 553.0 59.4 — 744.8 Amortization expense 9.4 91.2 9.3 — 109.9 Impairment of goodwill and other intangible assets — 337.2 15.0 — 352.2 Other operating expense, net — 12.7 2.0 — 14.7 Operating income (loss) (141.8 ) 35.4 10.9 — (95.5 ) Interest expense 118.2 0.3 5.5 (4.8 ) 119.2 Other expense (income), net (12.6 ) (3.4 ) (8.1 ) 4.8 (19.3 ) Loss before income taxes (247.4 ) 38.5 13.5 — (195.4 ) Income tax (benefit) expense (94.5 ) 134.4 (6.7 ) — 33.2 Equity in net income (loss) of subsidiaries (75.7 ) 20.1 — 55.6 — Net loss $ (228.6 ) $ (75.8 ) $ 20.2 $ 55.6 $ (228.6 ) |
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) | Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (61.4 ) $ 250.1 $ 19.5 $ (269.6 ) $ (61.4 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — (34.5 ) — (34.5 ) Adoption of ASU 2018-02 reclassification to retained earnings — (1.1 ) — — (1.1 ) Other comprehensive (loss) income — (1.1 ) (34.5 ) — (35.6 ) Equity in other comprehensive income (loss) of (35.6 ) (34.5 ) — 70.1 — Comprehensive loss $ (97.0 ) $ 214.5 $ (15.0 ) $ (199.5 ) $ (97.0 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (26.6 ) $ 134.1 $ 33.2 $ (426.9 ) $ (286.2 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — 32.2 — 32.2 Pension and postretirement adjustment — 7.6 — — 7.6 Other comprehensive income — 7.6 32.2 — 39.8 Equity in other comprehensive income (loss) of 39.8 32.2 — (72.0 ) — Comprehensive loss $ 13.2 $ 173.9 $ 65.4 $ (498.9 ) $ (246.4 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (228.6 ) $ (75.8 ) $ 20.2 $ 55.6 $ (228.6 ) Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — 11.1 — 11.1 Pension and postretirement adjustment — 1.0 — — 1.0 Other comprehensive (loss) income — 1.0 11.1 — 12.1 Equity in other comprehensive (loss) income of 12.2 11.1 — (23.3 ) — Comprehensive loss $ (216.4 ) $ (63.7 ) $ 31.3 $ 32.3 $ (216.5 ) |
Condensed Supplemental Consolidating Statement of Cash Flows | Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2018 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 122.8 $ 559.9 $ 77.1 $ (254.0 ) $ 505.8 Cash flows from investing activities: Additions to property, plant, and equipment (14.2 ) (141.5 ) (18.1 ) — (173.8 ) Additions to intangible assets (21.8 ) (0.5 ) (0.1 ) — (22.4 ) Intercompany transfer 52.3 (209.9 ) (15.1 ) 172.7 — Other — 36.6 (1.3 ) — 35.3 Net cash provided by (used in) investing activities 16.3 (315.3 ) (34.6 ) 172.7 (160.9 ) Cash flows from financing activities: Net (repayment) borrowing of debt (254.8 ) (1.5 ) — — (256.3 ) Intercompany transfer 168.7 (246.9 ) (3.1 ) 81.3 — Repurchases of common stock (54.6 ) — — — (54.6 ) Receipts related to stock-based award activities 4.7 — — — 4.7 Payments related to stock-based award activities (8.4 ) — — — (8.4 ) Other — 3.6 — — 3.6 Net cash provided by (used in) financing activities (144.4 ) (244.8 ) (3.1 ) 81.3 (311.0 ) Effect of exchange rate changes on cash and cash equivalents — — (2.4 ) — (2.4 ) Increase (decrease) in cash and cash equivalents (5.3 ) (0.2 ) 37.0 — 31.5 Cash and cash equivalents, beginning of period 83.2 0.2 49.4 — 132.8 Cash and cash equivalents, end of period $ 77.9 $ — $ 86.4 $ — $ 164.3 Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2017 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ (149.5 ) $ 1,047.1 $ 35.3 $ (426.9 ) $ 506.0 Cash flows from investing activities: Additions to property, plant, and equipment (4.2 ) (137.4 ) (18.1 ) — (159.7 ) Additions to intangible assets (25.5 ) (0.5 ) (0.1 ) — (26.1 ) Intercompany transfer 403.4 (402.0 ) (38.7 ) 37.3 — Proceeds from sale of fixed assets — 8.3 0.1 — 8.4 Purchase of investments — — (1.2 ) — (1.2 ) Proceeds from sale of business unit — 18.5 0.3 — 18.8 Net cash (used in) provided by investing activities 373.7 (513.1 ) (57.7 ) 37.3 (159.8 ) Cash flows from financing activities: Net borrowing (repayment) of debt (252.2 ) (2.5 ) (0.1 ) — (254.8 ) Intercompany transfer 134.7 (531.5 ) 7.2 389.6 — Repurchases of common stock (28.7 ) — — — (28.7 ) Receipts related to stock-based award activities 12.1 — — — 12.1 Payments related to stock-based award activities (6.9 ) — — — (6.9 ) Net cash provided by (used in) financing activities (141.0 ) (534.0 ) 7.1 389.6 (278.3 ) Effect of exchange rate changes on cash and cash equivalents — — 2.8 — 2.8 (Decrease) increase in cash and cash equivalents 83.2 — (12.5 ) — 70.7 Cash and cash equivalents, beginning of period — 0.2 61.9 — 62.1 Cash and cash equivalents, end of period $ 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Condensed Supplemental Consolidating Statement of Cash Flows Year Ended December 31, 2016 (In millions) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ (201.2 ) $ 609.4 $ 13.7 $ 56.7 $ 478.6 Cash flows from investing activities: Additions to property, plant, and equipment (7.0 ) (151.4 ) (16.8 ) — (175.2 ) Additions to intangible assets (9.7 ) (2.1 ) — — (11.8 ) Intercompany transfer 420.1 (117.8 ) — (302.3 ) — Acquisitions, less cash acquired (2,687.7 ) 0.3 43.0 — (2,644.4 ) Proceeds from sale of fixed assets — 1.7 — — 1.7 Other — (0.6 ) (1.0 ) — (1.6 ) Net cash (used in) provided by investing activities (2,284.3 ) (269.9 ) 25.2 (302.3 ) (2,831.3 ) Cash flows from financing activities: Net borrowing (repayment) of debt 1,580.3 (3.2 ) (0.1 ) — 1,577.0 Payment of deferred financing costs (34.3 ) — — — (34.3 ) Intercompany transfer 94.1 (336.1 ) (3.6 ) 245.6 — Net proceeds from issuance of common stock 835.1 — — — 835.1 Receipts related to stock-based award activities 8.7 — — — 8.7 Payments related to stock-based award activities (8.8 ) — — — (8.8 ) Net cash provided by (used in) financing activities 2,475.1 (339.3 ) (3.7 ) 245.6 2,377.7 Effect of exchange rate changes on cash and cash equivalents — — 2.2 — 2.2 (Decrease) increase in cash and cash equivalents (10.4 ) 0.2 37.4 — 27.2 Cash and cash equivalents, beginning of period 10.4 — 24.5 — 34.9 Cash and cash equivalents, end of period $ — $ 0.2 $ 61.9 $ — $ 62.1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Ownership percentage of direct and indirect Guarantor subsidiaries | 100.00% | |||
Cash and cash equivalents | $ 164.3 | $ 132.8 | $ 62.1 | $ 34.9 |
Research and development charges | 21.3 | 30.8 | $ 29.6 | |
Foreign Jurisdictions | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Cash and cash equivalents | $ 86.4 | $ 49.4 |
Estimated Useful Lives of Asset
Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 12 years |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 40 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 15 years |
Office furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 3 years |
Office furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful Life | 12 years |
Estimated Useful Lives of Intan
Estimated Useful Lives of Intangible Assets (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 5 to 20 years |
Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 10 to 20 years |
Non-compete agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | Based on the terms of the agreements |
Deferred financing costs associated with Line-of-Credit Arrangements | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | Based on the terms of the agreements |
Formulas/recipes | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 5 to 7 years |
Computer software | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 2 to 7 years |
Minimum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 5 years |
Minimum | Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 10 years |
Minimum | Formulas/recipes | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 5 years |
Minimum | Computer software | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 2 years |
Maximum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 20 years |
Maximum | Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 20 years |
Maximum | Formulas/recipes | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 7 years |
Maximum | Computer software | |
Finite-Lived Intangible Assets [Line Items] | |
Useful Life | 7 years |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2019 | |
Other (income) expense, net | Reclassification From Operating Income To Other Expenses, Net | ASU 2017-07 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reclassification of net periodic benefit cost from operating income to other (income) expense, net | $ 1.6 | $ 1.3 | |
Cost of Sales | Reclassification From Operating Income To Other Expenses, Net | ASU 2017-07 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reclassification of net periodic benefit cost from operating income to other (income) expense, net | 3.6 | 0.7 | |
General and Administrative Expense | Reclassification From Operating Income To Other Expenses, Net | ASU 2017-07 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reclassification of net periodic benefit cost from operating income to other (income) expense, net | $ 2 | $ 0.6 | |
Subsequent Event | ASU 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease, right-of-use asset | $ 175 | ||
Operating lease, liability | $ 175 |
Aggregate Expenses Incurred Ass
Aggregate Expenses Incurred Associated with Facility Closure (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 186 | $ 87.7 | $ 21 |
Cost of Sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 25.7 | 46.3 | 7.9 |
General and Administrative Expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 4.3 | 0 | 0 |
Other Operating Expenses, Net | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 156 | 41.4 | 13.1 |
Restructuring And Margin Improvement Activities Categories | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 186 | 87.7 | 21 |
TreeHouse 2020 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 136.7 | 57.7 | |
Cumulative costs to date | 194.4 | ||
Total expected costs | 340 | ||
TreeHouse 2020 Restructuring Plan | Restructuring And Margin Improvement Activities Categories | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 136.7 | 57.7 | 0 |
TreeHouse 2020 Restructuring Plan | Asset Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 17.5 | 38.3 | |
Cumulative costs to date | 55.8 | ||
Total expected costs | 63 | ||
TreeHouse 2020 Restructuring Plan | Employee Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 40.8 | 9.1 | |
Cumulative costs to date | 49.9 | ||
Total expected costs | 77 | ||
TreeHouse 2020 Restructuring Plan | Other Restructuring Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 78.4 | 10.3 | |
Cumulative costs to date | 88.7 | ||
Total expected costs | 200 | ||
Structure To Win Improvement Program | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 45.1 | ||
Cumulative costs to date | 45.1 | ||
Total expected costs | 49.5 | ||
Structure To Win Improvement Program | Restructuring And Margin Improvement Activities Categories | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 45.1 | 0 | 0 |
Structure To Win Improvement Program | Asset Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2.2 | ||
Cumulative costs to date | 2.2 | ||
Total expected costs | 4.3 | ||
Structure To Win Improvement Program | Employee Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 22.3 | ||
Cumulative costs to date | 22.3 | ||
Total expected costs | 22.4 | ||
Structure To Win Improvement Program | Other Restructuring Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 20.6 | ||
Cumulative costs to date | 20.6 | ||
Total expected costs | 22.8 | ||
Restructuring Plans Other Than TreeHouse 2020 | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1.6 | 24.1 | 17.8 |
Cumulative costs to date | 47.7 | ||
Total expected costs | 49.1 | ||
Restructuring Plans Other Than TreeHouse 2020 | Restructuring And Margin Improvement Activities Categories | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 4.2 | 30 | 21 |
Restructuring Plans Other Than TreeHouse 2020 | Asset Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1.3 | 6.9 | 7.2 |
Cumulative costs to date | 18.4 | ||
Total expected costs | 18.5 | ||
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 0 | 3.1 | 6.2 |
Cumulative costs to date | 10.4 | ||
Total expected costs | 11.3 | ||
Restructuring Plans Other Than TreeHouse 2020 | Other Restructuring Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 0.3 | $ 14.1 | $ 4.4 |
Cumulative costs to date | 18.9 | ||
Total expected costs | $ 19.3 |
Reconciliation of Liabilities (
Reconciliation of Liabilities (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Reserve [Roll Forward] | |||
Expense | $ 186 | $ 87.7 | $ 21 |
Restructuring Plans Other Than TreeHouse 2020 | |||
Restructuring Reserve [Roll Forward] | |||
Expense | 1.6 | 24.1 | 17.8 |
Restructuring Plans Other Than TreeHouse 2020 | Employee Severance | |||
Restructuring Reserve [Roll Forward] | |||
Balance as of December 31, 2017 | 6.1 | ||
Payments | (22) | ||
Balance as of December 31, 2018 | 19.3 | 6.1 | |
Restructuring Plans Other Than TreeHouse 2020 | Multiemployer Pension Plan Withdrawal | |||
Restructuring Reserve [Roll Forward] | |||
Balance as of December 31, 2017 | 0.8 | ||
Payments | (0.8) | ||
Balance as of December 31, 2018 | 0.8 | ||
Restructuring Plans Other Than TreeHouse 2020 | Other Restructuring Costs | |||
Restructuring Reserve [Roll Forward] | |||
Balance as of December 31, 2017 | 2.7 | ||
Expense | 0.3 | 14.1 | 4.4 |
Payments | (3.1) | ||
Balance as of December 31, 2018 | 2.6 | 2.7 | |
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | |||
Restructuring Reserve [Roll Forward] | |||
Balance as of December 31, 2017 | 9.6 | ||
Expense | 0 | 3.1 | $ 6.2 |
Payments | (25.9) | ||
Balance as of December 31, 2018 | 21.9 | $ 9.6 | |
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Employee Severance | |||
Restructuring Reserve [Roll Forward] | |||
Expense | 35.2 | ||
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Other Restructuring Costs | |||
Restructuring Reserve [Roll Forward] | |||
Expense | 3 | ||
Operating Expense | Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | |||
Restructuring Reserve [Roll Forward] | |||
Expense | $ 38.2 |
Restructuring Programs - Additi
Restructuring Programs - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs other than facility closing | $ 2.6 | $ 5.9 | $ 3.2 | |
TreeHouse 2020 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Description of restructuring plan | In the third quarter of 2017, the Company announced TreeHouse 2020, a program intended to accelerate long-term growth through optimization of our manufacturing network, transformation of our mixing centers and warehouse footprint, and leveraging of systems and processes to drive performance. The Company’s workstreams related to these activities and selling, general, and administrative cost reductions will increase our capacity utilization, expand operating margins, and streamline our plant structure to optimize our supply chain. | |||
Total expected costs | $ 340 | |||
TreeHouse 2020 Restructuring Plan | Facility Closing | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Description of restructuring plan | In 2017, the Company announced the closure of the Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility. In the first quarter of 2018, the Company announced the closure of the Company’s Visalia, California and Battle Creek, Michigan facilities. | |||
Restructuring and related activities, completion date | Dec. 31, 2017 | |||
TreeHouse 2020 Restructuring Plan | Omaha Nebraska Facility Closure | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total expected costs | $ 5.8 | |||
Cash costs to close facility | $ 4.3 | |||
TreeHouse 2020 Restructuring Plan | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Description of restructuring plan | The facility downsizing at Dothan, Alabama is expected to be complete in the third quarter of 2018. | |||
Restructuring and related activities, completion date | Jun. 30, 2018 |
Schedule of Facility Closures (
Schedule of Facility Closures (Detail) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($) | ||
TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Costs to Close | $ 340 | |
TreeHouse 2020 Restructuring Plan | Dothan Alabama Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Dothan, Alabama | |
Date of Closure Announcement | Aug. 3, 2017 | |
Full Facility Closure | Partial closure completed in Q3 2018 | |
Primary Products Produced | Trail mix and snack nuts | |
Primary Segment(s) Affected | Snacks | |
Total Costs to Close | $ 11.8 | |
Total Cash Costs (Proceeds) to Close | $ 6.1 | |
TreeHouse 2020 Restructuring Plan | Brooklyn Park Minnesota Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Brooklyn Park, Minnesota | |
Date of Closure Announcement | Aug. 3, 2017 | |
Full Facility Closure | Completed in Q4 2017 | |
Primary Products Produced | Dry dinners | |
Primary Segment(s) Affected | Meals | |
Total Costs to Close | $ 16.1 | |
Total Cash Costs (Proceeds) to Close | $ 9.6 | |
TreeHouse 2020 Restructuring Plan | Plymouth Indiana Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Plymouth, Indiana | |
Date of Closure Announcement | Aug. 3, 2017 | |
Full Facility Closure | Completed in Q4 2017 | |
Primary Products Produced | Pickles | |
Primary Segment(s) Affected | Condiments | |
Total Costs to Close | $ 9.3 | |
Total Cash Costs (Proceeds) to Close | $ 3.8 | |
TreeHouse 2020 Restructuring Plan | Battle Creek Michigan Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Battle Creek, Michigan | |
Date of Closure Announcement | Jan. 31, 2018 | |
Full Facility Closure | Mid2019 | |
Primary Products Produced | Ready-to-eat cereal | |
Primary Segment(s) Affected | Meals | |
Total Costs to Close | $ 18.2 | |
Total Cash Costs (Proceeds) to Close | $ 11.8 | |
TreeHouse 2020 Restructuring Plan | Visalia California Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Visalia, California | |
Date of Closure Announcement | Feb. 15, 2018 | |
Full Facility Closure | Q1 2019 | |
Primary Products Produced | Pretzels | |
Primary Segment(s) Affected | Baked Goods | |
Total Costs to Close | $ 22.1 | |
Total Cash Costs (Proceeds) to Close | 8.8 | |
TreeHouse 2020 Restructuring Plan | Dothan Brooklyn Park And Plymouth | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Costs to Close | 77.5 | |
Total Cash Costs (Proceeds) to Close | 40.1 | |
Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Costs to Close | 49.1 | |
Total Cash Costs (Proceeds) to Close | $ 30.6 | |
Restructuring Plans Other Than TreeHouse 2020 | City Of Industry California Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | City of Industry, California | |
Date of Closure Announcement | Nov. 18, 2015 | |
Full Facility Closure | Completed in Q3 2016 | |
Primary Products Produced | Liquid non-dairy creamer and refrigerated salad dressings | |
Primary Segment(s) Affected | Beverages, Condiments | |
Total Costs to Close | $ 6.8 | |
Total Cash Costs (Proceeds) to Close | $ 3.6 | |
Restructuring Plans Other Than TreeHouse 2020 | Ayer Massachusetts Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Ayer, Massachusetts | |
Date of Closure Announcement | Apr. 5, 2016 | |
Full Facility Closure | Completed in Q3 2017 | |
Primary Products Produced | Mayonnaise | |
Primary Segment(s) Affected | Condiments | |
Total Costs to Close | $ 5.6 | |
Total Cash Costs (Proceeds) to Close | $ 4 | |
Restructuring Plans Other Than TreeHouse 2020 | Azusa California Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Azusa, California | |
Date of Closure Announcement | May 24, 2016 | |
Full Facility Closure | Completed in Q3 2017 | |
Primary Products Produced | Bars and fruit snacks | |
Primary Segment(s) Affected | Snacks | |
Total Costs to Close | $ 21.8 | |
Total Cash Costs (Proceeds) to Close | $ 17.1 | |
Restructuring Plans Other Than TreeHouse 2020 | Ripon Wisconsin Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Ripon, Wisconsin | |
Date of Closure Announcement | May 24, 2016 | |
Full Facility Closure | Completed in Q4 2016 | |
Primary Products Produced | Sugar wafer cookies | |
Primary Segment(s) Affected | Baked Goods | |
Total Costs to Close | $ 0.8 | |
Total Cash Costs (Proceeds) to Close | $ 1 | |
Restructuring Plans Other Than TreeHouse 2020 | Delta British Columbia Facility Closure | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Delta, British Columbia | |
Date of Closure Announcement | Nov. 3, 2016 | |
Full Facility Closure | Completed in Q1 2018 | |
Primary Products Produced | Frozen griddle products | |
Primary Segment(s) Affected | Baked Goods | |
Total Costs to Close | $ 3.7 | |
Total Cash Costs (Proceeds) to Close | $ 2.7 | |
Restructuring Plans Other Than TreeHouse 2020 | Battle Creek Michigan Facility Downsizing | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Battle Creek, Michigan | |
Date of Closure Announcement | Nov. 3, 2016 | |
End of Production | - | [1] |
Full Facility Closure | - | |
Primary Products Produced | Ready-to-eat cereal | |
Primary Segment(s) Affected | Meals | |
Total Costs to Close | $ 10.4 | |
Total Cash Costs (Proceeds) to Close | $ 2.2 | |
[1] | (1)The downsizing of this facility began in January 2017 and was originally expected to last approximately 15 months. On January 31, 2018, the Company announced the full closure of this facility. The costs associated with the full closure are included in the TreeHouse 2020 section. |
Schedule of Facility Closures_2
Schedule of Facility Closures (Footnote) (Detail) - Battle Creek Michigan Facility Downsizing | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | |
Initiation month year | 2017-01 |
Restructuring period | 15 months |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | $ 5,812.1 | $ 6,307.1 | $ 6,175.1 |
Soup And Infant Feeding | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 59.5 | ||
Baked Goods | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 1,385.3 | 1,403.9 | 1,288.2 |
Baked Goods | Retail Bakery | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 685.5 | 713.7 | 663.2 |
Baked Goods | Baked Products | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 699.8 | 690.2 | 625 |
Beverages | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 1,008.4 | 1,073.4 | 973.1 |
Beverages | Beverages | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 708 | 745.4 | 662.4 |
Beverages | Beverage Enhancers | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 300.4 | 328 | 310.7 |
Condiments | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 1,252.5 | 1,300.6 | 1,258.1 |
Condiments | Dressings and Sauces | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 958.2 | 979 | 940.7 |
Condiments | Pickles | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 294.3 | 321.6 | 317.4 |
Meals | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 1,040 | 1,189.2 | 1,335.1 |
Meals | Pasta and Dry Dinners | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 529.5 | 571.8 | 548.7 |
Meals | Cereals and Other Meals | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 510.5 | 617.4 | 786.4 |
Snacks | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 1,125.9 | 1,334.5 | 1,320.6 |
Snacks | Snack nuts | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 762.8 | 910.2 | 803.5 |
Snacks | Trail Mix and Bars | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | 363.1 | 424.3 | 517.1 |
Segment Reconciling Items | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net sales | $ 0 | $ 5.5 | $ 0 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue, performance obligation, description of good or service | The Company’s performance obligations are food and beverage products. | |||
Revenue, performance obligation satisfied at point in time, transfer of control | Revenue recognition is completed on a point in time basis when product control is transferred to the customer. In general, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can direct the use and obtain substantially all of the remaining benefits from the asset at this point in time. | |||
Revenue, information used to allocate transaction price | Customer contracts generally do not include more than one performance obligation. When a contract does contain more than one performance obligation, we allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price. The standalone selling price for each distinct good is generally determined by directly observable data. | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |||
Revenue, performance obligation, description of payment terms | Our customer contracts identify the product, quantity, price, payment terms, and final delivery terms. Payment terms usually include early pay discounts. We grant payment terms consistent with industry standards. Although some payment terms may be more extended, no terms beyond one year are granted at contract inception. As a result, we do not adjust the promised amount of consideration for the effects of a significant financing component because the period between our transfer of a promised good or service to a customer and the customer’s payment for that good or service will be one year or less. | |||
Revenue, information used to assess variable consideration constraint | The most common forms of variable consideration include discounts, rebates, and sales returns and allowances. Variable consideration is treated as a reduction in revenue when product revenue is recognized. Depending on the specific type of variable consideration, we use either the expected value or most likely amount method to determine the variable consideration. We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. The Company reviews and updates its estimates and related accruals of variable consideration each period based on the terms of the agreements, historical experience, and any recent changes in the market. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe therefore not requiring any additional constraint on the variable consideration. | |||
Revenue, performance obligation, description of warranty | TreeHouse provides all customers with a standard or assurance type warranty. Either stated or implied, the Company provides assurance the related products will comply with all agreed-upon specifications and other warranties provided under the law. No services beyond an assurance warranty are provided to customers. | |||
Revenue, information used to measure obligation | The Company does not grant a general right of return. However, customers may return defective or non-conforming products. Customer remedies may include either a cash refund or an exchange of the product. As a result, the right of return and related refund liability is estimated and recorded as a reduction in revenue. This return estimate is reviewed and updated each period and is based on historical sales and return experience. | |||
Capitalized contract cost, judgment | We have identified certain incremental costs to obtain a contract, primarily sales commissions, requiring capitalization under Topic 606. The Company continues to expense these costs as incurred because the amortization period for the costs would be one year or less. The Company does not incur significant fulfillment costs requiring capitalization. | |||
Accounting Standards Update 2014-09 | Reclassification From Accounts Receivable Net To Accounts Payable And Accrued Expenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Reclassification of net periodic benefit cost from operating income to other (income) expense, net | $ 56.9 | |||
Shipping and Handling | ||||
Disaggregation of Revenue [Line Items] | ||||
Shipping and handling costs | $ 232.8 | $ 220.8 | $ 198.8 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) | Feb. 01, 2016 | Jan. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Acquisitions, less cash acquired | $ 0 | $ 0 | $ 2,644,400,000 | |||
Net proceeds from issuance of common stock | 0 | 0 | 835,100,000 | |||
Proceeds from notes payable | 0 | 0 | 775,000,000 | |||
Proceeds from issuance of Term Loans | 0 | 0 | 1,025,000,000 | |||
Cost of sales | 4,856,700,000 | 5,226,700,000 | 5,049,000,000 | |||
Goodwill | $ 2,792,100,000 | 2,161,400,000 | 2,182,000,000 | 2,792,100,000 | ||
Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Acquisitions, less cash acquired | $ 2,644,400,000 | |||||
Net proceeds from issuance of common stock | 835,100,000 | $ 835,100,000 | ||||
Proceeds from notes payable | 760,700,000 | |||||
Proceeds from issuance of Term Loans | 1,025,000,000 | |||||
Pro forma revenue | 2,992,900,000 | |||||
Pro forma net income | 117,300,000 | |||||
Integration related costs | 9,700,000 | |||||
Indemnification assets, range of outcomes, value, high | 13,800,000 | |||||
Goodwill | 1,141,200,000 | |||||
Acquisition related costs | 35,200,000 | 0 | ||||
Baked Goods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 554,200,000 | 555,600,000 | 555,600,000 | 554,200,000 | ||
Baked Goods | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 555,600,000 | |||||
Beverages | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 713,200,000 | 712,500,000 | 716,700,000 | 713,200,000 | ||
Beverages | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 1,100,000 | |||||
Condiments | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 444,600,000 | 432,200,000 | 438,000,000 | 444,600,000 | ||
Condiments | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 73,300,000 | |||||
Meals | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 470,600,000 | $ 461,100,000 | 471,700,000 | 470,600,000 | ||
Meals | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 413,300,000 | |||||
Snacks | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 609,500,000 | $ 0 | $ 609,500,000 | |||
Snacks | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 97,900,000 | |||||
Customer relationships | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | 510,900,000 | |||||
Customer relationships | Retail Grocery Customers | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | $ 496,100,000 | |||||
Useful Life | 13 years | |||||
Customer relationships | Food Away From Home Customers | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | $ 14,800,000 | |||||
Useful Life | 10 years | |||||
Trade names | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | $ 33,000,000 | |||||
Useful Life | 10 years | |||||
Formulas/recipes | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | $ 23,200,000 | |||||
Useful Life | 5 years | |||||
Computer software | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Intangible asset | $ 19,600,000 | |||||
Minimum | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 5 years | |||||
Minimum | Formulas/recipes | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 5 years | |||||
Minimum | Computer software | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 2 years | |||||
Minimum | Computer software | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 1 year | |||||
Maximum | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 20 years | |||||
Maximum | Formulas/recipes | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 7 years | |||||
Maximum | Computer software | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 7 years | |||||
Maximum | Computer software | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Useful Life | 5 years | |||||
Fair Value Adjustment to Inventory | Private brands business of ConAgra Foods | ||||||
Business Acquisition [Line Items] | ||||||
Cost of sales | $ 8,400,000 |
Purchase Price Allocation to Ne
Purchase Price Allocation to Net Tangible and Intangible Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 01, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,161.4 | $ 2,182 | $ 2,792.1 | |
Private brands business of ConAgra Foods | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 43.3 | |||
Receivables | 162.7 | |||
Inventory | 443.7 | |||
Property, plant, and equipment | 809.6 | |||
Other assets | 50.2 | |||
Goodwill | 1,141.2 | |||
Assets acquired | 3,237.4 | |||
Deferred taxes | (152.8) | |||
Assumed current liabilities | (246.6) | |||
Assumed long-term liabilities | (150.3) | |||
Total purchase price | 2,687.7 | |||
Private brands business of ConAgra Foods | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Intangible asset | 510.9 | |||
Private brands business of ConAgra Foods | Trade names | ||||
Business Acquisition [Line Items] | ||||
Intangible asset | 33 | |||
Private brands business of ConAgra Foods | Computer software | ||||
Business Acquisition [Line Items] | ||||
Intangible asset | 19.6 | |||
Private brands business of ConAgra Foods | Formulas/recipes | ||||
Business Acquisition [Line Items] | ||||
Intangible asset | $ 23.2 |
Business Acquisition Pro Forma
Business Acquisition Pro Forma Information (Detail) - Private brands business of ConAgra Foods $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($)$ / shares | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Pro forma net sales | $ | $ 6,499.1 |
Pro forma net loss | $ | $ (206.9) |
Pro forma basic loss per common share (in usd per share) | $ / shares | $ (3.65) |
Pro forma diluted loss per common share (in usd per share) | $ / shares | $ (3.65) |
Receivables Sales Agreement - A
Receivables Sales Agreement - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Receivables Sales Agreement [Line Items] | ||
Sale of accounts receivables | $ 177,000,000 | $ 74,600,000 |
Loss on sale of receivables | 3,800,000 | 200,000 |
Retained interest | 0 | |
Receivables from customers | 119,300,000 | $ 0 |
Minimum | ||
Receivables Sales Agreement [Line Items] | ||
Proceeds from receivables sales | 200,000,000 | |
Maximum | ||
Receivables Sales Agreement [Line Items] | ||
Proceeds from receivables sales | $ 300,000,000 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 390.8 | $ 416.5 |
Finished goods | 473 | 530 |
LIFO reserve | (24.1) | (28.2) |
Total inventories | $ 839.7 | $ 918.3 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | ||
LIFO inventory | $ 67,800,000 | $ 92,900,000 |
LIFO inventory liquidation | $ 4,100,000 | $ 0 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Abstract] | ||
Land | $ 70.6 | $ 69.8 |
Buildings and improvements | 461.4 | 454.6 |
Machinery and equipment | 1,341.2 | 1,310.2 |
Construction in progress | 119.2 | 93.8 |
Total | 1,992.4 | 1,928.4 |
Less accumulated depreciation | (718) | (634) |
Property, plant, and equipment, net | $ 1,274.4 | $ 1,294.4 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 171.9 | $ 173.5 | $ 178.4 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | |||
Beginning Balance | $ 2,182 | $ 2,792.1 | |
Accumulated impairment | (344.9) | ||
Purchase price adjustments | 3 | ||
Divestiture | (10.6) | ||
Impairment losses | (276.4) | ||
Foreign currency translation | (10) | (8.2) | |
Ending Balance | 2,161.4 | 2,182 | $ 2,792.1 |
Baked Goods | |||
Goodwill [Roll Forward] | |||
Beginning Balance | 555.6 | 554.2 | |
Purchase price adjustments | 1.4 | ||
Ending Balance | 555.6 | 555.6 | 554.2 |
Beverages | |||
Goodwill [Roll Forward] | |||
Beginning Balance | 716.7 | 713.2 | |
Foreign currency translation | (4.2) | (3.5) | |
Ending Balance | 712.5 | 716.7 | 713.2 |
Condiments | |||
Goodwill [Roll Forward] | |||
Beginning Balance | 438 | 444.6 | |
Accumulated impairment | (11.5) | ||
Purchase price adjustments | 0.2 | ||
Impairment losses | 0 | (11.5) | |
Foreign currency translation | (5.8) | (4.7) | |
Ending Balance | 432.2 | 438 | 444.6 |
Meals | |||
Goodwill [Roll Forward] | |||
Beginning Balance | 471.7 | 470.6 | |
Purchase price adjustments | 1.1 | ||
Divestiture | (10.6) | ||
Ending Balance | 461.1 | 471.7 | 470.6 |
Snacks | |||
Goodwill [Roll Forward] | |||
Beginning Balance | 0 | 609.5 | |
Accumulated impairment | (333.4) | ||
Purchase price adjustments | 0.3 | ||
Impairment losses | $ (276.4) | (276.4) | (333.4) |
Ending Balance | $ 0 | $ 609.5 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill And Intangible Assets [Line Items] | |||
Impairment losses | $ 276,400,000 | ||
Impairment of intangible assets, indefinite-lived | $ 0 | ||
Goodwill deductible for tax purposes | 430,000,000 | ||
Impairment of intangible assets, finite-lived | 273,300,000 | ||
Customer-related Intangible Assets | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment of intangible assets, finite-lived | (273,300,000) | 273,300,000 | |
Trademarks | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment of intangible assets, finite-lived | 0 | $ (3,800,000) | |
Other Intangible Assets | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment of intangible assets, finite-lived | 0 | ||
Trademarks | |||
Goodwill And Intangible Assets [Line Items] | |||
Indefinite lived intangibles | 21,400,000 | 22,800,000 | |
Saucemaker | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 3,600,000 | ||
Other Intangible Assets | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 0 | ||
Snacks | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment losses | $ 276,400,000 | 276,400,000 | 333,400,000 |
Condiments | |||
Goodwill And Intangible Assets [Line Items] | |||
Impairment losses | $ 0 | $ 11,500,000 |
Gross Carrying Amounts and Accu
Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 1,205.4 | $ 1,509.6 | |
Accumulated Amortization | (526.6) | (486.1) | |
Impairment Losses | (273.3) | ||
Net Carrying Amount | 678.8 | 750.2 | |
Customer-related Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 954.3 | 1,265.4 | |
Accumulated Amortization | (387.9) | (361.4) | |
Impairment Losses | 273.3 | (273.3) | |
Net Carrying Amount | 566.4 | 630.7 | |
Contractual agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 3 | 3 | |
Accumulated Amortization | (3) | (3) | |
Net Carrying Amount | 0 | ||
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 59.1 | 69.6 | |
Accumulated Amortization | (27.6) | (28.7) | |
Impairment Losses | 0 | $ 3.8 | |
Net Carrying Amount | 31.5 | 40.9 | |
Formulas/recipes | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 33.7 | 33.8 | |
Accumulated Amortization | (23.5) | (18.3) | |
Net Carrying Amount | 10.2 | 15.5 | |
Computer software | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 155.3 | 137.8 | |
Accumulated Amortization | (84.6) | (74.7) | |
Net Carrying Amount | $ 70.7 | $ 63.1 |
Estimated Amortization Expense
Estimated Amortization Expense on Intangible Assets (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,019 | $ 85.4 |
2,020 | 83.2 |
2,021 | 74 |
2,022 | 70.1 |
2,023 | $ 65.8 |
Accrued Expenses (Detail)
Accrued Expenses (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Payroll and benefits | $ 111.8 | $ 59.9 |
Trade promotion liabilities | 45.7 | 0 |
Interest | 19.1 | 23.8 |
Taxes | 9.9 | 7.4 |
Health insurance, workers’ compensation, and other insurance costs | 29.1 | 28.7 |
Marketing expenses | 9.9 | 10.4 |
Other accrued liabilities | 30.6 | 8.2 |
Total | $ 256.1 | $ 138.4 |
Components of (Loss) Income Bef
Components of (Loss) Income Before Income Taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ (99.7) | $ (544.4) | $ (190.6) | ||||||||
Foreign | 14.9 | 19.8 | (4.8) | ||||||||
Loss before income taxes | $ (14.9) | $ 0.2 | $ (26.2) | $ (43.9) | $ (538.4) | $ 30.1 | $ (56) | $ 39.7 | $ (84.8) | $ (524.6) | $ (195.4) |
Components of Provision for Inc
Components of Provision for Income Taxes (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
Federal | $ (20) | $ (17.6) | $ 33.7 |
State | 5 | (0.4) | 4.5 |
Foreign | 8.9 | 10.7 | 7.5 |
Total current | (6.1) | (7.3) | 45.7 |
Deferred: | |||
Federal | (5.2) | (214.3) | (5) |
State | (7.9) | (15.4) | (0.2) |
Foreign | (4.2) | (1.4) | (7.3) |
Total deferred | (17.3) | (231.1) | (12.5) |
Total income tax expense | $ (23.4) | $ (238.4) | $ 33.2 |
Reconciliation of Income Tax Ex
Reconciliation of Income Tax Expense Computed at U.S. Federal Statutory Tax Rate to Income Tax Expense (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory rate | $ (17.8) | $ (183.7) | $ (68.4) |
State income taxes | (1.7) | (10.3) | 2.8 |
Tax benefit of cross-border intercompany financing structure | (2.3) | (3.9) | (3.8) |
Domestic production activities deduction | 0 | (0.4) | (5.1) |
Disallowed officers' compensation | 6.3 | 0.5 | 0.6 |
Excess tax benefits related to stock-based compensation | 1 | (2.4) | (3.9) |
Section 956 inclusion, Section 78 Gross-Up | (0.2) | 13.2 | 0 |
Goodwill impairment | 0 | 91.8 | 112 |
Gain/loss on divestiture | 2.2 | 0 | 0 |
Remeasurement of deferred tax assets/liabilities | (1) | (113.9) | 0 |
Transition tax | (0.4) | 9.6 | 0 |
Foreign tax credit | (0.1) | (29.7) | 0 |
Other tax credits | (1.3) | (0.8) | (0.7) |
Valuation allowance | (1.1) | 3.5 | 0 |
Uncertain tax positions | (9.1) | (3.9) | (2.7) |
Other, net | 2.1 | (8) | 2.4 |
Total income tax expense | $ (23.4) | $ (238.4) | $ 33.2 |
Tax Effects of Temporary Differ
Tax Effects of Temporary Differences Giving Rise to Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Pension and postretirement benefits | $ 18 | $ 19.9 |
Accrued liabilities | 33.9 | 26.8 |
Stock compensation | 12 | 13.3 |
Inventory reserves | 3.7 | 9.4 |
Interest limitation carryover | 13.3 | 0 |
Loss and credit carryovers | 45 | 62.2 |
Other | 17.5 | 11.4 |
Total deferred tax assets | 143.4 | 143 |
Valuation allowance | (15.1) | (14.9) |
Total deferred tax assets, net of valuation allowance | 128.3 | 128.1 |
Deferred tax liabilities: | ||
Fixed assets and intangible assets | (282.5) | (306.5) |
Total deferred tax liabilities | (282.5) | (306.5) |
Net deferred income tax liability | $ (154.2) | $ (178.4) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | Dec. 22, 2018 | Dec. 21, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Income Taxes [Line Items] | |||||
Corporate tax rate | 21.00% | 35.00% | |||
Maximum percentage of deductible interest expense | 30.00% | ||||
Change in tax rate, income tax benefit | $ 0.7 | $ 104.2 | |||
Income tax benefit related to adjustments of net deferred liability | 0.3 | 108.4 | |||
Transition tax | 0.4 | (9.6) | $ 0 | ||
Valuation allowance | 15.1 | 14.9 | |||
Unrecognized tax benefits that would impact the effective tax rate, if reversed | 4.1 | 5.7 | |||
Unrecognized tax benefits assumed in prior acquisitions | 12.9 | 20.7 | |||
Decrease in total amount of unrecognized tax benefits within the next 12 months | 3.8 | ||||
Decrease in unrecognized tax benefits is reasonably possible | 1 | ||||
Unrecognized tax benefits, recognized interest and penalties in income tax expense (benefit) | (0.6) | 1.2 | $ 0.8 | ||
Unrecognized tax benefits, accrued payment of interest and penalties | 4.6 | 5.5 | |||
Unrecognized tax benefits, accrued payment of interest and penalties, subject to in | 4.4 | 5.3 | |||
Tax benefit related to foreign earnings | $ 2.3 | $ 3.9 | |||
domestic and international operations | net operating loss carryforwards | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards expiration period | 20 years | ||||
Deferred tax asset carryforward | $ 7.5 | ||||
Benefit in loss carryforwards | $ 30 | ||||
domestic and international operations | net operating loss carryforwards | Minimum | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,033 | ||||
domestic and international operations | net operating loss carryforwards | Maximum | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,038 | ||||
foreign | Foreign tax credit carryforwards | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards expiration period | 10 years | ||||
Deferred tax asset carryforward | $ 14.3 | ||||
foreign | Foreign tax credit carryforwards | Minimum | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,027 | ||||
state | net operating loss carryforwards | |||||
Income Taxes [Line Items] | |||||
Deferred tax asset carryforward | $ 7.7 | ||||
Benefit in loss carryforwards | $ 259.4 | ||||
state | net operating loss carryforwards | Minimum | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards expiration period | 5 years | ||||
Net operating loss carryforwards expiration year | 2,019 | ||||
state | net operating loss carryforwards | Maximum | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards expiration period | 20 years | ||||
Net operating loss carryforwards expiration year | 2,037 | ||||
state | income tax credit carryforwards | |||||
Income Taxes [Line Items] | |||||
Deferred tax asset carryforward | $ 12.5 | ||||
state | income tax credit carryforwards | Minimum | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards expiration period | 5 years | ||||
Tax credit carryforwards expiration year | 2,019 | ||||
state | income tax credit carryforwards | Maximum | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforwards expiration period | 15 years | ||||
Tax credit carryforwards expiration year | 2,032 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits beginning balance | $ 26.4 | $ 31.4 | $ 19.5 |
Additions (reductions) based on tax positions related to the current year | 0 | 1.1 | 0 |
Additions (reductions) based on tax positions of prior years | (0.6) | 0.4 | 1.8 |
Additions resulting from acquisitions | 0 | 0 | 14.4 |
Reductions due to statute lapses | (8.3) | (4.6) | (4.2) |
Reductions related to settlements with taxing authorities | 0 | (2) | 0 |
Foreign currency translation, increase | 0.1 | ||
Foreign currency translation, decrease | (0.2) | (0.1) | |
Unrecognized tax benefits ending balance | $ 17.3 | $ 26.4 | $ 31.4 |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Other debt | $ 2.5 | $ 3.1 |
Total outstanding debt | 2,321.3 | 2,574.6 |
Deferred financing costs | (22.7) | (28.8) |
Less current portion | (1.2) | (10.1) |
Total long-term debt | 2,297.4 | 2,535.7 |
Term Loan A | ||
Debt Instrument [Line Items] | ||
Term Loan | 488.8 | 498.8 |
Term Loan A-1 | ||
Debt Instrument [Line Items] | ||
Term Loan | 851.2 | 897.8 |
2022 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 375.9 | 400 |
2024 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 602.9 | $ 775 |
Scheduled Maturities of Outstan
Scheduled Maturities of Outstanding Debt, Excluding Deferred Financing Costs (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
2,018 | $ 1.2 | |
2,019 | 14.4 | |
2,020 | 14.3 | |
2,021 | 390.1 | |
2,022 | 829.3 | |
Thereafter | 1,072 | |
Total outstanding debt | $ 2,321.3 | $ 2,574.6 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Jan. 29, 2016 | Mar. 11, 2014 | Dec. 31, 2018 | Feb. 01, 2016 |
Debt Instrument [Line Items] | ||||
Write off of debt issuance costs | $ 2,400,000 | |||
Loss on extinguishment of debt | $ (4,200,000) | |||
Debt instrument, covenant description | (i) the leverage covenant threshold has increased through fiscal year 2019, (ii) the Company and the other loan parties secured the obligations with liens on substantially all of their personal property, and (iii) such liens will be released upon the Company’s leverage ratio being less than or equal to 4.00 to 1.00 no earlier than the fiscal quarter ended on December 31, 2019. | |||
Average interest rate on debt outstanding | 3.97% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility - maximum borrowing capacity | $ 900,000,000 | $ 750,000,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Fees related to amended and restated credit agreement | $ 600,000 | |||
Term loan maturity date | Jan. 31, 2025 | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Fees related to amended and restated credit agreement | $ 1,800,000 | |||
Term loan maturity date | Feb. 1, 2023 | |||
2022 Notes | ||||
Debt Instrument [Line Items] | ||||
Repurchases of 2022 and 2024 Notes | $ 24,100,000 | |||
Term loan maturity date | Mar. 15, 2022 | |||
2024 Notes | ||||
Debt Instrument [Line Items] | ||||
Repurchases of 2022 and 2024 Notes | $ 172,100,000 | |||
Term loan maturity date | Feb. 15, 2024 | |||
Interest rate swap | ||||
Debt Instrument [Line Items] | ||||
Average interest rate on debt outstanding | 3.24% |
Long-Term Debt - Revolving Cred
Long-Term Debt - Revolving Credit Facility - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2018USD ($) | Feb. 01, 2016USD ($) | |
Debt Instrument [Line Items] | ||
Ownership percentage of direct and indirect Guarantor subsidiaries | 100.00% | |
Debt instrument covenant consolidated net leverage ratio | 5.3 | |
Debt instrument covenant permissible acquisition consolidated net leverage ratio | 4.5 | |
Debt instrument, covenant description | (i) the leverage covenant threshold has increased through fiscal year 2019, (ii) the Company and the other loan parties secured the obligations with liens on substantially all of their personal property, and (iii) such liens will be released upon the Company’s leverage ratio being less than or equal to 4.00 to 1.00 no earlier than the fiscal quarter ended on December 31, 2019. | |
Direct And Indirect Guarantor Subsidiaries | ||
Debt Instrument [Line Items] | ||
Ownership percentage of direct and indirect Guarantor subsidiaries | 100.00% | |
Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, unused fee rate | 0.20% | |
Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, unused fee rate | 0.35% | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Revolving credit facility available | $ 719,700,000 | |
Revolving credit facility - maximum borrowing capacity | 900,000,000 | $ 750,000,000 |
Letters of credit facility issued but undrawn | $ 30,300,000 | |
Revolving credit availability reduced by undrawn letters of credit | there were $34.0 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit. | |
Minimum payment default amount that triggers a Cross default provision | $ 75,000,000 | |
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Description of interest rate options | The interest rates applicable to the Revolving Credit Facility are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating | |
Revolving Credit Facility | Base Rate Margin | ||
Debt Instrument [Line Items] | ||
Description of interest rate options | The interest rates applicable to the Revolving Credit Facility are based upon the Company’s consolidated net leverage ratio | |
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.20% | |
Revolving Credit Facility | Minimum | Base Rate Margin | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 0.20% | |
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.70% | |
Revolving Credit Facility | Maximum | Base Rate Margin | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 0.70% |
Long-Term Debt - Term Loan A -
Long-Term Debt - Term Loan A - Additional Information (Detail) - Term Loan A - USD ($) $ in Millions | Dec. 01, 2017 | Dec. 31, 2018 | Feb. 28, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||
Term loan - issuance amount | $ 500 | $ 1,625 | ||
Term loan maturity date | Jan. 31, 2025 | |||
Frequency of payments | Quarterly | |||
Term loans | $ 488.8 | $ 498.8 | ||
London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Description of interest rate options | The interest rates applicable to Term Loan A are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing | |||
Base Rate Margin | ||||
Debt Instrument [Line Items] | ||||
Description of interest rate options | The interest rates applicable to Term Loan A are based upon the Company’s consolidated net leverage ratio or the Company’s Corporate Credit Rating, whichever results in lower pricing | |||
Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.675% | |||
Minimum | Base Rate Margin | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.675% | |||
Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.175% | |||
Maximum | Base Rate Margin | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.175% |
Long-Term Debt - Term Loan A-1
Long-Term Debt - Term Loan A-1 - Additional Information (Detail) - Term Loan A-1 - USD ($) $ in Millions | Dec. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||
Term loan - issuance amount | $ 900 | ||
Term loan maturity date | Feb. 1, 2023 | ||
Frequency of payments | Quarterly | ||
Term loans | $ 851.2 | $ 897.8 | |
London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Description of interest rate options | The interest rates applicable to Term Loan A-1 are the same as those applicable to the Revolving Credit Facility (other than, for the avoidance of doubt, the unused fee). Principal amortization payments | ||
Base Rate Margin | |||
Debt Instrument [Line Items] | |||
Description of interest rate options | The interest rates applicable to Term Loan A-1 are the same as those applicable to the Revolving Credit Facility (other than, for the avoidance of doubt, the unused fee). Principal amortization payments |
Long-Term Debt - 2022 Notes - A
Long-Term Debt - 2022 Notes - Additional Information (Detail) - USD ($) $ in Millions | Mar. 11, 2014 | Mar. 31, 2014 | Dec. 31, 2018 |
2022 Notes | |||
Debt Instrument [Line Items] | |||
Gross proceeds from issuance of debt | $ 400 | ||
Stated debt interest rate | 4.875% | ||
Net proceeds from issuance of debt | $ 394 | ||
Underwriting discount | $ 6 | ||
Effective interest rate on senior notes | 4.99% | ||
Term loan maturity date | Mar. 15, 2022 | ||
Redemption prices, plus accrued and unpaid interest, Percentage | 101.00% | ||
Senior notes, early redemption description | In the event of a change in control of the Company, the Company will be required to make an offer to purchase the 2022 Notes at a purchase price equal to 101% of the principal amount of the 2022 Notes, plus accrued and unpaid interest up to the purchase date | ||
2022 Notes | Debt Instrument, Redemption, Period One | |||
Debt Instrument [Line Items] | |||
Senior notes, early redemption description | The Company may redeem all or some of the 2022 Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices as set forth in the indenture plus any accrued or unpaid interest to the applicable redemption date | ||
2018 Notes | |||
Debt Instrument [Line Items] | |||
Stated debt interest rate | 7.75% | 7.75% | |
Term loan maturity date | Mar. 1, 2018 |
Long-Term Debt - 2024 Notes - A
Long-Term Debt - 2024 Notes - Additional Information (Detail) - USD ($) $ in Millions | Jan. 29, 2016 | Dec. 31, 2018 |
2024 Notes | ||
Debt Instrument [Line Items] | ||
Term loan - issuance amount | $ 775 | |
Stated debt interest rate | 6.00% | |
Term loan maturity date | Feb. 15, 2024 | |
Net proceeds from the issuance of the 2024 Notes | $ 760.7 | |
Effective interest rate on senior notes | 6.23% | |
Interest payment dates of 2024 Notes | February 15 and August 15 of each year | |
Redemption prices, plus accrued and unpaid interest, Percentage | 101.00% | |
Senior notes, early redemption description | In the event of certain change of control events, as described in the Indenture, the Company may be required to purchase the 2024 Notes from the holders at a purchase price of 101% of the principal amount plus any accrued and unpaid interest. | |
2024 Notes | Debt Instrument, Redemption, Period One | ||
Debt Instrument [Line Items] | ||
Senior notes, early redemption start date | Feb. 15, 2019 | |
Senior notes, early redemption description | The Company may redeem some or all of the 2024 Notes at any time on or after February 15, 2019 at the applicable redemption prices described in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date. | |
2024 Notes | Debt Instrument, Redemption, Period Two | ||
Debt Instrument [Line Items] | ||
Senior notes, early redemption description | In addition, prior to February 15, 2019, the Company may redeem all or a portion of the 2024 Notes at a price equal to 100% of the principal amount plus the “make-whole” premium set forth in the Indenture plus accrued and unpaid interest, if any, up to but not including the redemption date. | |
2024 Notes | Debt Instrument, Redemption, Period Three | ||
Debt Instrument [Line Items] | ||
Senior notes, early redemption description | The Company may also redeem up to 40% of the 2024 Notes prior to February 15, 2019 with the net cash proceeds received from certain equity offerings at the redemption price set forth in the Indenture. | |
2022 Notes and 2024 Notes | ||
Debt Instrument [Line Items] | ||
Indenture accreted amount due and payable percentage | 25.00% |
Long-Term Debt - Interest Rate
Long-Term Debt - Interest Rate Swap Agreements - Additional Information (Detail) - USD ($) $ in Millions | Feb. 28, 2018 | Dec. 01, 2017 | Jun. 30, 2017 |
Interest Rate Swap | |||
Debt Instrument [Line Items] | |||
Weighted average fixed interest rate | 0.86% | ||
Term Loan A | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 1,625 | $ 500 |
Long-Term Debt - Fair Value - A
Long-Term Debt - Fair Value - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
Long-term debt, fair value | $ 2,311.3 | $ 2,611.7 |
Long-term debt, carrying value | $ 2,318.8 | $ 2,571.6 |
Long-Term Debt - Capital Lease
Long-Term Debt - Capital Lease and Other Obligations - Additional Information (Detail) | Dec. 31, 2018USD ($) |
Machinery and equipment | |
Debt Instrument [Line Items] | |
Capital lease obligations | $ 2,500,000 |
Long-Term Debt - Deferred Finan
Long-Term Debt - Deferred Financing Costs - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ 22.7 | $ 28.8 |
Write off of debt issuance costs | 2.4 | |
Long-term Debt | ||
Debt Instrument [Line Items] | ||
Deferred financing costs | $ 22.7 | $ 28.8 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Feb. 01, 2016 | Jan. 26, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 06, 2019 | Nov. 02, 2017 |
Stockholders Equity Note [Line Items] | |||||||
Common stock, shares authorized | 90,000,000 | 90,000,000 | |||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |||||
Common stock, dividend declared | 0 | ||||||
Common stock, dividend paid | $ 0 | ||||||
Net proceeds from issuance of common stock | $ 0 | $ 0 | $ 835.1 | ||||
Additional paid-in capital | 2,135.8 | 2,107 | |||||
Repurchase of common stock, value | $ 54.6 | $ 28.7 | |||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |||||
Preferred stock, shares issued | 0 | 0 | |||||
Common Stock | |||||||
Stockholders Equity Note [Line Items] | |||||||
Stock repurchase program, expected annual cap | $ 150 | ||||||
Repurchase of common stock, shares acquired | 1,200,000 | 600,000 | |||||
Repurchase of common stock, value | $ 54.6 | ||||||
Common Stock | Maximum | |||||||
Stockholders Equity Note [Line Items] | |||||||
Stock repurchase program, authorized amount | $ 400 | ||||||
Forecast | Common Stock | |||||||
Stockholders Equity Note [Line Items] | |||||||
Stock repurchase program, authorized amount under administrative repurchase plan | $ 50 | ||||||
Private brands business of ConAgra Foods | |||||||
Stockholders Equity Note [Line Items] | |||||||
Shares issuable, in relation to the acquisition, shares | 13,269,230 | ||||||
Shares issuable, in relation to the acquisition, price per share | $ 65 | ||||||
Shares issuable, in relation to the acquisition, value | $ 862.5 | ||||||
Net proceeds from issuance of common stock | $ 835.1 | 835.1 | |||||
Net proceeds recorded in common stock at par value | 0.1 | ||||||
Additional paid-in capital | $ 835 |
Summary of Effect of Share-Base
Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (12.6) | $ 5.4 | $ (20.1) | $ (34.1) | $ (309) | $ 28.8 | $ (34.2) | $ 28.2 | $ (61.4) | $ (286.2) | $ (228.6) |
Weighted average shares -- basic | 56 | 57.1 | 55.7 | ||||||||
Assumed exercise/vesting of equity awards | 0 | ||||||||||
Weighted average diluted common shares outstanding | 56 | 57.1 | 55.7 | ||||||||
Net loss per basic share (in usd per share) | $ (0.23) | $ 0.10 | $ (0.36) | $ (0.60) | $ (5.40) | $ 0.50 | $ (0.60) | $ 0.50 | $ (1.10) | $ (5.01) | $ (4.10) |
Net loss per diluted share (in usd per share) | $ (0.23) | $ 0.10 | $ (0.36) | $ (0.60) | $ (5.40) | $ 0.50 | $ (0.60) | $ 0.49 | $ (1.10) | $ (5.01) | $ (4.10) |
Summary of Effect of Share-Ba_2
Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Footnote) (Detail) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||
Equity awards, excluded from computation of diluted earnings | 1.7 | 1.6 | 1.2 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Jun. 26, 2018 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation | $ 32.4 | $ 30 | $ 29.9 | ||
Compensation cost | $ 10 | ||||
Tax benefit recognized related to the compensation cost of share-based awards | $ 8.2 | $ 11.1 | $ 10.9 | ||
Expected term | 6 years | 6 years | |||
Performance units converted into shares of common stock | 79,910 | 130,720 | |||
Stock units, vested | 18,139 | 130,720 | |||
Conversion ratio of awards vesting | 23.00% | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation cost | 1.2 | ||||
Compensation costs, unrecognized | $ 2.8 | ||||
Compensation costs, recognition weighted average remaining period (in years) | 1 year 1 month 6 days | ||||
Weighted average grant date fair | $ 0 | $ 25.56 | $ 25.89 | ||
Share based compensation arrangement, award vesting period | 3 years | ||||
Share based compensation arrangement, award expiration period | 10 years | ||||
Expected term | 6 years | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation cost | 3.8 | ||||
Director Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of restricted stock units, earned and deferred | 91,000 | ||||
Stock units, vested | 25,000 | ||||
Employee Restricted Stock Units and Director Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation | $ 20.3 | $ 22 | $ 17.3 | ||
Compensation costs, unrecognized | $ 19.2 | ||||
Compensation costs, recognition weighted average remaining period (in years) | 1 year 9 months 18 days | ||||
Performance Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation | $ 6.6 | $ (0.8) | $ 5.4 | ||
Compensation cost | $ 5 | ||||
Compensation costs, unrecognized | $ 2.4 | ||||
Compensation costs, recognition weighted average remaining period (in years) | 2 years 1 month 6 days | ||||
Stock units, vested | 149,000 | ||||
Performance Units | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Predefined percentage for calculation of performance unit awards | 0.00% | ||||
Performance Units | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Predefined percentage for calculation of performance unit awards | 200.00% | ||||
TreeHouse Foods, Inc. Equity and Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares authorized to be awarded | 16,100,000 | ||||
Shares available | 4,600,000 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Employee Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options Outstanding, Beginning Balance | 2,099 | |
Options, Granted | 0 | |
Options, Forfeited | (130) | |
Options, Exercised | (196) | |
Options, Expired | (53) | |
Options Outstanding, Ending Balance | 1,720 | 2,099 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||
Options, Vested/expected to vest, at December 31, 2017 | 1,694 | |
Options, Exercisable, at December 31, 2017 | 1,511 | |
Employee And Director Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ 71.46 | |
Weighted Average Exercise Price, Granted | 0 | |
Weighted Average Exercise Price, Forfeited | 87.99 | |
Weighted Average Exercise Price, Exercised | 24.06 | |
Weighted Average Exercise Price, Expired | 83.32 | |
Weighted Average Exercise Price, Outstanding, Ending Balance | 75.24 | $ 71.46 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ||
Weighted Average Exercise Price, Vested/expected to vest, at December 31, 2017 | 75.10 | |
Weighted Average Exercise Price, Exercisable, at December 31, 2017 | $ 73.60 | |
Weighted Average Remaining Contractual Term, Outstanding | 4 years 9 months 10 days | 6 years 1 month 6 days |
Weighted Average Remaining Contractual Term, Vested/expected to vest | 4 years 8 months 15 days | |
Weighted Average Remaining Contractual Term, Exercisable | 4 years 4 months 15 days | |
Aggregate Intrinsic Value, Outstanding | $ 1.1 | $ 5.9 |
Aggregate Intrinsic Value, Vested/expected to vest, at December 31, 2017 | 1.1 | |
Aggregate Intrinsic Value, Exercisable, at December 31, 2017 | $ 1.1 |
Summary of Employee and Directo
Summary of Employee and Director Stock Option Highlights (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | $ 32.4 | $ 30 | $ 29.9 |
Employee And Director Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 5.5 | 8.8 | 7.2 |
Intrinsic value of stock options exercised | 3.8 | 12.1 | 6.9 |
Tax benefit recognized from stock option exercises | $ 0.7 | $ 4.6 | $ 2.5 |
Assumptions Used to Calculate V
Assumptions Used to Calculate Value of Option Awards Granted (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Weighted average expected volatility | 26.74% | 25.15% |
Weighted average risk-free interest rate | 2.07% | 1.19% |
Expected dividends | 0.00% | 0.00% |
Expected term | 6 years | 6 years |
Summary of Restricted Stock and
Summary of Restricted Stock and Restricted Stock Unit Activity (Detail) - $ / shares | Jun. 26, 2018 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Stock Units, Vested | (18,139) | (130,720) |
Employee Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Stock Units, Outstanding, Beginning Balance | 547,000 | |
Stock Units, Granted | 658,000 | |
Stock Units, Vested | (323,000) | |
Stock Units, Forfeited | (197,000) | |
Stock Units, Outstanding, Ending Balance | 685,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ 85.41 | |
Weighted Average Grant Date Fair Value, Granted | 38.72 | |
Weighted Average Grant Date Fair Value, Vested | 74.11 | |
Weighted Average Grant Date Fair Value, Forfeited | 63.22 | |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ 52.20 | |
Director Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Stock Units, Outstanding, Beginning Balance | 117,000 | |
Stock Units, Granted | 38,000 | |
Stock Units, Vested | (25,000) | |
Stock Units, Outstanding, Ending Balance | 129,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ 60.21 | |
Weighted Average Grant Date Fair Value, Granted | 39.01 | |
Weighted Average Grant Date Fair Value, Vested | 61.20 | |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ 53.75 |
Summary of Employee and Direc_2
Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | $ 32.4 | $ 30 | $ 29.9 |
Employee Restricted Stock Units and Director Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 20.3 | 22 | 17.3 |
Fair value of vested restricted stock units | 16.6 | 14 | 16.3 |
Tax benefit recognized from vested restricted stock units | $ 2.5 | $ 5.1 | $ 5.7 |
Summary of Performance Unit Act
Summary of Performance Unit Activity (Detail) - $ / shares | Jun. 26, 2018 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Stock Units, Vested | (18,139) | (130,720) |
Performance Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Stock Units, Outstanding, Beginning Balance | 264,000 | |
Stock Units, Granted | 141,000 | |
Stock Units, Vested | (149,000) | |
Stock Units, Forfeited | (80,000) | |
Stock Units, Outstanding, Ending Balance | 176,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ 86.13 | |
Weighted Average Grant Date Fair Value, Granted | 38.27 | |
Weighted Average Grant Date Fair Value, Vested | 61.84 | |
Weighted Average Grant Date Fair Value, Forfeited | 79.52 | |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ 71.49 |
Summary of Performance Unit Hig
Summary of Performance Unit Highlights (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | $ 32.4 | $ 30 | $ 29.9 |
Performance Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 6.6 | (0.8) | 5.4 |
Fair value of vested performance units | 7.6 | 7.8 | 8 |
Tax benefit recognized from performance units vested | $ 0.1 | $ 2.5 | $ 4.1 |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance | $ 2,263.3 | $ 2,503.3 | $ 1,854.9 |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | 0 | 0 |
Other comprehensive (loss) income | (35.6) | 39.8 | 12.1 |
Balance | 2,141.9 | 2,263.3 | 2,503.3 |
Foreign Currency Translation | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance | (57.2) | (89.4) | (100.5) |
Other comprehensive (loss) income | (34.5) | 32.2 | 11.1 |
Adoption of ASU 2018-02 reclassification to retained earnings | 0 | ||
Other comprehensive (loss) income | (34.5) | 32.2 | 11.1 |
Balance | (91.7) | (57.2) | (89.4) |
Unrecognized Pension and Postretirement Benefits | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance | (4.3) | (11.9) | (12.9) |
Other comprehensive (loss) income | (0.5) | 1.5 | |
Reclassifications from accumulated other comprehensive loss | 0.5 | 6.1 | 1 |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||
Other comprehensive (loss) income | (1.1) | 7.6 | 1 |
Balance | (5.4) | (4.3) | (11.9) |
Accumulated Other Comprehensive Loss | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance | (61.5) | (101.3) | (113.4) |
Other comprehensive (loss) income | (35) | 33.7 | 11.1 |
Reclassifications from accumulated other comprehensive loss | 0.5 | 6.1 | 1 |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||
Other comprehensive (loss) income | (35.6) | 39.8 | 12.1 |
Balance | $ (97.1) | $ (61.5) | $ (101.3) |
Components of Accumulated Oth_2
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Footnote) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Equity [Abstract] | |||
Pension and postretirement reclassification adjustment, tax | $ 0.2 | $ 4.7 | $ 0.7 |
Employee Pension And Postreti_3
Employee Pension And Postretirement Benefit Plans - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2018USD ($)Plan | Dec. 31, 2018USD ($)Planparticipant | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Contribution made by the company | $ 21,600,000 | $ 22,100,000 | $ 18,700,000 | |
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contribution made by the company | $ 2,400,000 | 2,300,000 | ||
Defined benefit plan terminated and vested participants percentage opting settlement | 59.00% | 59.00% | ||
Participants accepted the offer amount | $ 32,800,000 | $ 19,200,000 | 50,900,000 | |
Estimated employer contribution for 2018 | $ 2,500,000 | $ 2,500,000 | ||
Pension Benefits | U.S. Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan terminated and vested participants | participant | 1,474 | |||
Pension Benefits | Equity | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of plan asset allocation | 36.00% | 36.00% | ||
Pension Benefits | Fixed Income Securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of plan asset allocation | 57.00% | 57.00% | ||
Pension Benefits | Hedge Funds | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of plan asset allocation | 6.00% | 6.00% | ||
Pension Benefits | Cash and cash equivalents | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of plan asset allocation | 1.00% | 1.00% | ||
Postretirement Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contribution made by the company | $ 1,800,000 | 1,600,000 | ||
Participants accepted the offer amount | 1,800,000 | 1,600,000 | ||
Estimated employer contribution for 2018 | $ 1,800,000 | 1,800,000 | ||
Other Multiemployer Plans, Pension | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Withdrawal liability | $ 0 | 0 | ||
Multiemployer Plans, Pension | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Withdrawal liability | 800,000 | |||
Multiemployer plans contribution | 3,300,000 | 3,300,000 | 3,200,000 | |
Curtailment gain | 1,400,000 | |||
Multiemployer Plans, Postretirement Benefit | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Multiemployer plans contribution | $ 400,000 | 300,000 | $ 2,800,000 | |
Minimum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of participant's annual compensation for employer matching and profit sharing contributions | 1.00% | |||
Percentage of total contributions | 5.00% | |||
Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage of participant's annual compensation for employer matching and profit sharing contributions | 80.00% | |||
Maximum | Pension Benefits | Equity | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Targeted equities percentage under investment policy | 65.00% | 65.00% | ||
Private brands business of ConAgra Foods | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of pension plans acquired | Plan | 3 | 3 | ||
Number of postretirement benefit plan acquired | Plan | 1 | 1 | ||
Western Conference of Teamsters Pension Fund | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Withdrawal liability | $ 0 | $ 0 | $ 800,000 |
Multiemployer Pension Plans (De
Multiemployer Pension Plans (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Bakery and Confectionery Union and Industry International Pension Fund | |||
Multiemployer Plans [Line Items] | |||
EIN Number | 526,118,572 | ||
Plan Number | 1 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP Implemented (yes or no) | Implemented | ||
TreeHouse Foods Contributions | $ 1.4 | $ 1.7 | $ 1.4 |
Surcharge Imposed (yes or no) | Yes | ||
Bakery and Confectionery Union and Industry International Pension Fund | Minimum | |||
Multiemployer Plans [Line Items] | |||
Expiration Date Of Collective Bargaining Agreement(s) | Dec. 4, 2020 | ||
Bakery and Confectionery Union and Industry International Pension Fund | Maximum | |||
Multiemployer Plans [Line Items] | |||
Expiration Date Of Collective Bargaining Agreement(s) | Jul. 25, 2020 | ||
Central States Southeast and Southwest Areas Pension Fund | |||
Multiemployer Plans [Line Items] | |||
EIN Number | 366,044,243 | ||
Plan Number | 1 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP Implemented (yes or no) | Implemented | ||
TreeHouse Foods Contributions | $ 0.8 | $ 0.7 | $ 0.7 |
Surcharge Imposed (yes or no) | No | ||
Expiration Date Of Collective Bargaining Agreement(s) | Dec. 27, 2019 | ||
Retail, Wholesale and Department Store International Union and Industry Pension Fund | |||
Multiemployer Plans [Line Items] | |||
EIN Number | 637,084,420 | ||
Plan Number | 1 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP Implemented (yes or no) | Implemented | ||
TreeHouse Foods Contributions | $ 0.6 | $ 0.5 | $ 0.5 |
Surcharge Imposed (yes or no) | Yes | ||
Expiration Date Of Collective Bargaining Agreement(s) | Jun. 15, 2019 | ||
Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan | |||
Multiemployer Plans [Line Items] | |||
EIN Number | 366,067,654 | ||
Plan Number | 1 | ||
Pension Protection Act Zone Status | Green | Green | |
FIP Implemented (yes or no) | No | ||
TreeHouse Foods Contributions | $ 0.5 | $ 0.4 | $ 0.4 |
Surcharge Imposed (yes or no) | No | ||
Expiration Date Of Collective Bargaining Agreement(s) | Apr. 30, 2021 | ||
Western Conference of Teamsters Pension Fund | |||
Multiemployer Plans [Line Items] | |||
EIN Number | 916,145,047 | ||
Plan Number | 1 | ||
Pension Protection Act Zone Status | Green | Green | |
FIP Implemented (yes or no) | No | ||
TreeHouse Foods Contributions | $ 0.8 | $ (1) | $ 0.2 |
Surcharge Imposed (yes or no) | No |
Multiemployer Plans Providing M
Multiemployer Plans Providing More Than Five Percent of Total Contributions For Following Plan and Plan Years (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Rockford Area Dairy Industry Local 754, Intl. Brotherhood of Teamsters Retirement Pension Plan | |
Multiemployer Plans [Line Items] | |
Years Contribution to Plan Exceeded | 2018, 2017, and 2016 |
Fair Value of Pension Plan Asse
Fair Value of Pension Plan Assets, by Asset Category (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | $ 252 | $ 278.7 |
Fair Value, Inputs, Level 2 | Equity funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 90.6 | 168.8 |
Fair Value, Inputs, Level 2 | Fixed income mutual fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 143.6 | 108.7 |
Fair Value, Inputs, Level 2 | Alternative funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 16.1 | 0 |
Fair Value, Inputs, Level 2 | Cash and equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | $ 1.7 | $ 1.2 |
Summarized Information about Pe
Summarized Information about Pension and Postretirement Benefit Plans (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Change in plan assets: | ||||
Fair value of plan assets, at beginning of year | $ 278.7 | |||
Company contributions | 21.6 | $ 22.1 | $ 18.7 | |
Fair value of plan assets, at end of year | $ 252 | 252 | 278.7 | |
Pension Benefits | ||||
Change in benefit obligations: | ||||
Benefit obligation, at beginning of year | 325.2 | 384.1 | ||
Service cost | 1.9 | 3.6 | 4.3 | |
Interest cost | 11.9 | 14.7 | 15.1 | |
Acquisition (divestiture) | 0 | (37.9) | ||
Liability loss (gain) due to curtailment | 0 | (1.4) | ||
Actuarial losses (gains) | (19.8) | 13 | ||
Benefits paid | (32.8) | (19.2) | (50.9) | |
Benefit obligation, at end of year | 300 | 300 | 325.2 | 384.1 |
Change in plan assets: | ||||
Fair value of plan assets, at beginning of year | 278.8 | 317.6 | ||
Actual return on plan assets | (10) | 38.9 | ||
Company contributions | 2.4 | 2.3 | ||
Acquisition (divestiture) | 0 | (29.1) | ||
Benefits paid | (32.8) | (19.2) | (50.9) | |
Fair value of plan assets, at end of year | 252 | 252 | 278.8 | 317.6 |
Funded status of the plan | (48) | (48) | (46.4) | |
Amounts recognized in the Consolidated Balance Sheets: | ||||
Current liability | (0.7) | (0.7) | (0.7) | |
Non-current liability | (47.3) | (47.3) | (45.7) | |
Net amount recognized | (48) | (48) | (46.4) | |
Amounts recognized in Accumulated other comprehensive income (loss): | ||||
Net actuarial (gain) loss | 6.6 | 6.6 | 1.3 | |
Prior service cost | 0.7 | 0.7 | 0.9 | |
Total, before tax effect | 7.3 | 7.3 | 2.2 | |
Postretirement Benefits | ||||
Change in benefit obligations: | ||||
Benefit obligation, at beginning of year | 33.8 | 29.8 | ||
Service cost | 0 | 0.1 | ||
Interest cost | 1.2 | 1.2 | 1.2 | |
Acquisition (divestiture) | 0 | (1.9) | ||
Actuarial losses (gains) | (5.1) | 6.3 | ||
Benefits paid | (1.8) | (1.6) | ||
Benefit obligation, at end of year | 28.1 | 28.1 | 33.8 | $ 29.8 |
Change in plan assets: | ||||
Company contributions | 1.8 | 1.6 | ||
Benefits paid | (1.8) | (1.6) | ||
Funded status of the plan | (28.1) | (28.1) | (33.8) | |
Amounts recognized in the Consolidated Balance Sheets: | ||||
Current liability | (1.8) | (1.8) | (1.8) | |
Non-current liability | (26.3) | (26.3) | (32) | |
Net amount recognized | (28.1) | (28.1) | (33.8) | |
Amounts recognized in Accumulated other comprehensive income (loss): | ||||
Net actuarial (gain) loss | (0.2) | (0.2) | 5 | |
Prior service cost | 0 | |||
Total, before tax effect | $ (0.2) | $ (0.2) | $ 5 |
Accumulated Benefit Obligation
Accumulated Benefit Obligation and Weighted Average Assumptions Used (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Accumulated benefit obligation | $ 296.7 | $ 320.9 |
Weighted average assumptions used to determine the pension benefit obligations: | ||
Discount rate | 4.40% | 3.70% |
Minimum | ||
Weighted average assumptions used to determine the pension benefit obligations: | ||
Rate of compensation increases | 3.50% | |
Maximum | ||
Weighted average assumptions used to determine the pension benefit obligations: | ||
Rate of compensation increases | 4.00% |
Key Actuarial Assumptions Used
Key Actuarial Assumptions Used to Determine Postretirement Benefit Obligations (Detail) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Health care cost trend rates: | ||
Discount rate | 4.40% | 3.70% |
Pre65 | ||
Health care cost trend rates: | ||
Health care cost trend rate for next year | 7.32% | 8.20% |
Ultimate rate | 4.50% | 4.50% |
Discount rate | 4.40% | 3.70% |
Year ultimate rate achieved | 2,026 | 2,026 |
Post 65 | ||
Health care cost trend rates: | ||
Health care cost trend rate for next year | 8.21% | 10.10% |
Ultimate rate | 4.50% | 4.50% |
Discount rate | 4.40% | 3.70% |
Year ultimate rate achieved | 2,026 | 2,026 |
Summary of Net Periodic Cost of
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Benefits | |||
Components of net periodic costs: | |||
Service cost | $ 1.9 | $ 3.6 | $ 4.3 |
Interest cost | 11.9 | 14.7 | 15.1 |
Expected return on plan assets | (15.6) | (17.4) | (16.5) |
Amortization of unrecognized prior service cost | 0.2 | 0.2 | 0.2 |
Amortization of unrecognized net (gain) loss | 0.5 | 0.9 | 1.4 |
Settlement expense (income) | 0.2 | ||
Liability loss (gain) due to curtailment | 0 | (1.4) | |
Net periodic cost | (1.1) | 0.8 | 4.5 |
Postretirement Benefits | |||
Components of net periodic costs: | |||
Service cost | 0 | 0.1 | |
Interest cost | 1.2 | 1.2 | 1.2 |
Amortization of unrecognized prior service cost | (0.1) | ||
Amortization of unrecognized net (gain) loss | 0 | ||
Net periodic cost | $ 1.2 | $ 1.2 | $ 1.2 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Determine Pension Benefit Costs (Detail) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Benefits | |||
Weighted average assumptions used to determine the periodic benefit costs: | |||
Discount rate | 3.70% | 4.25% | 4.50% |
Expected return on plan assets | 5.80% | 6.00% | 6.00% |
Pension Benefits | Minimum | |||
Weighted average assumptions used to determine the periodic benefit costs: | |||
Rate of compensation increases | 3.50% | 3.50% | 3.00% |
Pension Benefits | Maximum | |||
Weighted average assumptions used to determine the periodic benefit costs: | |||
Rate of compensation increases | 4.00% | 4.00% | 4.00% |
Postretirement Benefits | |||
Weighted average assumptions used to determine the periodic benefit costs: | |||
Discount rate | 3.70% | 4.25% | 4.50% |
Estimated Future Pension and Po
Estimated Future Pension and Postretirement Benefit Payments (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | $ 19.4 |
2,019 | 19 |
2,020 | 19.3 |
2,021 | 19.9 |
2,022 | 20 |
2023-27 | 99.3 |
Postretirement Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
2,018 | 1.8 |
2,019 | 1.8 |
2,020 | 1.9 |
2,021 | 1.9 |
2,022 | 2 |
2023-27 | $ 9.9 |
Other Operating Expense, Net (D
Other Operating Expense, Net (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | |||
Restructuring and margin improvement activities | $ 156 | $ 41.4 | $ 13.5 |
Loss on divestiture | (14.3) | 86 | 0 |
Other | 1 | 1.3 | 1.2 |
Total other operating expense, net | $ 142.7 | $ 128.7 | $ 14.7 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments And Contingencies [Line Items] | |||
Rent expense | $ 59.2 | $ 56.9 | $ 53.2 |
Minimum | |||
Commitments And Contingencies [Line Items] | |||
Lease term | 1 year | ||
Maximum | |||
Commitments And Contingencies [Line Items] | |||
Lease term | 22 years |
Composition of Capital Leases R
Composition of Capital Leases Reflected As Property, Plant And Equipment in Consolidated Balance Sheets (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Commitments and Contingencies Disclosure [Abstract] | ||
Machinery and equipment | $ 5.1 | $ 4.5 |
Less accumulated amortization | (3.2) | (2) |
Total | $ 1.9 | $ 2.5 |
Future Minimum Payments under N
Future Minimum Payments under Non-Cancelable Capital Leases and Operating Leases (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Capital Leases and Operating Leases, Future Minimum Payments [Abstract] | |
2,019 | $ 1.2 |
2,020 | 0.4 |
2,021 | 0.3 |
2,022 | 0.2 |
2,023 | 0.1 |
Thereafter | 0.3 |
Total minimum payments | 2.5 |
Less amount representing interest | (0.1) |
Present value of capital lease obligations | 2.4 |
2,019 | 41.4 |
2,020 | 34.1 |
2,021 | 30.1 |
2,022 | 21.4 |
2,023 | 14.5 |
Thereafter | 59 |
Total minimum payments | $ 200.5 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) | 12 Months Ended | ||||
Dec. 31, 2018USD ($)galMWDTH | Dec. 31, 2025 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2017 | |
Interest rate swap | |||||
Derivative [Line Items] | |||||
Derivative notional amount | $ 2,100,000,000 | ||||
Weighted average fixed interest rate | 0.86% | ||||
Foreign Currency Contract | |||||
Derivative [Line Items] | |||||
Derivative notional amount | $ 18,900,000 | ||||
Derivative, expiration period | throughout 2,019 | ||||
Electricity Contract | |||||
Derivative [Line Items] | |||||
Derivative, expiration period | throughout 2019, and 2020 | ||||
Notional amount outstanding | MW | 100,000 | ||||
Diesel Contract | |||||
Derivative [Line Items] | |||||
Derivative, expiration period | throughout 2,019 | ||||
Notional amount outstanding | gal | 10,500,000 | ||||
Natural Gas Contract | |||||
Derivative [Line Items] | |||||
Derivative, expiration period | throughout 2,019 | ||||
Notional amount outstanding | DTH | 3,100,000 | ||||
Forecast | Interest rate swap | |||||
Derivative [Line Items] | |||||
Weighted average fixed interest rate | 2.91% | 2.68% | 1.54% |
Derivative, Fair Value, and Loc
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | $ 12.2 | $ 15.1 |
Liability derivative, fair value | 20.8 | 1.2 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | 0.6 | 2.7 |
Commodity contracts | Accounts expenses | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivative, fair value | 1.8 | 1.2 |
Foreign Currency Contract | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | 1.5 | 0.5 |
Interest rate swap | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | 10.1 | 11.9 |
Interest rate swap | Accounts expenses | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivative, fair value | $ 19 | $ 0 |
Gains and Losses on Derivative
Gains and Losses on Derivative Contracts (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Mark to market unrealized gain (loss), derivative | $ (22.5) | $ 2.3 | $ 14.1 |
Mark to market unrealized gain (loss), commodity and derivative | (22.5) | 2.3 | 14.1 |
Realized gain (loss) | 10.8 | 1.3 | (2.3) |
Total gain (loss) | (11.7) | 3.6 | 11.8 |
Commodity contracts | Other expense (income), net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Mark to market unrealized gain (loss), commodity | (2.7) | 1 | 4.3 |
Commodity contracts | Selling and distribution | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized gain (loss) | 3.7 | 0.8 | (0.5) |
Foreign Currency Contract | Other expense (income), net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Mark to market unrealized gain (loss), derivative | 1 | (0.2) | (0.6) |
Foreign Currency Contract | Cost of Sales | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized gain (loss) | 1.6 | (0.6) | (1.8) |
Interest rate swap | Other expense (income), net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Mark to market unrealized gain (loss), derivative | (20.8) | 1.5 | 10.4 |
Interest rate swap | Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized gain (loss) | $ 5.5 | $ 1.1 | $ 0 |
Financial Information Relating
Financial Information Relating to Reportable Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 1,481.1 | $ 1,394 | $ 1,455.8 | $ 1,481.2 | $ 1,699.9 | $ 1,548.8 | $ 1,522.2 | $ 1,536.2 | $ 5,812.1 | $ 6,307.1 | $ 6,175.1 |
Direct operating income | 606.8 | 701.7 | 764.5 | ||||||||
Unallocated selling, general, and administrative expenses | (658.4) | (700.7) | (744.8) | ||||||||
Unallocated cost of sales | (4,856.7) | (5,226.7) | (5,049) | ||||||||
Operating income (loss) | 67.9 | (412.8) | (95.5) | ||||||||
Other expense | (152.7) | (111.8) | (99.9) | ||||||||
(Loss) income before income taxes | $ (14.9) | $ 0.2 | $ (26.2) | $ (43.9) | $ (538.4) | $ 30.1 | $ (56) | $ 39.7 | (84.8) | (524.6) | (195.4) |
Depreciation | 171.9 | 173.5 | 178.4 | ||||||||
Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 0 | 5.5 | (9.9) | ||||||||
Unallocated selling, general, and administrative expenses | (278.7) | (299.7) | (349.9) | ||||||||
Unallocated cost of sales | (31.2) | (26.2) | (24.7) | ||||||||
Unallocated corporate expense and other | (229) | (788.6) | (485.4) | ||||||||
Baked Goods | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,385.3 | 1,403.9 | 1,288.2 | ||||||||
Direct operating income | 149.8 | 175.5 | 162.4 | ||||||||
Depreciation | 56 | 45.4 | 49 | ||||||||
Beverages | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,008.4 | 1,073.4 | 973 | ||||||||
Direct operating income | 180.3 | 226.9 | 244.7 | ||||||||
Depreciation | 26.6 | 22.2 | 18.9 | ||||||||
Condiments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,252.5 | 1,300.6 | 1,258.1 | ||||||||
Direct operating income | 148.5 | 136.5 | 154.1 | ||||||||
Depreciation | 22.7 | 21.6 | 24.9 | ||||||||
Meals | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,040 | 1,189.2 | 1,335.2 | ||||||||
Direct operating income | 125.9 | 137.3 | 137.1 | ||||||||
Depreciation | 31.4 | 32.6 | 55.1 | ||||||||
Snacks | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,125.9 | 1,334.5 | 1,330.5 | ||||||||
Direct operating income | 2.3 | 25.5 | 66.2 | ||||||||
Depreciation | 21.9 | 15.1 | 14.2 | ||||||||
Corporate Office | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Depreciation | $ 13.3 | $ 36.6 | $ 16.3 |
Segment and Geographic Inform_3
Segment and Geographic Information and Major Customers - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Customer Concentration Risk | Sales Revenue, Net | Minimum | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 10.00% | ||
Customer Concentration Risk | Sales Revenue, Net | Walmart Stores, Inc. and affiliates | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 22.20% | 22.00% | 18.70% |
Customer Concentration Risk | Sales Revenue, Net | Costco | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 10.30% | ||
Customer Concentration Risk | Sales Revenue, Net | Costco | Minimum | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 10.00% | ||
Customer Concentration Risk | Sales Revenue, Net | Aldi | Minimum | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 12.20% | ||
Customer Concentration Risk | Sales Revenue, Net | Outside of the United States | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 9.00% | 8.80% | 8.70% |
Customer Concentration Risk | Trade Receivables | Walmart Stores, Inc. and affiliates | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 10.00% | 21.80% | |
Customer Concentration Risk | Trade Receivables | Costco | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 6.40% | ||
Customer Concentration Risk | Trade Receivables | Aldi | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 12.00% | ||
Geographic Concentration Risk | Sales Revenue, Net | Canada | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 6.90% | 6.80% | 6.90% |
Long-Lived Assets by Geographic
Long-Lived Assets by Geographic Region (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | $ 1,274.4 | $ 1,294.4 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | 1,130.6 | 1,137.9 |
Canada | ||
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | 125.9 | 136.8 |
Other Country | ||
Segment Reporting Information [Line Items] | ||
Property, plant, and equipment, net | $ 17.9 | $ 19.7 |
Summary of Unaudited Quarterly
Summary of Unaudited Quarterly Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 1,481.1 | $ 1,394 | $ 1,455.8 | $ 1,481.2 | $ 1,699.9 | $ 1,548.8 | $ 1,522.2 | $ 1,536.2 | $ 5,812.1 | $ 6,307.1 | $ 6,175.1 |
Gross profit | 260.2 | 227.5 | 235.8 | 231.9 | 257.7 | 259.7 | 276.6 | 286.4 | 955.4 | 1,080.4 | 1,126.1 |
(Loss) income before income taxes | (14.9) | 0.2 | (26.2) | (43.9) | (538.4) | 30.1 | (56) | 39.7 | (84.8) | (524.6) | (195.4) |
Net loss | $ (12.6) | $ 5.4 | $ (20.1) | $ (34.1) | $ (309) | $ 28.8 | $ (34.2) | $ 28.2 | $ (61.4) | $ (286.2) | $ (228.6) |
Net loss per basic share (in usd per share) | $ (0.23) | $ 0.10 | $ (0.36) | $ (0.60) | $ (5.40) | $ 0.50 | $ (0.60) | $ 0.50 | $ (1.10) | $ (5.01) | $ (4.10) |
Net loss per diluted share (in usd per share) | $ (0.23) | $ 0.10 | $ (0.36) | $ (0.60) | $ (5.40) | $ 0.50 | $ (0.60) | $ 0.49 | $ (1.10) | $ (5.01) | $ (4.10) |
Condensed Supplemental Consolid
Condensed Supplemental Consolidating Balance Sheet (Detail) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 164.3 | $ 132.8 | $ 62.1 | $ 34.9 |
Accounts receivable, net | 351.3 | 329.8 | ||
Inventories | 839.7 | 918.3 | ||
Prepaid expenses and other current assets | 61.8 | 103.8 | ||
Total current assets | 1,417.1 | 1,484.7 | ||
Property, plant, and equipment, net | 1,274.4 | 1,294.4 | ||
Goodwill | 2,161.4 | 2,182 | 2,792.1 | |
Intangible and other assets, net | 746.4 | 818.2 | ||
Total assets | 5,599.3 | 5,779.3 | ||
Current liabilities: | ||||
Accounts payable | 577.9 | 451.3 | ||
Accrued expenses | 256.1 | 138.4 | ||
Accounts payable and accrued expenses | 589.7 | |||
Current portion of long-term debt | 1.2 | 10.1 | ||
Total current liabilities | 835.2 | 599.8 | ||
Long-term debt | 2,297.4 | 2,535.7 | ||
Deferred income taxes | 154.2 | 178.4 | ||
Other long-term liabilities | 170.6 | 202.1 | ||
Stockholders’ equity | 2,141.9 | 2,263.3 | 2,503.3 | 1,854.9 |
Total liabilities and stockholders’ equity | 5,599.3 | 5,779.3 | ||
Eliminations | ||||
Current assets: | ||||
Prepaid expenses and other current assets | (96.3) | (32.1) | ||
Total current assets | (96.3) | (32.1) | ||
Investment in subsidiaries | (5,711.7) | (5,528.1) | ||
Deferred income taxes | (34.2) | (15.1) | ||
Total assets | (5,842.2) | (5,575.3) | ||
Current liabilities: | ||||
Accounts payable | 0 | |||
Accrued expenses | (96.3) | |||
Accounts payable and accrued expenses | (32.1) | |||
Total current liabilities | (96.3) | (32.1) | ||
Deferred income taxes | (34.2) | (15.1) | ||
Stockholders’ equity | (5,711.7) | (5,528.1) | ||
Total liabilities and stockholders’ equity | (5,842.2) | (5,575.3) | ||
Parent Company | ||||
Current assets: | ||||
Cash and cash equivalents | 77.9 | 83.2 | 0 | 10.4 |
Accounts receivable, net | 1 | 0.2 | ||
Prepaid expenses and other current assets | 80.9 | 69.8 | ||
Total current assets | 159.8 | 153.2 | ||
Property, plant, and equipment, net | 42.8 | 29.3 | ||
Investment in subsidiaries | 5,152.4 | 4,945.5 | ||
Deferred income taxes | 34.2 | 15.1 | ||
Intangible and other assets, net | 86.6 | 62.5 | ||
Total assets | 5,475.8 | 5,205.6 | ||
Current liabilities: | ||||
Accounts payable | 23.9 | |||
Accrued expenses | 71.8 | |||
Accounts payable and accrued expenses | 53.3 | |||
Current portion of long-term debt | 0.6 | 9 | ||
Total current liabilities | 96.3 | 62.3 | ||
Long-term debt | 2,296.2 | 2,533.8 | ||
Other long-term liabilities | 17.7 | 17.6 | ||
Intercompany accounts (receivable) payable, net | 923.7 | 328.6 | ||
Stockholders’ equity | 2,141.9 | 2,263.3 | ||
Total liabilities and stockholders’ equity | 5,475.8 | 5,205.6 | ||
Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0.2 | 0.2 | 0 |
Accounts receivable, net | 314.1 | 297.1 | ||
Inventories | 746.7 | 803.1 | ||
Prepaid expenses and other current assets | 60.4 | 32 | ||
Total current assets | 1,121.2 | 1,132.4 | ||
Property, plant, and equipment, net | 1,087.8 | 1,108.7 | ||
Goodwill | 2,046.7 | 2,057.3 | ||
Investment in subsidiaries | 559.3 | 582.6 | ||
Intangible and other assets, net | 577 | 652.1 | ||
Total assets | 5,392 | 5,533.1 | ||
Current liabilities: | ||||
Accounts payable | 508.3 | |||
Accrued expenses | 261.6 | |||
Accounts payable and accrued expenses | 513.8 | |||
Current portion of long-term debt | 0.5 | 1.1 | ||
Total current liabilities | 770.4 | 514.9 | ||
Long-term debt | 0.6 | 1.4 | ||
Deferred income taxes | 171.9 | 167.3 | ||
Other long-term liabilities | 147.8 | 178.5 | ||
Intercompany accounts (receivable) payable, net | (851.1) | (274.5) | ||
Stockholders’ equity | 5,152.4 | 4,945.5 | ||
Total liabilities and stockholders’ equity | 5,392 | 5,533.1 | ||
Non-Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 86.4 | 49.4 | $ 61.9 | $ 24.5 |
Accounts receivable, net | 36.2 | 32.5 | ||
Inventories | 93 | 115.2 | ||
Prepaid expenses and other current assets | 16.8 | 34.1 | ||
Total current assets | 232.4 | 231.2 | ||
Property, plant, and equipment, net | 143.8 | 156.4 | ||
Goodwill | 114.7 | 124.7 | ||
Intangible and other assets, net | 82.8 | 103.6 | ||
Total assets | 573.7 | 615.9 | ||
Current liabilities: | ||||
Accounts payable | 45.7 | |||
Accrued expenses | 19 | |||
Accounts payable and accrued expenses | 54.7 | |||
Current portion of long-term debt | 0.1 | |||
Total current liabilities | 64.8 | 54.7 | ||
Long-term debt | 0.6 | 0.5 | ||
Deferred income taxes | 16.5 | 26.2 | ||
Other long-term liabilities | 5.1 | 6 | ||
Intercompany accounts (receivable) payable, net | (72.6) | (54.1) | ||
Stockholders’ equity | 559.3 | 582.6 | ||
Total liabilities and stockholders’ equity | $ 573.7 | $ 615.9 |
Condensed Supplemental Consol_2
Condensed Supplemental Consolidating Statement of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | $ 1,481.1 | $ 1,394 | $ 1,455.8 | $ 1,481.2 | $ 1,699.9 | $ 1,548.8 | $ 1,522.2 | $ 1,536.2 | $ 5,812.1 | $ 6,307.1 | $ 6,175.1 |
Cost of sales | 4,856.7 | 5,226.7 | 5,049 | ||||||||
Gross profit | 260.2 | 227.5 | 235.8 | 231.9 | 257.7 | 259.7 | 276.6 | 286.4 | 955.4 | 1,080.4 | 1,126.1 |
Selling, general, and administrative expense | 658.4 | 700.7 | 744.8 | ||||||||
Amortization expense | 86.4 | 114.1 | 109.9 | ||||||||
Impairment of goodwill and other intangible assets | 0 | 549.7 | 352.2 | ||||||||
Other operating expense, net | 142.7 | 128.7 | 14.7 | ||||||||
Operating income (loss) | 67.9 | (412.8) | (95.5) | ||||||||
Interest expense | 114.6 | 126.8 | 119.2 | ||||||||
Other expense (income), net | 38.1 | (15) | (19.3) | ||||||||
Loss before income taxes | (14.9) | 0.2 | (26.2) | (43.9) | (538.4) | 30.1 | (56) | 39.7 | (84.8) | (524.6) | (195.4) |
Income tax (benefit) expense | (23.4) | (238.4) | 33.2 | ||||||||
Net loss | $ (12.6) | $ 5.4 | $ (20.1) | $ (34.1) | $ (309) | $ 28.8 | $ (34.2) | $ 28.2 | (61.4) | (286.2) | (228.6) |
Eliminations | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | (406.1) | (355.1) | (310.2) | ||||||||
Cost of sales | (406.1) | (355.1) | (310.2) | ||||||||
Interest expense | 0 | (8.2) | (4.8) | ||||||||
Other expense (income), net | 0 | 268.1 | 4.8 | ||||||||
Loss before income taxes | 0 | (259.9) | |||||||||
Equity in net income (loss) of subsidiaries | (269.6) | (167) | 55.6 | ||||||||
Net loss | (269.6) | (426.9) | 55.6 | ||||||||
Parent Company | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Selling, general, and administrative expense | 145.6 | 114.4 | 132.4 | ||||||||
Amortization expense | 11.8 | 12.9 | 9.4 | ||||||||
Other operating expense, net | 112.1 | 9 | |||||||||
Operating income (loss) | (269.5) | (136.3) | (141.8) | ||||||||
Interest expense | 111.6 | 128.3 | 118.2 | ||||||||
Other expense (income), net | 29.4 | (3.9) | (12.6) | ||||||||
Loss before income taxes | (410.5) | (260.7) | (247.4) | ||||||||
Income tax (benefit) expense | (99) | (100) | (94.5) | ||||||||
Equity in net income (loss) of subsidiaries | 250.1 | 134.1 | (75.7) | ||||||||
Net loss | (61.4) | (26.6) | (228.6) | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | 5,527.3 | 5,966.9 | 5,839 | ||||||||
Cost of sales | 4,648.6 | 4,979.3 | 4,809.5 | ||||||||
Gross profit | 878.7 | 987.6 | 1,029.5 | ||||||||
Selling, general, and administrative expense | 477.9 | 546.8 | 553 | ||||||||
Amortization expense | 65.5 | 91.6 | 91.2 | ||||||||
Impairment of goodwill and other intangible assets | 549.7 | 337.2 | |||||||||
Other operating expense, net | 26.9 | 116.1 | 12.7 | ||||||||
Operating income (loss) | 308.4 | (316.6) | 35.4 | ||||||||
Interest expense | 0 | 0.3 | 0.3 | ||||||||
Other expense (income), net | 9.6 | (271.5) | (3.4) | ||||||||
Loss before income taxes | 298.8 | (45.4) | 38.5 | ||||||||
Income tax (benefit) expense | 68.2 | (146.6) | 134.4 | ||||||||
Equity in net income (loss) of subsidiaries | 19.5 | 32.9 | 20.1 | ||||||||
Net loss | 250.1 | 134.1 | (75.8) | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | 690.9 | 695.3 | 646.3 | ||||||||
Cost of sales | 614.2 | 602.5 | 549.7 | ||||||||
Gross profit | 76.7 | 92.8 | 96.6 | ||||||||
Selling, general, and administrative expense | 34.9 | 39.5 | 59.4 | ||||||||
Amortization expense | 9.1 | 9.6 | 9.3 | ||||||||
Impairment of goodwill and other intangible assets | 0 | 15 | |||||||||
Other operating expense, net | 3.7 | 3.6 | 2 | ||||||||
Operating income (loss) | 29 | 40.1 | 10.9 | ||||||||
Interest expense | 3 | 6.4 | 5.5 | ||||||||
Other expense (income), net | (0.9) | (7.7) | (8.1) | ||||||||
Loss before income taxes | 26.9 | 41.4 | 13.5 | ||||||||
Income tax (benefit) expense | 7.4 | 8.2 | (6.7) | ||||||||
Net loss | $ 19.5 | $ 33.2 | $ 20.2 |
Condensed Supplemental Consol_3
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net loss | $ (12.6) | $ 5.4 | $ (20.1) | $ (34.1) | $ (309) | $ 28.8 | $ (34.2) | $ 28.2 | $ (61.4) | $ (286.2) | $ (228.6) |
Other comprehensive (loss) income, net of tax: | |||||||||||
Foreign currency translation adjustments | (34.5) | 32.2 | 11.1 | ||||||||
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | 0 | 0 | ||||||||
Pension and postretirement adjustment | 0 | 7.6 | 1 | ||||||||
Other comprehensive (loss) income | (35.6) | 39.8 | 12.1 | ||||||||
Comprehensive loss | (97) | (246.4) | (216.5) | ||||||||
Eliminations | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net loss | (269.6) | (426.9) | 55.6 | ||||||||
Other comprehensive (loss) income, net of tax: | |||||||||||
Equity in other comprehensive income (loss) of subsidiaries | 70.1 | (72) | (23.3) | ||||||||
Comprehensive loss | (199.5) | (498.9) | 32.3 | ||||||||
Parent Company | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net loss | (61.4) | (26.6) | (228.6) | ||||||||
Other comprehensive (loss) income, net of tax: | |||||||||||
Equity in other comprehensive income (loss) of subsidiaries | (35.6) | 39.8 | 12.2 | ||||||||
Comprehensive loss | (97) | 13.2 | (216.4) | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net loss | 250.1 | 134.1 | (75.8) | ||||||||
Other comprehensive (loss) income, net of tax: | |||||||||||
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||||||||||
Pension and postretirement adjustment | 7.6 | 1 | |||||||||
Other comprehensive (loss) income | (1.1) | 7.6 | 1 | ||||||||
Equity in other comprehensive income (loss) of subsidiaries | (34.5) | 32.2 | 11.1 | ||||||||
Comprehensive loss | 214.5 | 173.9 | (63.7) | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net loss | 19.5 | 33.2 | 20.2 | ||||||||
Other comprehensive (loss) income, net of tax: | |||||||||||
Foreign currency translation adjustments | (34.5) | 32.2 | 11.1 | ||||||||
Other comprehensive (loss) income | (34.5) | 32.2 | 11.1 | ||||||||
Comprehensive loss | $ (15) | $ 65.4 | $ 31.3 |
Condensed Supplemental Consol_4
Condensed Supplemental Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net cash provided by (used in) operating activities | $ 505.8 | $ 506 | $ 478.6 |
Cash flows from investing activities: | |||
Additions to property, plant, and equipment | (173.8) | (159.7) | (175.2) |
Additions to intangible assets | (22.4) | (26.1) | (11.8) |
Acquisitions, less cash acquired | 0 | 0 | (2,644.4) |
Proceeds from sale of fixed assets | 6 | 8.4 | 1.7 |
Purchase of investments | (1.2) | ||
Proceeds from divestitures | 30.8 | 18.8 | 0 |
Other | 35.3 | (1.6) | |
Net cash used in investing activities | (160.9) | (159.8) | (2,831.3) |
Cash flows from financing activities: | |||
Net (repayment) borrowing of debt | (256.3) | (254.8) | 1,577 |
Payment of deferred financing costs | (2.4) | (4.9) | (34.3) |
Net proceeds from issuance of common stock | 0 | 0 | 835.1 |
Repurchases of common stock | (54.6) | (28.7) | 0 |
Receipts related to stock-based award activities | 4.7 | 12.1 | 8.7 |
Payments related to stock-based award activities | (8.4) | (6.9) | (8.8) |
Other | 3.6 | 0 | 0 |
Net cash (used in) provided by financing activities | (311) | (278.3) | 2,377.7 |
Effect of exchange rate changes on cash and cash equivalents | (2.4) | 2.8 | 2.2 |
Increase (decrease) in cash and cash equivalents | 31.5 | 70.7 | 27.2 |
Cash and cash equivalents, beginning of year | 132.8 | 62.1 | 34.9 |
Cash and cash equivalents, end of year | 164.3 | 132.8 | 62.1 |
Eliminations | |||
Cash flows from operating activities: | |||
Net cash provided by (used in) operating activities | (254) | (426.9) | 56.7 |
Cash flows from investing activities: | |||
Intercompany transfer | 172.7 | 37.3 | (302.3) |
Net cash used in investing activities | 172.7 | 37.3 | (302.3) |
Cash flows from financing activities: | |||
Intercompany transfer | 81.3 | 389.6 | 245.6 |
Net cash (used in) provided by financing activities | 81.3 | 389.6 | 245.6 |
Effect of exchange rate changes on cash and cash equivalents | 0 | ||
Parent Company | |||
Cash flows from operating activities: | |||
Net cash provided by (used in) operating activities | 122.8 | (149.5) | (201.2) |
Cash flows from investing activities: | |||
Additions to property, plant, and equipment | (14.2) | (4.2) | (7) |
Additions to intangible assets | (21.8) | (25.5) | (9.7) |
Intercompany transfer | 52.3 | 403.4 | 420.1 |
Acquisitions, less cash acquired | (2,687.7) | ||
Net cash used in investing activities | 16.3 | 373.7 | (2,284.3) |
Cash flows from financing activities: | |||
Net (repayment) borrowing of debt | (254.8) | (252.2) | 1,580.3 |
Payment of deferred financing costs | (34.3) | ||
Intercompany transfer | 168.7 | 134.7 | 94.1 |
Net proceeds from issuance of common stock | 835.1 | ||
Repurchases of common stock | (54.6) | (28.7) | |
Receipts related to stock-based award activities | 4.7 | 12.1 | 8.7 |
Payments related to stock-based award activities | (8.4) | (6.9) | (8.8) |
Net cash (used in) provided by financing activities | (144.4) | (141) | 2,475.1 |
Increase (decrease) in cash and cash equivalents | (5.3) | 83.2 | (10.4) |
Cash and cash equivalents, beginning of year | 83.2 | 0 | 10.4 |
Cash and cash equivalents, end of year | 77.9 | 83.2 | 0 |
Guarantor Subsidiaries | |||
Cash flows from operating activities: | |||
Net cash provided by (used in) operating activities | 559.9 | 1,047.1 | 609.4 |
Cash flows from investing activities: | |||
Additions to property, plant, and equipment | (141.5) | (137.4) | (151.4) |
Additions to intangible assets | (0.5) | (0.5) | (2.1) |
Intercompany transfer | (209.9) | (402) | (117.8) |
Acquisitions, less cash acquired | 0.3 | ||
Proceeds from sale of fixed assets | 8.3 | 1.7 | |
Proceeds from divestitures | 18.5 | ||
Other | 36.6 | (0.6) | |
Net cash used in investing activities | (315.3) | (513.1) | (269.9) |
Cash flows from financing activities: | |||
Net (repayment) borrowing of debt | (1.5) | (2.5) | (3.2) |
Intercompany transfer | (246.9) | (531.5) | (336.1) |
Other | 3.6 | ||
Net cash (used in) provided by financing activities | (244.8) | (534) | (339.3) |
Increase (decrease) in cash and cash equivalents | (0.2) | 0 | 0.2 |
Cash and cash equivalents, beginning of year | 0.2 | 0.2 | 0 |
Cash and cash equivalents, end of year | 0 | 0.2 | 0.2 |
Non-Guarantor Subsidiaries | |||
Cash flows from operating activities: | |||
Net cash provided by (used in) operating activities | 77.1 | 35.3 | 13.7 |
Cash flows from investing activities: | |||
Additions to property, plant, and equipment | (18.1) | (18.1) | (16.8) |
Additions to intangible assets | (0.1) | (0.1) | 0 |
Intercompany transfer | (15.1) | (38.7) | |
Acquisitions, less cash acquired | 43 | ||
Proceeds from sale of fixed assets | 0.1 | 0 | |
Purchase of investments | (1.2) | ||
Proceeds from divestitures | 0.3 | ||
Other | (1.3) | (1) | |
Net cash used in investing activities | (34.6) | (57.7) | 25.2 |
Cash flows from financing activities: | |||
Net (repayment) borrowing of debt | 0 | (0.1) | (0.1) |
Intercompany transfer | (3.1) | 7.2 | (3.6) |
Net cash (used in) provided by financing activities | (3.1) | 7.1 | (3.7) |
Effect of exchange rate changes on cash and cash equivalents | (2.4) | 2.8 | 2.2 |
Increase (decrease) in cash and cash equivalents | 37 | (12.5) | 37.4 |
Cash and cash equivalents, beginning of year | 49.4 | 61.9 | 24.5 |
Cash and cash equivalents, end of year | $ 86.4 | $ 49.4 | $ 61.9 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Millions | Jan. 23, 2019USD ($) |
St. Louis Facility Closure | Subsequent Event | |
Subsequent Event [Line Items] | |
Total expected costs | $ 7.8 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | $ 1 | $ 1 | $ 1 |
Change to Allowance | 1 | 0 | 0 |
Acquisitions | 0 | 0 | 1 |
Write-Offs of Uncollectible Accounts | 0 | 0 | 0 |
Recoveries | 0 | 0 | 0 |
Ending Balance | 1 | 1 | 1 |
LIFO Reserve | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | (28.2) | (23.3) | (21.4) |
Additions | 0 | (4.9) | (1.9) |
Acquisitions | 4 | 0 | 0 |
Ending Balance | (24.2) | (28.2) | (23.3) |
Deferred Tax Valuation Allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | (14.9) | (8.9) | (0.9) |
Additions | (1.6) | (6) | (8) |
Acquisitions | 1.4 | 0 | 0 |
Ending Balance | $ (15.1) | $ (14.9) | $ (8.9) |