Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | THS | |
Entity Registrant Name | TREEHOUSE FOODS, INC. | |
Entity Central Index Key | 1,320,695 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 56,325,844 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 128.5 | $ 132.8 |
Investments | 13.7 | 14.1 |
Receivables, net (Note 3) | 345.2 | 329.8 |
Inventories | 940.6 | 918.3 |
Prepaid expenses and other current assets | 104.9 | 89.7 |
Total current assets | 1,532.9 | 1,484.7 |
Property, plant, and equipment, net | 1,279.2 | 1,294.4 |
Goodwill | 2,178.7 | 2,182 |
Intangible assets, net | 752.8 | 773 |
Other assets, net | 41.9 | 45.2 |
Total assets | 5,785.5 | 5,779.3 |
Current liabilities: | ||
Accounts payable and accrued expenses | 648.7 | 589.7 |
Current portion of long-term debt | 10.1 | 10.1 |
Total current liabilities | 658.8 | 599.8 |
Long-term debt | 2,533.2 | 2,535.7 |
Deferred income taxes | 175.8 | 178.4 |
Other long-term liabilities | 197.9 | 202.1 |
Total liabilities | 3,565.7 | 3,516 |
Commitments and contingencies (Note 17) | ||
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, 56.4 and 56.6 shares issued and outstanding, respectively | 0.6 | 0.6 |
Treasury stock | (45.8) | (28.7) |
Additional paid-in capital | 2,124.2 | 2,107 |
Retained earnings | 213.3 | 245.9 |
Accumulated other comprehensive loss | (72.5) | (61.5) |
Total stockholders’ equity | 2,219.8 | 2,263.3 |
Total liabilities and stockholders’ equity | $ 5,785.5 | $ 5,779.3 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 56,400,000 | 56,600,000 |
Common stock, shares outstanding | 56,400,000 | 56,600,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Net sales | $ 1,481.2 | $ 1,536.2 |
Cost of sales | 1,249.3 | 1,249.8 |
Gross profit | 231.9 | 286.4 |
Operating expenses: | ||
Selling and distribution | 108.4 | 104.6 |
General and administrative | 81.1 | 79.1 |
Amortization expense | 22.2 | 28.6 |
Other operating expense, net | 28.9 | 6.8 |
Total operating expenses | 240.6 | 219.1 |
Operating (loss) income | (8.7) | 67.3 |
Other expense: | ||
Interest expense | 28.5 | 29.7 |
Interest income | (2) | (2.8) |
Loss on foreign currency exchange | 2.5 | 0.1 |
Other expense, net | 6.2 | 0.6 |
Total other expense | 35.2 | 27.6 |
(Loss) income before income taxes | (43.9) | 39.7 |
Income taxes | (9.8) | 11.5 |
Net (loss) income | $ (34.1) | $ 28.2 |
Net (loss) earnings per common share: | ||
Basic | $ (0.60) | $ 0.50 |
Diluted | $ (0.60) | $ 0.49 |
Weighted average common shares: | ||
Basic | 56.5 | 56.9 |
Diluted | 56.5 | 57.6 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||
Net (loss) income | $ (34.1) | $ 28.2 | |
Other comprehensive income: | |||
Foreign currency translation adjustments | [1] | (10.1) | 3.6 |
Pension and postretirement reclassification adjustment | [2] | 0.2 | 0.3 |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||
Other comprehensive (loss) income | (11) | 3.9 | |
Comprehensive (loss) income | $ (45.1) | $ 32.1 | |
[1] | The tax impact for the three months ended March 31, 2018 was insignificant. | ||
[2] | Net of tax of $0.2 million for the three months ended March 31, 2017. |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) $ in Millions | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Statement Of Income And Comprehensive Income [Abstract] | |
Pension and postretirement reclassification adjustment, tax | $ 0.2 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (34.1) | $ 28.2 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 67 | 72.4 |
Stock-based compensation | 16.3 | 7.5 |
Other | 13.4 | (15) |
Changes in operating assets and liabilities, net of effect of acquisitions: | ||
Receivables | (16.5) | 45 |
Inventories | (24.9) | (10.6) |
Prepaid expenses and other assets | (10.5) | 3.3 |
Accounts payable, accrued expenses, and other liabilities | 47.1 | (52.3) |
Net cash provided by operating activities | 57.8 | 78.5 |
Cash flows from investing activities: | ||
Additions to property, plant, and equipment | (38.5) | (34.7) |
Additions to intangible assets | (2.9) | (8.7) |
Proceeds from sale of fixed assets | 0.2 | |
Other | (0.3) | (0.3) |
Net cash used in investing activities | (41.7) | (43.5) |
Cash flows from financing activities: | ||
Borrowings under Revolving Credit Facility | 5.9 | 115 |
Payments under Revolving Credit Facility | (5.9) | (137) |
Payments on capitalized lease obligations and other debt | (0.3) | (1.4) |
Payments on Term Loans | (3.5) | (12.7) |
Repurchases of common stock | (17.1) | |
Receipts related to stock-based award activities | 1.9 | 6.7 |
Payments related to stock-based award activities | (1.1) | (0.9) |
Net cash used in financing activities | (20.1) | (30.3) |
Effect of exchange rate changes on cash and cash equivalents | (0.3) | 0.4 |
Net (decrease) increase in cash and cash equivalents | (4.3) | 5.1 |
Cash and cash equivalents, beginning of period | 132.8 | 62.1 |
Cash and cash equivalents, end of period | 128.5 | 67.2 |
Supplemental cash flow disclosures | ||
Interest paid | 44.3 | 43.7 |
Income taxes paid | 2.4 | 6.2 |
Non-cash investing activities: | ||
Accrued purchase of property and equipment | 21 | 12.3 |
Accrued other intangible assets | $ 4.8 | $ 5.7 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION The unaudited Condensed Consolidated Financial Statements included herein have been prepared by TreeHouse Foods, Inc. and its consolidated subsidiaries (the “Company,” “TreeHouse,” “we,” “us,” or “our”), pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to quarterly reporting on Form 10-Q. In our opinion, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted as permitted by such rules and regulations. The Condensed Consolidated Financial Statements and related notes should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. Results of operations for interim periods are not necessarily indicative of annual results. The preparation of our Condensed Consolidated Financial Statements in conformity with GAAP requires us to use our 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 Condensed Consolidated Financial Statements, and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates. A detailed description of the Company’s significant accounting policies can be found in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. |
Restructuring and Margin Improv
Restructuring and Margin Improvement Activities | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Margin Improvement Activities | 2. RESTRUCTURING AND MARGIN IMPROVEMENT ACTIVITIES 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) Structure to Win – a selling, general, and administrative reduction initiative; (2) TreeHouse 2020 – a long-term growth and margin improvement strategy; and (3) Pre-2020 other restructuring and plant closing costs. For additional detail on each activity, see subsequent sections of this note. Total costs associated with these categories are outlined below: Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 (In millions) Structure to Win $ 8.4 $ — TreeHouse 2020 27.7 — Other Restructuring and Plant Closing Costs 2.5 11.0 Total $ 38.6 $ 11.0 Expenses associated with these programs are recorded in the Cost of sales and Other operating expense, net lines in the Condensed Consolidated Statements of Operations. The Company does not allocate restructuring and margin improvement activities costs to reportable segments when evaluating the performance of its segments. As a result, restructuring and margin improvement activities costs by reportable segment has not been presented. See Note 20 for more information. Below is a summary of costs by line item: Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 (In millions) Cost of sales $ 9.7 $ 4.2 Other operating expenses, net 28.9 6.8 Total $ 38.6 $ 11.0 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 support 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 back office. We expect to spend $30.1 million in 2018 primarily on employee-related costs and consulting services. All of the costs associated with Structure to Win are recorded in the Other operating expense, net line of the Condensed Consolidated Statements of Operations. Below is a summary of costs by type associated with this program: Three Cumulative Costs Total Expected March 31, 2018 To Date Costs (In millions) Employee-related $ 5.5 $ 5.5 $ 16.0 Other costs 2.9 2.9 14.1 Total $ 8.4 $ 8.4 $ 30.1 For the three months ended March 31, 2018, employee-related costs primarily consisted of severance and other costs primarily consisted of consulting services. These costs were recorded in the Other operating expense, net line. There were no costs related to this program during the three months ended March 31, 2017. 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 reductions continue to deliver value by increasing our capacity utilization, expanding operating margins, and streamlining our plant structure to optimize our supply chain. TreeHouse 2020 is expected to produce significant savings to achieve our operating margin expansion targets creating reinvestment opportunities to drive future growth. This program began in 2017 and will be executed in multiple phases through 2020. The key elements of Phase 1 include the closure of the Company’s Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility, which are successfully tracking toward their closure dates noted in the table below. Key elements of Phase 2, which was announced in the first quarter of 2018, include the closure of the Company’s Visalia, CA and Battle Creek, MI facilities. The key information regarding the Company’s announced facility closures related to TreeHouse 2020 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 Dothan, Alabama August 3, 2017 Partial closure Q2 2018 Trail mix and snack nuts Snacks $ 5.7 $ 3.0 Brooklyn Park, Minnesota August 3, 2017 Completed in Q4 2017 Dry dinners Baked Goods 19.5 12.2 Plymouth, Indiana August 3, 2017 Completed in Q4 2017 Pickles Condiments 19.3 14.5 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 23.6 11.0 $ 86.3 $ 52.5 Below is a summary of costs by type associated with TreeHouse 2020: Three Cumulative Costs Total Expected March 31, 2018 To Date Costs (In millions) Asset-related $ 5.3 $ 43.6 $ 73.0 Employee-related 8.4 17.5 84.0 Other costs 14.0 24.3 183.0 Total $ 27.7 $ 85.4 $ 340.0 For the three months ended March 31, 2018, asset-related costs primarily consisted of accelerated depreciation; employee-related costs primarily consisted of severance; and other costs primarily consisted of third-party costs. Asset-related costs were recorded in the Cost of sales line while employee-related and other costs were primarily recorded in the Other operating expense, net line of the Condensed Consolidated Statement of Operations. Total expected cost increased primarily due to the closure of the Visalia and Battle Creek plants announced in the first quarter of 2018. There were no costs related to the TreeHouse 2020 program during the three months ended March 31, 2017. 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 the Other operating expense, net line of the Condensed 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. Pre-TreeHouse 2020 facility closures and downsizing: 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 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, May 24, 2016 Completed in Q3 2017 Bars and fruit snacks Snacks 21.2 17.0 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 (1) Ready-to-eat cereal Meals 10.4 2.2 $ 48.5 $ 30.5 (1) The downsizing of this facility began in January 2017 and is 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 of this footnote. Below is a summary of the plant closing costs by type of cost: Three Three Cumulative Costs Total Expected March 31, 2018 March 31, 2017 To Date Costs (In millions) Asset-related $ 0.9 $ 4.4 $ 18.0 $ 18.0 Employee-related — 2.5 10.5 11.2 Other closure costs (0.1 ) 2.5 18.4 19.3 Total $ 0.8 $ 9.4 $ 46.9 $ 48.5 For the three months ended March 31, 2018, asset-related costs primarily consisted of inventory dispositions and were recorded in the Cost of sales line of the Condensed Consolidated Statement of Operations. Employee-related and other closure costs were recorded in the Other operating expense, net line. Other cost reduction activities not related to our plant closings above totaled $1.7 million for the three months ended March 31, 2018 and were primarily the result of a Private Brands plant closure initiated prior to TreeHouse’s acquisition. Other cost reduction activities were $1.6 million for the three months ended March 31, 2017. Liabilities recorded as of March 31, 2018 associated with total exit cost reserves relate to severance, the partial withdrawal from a multiemployer pension plan, and lease termination costs. The severance and lease termination liabilities were included in the Accounts payable and accrued expenses line of the Condensed Consolidated Balance Sheets, while the multiemployer pension plan withdrawal liability was included in the Other long-term liabilities line of the Condensed Consolidated Balance Sheets. The table below presents a reconciliation of the liabilities as of March 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 Expense 6.7 — — 6.7 Payments (3.7 ) — (2.0 ) (5.7 ) Adjustments — — (0.7 ) (0.7 ) Balance as of March 31, 2018 $ 9.1 $ 0.8 $ — $ 9.9 |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | 3. REVENUE RECOGNITION On January 1, 2018, we adopted ASU No. 2014-09, Revenue from Contracts with Customers 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 In the following tables, segment revenue is disaggregated by segment and product category groups. Three Months Ended March 31, 2018 2017 (In millions) Products: Retail bakery $ 177.1 $ 182.6 Baked products 168.9 158.5 Total Baked Goods 346.0 341.1 Beverages 171.4 183.1 Beverage enhancers 77.7 84.9 Total Beverages 249.1 268.0 Dressings and sauces 246.2 237.3 Pickles 69.0 72.8 Total Condiments 315.2 310.1 Pasta and dry dinners 142.0 133.6 Cereals and other meals (1) 135.0 190.4 Total Meals 277.0 324.0 Snack nuts 202.4 186.5 Trail mix and bars 91.5 104.1 Total Snacks 293.9 290.6 Unallocated net sales — 2.4 Total net sales $ 1,481.2 $ 1,536.2 (1) On May 22, 2017, the Company sold the soup and infant feeding business (“SIF”). Included within this category, was $42.6 million of SIF related sales for the three months ended March 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 March 31, 2018. Significant Payment Terms Our customer contracts identify the product, quantity, price, payment 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. Taxes Taxes collected by the Company, which are assessed by a governmental authority that are both imposed on and concurrent with specific revenue-producing transactions, are normally excluded from revenue. Shipping All shipping and handling costs associated with outbound freight are accounted for as fulfillment costs and are in included in the cost of sales; this includes shipping and handling costs after control over a product has transferred to a customer. 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 March 31, 2018 are immaterial. The Company does not have significant deferred revenue or unbilled receivable balances because of transactions with customers. Contract Costs We have identified certain incremental costs to obtain a contract, primarily sales commissions, requiring capitalization under the new standard. The Company continues to expense these costs as incurred because the amortization period for the costs would have been one year or less. The Company does not incur significant fulfillment costs requiring capitalization. Impact of Adoption The following tables summarize the impact of our adoption of Topic 606 on a modified retrospective basis on select Condensed Consolidated Balance Sheet items. There were no material impacts to the Condensed Consolidated Statement of Operations or the Condensed Consolidated Statement of Cash Flows. Upon adoption, the Company reclassified certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities. Condensed Consolidated Balance Sheets (in millions) As of the Period Ended March 31, 2018 Unadjusted Adoption of ASC 606 Effect of Change Higher / (Lower) Receivables, net $ 294.2 $ 345.2 $ 51.0 Accounts payable and accrued expenses $ 597.7 $ 648.7 $ 51.0 |
Receivables Sales Agreement
Receivables Sales Agreement | 3 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Receivables Sales Agreement | 4. 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 For the quarter ended March 31, 2018, $183.1 million of accounts receivable have been sold via this arrangement. The proceeds from these sales of receivables are included within the change in receivables in the operating activities section of the Condensed Consolidated Statements of Cash Flows. The recorded net loss on sale of receivables is $0.6 million for the quarter ended March 31, 2018 and is included in the Other expense, net line in the Condensed 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. The Company has not recorded any servicing assets or liabilities as of March 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 | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. INVENTORIES March 31, December 31, 2018 2017 (In millions) Raw materials and supplies $ 450.0 $ 416.5 Finished goods 519.5 530.0 LIFO reserve (28.9 ) (28.2 ) Total inventories $ 940.6 $ 918.3 Inventory was generally accounted for under the FIFO method and a portion was accounted for under the last-in, first-out (“LIFO”) method. Approximately $65.9 million and $92.9 million of our inventory was accounted for under the LIFO method of accounting at March 31, 2018 and December 31, 2017, respectively. 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. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment | 6. PROPERTY, PLANT, AND EQUIPMENT March 31, December 31, 2018 2017 (In millions) Land $ 70.0 $ 69.8 Buildings and improvements 460.4 454.6 Machinery and equipment 1,310.1 1,310.2 Construction in progress 102.2 93.8 Total 1,942.7 1,928.4 Less accumulated depreciation (663.5 ) (634.0 ) Property, plant, and equipment, net $ 1,279.2 $ 1,294.4 Depreciation expense was $44.8 million and $43.8 million for the three months ended March 31, 2018 and 2017, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. GOODWILL AND INTANGIBLE ASSETS Baked Goods Beverages Condiments Meals Snacks Total (In millions) Goodwill $ 555.6 $ 716.7 $ 449.5 $ 471.7 $ 609.8 $ 2,803.3 Accumulated impairment losses — — (11.5 ) — (609.8 ) (621.3 ) Balance at January 1, 2018 555.6 716.7 438.0 471.7 — 2,182.0 Foreign currency exchange adjustments — (1.4 ) (1.9 ) — — (3.3 ) Balance at March 31, 2018 $ 555.6 $ 715.3 $ 436.1 $ 471.7 $ — $ 2,178.7 Indefinite Lived Intangible Assets The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of March 31, 2018 and December 31, 2017 are as follows: March 31, 2018 December 31, 2017 (In millions) Trademarks $ 22.3 $ 22.8 Total indefinite lived intangibles $ 22.3 $ 22.8 The decrease in the indefinite lived intangibles balance is due to foreign currency translation. Finite Lived Intangible Assets The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2018 and December 31, 2017 are as follows: March 31, 2018 December 31, 2017 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Impairment Carrying Amount Amortization Amount Amount Amortization Losses Amount (In millions) Intangible assets with finite lives: Customer-related $ 961.7 $ (347.7 ) $ 614.0 $ 1,265.4 $ (361.4 ) $ (273.3 ) $ 630.7 Contractual agreements 3.0 (3.0 ) — 3.0 (3.0 ) — — Trademarks 69.4 (29.9 ) 39.5 69.6 (28.7 ) — 40.9 Formulas/recipes 33.8 (19.6 ) 14.2 33.8 (18.3 ) — 15.5 Computer software 141.9 (79.1 ) 62.8 137.8 (74.7 ) — 63.1 Total finite lived intangibles $ 1,209.8 $ (479.3 ) $ 730.5 $ 1,509.6 $ (486.1 ) $ (273.3 ) $ 750.2 Total intangible assets, excluding goodwill, as of March 31, 2018 and December 31, 2017 were $752.8 million and $773.0 million, respectively. Amortization expense on intangible assets for the three months ended March 31, 2018 and 2017 was $22.2 million and $28.6 million, respectively. Estimated amortization expense on intangible assets for 2018 and the next four years is as follows: (In millions) 2018 $ 85.0 2019 82.5 2020 80.3 2021 71.5 2022 67.6 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | 8. ACCOUNTS PAYABLE AND ACCRUED EXPENSES March 31, December 31, 2018 2017 (In millions) Accounts payable $ 468.4 $ 451.3 Payroll and benefits 68.7 59.9 Trade promotion liabilities (1) 51.0 — Health insurance, workers’ compensation, and other insurance costs 27.1 28.7 Marketing expenses 8.4 10.4 Interest 7.8 23.8 Taxes 4.5 7.4 Other accrued liabilities 12.8 8.2 Total $ 648.7 $ 589.7 (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 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. INCOME TAXES Income taxes were recorded at an effective rate of 22.3% and 29.0% for the three months ended March 31, 2018 and 2017, respectively. The change in the effective tax rates for the three months ended March 31, 2018 compared to March 31, 2017 was primarily a result of the decrease in the U.S. Federal statutory tax rate and an increase in non-deductible executive compensation expense. Our effective tax rate may change from period to period based on recurring and non-recurring factors including the jurisdictional mix of earnings, enacted tax legislation, state income taxes, settlement of tax audits, and the expiration of the statute of limitations in relation to unrecognized tax benefits. The Company’s effective tax rate differs from the U.S. federal statutory tax rate primarily due to state tax expense, the impact of non-deductible stock compensation expense, and an intercompany financing structure entered into in conjunction with the E.D. Smith Foods, Ltd. (“E.D. Smith”) acquisition in 2007. In addition, the Company’s effective tax rate for the three months ended March 31, 2018 reflects a discrete expense with a rate impact of approximately (1.76%) attributable to the vesting and exercise of share-based awards. 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 quarter. Our Canadian operations are under exam by the Canadian Revenue Agency (“CRA”) for tax years 2008 through 2015. These examinations are expected to be completed in Management estimates that it is reasonably possible that the total amount of unrecognized tax benefits could decrease by as much as $9.7 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 $1.4 million of the $9.7 million would affect net income when settled. Tax Reform On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Tax Act”) was enacted. The Tax Act made significant changes to the Internal Revenue Code, including, but not limited to, a corporate tax rate decrease from 35% to 21%, limitation of the tax deduction for interest expense to 30% of adjusted 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 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. The Tax Act also creates 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 FASB allows an entity to make an accounting policy election of either (1) treating taxes due of future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred or (2) factoring such amounts into the company’s measurement of deferred taxes. We continue to assess the impact of GILTI and have not yet made an accounting policy election. As the Company has not completed its analysis of the impact of the Tax Act the net tax benefit of $104.2 million remains provisional and is subject to change due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, and additional regulatory guidance that may be issued. We expect to complete our analysis within the one-year measurement period allowed by SAB 118. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 10. LONG-TERM DEBT March 31, December 31, 2018 2017 (In millions) Term Loan A $ 497.5 $ 498.8 Term Loan A-1 895.5 897.8 2022 Notes 400.0 400.0 2024 Notes 775.0 775.0 Other debt 2.8 3.1 Total outstanding debt 2,570.8 2,574.6 Deferred financing costs (27.5 ) (28.8 ) Less current portion (10.1 ) (10.1 ) Total long-term debt $ 2,533.2 $ 2,535.7 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 Revolving Credit Facility, Term Loan A, and Term Loan A-1 are known collectively as the “Amended and Restated Credit Agreement.” The Company’s average interest rate on debt outstanding under its Amended and Restated Credit Agreement for the three months ended March 31, 2018 was 3.22%. Including the $875 million of interest rate swap agreements in effect as of March 31, 2018 with a weighted average fixed interest rate base of approximately 1.40%, the average rate decreases to 2.99%. Revolving Credit Facility — As of March 31, 2018, $716.0 million of the aggregate commitment of $750 million of the Revolving Credit Facility was available. Under the Amended and Restated Credit Agreement, the Revolving Credit Facility matures on February 1, 2023. In addition, as of March 31, 2018, 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. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | 11. STOCKHOLDERS’ EQUITY 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 is authorized to enter into an administrative repurchase plan for $50 million of the $400 million in the fourteen months following November 6, 2017. The Company plans to repurchase $50 million shares through the plan and up to another $100 million opportunistically (total annual cap of $150 million). Any shares repurchased will be held as treasury stock. For the three months ended March 31, 2018, the Company repurchased approximately 0.4 million shares of common stock for a total of $17.1 million. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 12. 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: Three Months Ended March 31, 2018 2017 (In millions, except per share data) Net (loss) income $ (34.1 ) $ 28.2 Weighted average common shares outstanding 56.5 56.9 Assumed exercise/vesting of equity awards (1) — 0.7 Weighted average diluted common shares outstanding 56.5 57.6 Net earnings per basic share $ (0.60 ) $ 0.50 Net earnings per diluted share $ (0.60 ) $ 0.49 (1) Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, 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 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 13. STOCK-BASED COMPENSATION The Board of Directors adopted, and the Company’s stockholders approved, the “TreeHouse Foods, Inc. Equity and Incentive Plan” (the “Plan”). The Plan is administered by our Compensation Committee, which consists entirely of independent directors. The Compensation Committee determines specific awards for our executive officers. For all other employees, if the committee designates, our Chief Executive Officer or such other officers will, from time to time, determine specific persons to whom awards under the Plan will be granted, and the terms and conditions of each award. The Compensation Committee or its designee, pursuant to the terms of the Plan, will also make all other necessary decisions and interpretations under 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 maximum number of shares available to be awarded under the Plan is approximately 16.1 million, of which approximately 3.1 million remain available at March 31, 2018. Income before income taxes for the three months ended March 31, 2018 and 2017 includes stock-based compensation expense for employees and directors of $16.3 million and $7.5 million, respectively. The tax benefit recognized related to the compensation cost of these share-based awards was approximately $4.0 million and $2.8 million for the three months ended March 31, 2018 and 2017, respectively. In the first quarter of 2018, the Company entered into an amended employment agreement with our former Chief Executive Officer, Sam K. Reed. The amended plan resulted in the modification of his outstanding equity awards 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 units, and performance units was $1.2 million, $3.8 million, and $5.0 million, respectively. Stock Options — The following table summarizes stock option activity during the three months ended March 31, 2018. Stock options generally vest in approximately three equal installments on each of the first three anniversaries of the grant date and expire ten years from the grant date. Weighted Weighted Average Average Remaining Aggregate Employee Exercise Contractual Intrinsic Options Price Term (yrs) Value (In thousands) (In millions) Outstanding, at December 31, 2017 2,099 $ 71.46 6.1 $ 5.9 Forfeited (36 ) 87.90 Exercised (80 ) 24.06 Expired (7 ) 91.73 Outstanding, at March 31, 2018 1,976 72.99 6.0 2.0 Vested/expected to vest, at March 31, 2018 1,927 72.66 6.0 2.0 Exercisable, at March 31, 2018 1,395 66.89 5.0 2.0 Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 2.7 $ 1.8 Intrinsic value of stock options exercised 1.5 4.5 Tax benefit recognized from stock option exercises — 1.7 Compensation costs related to unvested options totaled $7.4 million at March 31, 2018 and will be recognized over the remaining vesting period of the grants, which averages 1.7 years. The Company uses the Black-Scholes option pricing model to value its stock option awards. 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 generally 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 March 31, 2018, 91 thousand director restricted stock units have been earned and deferred. The following table summarizes the restricted stock unit activity during the three months ended March 31, 2018: Weighted Weighted Employee Average Director Average Restricted Grant Date Restricted Grant Date Stock Units Fair Value Stock Units Fair Value (In thousands) (In thousands) Outstanding, at December 31, 2017 547 $ 85.41 117 $ 60.21 Granted 636 38.32 36 38.27 Vested (82 ) 83.93 (25 ) 61.20 Forfeited (28 ) 86.43 (1 ) 84.66 Outstanding, at March 31, 2018 1,073 57.57 127 53.77 Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 8.3 $ 4.7 Fair value of vested restricted stock units 4.3 2.9 Tax benefit recognized from vested restricted stock units 1.0 1.1 Future compensation costs related to restricted stock units are approximately $37.1 million as of March 31, 2018 and will be recognized on a weighted average basis over the next 2.3 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, generally, 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. During the three months ended March 31, 2018, no performance units were converted into shares of common stock. The following table summarizes the performance unit activity during the three months ended March 31, 2018: Weighted Average Performance Grant Date Units Fair Value (In thousands) Unvested, at December 31, 2017 264 $ 86.13 Granted 141 38.27 Forfeited (5 ) 87.46 Unvested, at March 31, 2018 400 69.27 Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 5.3 $ 1.0 Future compensation costs related to the performance units are estimated to be approximately $3.2 million as of March 31, 2018 and are expected to be recognized over the next 2.6 years. The grant date fair value of the awards is equal to the Company’s closing stock price on the date of grant. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 14. ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss consists of the following components, all of which are net of tax, except for the foreign currency translation adjustment: Unrecognized Accumulated Foreign Pension and Other Currency Postretirement Comprehensive Translation (1) Benefits (2) Loss (In millions) Balance at December 31, 2017 $ (57.2 ) $ (4.3 ) $ (61.5 ) Other comprehensive loss (10.1 ) — (10.1 ) Reclassifications from accumulated other comprehensive loss — 0.2 0.2 Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 — (1.1 ) (1.1 ) Other comprehensive loss (10.1 ) (0.9 ) (11.0 ) Balance at March 31, 2018 $ (67.3 ) $ (5.2 ) $ (72.5 ) Unrecognized Accumulated Foreign Pension and Other Currency Postretirement Comprehensive Translation (1) Benefits (2) Loss (In millions) Balance at December 31, 2016 $ (89.4 ) $ (11.9 ) $ (101.3 ) Other comprehensive income 3.6 — 3.6 Reclassifications from accumulated other comprehensive loss — 0.3 0.3 Other comprehensive income 3.6 0.3 3.9 Balance at March 31, 2017 $ (85.8 ) $ (11.6 ) $ (97.4 ) (1) The foreign currency translation adjustment tax impact was insignificant. (2) The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information). The Condensed Consolidated Statements of Operations lines impacted by reclassifications out of Accumulated other comprehensive loss are outlined below: Affected line in Reclassifications from Accumulated the Condensed Consolidated Other Comprehensive Loss Statements of Operations Three Months Ended March 31, 2018 2017 (In millions) Amortization of defined benefit pension and postretirement items: Prior service costs $ — $ 0.1 Cost of Sales Unrecognized net loss 0.2 0.4 Other expense, net Total before tax 0.2 0.5 Income taxes — 0.2 Income taxes Adoption of ASU 2018-02 (1.1 ) — Income taxes Net of tax $ (0.9 ) $ 0.3 |
Employee Retirement and Postret
Employee Retirement and Postretirement Benefits | 3 Months Ended |
Mar. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Retirement and Postretirement Benefits | 15. EMPLOYEE RETIREMENT AND POSTRETIREMENT BENEFITS Pension, Profit Sharing, and Postretirement Benefits — Certain employees and retirees participate in pension and other postretirement benefit plans. Employee benefit plan obligations and expenses included in the Condensed 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. In connection with the divestiture of the canned soup and infant feeding (“SIF”) business in the second quarter of 2017, the Company divested a pension plan and a postretirement benefit plan. Components of net periodic pension expense are as follows: Three Months Ended March 31, 2018 2017 (In millions) Service cost $ 0.6 $ 1.2 Interest cost 2.9 4.0 Expected return on plan assets (4.0 ) (4.7 ) Amortization of unrecognized prior service cost — 0.1 Amortization of unrecognized net loss 0.2 0.4 Net periodic pension cost $ (0.3 ) $ 1.0 The Company expects to contribute approximately $1.5 million to the pension plans during 2018. Components of net periodic postretirement expense are as follows: Three Months Ended March 31, 2018 2017 (In millions) Interest cost $ 0.3 $ 0.3 Net periodic postretirement cost $ 0.3 $ 0.3 The Company expects to contribute approximately $1.8 million to the postretirement health plans during 2018. The service cost components of net periodic pension and postretirement costs were recorded in the Cost of sales line and the other components were recorded in the Other expense, net line of the Condensed Consolidated Statements of Operations. |
Other Operating Expense, Net
Other Operating Expense, Net | 3 Months Ended |
Mar. 31, 2018 | |
Other Income And Expenses [Abstract] | |
Other Operating Expense, Net | 16. OTHER OPERATING EXPENSE, NET The Company incurred other operating expense for the three months ended March 31, 2018 and 2017, which consisted of the following: Three Months Ended March 31, 2018 2017 (In millions) Restructuring and margin improvement activities $ 28.9 $ 6.8 Total other operating expense, net $ 28.9 $ 6.8 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 17. COMMITMENTS AND CONTINGENCIES Litigation, Investigations, and Audits — On November 16, 2016, a purported TreeHouse shareholder filed a putative class action captioned , 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 , 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 , Case No. 17-cv-01014, in the Northern District of Illinois, against TreeHouse and certain of its officers. This complaint, like , 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 Since its initial docketing, the Tarara Public Employees’ Retirement Systems of Mississippi v. TreeHouse Foods, Inc., et al. Public Employees’ Public Employees’ Additionally, due to the similarity of the complaints, the parties in Wells Lavin Public Employees’ Public Employees’ Lavin 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. On October 29, 2017, Mr. Robert Aiken resigned as the Company’s President and Chief Operating Officer. On December 1, 2017, Mr. Aiken filed a demand for arbitration under his employment agreement. Shortly thereafter, the Company filed a counterclaim in arbitration against Mr. Aiken. At this time, no dates have been set for the arbitration and fact discovery has yet to commence. |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | 18. 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, with a bias toward fixed-rate debt. As of March 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 2.22% through February 28, 2025. These instruments are not accounted for under hedge accounting and the changes in their fair value are recorded in the Condensed Consolidated Statements of Operations, with their fair value recorded on the Condensed Consolidated Balance Sheets. 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 Condensed Consolidated Statements of Operations, with their fair value recorded on the Condensed Consolidated Balance Sheets. As of March 31, 2018, the Company had $63.7 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2018 and 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 Condensed Consolidated Balance Sheets, with changes in value being recorded in the Condensed 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 March 31, 2018, the Company had outstanding contracts for the purchase of 0.2 million megawatts of electricity, expiring throughout 2018, 2019, and 2020; 10.4 million gallons of diesel, expiring throughout 2018; and 5.3 million dekatherms of natural gas, expiring throughout 2018 and 2019. The following table identifies the derivative, its fair value, and location on the Condensed Consolidated Balance Sheets: Balance Sheet Location March 31, 2018 December 31, 2017 (In millions) Asset Derivatives Commodity contracts Prepaid expenses and other current assets $ 1.1 $ 2.7 Foreign currency contracts Prepaid expenses and other current assets 2.2 0.5 Interest rate swap agreements Prepaid expenses and other current assets 14.1 11.9 $ 17.4 $ 15.1 Liability Derivatives Commodity contracts Accounts payable and accrued expenses $ 0.6 $ 1.2 Interest rate swap agreements Accounts payable and accrued expenses 8.6 — $ 9.2 $ 1.2 We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations: Three Months Ended Location of Gain (Loss) March 31, Recognized in Net (Loss) Income 2018 2017 (In millions) Mark-to-market unrealized (loss) gain: Commodity contracts Other expense, net $ (1.0 ) $ (1.1 ) Foreign currency contracts Other expense, net 1.8 (0.1 ) Interest rate swap agreements Other expense, net (6.4 ) 1.0 Total unrealized loss (5.6 ) (0.2 ) Realized gain (loss): Commodity contracts Manufacturing related to Cost of sales and transportation related to Selling and distribution 2.4 0.5 Foreign currency contracts Cost of sales 0.6 0.2 Interest rate swap agreements Interest expense 0.8 (0.1 ) Total realized gain 3.8 0.6 Total (loss) gain $ (1.8 ) $ 0.4 |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 19. FAIR VALUE The following table presents the carrying value and fair value of our financial instruments as of March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Carrying Value Fair Value Carrying Value Fair Value Level (In millions) (In millions) Not recorded at fair value (liability): Term Loan A $ (497.5 ) $ (499.1 ) $ (498.8 ) $ (500.7 ) 2 Term Loan A-1 (895.5 ) (897.2 ) (897.8 ) (900.0 ) 2 2022 Notes (400.0 ) (399.0 ) (400.0 ) (405.0 ) 2 2024 Notes (775.0 ) (780.8 ) (775.0 ) (806.0 ) 2 Recorded on a recurring basis at fair value asset (liability): Commodity contracts $ 0.5 $ 0.5 $ 1.5 $ 1.5 2 Foreign currency contracts 2.2 2.2 0.5 0.5 2 Interest rate swap agreements 5.5 5.5 11.9 11.9 2 Investments 13.7 13.7 14.1 14.1 1 Cash and cash equivalents and accounts receivable are financial assets with carrying values that approximate fair value. Accounts payable are financial liabilities with carrying values that approximate fair value. The fair values of Term Loan A, Term Loan A-1, 2022 Notes, 2024 Notes, 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 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, where the inputs are considered Level 2, due to their infrequent trading volume. 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. The commodity contracts, foreign currency contracts, and interest rate swap agreements are recorded at fair value on the Condensed Consolidated Balance Sheets. The fair value of the investments was determined using Level 1 inputs. Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement dates. The investments are recorded at fair value on the Condensed Consolidated Balance Sheets. |
Segment and Geographic Informat
Segment and Geographic Information and Major Customers | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information and Major Customers | 20. SEGMENT AND GEOGRAPHIC INFORMATION AND MAJOR CUSTOMERS 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. Direct operating income is defined as gross profit less freight out, sales commissions, and direct selling, general, and administrative expenses. 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 to the Consolidated Financial Statements contained in our Annual Report on Form 10-K for the year ended December 31, 2017. Financial information relating to the Company’s reportable segments is as follows: Three Months Ended March 31, 2018 2017 (In millions) Net sales to external customers: Baked Goods $ 346.0 $ 341.1 Beverages 249.1 268.0 Condiments 315.2 310.1 Meals 277.0 324.0 Snacks 293.9 290.6 Unallocated — 2.4 Total $ 1,481.2 $ 1,536.2 Direct operating income: Baked Goods $ 28.0 $ 41.9 Beverages 39.4 58.7 Condiments 27.2 31.7 Meals 29.9 34.0 Snacks 6.7 12.5 Total 131.2 178.8 Unallocated selling, general, and administrative expenses (81.3 ) (80.0 ) Unallocated cost of sales (1) (7.5 ) 1.5 Unallocated corporate expense and other (1) (51.1 ) (33.0 ) Operating (loss) income (8.7 ) 67.3 Other expense (35.2 ) (27.6 ) (Loss) income before income taxes $ (43.9 ) $ 39.7 (1) Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate. Geographic Information — The Company had revenues from customers outside of the United States of approximately 8.3% of total consolidated net sales in the three months ended March 31, 2018 and 2017 with 6.2% and 6.6% of total consolidated net sales going to Canada, respectively. Sales are determined based on the customer destination where the products are shipped. The Company held 12.0% and 11.0% of its property, plant, and equipment outside of the United States as of March 31, 2018 and 2017, respectively. Major Customers — Walmart Stores, Inc. and affiliates accounted for approximately 23.3% and 20.5% of consolidated net sales in the three months ended March 31, 2018 and 2017, respectively. No other customer accounted for more than 10% of our consolidated net sales during these periods. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Changes And Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 21. RECENT ACCOUNTING PRONOUNCEMENTS Adopted In May 2014, the 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 3 for additional information on revenue recognition. In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows, In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory, In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated AOCI, Not yet adopted In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities In February 2016, the FASB issued ASU No. 2016-02, Leases |
GUARANTOR AND NON-GUARANTOR FIN
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Guarantor and Non-Guarantor Financial Information | 22. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION The Company’s 2022 Notes and 2024 Notes are guaranteed fully and unconditionally, as well as jointly and severally, by its Guarantor Subsidiaries. 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 March 31, 2018 and 2017, and for the three months ended March 31, 2018 and 2017. 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 March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 70.4 $ 0.2 $ 57.9 $ — $ 128.5 Investments — — 13.7 — 13.7 Accounts receivable, net 0.6 291.0 53.6 — 345.2 Inventories, net — 835.0 105.6 — 940.6 Prepaid expenses and other current assets 82.3 0.7 21.9 — 104.9 Total current assets 153.3 1,126.9 252.7 — 1,532.9 Property, plant, and equipment, net 38.5 1,087.0 153.7 — 1,279.2 Goodwill — 2,057.4 121.3 — 2,178.7 Investment in subsidiaries 4,981.2 578.3 — (5,559.5 ) — Intercompany accounts (payable) receivable, net (430.6 ) 381.6 49.0 — — Deferred income taxes 12.5 — — (12.5 ) — Intangible and other assets, net 64.0 636.2 94.5 — 794.7 Total assets $ 4,818.9 $ 5,867.4 $ 671.2 $ (5,572.0 ) $ 5,785.5 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable and accrued expenses $ 40.7 $ 551.8 $ 56.2 $ — $ 648.7 Current portion of long-term debt 9.6 0.5 — — 10.1 Total current liabilities 50.3 552.3 56.2 — 658.8 Long-term debt 2,532.0 0.6 0.6 — 2,533.2 Deferred income taxes — 166.2 22.1 (12.5 ) 175.8 Other long-term liabilities 16.8 167.1 14.0 — 197.9 Stockholders’ equity 2,219.8 4,981.2 578.3 (5,559.5 ) 2,219.8 Total liabilities and stockholders’ equity $ 4,818.9 $ 5,867.4 $ 671.2 $ (5,572.0 ) $ 5,785.5 Condensed Supplemental Consolidating Balance Sheet December 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Investments — — 14.1 — 14.1 Accounts receivable, net 0.2 297.1 32.5 — 329.8 Inventories, net — 803.1 115.2 — 918.3 Prepaid expenses and other current assets 69.8 32.0 20.0 (32.1 ) 89.7 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 ) — Intercompany accounts receivable (payable), net (328.6 ) 274.5 54.1 — (0.0 ) Deferred income taxes 15.1 — — (15.1 ) — Intangible and other assets, net 62.5 652.1 103.6 — 818.2 Total assets $ 4,877.0 $ 5,807.6 $ 670.0 $ (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 Stockholders’ equity 2,263.3 4,945.5 582.6 (5,528.1 ) 2,263.3 Total liabilities and stockholders’ equity $ 4,877.0 $ 5,807.6 $ 670.0 $ (5,575.3 ) $ 5,779.3 Condensed Supplemental Consolidating Statement of Operations Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ 1,408.8 $ 177.2 $ (104.8 ) $ 1,481.2 Cost of sales — 1,194.3 159.8 (104.8 ) 1,249.3 Gross profit — 214.5 17.4 — 231.9 Selling, general, and administrative expense 44.6 136.0 8.9 — 189.5 Amortization expense 3.0 16.9 2.3 — 22.2 Other operating expense, net 18.8 10.0 0.1 — 28.9 Operating (loss) income (66.4 ) 51.6 6.1 — (8.7 ) Interest expense 29.0 — 1.4 (1.9 ) 28.5 Interest income (2.2 ) (1.7 ) — 1.9 (2.0 ) Other expense (income), net 7.1 3.6 (2.0 ) — 8.7 (Loss) income before income taxes (100.3 ) 49.7 6.7 — (43.9 ) Income taxes (20.2 ) 9.2 1.2 — (9.8 ) Equity in net income (loss) of subsidiaries 46.0 5.5 — (51.5 ) — Net (loss) income $ (34.1 ) $ 46.0 $ 5.5 $ (51.5 ) $ (34.1 ) Condensed Supplemental Consolidating Statement of Operations Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ 1,455.4 $ 164.0 $ (83.2 ) $ 1,536.2 Cost of sales — 1,188.4 144.6 (83.2 ) 1,249.8 Gross profit — 267.0 19.4 — 286.4 Selling, general, and administrative expense 27.5 146.6 9.6 — 183.7 Amortization expense 2.9 23.4 2.3 — 28.6 Other operating expense, net — 6.6 0.2 — 6.8 Operating (loss) income (30.4 ) 90.4 7.3 — 67.3 Interest expense 31.2 0.2 1.2 (2.9 ) 29.7 Interest income (2.2 ) (2.9 ) (0.6 ) 2.9 (2.8 ) Other (income) expense, net 0.1 — 0.6 — 0.7 (Loss) income before income taxes (59.5 ) 93.1 6.1 — 39.7 Income taxes (22.8 ) 33.4 0.9 — 11.5 Equity in net income (loss) of subsidiaries 64.9 5.2 — (70.1 ) — Net income (loss) $ 28.2 $ 64.9 $ 5.2 $ (70.1 ) $ 28.2 Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ (34.1 ) $ 46.0 $ 5.5 $ (51.5 ) $ (34.1 ) Other comprehensive income: Foreign currency translation adjustments — — (10.1 ) — (10.1 ) Pension and postretirement reclassification adjustment, net of tax — 0.2 — — 0.2 Adoption of ASU 2018-02 reclassification to retained earnings — (1.1 ) — — (1.1 ) Other comprehensive loss: — (0.9 ) (10.1 ) — (11.0 ) Equity in other comprehensive (loss) income of subsidiaries (9.9 ) (10.1 ) — 20.0 — Comprehensive (loss) income $ (44.0 ) $ 35.0 $ (4.6 ) $ (31.5 ) $ (45.1 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net income (loss) $ 28.2 $ 64.9 $ 5.2 $ (70.1 ) $ 28.2 Other comprehensive income: Foreign currency translation adjustments — — 3.6 — 3.6 Pension and postretirement reclassification adjustment, net of tax — 0.3 — — 0.3 Other comprehensive income (loss) — 0.3 3.6 — 3.9 Equity in other comprehensive (loss) income of subsidiaries 3.9 3.6 — (7.5 ) — Comprehensive income (loss) $ 32.1 $ 68.8 $ 8.8 $ (77.6 ) $ 32.1 Condensed Supplemental Consolidating Statement of Cash Flows Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 41.3 $ 41.2 $ 26.5 $ (51.2 ) $ 57.8 Cash flows from investing activities: Additions to property, plant, and equipment (0.9 ) (32.3 ) (5.3 ) — (38.5 ) Additions to intangible assets (2.5 ) (0.4 ) — — (2.9 ) Intercompany transfer (42.8 ) (43.3 ) 0.5 85.6 — Other — — (0.3 ) — (0.3 ) Net cash provided by (used in) investing activities (46.2 ) (76.0 ) (5.1 ) 85.6 (41.7 ) Cash flows from financing activities: Net (repayment) borrowing of debt (2.4 ) (1.4 ) — — (3.8 ) Intercompany transfer 10.8 36.2 (12.6 ) (34.4 ) — Repurchases of common stock (17.1 ) — — — (17.1 ) Receipts related to stock-based award activities 1.9 — — — 1.9 Payments related to stock-based award activities (1.1 ) — — — (1.1 ) Net cash provided by (used in) financing activities (7.9 ) 34.8 (12.6 ) (34.4 ) (20.1 ) Effect of exchange rate changes on cash and cash equivalents — — (0.3 ) — (0.3 ) Increase (decrease) in cash and cash equivalents (12.8 ) — 8.5 — (4.3 ) Cash and cash equivalents, beginning of period 83.2 0.2 49.4 — 132.8 Cash and cash equivalents, end of period $ 70.4 $ 0.2 $ 57.9 $ — $ 128.5 Condensed Supplemental Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 44.6 $ 97.7 $ 5.5 $ (69.3 ) $ 78.5 Cash flows from investing activities: Additions to property, plant, and equipment (1.1 ) (30.5 ) (3.1 ) — (34.7 ) Additions to intangible assets (8.2 ) (0.5 ) — — (8.7 ) Intercompany transfer (34.1 ) (31.0 ) — 65.1 — Proceeds from sale of fixed assets — 0.2 — — 0.2 Other — — (0.3 ) — (0.3 ) Net cash (used in) provided by investing activities (43.4 ) (61.8 ) (3.4 ) 65.1 (43.5 ) Cash flows from financing activities: Net borrowing (repayment) of debt (34.7 ) (1.4 ) — — (36.1 ) Intercompany transfer 27.7 (33.9 ) 2.0 4.2 — Receipts related to stock-based award activities 6.7 — — — 6.7 Payments related to stock-based award activities (0.9 ) — — — (0.9 ) Net cash provided by (used in) financing activities (1.2 ) (35.3 ) 2.0 4.2 (30.3 ) Effect of exchange rate changes on cash and cash equivalents — — 0.4 — 0.4 (Decrease) increase in cash and cash equivalents — 0.6 4.5 — 5.1 Cash and cash equivalents, beginning of period — 0.2 61.9 — 62.1 Cash and cash equivalents, end of period $ — $ 0.8 $ 66.4 $ — $ 67.2 |
Restructuring and Margin Impr30
Restructuring and Margin Improvement Activities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by line item: Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 (In millions) Cost of sales $ 9.7 $ 4.2 Other operating expenses, net 28.9 6.8 Total $ 38.6 $ 11.0 |
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 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, May 24, 2016 Completed in Q3 2017 Bars and fruit snacks Snacks 21.2 17.0 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 (1) Ready-to-eat cereal Meals 10.4 2.2 $ 48.5 $ 30.5 (1) The downsizing of this facility began in January 2017 and is 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 of this footnote. |
Reconciliation of Liabilities | The table below presents a reconciliation of the liabilities as of March 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 Expense 6.7 — — 6.7 Payments (3.7 ) — (2.0 ) (5.7 ) Adjustments — — (0.7 ) (0.7 ) Balance as of March 31, 2018 $ 9.1 $ 0.8 $ — $ 9.9 |
Structure to Win Improvement Program | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by type associated with this program: Three Cumulative Costs Total Expected March 31, 2018 To Date Costs (In millions) Employee-related $ 5.5 $ 5.5 $ 16.0 Other costs 2.9 2.9 14.1 Total $ 8.4 $ 8.4 $ 30.1 |
TreeHouse 2020 Restructuring Plan | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of costs by type associated with TreeHouse 2020: Three Cumulative Costs Total Expected March 31, 2018 To Date Costs (In millions) Asset-related $ 5.3 $ 43.6 $ 73.0 Employee-related 8.4 17.5 84.0 Other costs 14.0 24.3 183.0 Total $ 27.7 $ 85.4 $ 340.0 |
Schedule of Facility Closures | The key information regarding the Company’s announced facility closures related to TreeHouse 2020 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 Dothan, Alabama August 3, 2017 Partial closure Q2 2018 Trail mix and snack nuts Snacks $ 5.7 $ 3.0 Brooklyn Park, Minnesota August 3, 2017 Completed in Q4 2017 Dry dinners Baked Goods 19.5 12.2 Plymouth, Indiana August 3, 2017 Completed in Q4 2017 Pickles Condiments 19.3 14.5 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 23.6 11.0 $ 86.3 $ 52.5 |
Restructuring Plans Other Than TreeHouse 2020 | |
Aggregate Expenses Incurred Associated with Facility Closure | Below is a summary of the plant closing costs by type of cost: Three Three Cumulative Costs Total Expected March 31, 2018 March 31, 2017 To Date Costs (In millions) Asset-related $ 0.9 $ 4.4 $ 18.0 $ 18.0 Employee-related — 2.5 10.5 11.2 Other closure costs (0.1 ) 2.5 18.4 19.3 Total $ 0.8 $ 9.4 $ 46.9 $ 48.5 |
Restructuring and Margin Improvement Activities Categories | |
Aggregate Expenses Incurred Associated with Facility Closure | Total costs associated with these categories are outlined below: Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 (In millions) Structure to Win $ 8.4 $ — TreeHouse 2020 27.7 — Other Restructuring and Plant Closing Costs 2.5 11.0 Total $ 38.6 $ 11.0 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Schedule of Segment Revenue Disaggregated by Segment and Product Category | In the following tables, segment revenue is disaggregated by segment and product category groups. Three Months Ended March 31, 2018 2017 (In millions) Products: Retail bakery $ 177.1 $ 182.6 Baked products 168.9 158.5 Total Baked Goods 346.0 341.1 Beverages 171.4 183.1 Beverage enhancers 77.7 84.9 Total Beverages 249.1 268.0 Dressings and sauces 246.2 237.3 Pickles 69.0 72.8 Total Condiments 315.2 310.1 Pasta and dry dinners 142.0 133.6 Cereals and other meals (1) 135.0 190.4 Total Meals 277.0 324.0 Snack nuts 202.4 186.5 Trail mix and bars 91.5 104.1 Total Snacks 293.9 290.6 Unallocated net sales — 2.4 Total net sales $ 1,481.2 $ 1,536.2 (1) On May 22, 2017, the Company sold the soup and infant feeding business (“SIF”). Included within this category, was $42.6 million of SIF related sales for the three months ended March 31, 2017. |
Accounting Standards Update 2014-09 | |
Impact On Select Condensed Consolidated Balance Sheet Due To Adoption Of Topic 606 | The following tables summarize the impact of our adoption of Topic 606 on a modified retrospective basis on select Condensed Consolidated Balance Sheet items. There were no material impacts to the Condensed Consolidated Statement of Operations or the Condensed Consolidated Statement of Cash Flows. Upon adoption, the Company reclassified certain customer liabilities related to customer trade promotional activity from accounts receivable to current liabilities. Condensed Consolidated Balance Sheets (in millions) As of the Period Ended March 31, 2018 Unadjusted Adoption of ASC 606 Effect of Change Higher / (Lower) Receivables, net $ 294.2 $ 345.2 $ 51.0 Accounts payable and accrued expenses $ 597.7 $ 648.7 $ 51.0 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | March 31, December 31, 2018 2017 (In millions) Raw materials and supplies $ 450.0 $ 416.5 Finished goods 519.5 530.0 LIFO reserve (28.9 ) (28.2 ) Total inventories $ 940.6 $ 918.3 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment | March 31, December 31, 2018 2017 (In millions) Land $ 70.0 $ 69.8 Buildings and improvements 460.4 454.6 Machinery and equipment 1,310.1 1,310.2 Construction in progress 102.2 93.8 Total 1,942.7 1,928.4 Less accumulated depreciation (663.5 ) (634.0 ) Property, plant, and equipment, net $ 1,279.2 $ 1,294.4 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Baked Goods Beverages Condiments Meals Snacks Total (In millions) Goodwill $ 555.6 $ 716.7 $ 449.5 $ 471.7 $ 609.8 $ 2,803.3 Accumulated impairment losses — — (11.5 ) — (609.8 ) (621.3 ) Balance at January 1, 2018 555.6 716.7 438.0 471.7 — 2,182.0 Foreign currency exchange adjustments — (1.4 ) (1.9 ) — — (3.3 ) Balance at March 31, 2018 $ 555.6 $ 715.3 $ 436.1 $ 471.7 $ — $ 2,178.7 |
Carrying Amounts of Indefinite Lives Intangible Assets Other Than Goodwill | Indefinite Lived Intangible Assets The carrying amounts of our intangible assets with indefinite lives, other than goodwill, as of March 31, 2018 and December 31, 2017 are as follows: March 31, 2018 December 31, 2017 (In millions) Trademarks $ 22.3 $ 22.8 Total indefinite lived intangibles $ 22.3 $ 22.8 |
Gross Carrying Amounts and Accumulated Amortization of Intangible Assets, with Finite Lives | Finite Lived Intangible Assets The gross carrying amounts and accumulated amortization of intangible assets with finite lives as of March 31, 2018 and December 31, 2017 are as follows: March 31, 2018 December 31, 2017 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Impairment Carrying Amount Amortization Amount Amount Amortization Losses Amount (In millions) Intangible assets with finite lives: Customer-related $ 961.7 $ (347.7 ) $ 614.0 $ 1,265.4 $ (361.4 ) $ (273.3 ) $ 630.7 Contractual agreements 3.0 (3.0 ) — 3.0 (3.0 ) — — Trademarks 69.4 (29.9 ) 39.5 69.6 (28.7 ) — 40.9 Formulas/recipes 33.8 (19.6 ) 14.2 33.8 (18.3 ) — 15.5 Computer software 141.9 (79.1 ) 62.8 137.8 (74.7 ) — 63.1 Total finite lived intangibles $ 1,209.8 $ (479.3 ) $ 730.5 $ 1,509.6 $ (486.1 ) $ (273.3 ) $ 750.2 |
Estimated Amortization Expense on Intangible Assets | Estimated amortization expense on intangible assets for 2018 and the next four years is as follows: (In millions) 2018 $ 85.0 2019 82.5 2020 80.3 2021 71.5 2022 67.6 |
Accounts Payable and Accrued 35
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | March 31, December 31, 2018 2017 (In millions) Accounts payable $ 468.4 $ 451.3 Payroll and benefits 68.7 59.9 Trade promotion liabilities (1) 51.0 — Health insurance, workers’ compensation, and other insurance costs 27.1 28.7 Marketing expenses 8.4 10.4 Interest 7.8 23.8 Taxes 4.5 7.4 Other accrued liabilities 12.8 8.2 Total $ 648.7 $ 589.7 (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 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | March 31, December 31, 2018 2017 (In millions) Term Loan A $ 497.5 $ 498.8 Term Loan A-1 895.5 897.8 2022 Notes 400.0 400.0 2024 Notes 775.0 775.0 Other debt 2.8 3.1 Total outstanding debt 2,570.8 2,574.6 Deferred financing costs (27.5 ) (28.8 ) Less current portion (10.1 ) (10.1 ) Total long-term debt $ 2,533.2 $ 2,535.7 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 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: Three Months Ended March 31, 2018 2017 (In millions, except per share data) Net (loss) income $ (34.1 ) $ 28.2 Weighted average common shares outstanding 56.5 56.9 Assumed exercise/vesting of equity awards (1) — 0.7 Weighted average diluted common shares outstanding 56.5 57.6 Net earnings per basic share $ (0.60 ) $ 0.50 Net earnings per diluted share $ (0.60 ) $ 0.49 (1) Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, 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 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity during the three months ended March 31, 2018. Weighted Weighted Average Average Remaining Aggregate Employee Exercise Contractual Intrinsic Options Price Term (yrs) Value (In thousands) (In millions) Outstanding, at December 31, 2017 2,099 $ 71.46 6.1 $ 5.9 Forfeited (36 ) 87.90 Exercised (80 ) 24.06 Expired (7 ) 91.73 Outstanding, at March 31, 2018 1,976 72.99 6.0 2.0 Vested/expected to vest, at March 31, 2018 1,927 72.66 6.0 2.0 Exercisable, at March 31, 2018 1,395 66.89 5.0 2.0 |
Highlight of Stock Options Activity | Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 2.7 $ 1.8 Intrinsic value of stock options exercised 1.5 4.5 Tax benefit recognized from stock option exercises — 1.7 |
Summary of Restricted Stock Unit Activity | The following table summarizes the restricted stock unit activity during the three months ended March 31, 2018: Weighted Weighted Employee Average Director Average Restricted Grant Date Restricted Grant Date Stock Units Fair Value Stock Units Fair Value (In thousands) (In thousands) Outstanding, at December 31, 2017 547 $ 85.41 117 $ 60.21 Granted 636 38.32 36 38.27 Vested (82 ) 83.93 (25 ) 61.20 Forfeited (28 ) 86.43 (1 ) 84.66 Outstanding, at March 31, 2018 1,073 57.57 127 53.77 |
Highlights of Restricted Stock Unit Activity | Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 8.3 $ 4.7 Fair value of vested restricted stock units 4.3 2.9 Tax benefit recognized from vested restricted stock units 1.0 1.1 |
Summary of Performance Unit Activity | The following table summarizes the performance unit activity during the three months ended March 31, 2018: Weighted Average Performance Grant Date Units Fair Value (In thousands) Unvested, at December 31, 2017 264 $ 86.13 Granted 141 38.27 Forfeited (5 ) 87.46 Unvested, at March 31, 2018 400 69.27 |
Highlight of Performance Unit Activity | Three Months Ended March 31, 2018 2017 (In millions) Compensation expense $ 5.3 $ 1.0 |
Accumulated Other Comprehensi39
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 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, except for the foreign currency translation adjustment: Unrecognized Accumulated Foreign Pension and Other Currency Postretirement Comprehensive Translation (1) Benefits (2) Loss (In millions) Balance at December 31, 2017 $ (57.2 ) $ (4.3 ) $ (61.5 ) Other comprehensive loss (10.1 ) — (10.1 ) Reclassifications from accumulated other comprehensive loss — 0.2 0.2 Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 — (1.1 ) (1.1 ) Other comprehensive loss (10.1 ) (0.9 ) (11.0 ) Balance at March 31, 2018 $ (67.3 ) $ (5.2 ) $ (72.5 ) Unrecognized Accumulated Foreign Pension and Other Currency Postretirement Comprehensive Translation (1) Benefits (2) Loss (In millions) Balance at December 31, 2016 $ (89.4 ) $ (11.9 ) $ (101.3 ) Other comprehensive income 3.6 — 3.6 Reclassifications from accumulated other comprehensive loss — 0.3 0.3 Other comprehensive income 3.6 0.3 3.9 Balance at March 31, 2017 $ (85.8 ) $ (11.6 ) $ (97.4 ) (1) The foreign currency translation adjustment tax impact was insignificant. (2) The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information). |
Reclassifications from Accumulated Other Comprehensive Loss | The Condensed Consolidated Statements of Operations lines impacted by reclassifications out of Accumulated other comprehensive loss are outlined below: Affected line in Reclassifications from Accumulated the Condensed Consolidated Other Comprehensive Loss Statements of Operations Three Months Ended March 31, 2018 2017 (In millions) Amortization of defined benefit pension and postretirement items: Prior service costs $ — $ 0.1 Cost of Sales Unrecognized net loss 0.2 0.4 Other expense, net Total before tax 0.2 0.5 Income taxes — 0.2 Income taxes Adoption of ASU 2018-02 (1.1 ) — Income taxes Net of tax $ (0.9 ) $ 0.3 |
Employee Retirement and Postr40
Employee Retirement and Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans | Components of net periodic pension expense are as follows: Three Months Ended March 31, 2018 2017 (In millions) Service cost $ 0.6 $ 1.2 Interest cost 2.9 4.0 Expected return on plan assets (4.0 ) (4.7 ) Amortization of unrecognized prior service cost — 0.1 Amortization of unrecognized net loss 0.2 0.4 Net periodic pension cost $ (0.3 ) $ 1.0 The Company expects to contribute approximately $1.5 million to the pension plans during 2018. Components of net periodic postretirement expense are as follows: Three Months Ended March 31, 2018 2017 (In millions) Interest cost $ 0.3 $ 0.3 Net periodic postretirement cost $ 0.3 $ 0.3 |
Other Operating Expense, Net (T
Other Operating Expense, Net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Income And Expenses [Abstract] | |
Other Operating Expense, Net | The Company incurred other operating expense for the three months ended March 31, 2018 and 2017, which consisted of the following: Three Months Ended March 31, 2018 2017 (In millions) Restructuring and margin improvement activities $ 28.9 $ 6.8 Total other operating expense, net $ 28.9 $ 6.8 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheet | The following table identifies the derivative, its fair value, and location on the Condensed Consolidated Balance Sheets: Balance Sheet Location March 31, 2018 December 31, 2017 (In millions) Asset Derivatives Commodity contracts Prepaid expenses and other current assets $ 1.1 $ 2.7 Foreign currency contracts Prepaid expenses and other current assets 2.2 0.5 Interest rate swap agreements Prepaid expenses and other current assets 14.1 11.9 $ 17.4 $ 15.1 Liability Derivatives Commodity contracts Accounts payable and accrued expenses $ 0.6 $ 1.2 Interest rate swap agreements Accounts payable and accrued expenses 8.6 — $ 9.2 $ 1.2 |
Gains and Losses on Derivative Contracts | We recorded the following gains and losses on our derivative contracts in the Condensed Consolidated Statements of Operations: Three Months Ended Location of Gain (Loss) March 31, Recognized in Net (Loss) Income 2018 2017 (In millions) Mark-to-market unrealized (loss) gain: Commodity contracts Other expense, net $ (1.0 ) $ (1.1 ) Foreign currency contracts Other expense, net 1.8 (0.1 ) Interest rate swap agreements Other expense, net (6.4 ) 1.0 Total unrealized loss (5.6 ) (0.2 ) Realized gain (loss): Commodity contracts Manufacturing related to Cost of sales and transportation related to Selling and distribution 2.4 0.5 Foreign currency contracts Cost of sales 0.6 0.2 Interest rate swap agreements Interest expense 0.8 (0.1 ) Total realized gain 3.8 0.6 Total (loss) gain $ (1.8 ) $ 0.4 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Carrying Value and Fair Value of Financial Instruments | The following table presents the carrying value and fair value of our financial instruments as of March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Carrying Value Fair Value Carrying Value Fair Value Level (In millions) (In millions) Not recorded at fair value (liability): Term Loan A $ (497.5 ) $ (499.1 ) $ (498.8 ) $ (500.7 ) 2 Term Loan A-1 (895.5 ) (897.2 ) (897.8 ) (900.0 ) 2 2022 Notes (400.0 ) (399.0 ) (400.0 ) (405.0 ) 2 2024 Notes (775.0 ) (780.8 ) (775.0 ) (806.0 ) 2 Recorded on a recurring basis at fair value asset (liability): Commodity contracts $ 0.5 $ 0.5 $ 1.5 $ 1.5 2 Foreign currency contracts 2.2 2.2 0.5 0.5 2 Interest rate swap agreements 5.5 5.5 11.9 11.9 2 Investments 13.7 13.7 14.1 14.1 1 |
Segment and Geographic Inform44
Segment and Geographic Information and Major Customers (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Financial Information Relating to Reportable Segments | Financial information relating to the Company’s reportable segments is as follows: Three Months Ended March 31, 2018 2017 (In millions) Net sales to external customers: Baked Goods $ 346.0 $ 341.1 Beverages 249.1 268.0 Condiments 315.2 310.1 Meals 277.0 324.0 Snacks 293.9 290.6 Unallocated — 2.4 Total $ 1,481.2 $ 1,536.2 Direct operating income: Baked Goods $ 28.0 $ 41.9 Beverages 39.4 58.7 Condiments 27.2 31.7 Meals 29.9 34.0 Snacks 6.7 12.5 Total 131.2 178.8 Unallocated selling, general, and administrative expenses (81.3 ) (80.0 ) Unallocated cost of sales (1) (7.5 ) 1.5 Unallocated corporate expense and other (1) (51.1 ) (33.0 ) Operating (loss) income (8.7 ) 67.3 Other expense (35.2 ) (27.6 ) (Loss) income before income taxes $ (43.9 ) $ 39.7 (1) Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate. |
GUARANTOR AND NON-GUARANTOR F45
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Condensed Supplemental Consolidating Balance Sheet | Condensed Supplemental Consolidating Balance Sheet March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 70.4 $ 0.2 $ 57.9 $ — $ 128.5 Investments — — 13.7 — 13.7 Accounts receivable, net 0.6 291.0 53.6 — 345.2 Inventories, net — 835.0 105.6 — 940.6 Prepaid expenses and other current assets 82.3 0.7 21.9 — 104.9 Total current assets 153.3 1,126.9 252.7 — 1,532.9 Property, plant, and equipment, net 38.5 1,087.0 153.7 — 1,279.2 Goodwill — 2,057.4 121.3 — 2,178.7 Investment in subsidiaries 4,981.2 578.3 — (5,559.5 ) — Intercompany accounts (payable) receivable, net (430.6 ) 381.6 49.0 — — Deferred income taxes 12.5 — — (12.5 ) — Intangible and other assets, net 64.0 636.2 94.5 — 794.7 Total assets $ 4,818.9 $ 5,867.4 $ 671.2 $ (5,572.0 ) $ 5,785.5 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable and accrued expenses $ 40.7 $ 551.8 $ 56.2 $ — $ 648.7 Current portion of long-term debt 9.6 0.5 — — 10.1 Total current liabilities 50.3 552.3 56.2 — 658.8 Long-term debt 2,532.0 0.6 0.6 — 2,533.2 Deferred income taxes — 166.2 22.1 (12.5 ) 175.8 Other long-term liabilities 16.8 167.1 14.0 — 197.9 Stockholders’ equity 2,219.8 4,981.2 578.3 (5,559.5 ) 2,219.8 Total liabilities and stockholders’ equity $ 4,818.9 $ 5,867.4 $ 671.2 $ (5,572.0 ) $ 5,785.5 Condensed Supplemental Consolidating Balance Sheet December 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents 83.2 $ 0.2 $ 49.4 $ — $ 132.8 Investments — — 14.1 — 14.1 Accounts receivable, net 0.2 297.1 32.5 — 329.8 Inventories, net — 803.1 115.2 — 918.3 Prepaid expenses and other current assets 69.8 32.0 20.0 (32.1 ) 89.7 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 ) — Intercompany accounts receivable (payable), net (328.6 ) 274.5 54.1 — (0.0 ) Deferred income taxes 15.1 — — (15.1 ) — Intangible and other assets, net 62.5 652.1 103.6 — 818.2 Total assets $ 4,877.0 $ 5,807.6 $ 670.0 $ (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 Stockholders’ equity 2,263.3 4,945.5 582.6 (5,528.1 ) 2,263.3 Total liabilities and stockholders’ equity $ 4,877.0 $ 5,807.6 $ 670.0 $ (5,575.3 ) $ 5,779.3 |
Condensed Supplemental Consolidating Statement of Operations | Condensed Supplemental Consolidating Statement of Operations Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ 1,408.8 $ 177.2 $ (104.8 ) $ 1,481.2 Cost of sales — 1,194.3 159.8 (104.8 ) 1,249.3 Gross profit — 214.5 17.4 — 231.9 Selling, general, and administrative expense 44.6 136.0 8.9 — 189.5 Amortization expense 3.0 16.9 2.3 — 22.2 Other operating expense, net 18.8 10.0 0.1 — 28.9 Operating (loss) income (66.4 ) 51.6 6.1 — (8.7 ) Interest expense 29.0 — 1.4 (1.9 ) 28.5 Interest income (2.2 ) (1.7 ) — 1.9 (2.0 ) Other expense (income), net 7.1 3.6 (2.0 ) — 8.7 (Loss) income before income taxes (100.3 ) 49.7 6.7 — (43.9 ) Income taxes (20.2 ) 9.2 1.2 — (9.8 ) Equity in net income (loss) of subsidiaries 46.0 5.5 — (51.5 ) — Net (loss) income $ (34.1 ) $ 46.0 $ 5.5 $ (51.5 ) $ (34.1 ) Condensed Supplemental Consolidating Statement of Operations Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ 1,455.4 $ 164.0 $ (83.2 ) $ 1,536.2 Cost of sales — 1,188.4 144.6 (83.2 ) 1,249.8 Gross profit — 267.0 19.4 — 286.4 Selling, general, and administrative expense 27.5 146.6 9.6 — 183.7 Amortization expense 2.9 23.4 2.3 — 28.6 Other operating expense, net — 6.6 0.2 — 6.8 Operating (loss) income (30.4 ) 90.4 7.3 — 67.3 Interest expense 31.2 0.2 1.2 (2.9 ) 29.7 Interest income (2.2 ) (2.9 ) (0.6 ) 2.9 (2.8 ) Other (income) expense, net 0.1 — 0.6 — 0.7 (Loss) income before income taxes (59.5 ) 93.1 6.1 — 39.7 Income taxes (22.8 ) 33.4 0.9 — 11.5 Equity in net income (loss) of subsidiaries 64.9 5.2 — (70.1 ) — Net income (loss) $ 28.2 $ 64.9 $ 5.2 $ (70.1 ) $ 28.2 |
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) | Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ (34.1 ) $ 46.0 $ 5.5 $ (51.5 ) $ (34.1 ) Other comprehensive income: Foreign currency translation adjustments — — (10.1 ) — (10.1 ) Pension and postretirement reclassification adjustment, net of tax — 0.2 — — 0.2 Adoption of ASU 2018-02 reclassification to retained earnings — (1.1 ) — — (1.1 ) Other comprehensive loss: — (0.9 ) (10.1 ) — (11.0 ) Equity in other comprehensive (loss) income of subsidiaries (9.9 ) (10.1 ) — 20.0 — Comprehensive (loss) income $ (44.0 ) $ 35.0 $ (4.6 ) $ (31.5 ) $ (45.1 ) Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Net income (loss) $ 28.2 $ 64.9 $ 5.2 $ (70.1 ) $ 28.2 Other comprehensive income: Foreign currency translation adjustments — — 3.6 — 3.6 Pension and postretirement reclassification adjustment, net of tax — 0.3 — — 0.3 Other comprehensive income (loss) — 0.3 3.6 — 3.9 Equity in other comprehensive (loss) income of subsidiaries 3.9 3.6 — (7.5 ) — Comprehensive income (loss) $ 32.1 $ 68.8 $ 8.8 $ (77.6 ) $ 32.1 |
Condensed Supplemental Consolidating Statement of Cash Flows | Condensed Supplemental Consolidating Statement of Cash Flows Three Months Ended March 31, 2018 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 41.3 $ 41.2 $ 26.5 $ (51.2 ) $ 57.8 Cash flows from investing activities: Additions to property, plant, and equipment (0.9 ) (32.3 ) (5.3 ) — (38.5 ) Additions to intangible assets (2.5 ) (0.4 ) — — (2.9 ) Intercompany transfer (42.8 ) (43.3 ) 0.5 85.6 — Other — — (0.3 ) — (0.3 ) Net cash provided by (used in) investing activities (46.2 ) (76.0 ) (5.1 ) 85.6 (41.7 ) Cash flows from financing activities: Net (repayment) borrowing of debt (2.4 ) (1.4 ) — — (3.8 ) Intercompany transfer 10.8 36.2 (12.6 ) (34.4 ) — Repurchases of common stock (17.1 ) — — — (17.1 ) Receipts related to stock-based award activities 1.9 — — — 1.9 Payments related to stock-based award activities (1.1 ) — — — (1.1 ) Net cash provided by (used in) financing activities (7.9 ) 34.8 (12.6 ) (34.4 ) (20.1 ) Effect of exchange rate changes on cash and cash equivalents — — (0.3 ) — (0.3 ) Increase (decrease) in cash and cash equivalents (12.8 ) — 8.5 — (4.3 ) Cash and cash equivalents, beginning of period 83.2 0.2 49.4 — 132.8 Cash and cash equivalents, end of period $ 70.4 $ 0.2 $ 57.9 $ — $ 128.5 Condensed Supplemental Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (In millions) Parent Guarantor Non-Guarantor Company Subsidiaries Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by (used in) operating activities $ 44.6 $ 97.7 $ 5.5 $ (69.3 ) $ 78.5 Cash flows from investing activities: Additions to property, plant, and equipment (1.1 ) (30.5 ) (3.1 ) — (34.7 ) Additions to intangible assets (8.2 ) (0.5 ) — — (8.7 ) Intercompany transfer (34.1 ) (31.0 ) — 65.1 — Proceeds from sale of fixed assets — 0.2 — — 0.2 Other — — (0.3 ) — (0.3 ) Net cash (used in) provided by investing activities (43.4 ) (61.8 ) (3.4 ) 65.1 (43.5 ) Cash flows from financing activities: Net borrowing (repayment) of debt (34.7 ) (1.4 ) — — (36.1 ) Intercompany transfer 27.7 (33.9 ) 2.0 4.2 — Receipts related to stock-based award activities 6.7 — — — 6.7 Payments related to stock-based award activities (0.9 ) — — — (0.9 ) Net cash provided by (used in) financing activities (1.2 ) (35.3 ) 2.0 4.2 (30.3 ) Effect of exchange rate changes on cash and cash equivalents — — 0.4 — 0.4 (Decrease) increase in cash and cash equivalents — 0.6 4.5 — 5.1 Cash and cash equivalents, beginning of period — 0.2 61.9 — 62.1 Cash and cash equivalents, end of period $ — $ 0.8 $ 66.4 $ — $ 67.2 |
Aggregate Expenses Incurred Ass
Aggregate Expenses Incurred Associated with Facility Closure (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 38,600,000 | $ 11,000,000 |
Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 9,700,000 | 4,200,000 |
Other Operating Expenses, Net | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 28,900,000 | 6,800,000 |
Structure to Win Improvement Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 30,100,000 | |
Restructuring charges | 8,400,000 | 0 |
Cumulative costs to date | 8,400,000 | |
TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 340,000,000 | |
Restructuring charges | 27,700,000 | 0 |
Cumulative costs to date | 85,400,000 | |
Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 48,500,000 | |
Restructuring charges | 800,000 | 9,400,000 |
Cumulative costs to date | 46,900,000 | |
Restructuring and Margin Improvement Activities Categories | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 38,600,000 | 11,000,000 |
Restructuring and Margin Improvement Activities Categories | Structure to Win Improvement Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 8,400,000 | |
Restructuring and Margin Improvement Activities Categories | TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 27,700,000 | |
Restructuring and Margin Improvement Activities Categories | Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 2,500,000 | 11,000,000 |
Employee Related Costs | Structure to Win Improvement Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 16,000,000 | |
Restructuring charges | 5,500,000 | |
Cumulative costs to date | 5,500,000 | |
Employee Related Costs | TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 84,000,000 | |
Restructuring charges | 8,400,000 | |
Cumulative costs to date | 17,500,000 | |
Employee Related Costs | Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 11,200,000 | |
Restructuring charges | 2,500,000 | |
Cumulative costs to date | 10,500,000 | |
Other Restructuring Costs | Structure to Win Improvement Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 14,100,000 | |
Restructuring charges | 2,900,000 | |
Cumulative costs to date | 2,900,000 | |
Other Restructuring Costs | TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 183,000,000 | |
Restructuring charges | 14,000,000 | |
Cumulative costs to date | 24,300,000 | |
Other Restructuring Costs | Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 19,300,000 | |
Restructuring charges | (100,000) | 2,500,000 |
Cumulative costs to date | 18,400,000 | |
Asset Related Costs | TreeHouse 2020 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 73,000,000 | |
Restructuring charges | 5,300,000 | |
Cumulative costs to date | 43,600,000 | |
Asset Related Costs | Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Total expected costs | 18,000,000 | |
Restructuring charges | 900,000 | $ 4,400,000 |
Cumulative costs to date | $ 18,000,000 |
Restructuring and Margin Impr47
Restructuring and Margin Improvement Activities - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 38,600,000 | $ 11,000,000 |
Restructuring costs other than facility closing | $ 1,700,000 | 1,600,000 |
Structure to Win Improvement Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Description of restructuring plan | 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 support 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 back office. | |
Expected Cost | $ 30,100,000 | |
Restructuring charges | $ 8,400,000 | 0 |
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 reductions continue to deliver value by increasing our capacity utilization, expanding operating margins, and streamlining our plant structure to optimize our supply chain. TreeHouse 2020 is expected to produce significant savings to achieve our operating margin expansion targets creating reinvestment opportunities to drive future growth. | |
Expected Cost | $ 340,000,000 | |
Restructuring charges | $ 27,700,000 | $ 0 |
TreeHouse 2020 Restructuring Plan | Facility Closing | ||
Restructuring Cost and Reserve [Line Items] | ||
Description of restructuring plan | The key elements of Phase 1 include the closure of the Company’s Brooklyn Park, Minnesota and Plymouth, Indiana facilities, as well as the downsizing of the Dothan, Alabama facility, which are successfully tracking toward their closure dates noted in the table below. Key elements of Phase 2, which was announced in the first quarter of 2018, include the closure of the Company’s Visalia, CA and Battle Creek, MI facilities. |
Schedule of Facility Closures (
Schedule of Facility Closures (Detail) $ in Millions | 3 Months Ended | |
Mar. 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 Q2 2018 | |
Primary Products Produced | Trail mix and snack nuts | |
Primary Segment(s) Affected | Snacks | |
Total Costs to Close | $ 5.7 | |
Total Cash Costs (Proceeds) to Close | $ 3 | |
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 | Baked Goods | |
Total Costs to Close | $ 19.5 | |
Total Cash Costs (Proceeds) to Close | $ 12.2 | |
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 | $ 19.3 | |
Total Cash Costs (Proceeds) to Close | $ 14.5 | |
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 | $ 23.6 | |
Total Cash Costs (Proceeds) to Close | 11 | |
TreeHouse 2020 Restructuring Plan | Dothan, Brooklyn Park, Plymouth, Battle Creek and Visalia | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Costs to Close | 86.3 | |
Total Cash Costs (Proceeds) to Close | 52.5 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Costs to Close | 48.5 | |
Total Cash Costs (Proceeds) to Close | $ 30.5 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | 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 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | 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 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | 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 | $ 21.2 | |
Total Cash Costs (Proceeds) to Close | $ 17 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | 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 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | 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 | |
Pre TreeHouse 2020 Facility Closures and Downsizing | Battle Creek Michigan Facility Downsizing | ||
Restructuring Cost and Reserve [Line Items] | ||
Facility Location | Battle Creek, Michigan | |
Date of Closure Announcement | Nov. 3, 2016 | |
Full Facility Closure | - | [1] |
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] | The downsizing of this facility began in January 2017 and is 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 of this footnote. |
Schedule of Facility Closures49
Schedule of Facility Closures (Parenthetical) (Detail) - Battle Creek Michigan Facility Downsizing | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | |
Initiation month year | 2017-01 |
Restructuring period | 15 months |
Reconciliation of Liabilities (
Reconciliation of Liabilities (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||
Expense | $ 38.6 | $ 11 |
Restructuring Plans Other Than TreeHouse 2020 | ||
Restructuring Cost and Reserve [Line Items] | ||
Expense | 0.8 | 9.4 |
Restructuring Plans Other Than TreeHouse 2020 | Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Balance as of December 31, 2017 | 6.1 | |
Payments | (3.7) | |
Balance as of March 31, 2018 | 9.1 | |
Restructuring Plans Other Than TreeHouse 2020 | Severance | Member Units | ||
Restructuring Cost and Reserve [Line Items] | ||
Expense | 6.7 | |
Restructuring Plans Other Than TreeHouse 2020 | Multi-employer Pension Plan Withdrawal | ||
Restructuring Cost and Reserve [Line Items] | ||
Balance as of December 31, 2017 | 0.8 | |
Balance as of March 31, 2018 | 0.8 | |
Restructuring Plans Other Than TreeHouse 2020 | Other Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Balance as of December 31, 2017 | 2.7 | |
Expense | (0.1) | 2.5 |
Payments | (2) | |
Adjustments | (0.7) | |
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Balance as of December 31, 2017 | 9.6 | |
Expense | $ 2.5 | |
Payments | (5.7) | |
Adjustments | (0.7) | |
Balance as of March 31, 2018 | 9.9 | |
Restructuring Plans Other Than TreeHouse 2020 | Employee Related Costs | Member Units | ||
Restructuring Cost and Reserve [Line Items] | ||
Expense | $ 6.7 |
Schedule of Segment Revenue Dis
Schedule of Segment Revenue Disaggregated by Segment and Product Category (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 1,481.2 | $ 1,536.2 |
Baked Goods | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 346 | 341.1 |
Baked Goods | Retail Bakery | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 177.1 | 182.6 |
Baked Goods | Baked Products | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 168.9 | 158.5 |
Beverages | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 249.1 | 268 |
Beverages | Beverages | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 171.4 | 183.1 |
Beverages | Beverage Enhancers | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 77.7 | 84.9 |
Condiments | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 315.2 | 310.1 |
Condiments | Dressings and Sauces | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 246.2 | 237.3 |
Condiments | Pickles | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 69 | 72.8 |
Meals | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 277 | 324 |
Meals | Pasta and Dry Dinners | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 142 | 133.6 |
Meals | Cereals and Other Meals | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 135 | 190.4 |
Snacks | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 293.9 | 290.6 |
Snacks | Snack Nuts | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 202.4 | 186.5 |
Snacks | Trail Mix and Bars | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 91.5 | 104.1 |
Unallocated net sales | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 2.4 |
Schedule of Segment Revenue D52
Schedule of Segment Revenue Disaggregated by Segment and Product Category (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 1,481.2 | $ 1,536.2 |
Soup and Infant Feeding | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 42.6 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
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 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 for returns | 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 the new standard. The Company continues to expense these costs as incurred because the amortization period for the costs would have been one year or less. The Company does not incur significant fulfillment costs requiring capitalization. |
Impact On Select Condensed Cons
Impact On Select Condensed Consolidated Balance Sheet Due To Adoption Of Topic 606 (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net (Note 3) | $ 345.2 | $ 329.8 |
Accounts payable and accrued expenses | 648.7 | $ 589.7 |
Unadjusted | Accounting Standards Update 2014-09 | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net (Note 3) | 294.2 | |
Accounts payable and accrued expenses | 597.7 | |
Effect of Change Higher / (Lower) | Accounting Standards Update 2014-09 | ||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables, net (Note 3) | 51 | |
Accounts payable and accrued expenses | $ 51 |
Receivables Sales Agreement - A
Receivables Sales Agreement - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Receivables [Abstract] | ||
Proceeds from receivables sales | $ 200,000,000 | |
Sale of accounts receivables | $ 183,100,000 | |
Loss on sale of receivables | 600,000 | |
Retained interest | $ 0 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 450 | $ 416.5 |
Finished goods | 519.5 | 530 |
LIFO reserve | (28.9) | (28.2) |
Total inventories | $ 940.6 | $ 918.3 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
LIFO inventory | $ 65.9 | $ 92.9 |
Property, Plant, and Equipmen58
Property, Plant, and Equipment (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Abstract] | ||
Land | $ 70 | $ 69.8 |
Buildings and improvements | 460.4 | 454.6 |
Machinery and equipment | 1,310.1 | 1,310.2 |
Construction in progress | 102.2 | 93.8 |
Total | 1,942.7 | 1,928.4 |
Less accumulated depreciation | (663.5) | (634) |
Property, plant, and equipment, net | $ 1,279.2 | $ 1,294.4 |
Property, Plant, and Equipmen59
Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 44.8 | $ 43.8 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | ||
Goodwill | $ 2,803.3 | |
Accumulated impairment losses | (621.3) | |
Beginning Balance | $ 2,182 | |
Foreign currency exchange adjustments | (3.3) | |
Ending Balance | 2,178.7 | |
Baked Goods | ||
Goodwill [Line Items] | ||
Goodwill | 555.6 | |
Beginning Balance | 555.6 | |
Ending Balance | 555.6 | |
Beverages | ||
Goodwill [Line Items] | ||
Goodwill | 716.7 | |
Beginning Balance | 716.7 | |
Foreign currency exchange adjustments | (1.4) | |
Ending Balance | 715.3 | |
Condiments | ||
Goodwill [Line Items] | ||
Goodwill | 449.5 | |
Accumulated impairment losses | (11.5) | |
Beginning Balance | 438 | |
Foreign currency exchange adjustments | (1.9) | |
Ending Balance | 436.1 | |
Meals | ||
Goodwill [Line Items] | ||
Goodwill | 471.7 | |
Beginning Balance | 471.7 | |
Ending Balance | $ 471.7 | |
Snacks | ||
Goodwill [Line Items] | ||
Goodwill | 609.8 | |
Accumulated impairment losses | $ (609.8) |
Carrying Amounts of Intangible
Carrying Amounts of Intangible Assets with Indefinite Lives Other Than Goodwill (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived intangibles | $ 22.3 | $ 22.8 |
Trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived intangibles | $ 22.3 | $ 22.8 |
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, 2017 | Mar. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,509.6 | $ 1,209.8 |
Accumulated Amortization | (486.1) | (479.3) |
Impairment Losses | (273.3) | |
Net Carrying Amount | 750.2 | 730.5 |
Customer-related Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,265.4 | 961.7 |
Accumulated Amortization | (361.4) | (347.7) |
Impairment Losses | (273.3) | |
Net Carrying Amount | 630.7 | 614 |
Contractual agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3 | 3 |
Accumulated Amortization | (3) | (3) |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 69.6 | 69.4 |
Accumulated Amortization | (28.7) | (29.9) |
Net Carrying Amount | 40.9 | 39.5 |
Formulas/recipes | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 33.8 | 33.8 |
Accumulated Amortization | (18.3) | (19.6) |
Net Carrying Amount | 15.5 | 14.2 |
Computer software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 137.8 | 141.9 |
Accumulated Amortization | (74.7) | (79.1) |
Net Carrying Amount | $ 63.1 | $ 62.8 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Total intangible assets, excluding goodwill | $ 752.8 | $ 773 | |
Amortization expense on intangible assets | $ 22.2 | $ 28.6 |
Estimated Amortization Expense
Estimated Amortization Expense on Intangible Assets (Detail) $ in Millions | Mar. 31, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,018 | $ 85 |
2,019 | 82.5 |
2,020 | 80.3 |
2,021 | 71.5 |
2,022 | $ 67.6 |
Accounts Payable and Accrued 65
Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 | |
Payables And Accruals [Abstract] | |||
Accounts payable | $ 468.4 | $ 451.3 | |
Payroll and benefits | 68.7 | 59.9 | |
Trade promotion liabilities | [1] | 51 | |
Health insurance, workers’ compensation, and other insurance costs | 27.1 | 28.7 | |
Marketing expenses | 8.4 | 10.4 | |
Interest | 7.8 | 23.8 | |
Taxes | 4.5 | 7.4 | |
Other accrued liabilities | 12.8 | 8.2 | |
Total | $ 648.7 | $ 589.7 | |
[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 3 for more information |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Taxes [Line Items] | |||
Effective income tax rate | 22.30% | 29.00% | |
Effective income tax rate impact of discrete expense rate attributable to vesting and exercise of share based awards | (1.76%) | ||
Decrease in total amount of unrecognized tax benefits within the next 12 months | $ 9,700,000 | ||
Decrease in unrecognized tax benefits is reasonably possible | $ 1,400,000 | ||
Corporate tax rate | 21.00% | 35.00% | |
Maximum percentage of deductible interest expense | 30.00% | ||
Change in tax rate, income tax benefit | $ (104,200,000) | ||
Income tax benefit related to adjustments of net deferred liability | (108,400,000) | ||
Transition tax | $ 9,600,000 | ||
Tax cuts and jobs act, measurement period adjustment, income tax expense (benefit) | $ 0 | ||
Tax cuts and jobs act of 2017 incomplete accounting provisional income tax expense (benefit). | $ (104,200,000) | ||
Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax examination, year under examination | 2,018 | ||
Latest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax examination, year under examination | 2,019 | ||
IRS | |||
Income Taxes [Line Items] | |||
Tax year open to examination | 2,015 | ||
CRA | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax year open to examination | 2,008 | ||
CRA | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax year open to examination | 2,015 | ||
IAR | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Tax year open to examination | 2,007 | ||
IAR | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Tax year open to examination | 2,013 |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Other debt | $ 2.8 | $ 3.1 |
Total outstanding debt | 2,570.8 | 2,574.6 |
Deferred financing costs | (27.5) | (28.8) |
Less current portion | (10.1) | (10.1) |
Total long-term debt | 2,533.2 | 2,535.7 |
Term Loan A | ||
Debt Instrument [Line Items] | ||
Term Loan | 497.5 | 498.8 |
Term Loan A-1 | ||
Debt Instrument [Line Items] | ||
Term Loan | 895.5 | 897.8 |
2022 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 400 | 400 |
2024 Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 775 | $ 775 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Dec. 01, 2017 | Nov. 30, 2017 | Feb. 01, 2016 | |
Debt Instrument [Line Items] | ||||
Average interest rate on debt outstanding | 3.22% | |||
Credit agreement interest rate including effect of interest rate swaps | 2.99% | |||
Weighted average fixed interest rate of interest rate swap agreements in effect | 1.40% | |||
Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Derivative notional amount | $ 875,000,000 | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility - maximum borrowing capacity | $ 750,000,000 | $ 900,000,000 | $ 750,000,000 |
Long-Term Debt - Revolving Cred
Long-Term Debt - Revolving Credit Facility - Additional Information (Detail) - Revolving Credit Facility - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Dec. 01, 2017 | Nov. 30, 2017 | Feb. 01, 2016 | |
Debt Instrument [Line Items] | ||||
Revolving credit facility available | $ 716,000,000 | |||
Revolving credit facility - maximum borrowing capacity | $ 750,000,000 | $ 900,000,000 | $ 750,000,000 | |
Letters of credit facility issued but undrawn | $ 34,000,000 | |||
Revolving credit availability reduced by undrawn letters of credit | In addition, as of March 31, 2018, there were $34.0 million in letters of credit under the Revolving Credit Facility that were issued but undrawn, which have been included as a reduction to the calculation of available credit. |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - Common Stock - USD ($) shares in Millions, $ in Millions | Nov. 02, 2017 | Mar. 31, 2018 | Jan. 06, 2019 |
Stockholders Equity Note [Line Items] | |||
Stock repurchase program, expected amount under administrative repurchase plan | $ 100 | ||
Stock repurchase program, expected annual cap | 150 | ||
Repurchase of common stock, shares acquired | 0.4 | ||
Repurchase of common stock, value | $ 17.1 | ||
Maximum | |||
Stockholders Equity Note [Line Items] | |||
Stock repurchase program, authorized amount | $ 400 | ||
Scenario, Forecast | |||
Stockholders Equity Note [Line Items] | |||
Stock repurchase program, authorized amount under administrative repurchase plan | $ 50 |
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 | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Earnings Per Share [Abstract] | |||
Net (loss) income | $ (34.1) | $ 28.2 | |
Weighted average common shares outstanding | 56.5 | 56.9 | |
Assumed exercise/vesting of equity awards | [1] | 0.7 | |
Weighted average diluted common shares outstanding | 56.5 | 57.6 | |
Net earnings per basic share | $ (0.60) | $ 0.50 | |
Net earnings per diluted share | $ (0.60) | $ 0.49 | |
[1] | Incremental shares from equity awards are computed using the treasury stock method. For the three months ended March 31, 2018, 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 2.1 million and 1.6 million for the three months ended March 31, 2018 and 2017, respectively. |
Summary of Effect of Share-Ba72
Summary of Effect of Share-Based Compensation Awards on Weighted Average Number of Shares Outstanding Used in Calculating Diluted Earnings Per Share (Parenthetical) (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Equity awards, excluded from computation of diluted earnings | 2.1 | 1.6 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation | $ 16.3 | $ 7.5 |
Tax benefit recognized related to the compensation cost of share-based awards | 4 | 2.8 |
Expense on modification of stock award | $ 10 | |
Performance units converted into shares of common stock | 0 | |
Employee Stock Option | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation | $ 2.7 | 1.8 |
Expense on modification of stock award | $ 1.2 | |
Share based compensation arrangement, award expiration period | 10 years | |
Compensation costs, unrecognized | $ 7.4 | |
Compensation costs, recognition weighted average remaining period (in years) | 1 year 8 months 12 days | |
Restricted Stock Unit | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expense on modification of stock award | $ 3.8 | |
Performance Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation | 5.3 | 1 |
Expense on modification of stock award | 5 | |
Compensation costs, unrecognized | $ 3.2 | |
Compensation costs, recognition weighted average remaining period (in years) | 2 years 7 months 6 days | |
Share based compensation arrangement, award vesting period | 0 years | |
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% | |
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 | |
Employee Restricted Stock Units and Director Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation | $ 8.3 | $ 4.7 |
Compensation costs, unrecognized | $ 37.1 | |
Compensation costs, recognition weighted average remaining period (in years) | 2 years 3 months 18 days | |
TreeHouse Foods, Inc. Equity and Incentive Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Maximum number of shares available to be awarded | 16,100,000 | |
Shares available | 3,100,000 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) - Employee Stock Option - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Beginning Balance | 2,099 | |
Options, Forfeited | (36) | |
Options, Exercised | (80) | |
Options, Expired | (7) | |
Options Outstanding, Ending Balance | 1,976 | 2,099 |
Options, Vested/expected to vest, at March 31, 2018 | 1,927 | |
Options, Exercisable, at March 31, 2018 | 1,395 | |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ 71.46 | |
Weighted Average Exercise Price, Forfeited | 87.90 | |
Weighted Average Exercise Price, Exercised | 24.06 | |
Weighted Average Exercise Price, Expired | 91.73 | |
Weighted Average Exercise Price, Outstanding, Ending Balance | 72.99 | $ 71.46 |
Weighted Average Exercise Price, Vested/expected to vest, at March 31, 2018 | 72.66 | |
Weighted Average Exercise Price, Exercisable, at March 31, 2018 | $ 66.89 | |
Weighted Average Remaining Contractual Term, Outstanding | 6 years | 6 years 1 month 6 days |
Weighted Average Remaining Contractual Term, Vested/expected to vest | 6 years | |
Weighted Average Remaining Contractual Term, Exercisable | 5 years | |
Aggregate Intrinsic Value, Outstanding | $ 2 | $ 5.9 |
Aggregate Intrinsic Value, Vested/expected to vest, at March 31, 2018 | 2 | |
Aggregate Intrinsic Value, Exercisable, at March 31, 2018 | $ 2 |
Summary of Employee Stock Optio
Summary of Employee Stock Option Highlights (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | $ 16.3 | $ 7.5 |
Employee Stock Option | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | 2.7 | 1.8 |
Intrinsic value of stock options exercised | $ 1.5 | 4.5 |
Tax benefit recognized from stock option exercises | $ 1.7 |
Summary of Restricted Stock and
Summary of Restricted Stock and Restricted Stock Unit Activity (Detail) shares in Thousands | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Employee Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock Units, Outstanding, Beginning Balance | shares | 547 |
Stock Units, Granted | shares | 636 |
Stock Units, Vested | shares | (82) |
Stock Units, Forfeited | shares | (28) |
Stock Units, Outstanding, Ending Balance | shares | 1,073 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares | $ 85.41 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 38.32 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 83.93 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 86.43 |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares | $ 57.57 |
Director Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock Units, Outstanding, Beginning Balance | shares | 117 |
Stock Units, Granted | shares | 36 |
Stock Units, Vested | shares | (25) |
Stock Units, Forfeited | shares | (1) |
Stock Units, Outstanding, Ending Balance | shares | 127 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares | $ 60.21 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 38.27 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 61.20 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 84.66 |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares | $ 53.77 |
Summary of Employee and Directo
Summary of Employee and Director Restricted Stock and Restricted Stock Highlights (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | $ 16.3 | $ 7.5 |
Employee Restricted Stock Units and Director Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | 8.3 | 4.7 |
Fair value of vested restricted stock units | 4.3 | 2.9 |
Tax benefit recognized from vested restricted stock units | $ 1 | $ 1.1 |
Summary of Performance Unit Act
Summary of Performance Unit Activity (Detail) - Performance Units shares in Thousands | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock Units, Outstanding, Beginning Balance | shares | 264 |
Stock Units, Granted | shares | 141 |
Stock Units, Forfeited | shares | (5) |
Stock Units, Outstanding, Ending Balance | shares | 400 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning Balance | $ / shares | $ 86.13 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 38.27 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 87.46 |
Weighted Average Grant Date Fair Value, Outstanding, Ending Balance | $ / shares | $ 69.27 |
Summary of Performance Unit Hig
Summary of Performance Unit Highlights (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | $ 16.3 | $ 7.5 |
Performance Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | $ 5.3 | $ 1 |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | $ 2,263.3 | ||
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | (1.1) | ||
Other comprehensive (loss) income | (11) | $ 3.9 | |
Ending Balance | 2,219.8 | ||
Foreign Currency Translation | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | [1] | (57.2) | (89.4) |
Other comprehensive (loss) income | [1] | (10.1) | 3.6 |
Other comprehensive (loss) income | [1] | (10.1) | 3.6 |
Ending Balance | [1] | (67.3) | (85.8) |
Unrecognized Pension and Postretirement Benefits | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | [2] | (4.3) | (11.9) |
Reclassifications from accumulated other comprehensive loss | [2] | 0.2 | 0.3 |
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | [2] | (1.1) | |
Other comprehensive (loss) income | [2] | (0.9) | 0.3 |
Ending Balance | [2] | (5.2) | (11.6) |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (61.5) | (101.3) | |
Other comprehensive (loss) income | (10.1) | 3.6 | |
Reclassifications from accumulated other comprehensive loss | 0.2 | 0.3 | |
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | (1.1) | ||
Other comprehensive (loss) income | (11) | 3.9 | |
Ending Balance | $ (72.5) | $ (97.4) | |
[1] | The foreign currency translation adjustment tax impact was insignificant. | ||
[2] | The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information). |
Components of Accumulated Oth81
Components of Accumulated Other Comprehensive Loss Net of Tax Except for Foreign Currency Translation Adjustment (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Equity [Abstract] | ||
Pension and postretirement reclassification adjustment, tax | $ 0.2 | |
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | $ (1.1) |
Reclassifications from Accumula
Reclassifications from Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | $ (1.1) | ||
Prior service costs | Cost of Sales | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications from accumulated other comprehensive loss, before tax | $ 0.1 | ||
Unrecognized net loss | Other Expenses, Net | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications from accumulated other comprehensive loss, before tax | 0.2 | 0.4 | |
Unrecognized Pension and Postretirement Benefits | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications from accumulated other comprehensive loss, before tax | 0.2 | 0.5 | |
Reclassifications from accumulated other comprehensive loss - Adoption of ASU 2018-02 | [1] | (1.1) | |
Reclassifications from accumulated other comprehensive loss, Net of tax | [1] | 0.2 | 0.3 |
Unrecognized Pension and Postretirement Benefits | Accounting Standards Update 2018-02 | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications from accumulated other comprehensive loss, Net of tax | $ (0.9) | 0.3 | |
Unrecognized Pension and Postretirement Benefits | Income Taxes | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income taxes | $ 0.2 | ||
[1] | The unrecognized pension and postretirement benefits reclassification is presented net of tax of $0.2 million for the three months ended March 31, 2017. The tax impact for the three months ended March 31, 2018 was insignificant. Also included is a $(1.1) million adjustment related to adoption of ASU 2018-02 (see Note 21 for more information). |
Summary of Net Periodic Cost of
Summary of Net Periodic Cost of Pension and Postretirement Benefit Plans (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Pension Benefits | ||
Components of net periodic costs: | ||
Service cost | $ 0.6 | $ 1.2 |
Interest cost | 2.9 | 4 |
Expected return on plan assets | (4) | (4.7) |
Amortization of unrecognized prior service cost | 0.1 | |
Amortization of unrecognized net loss | 0.2 | 0.4 |
Net periodic pension cost | (0.3) | 1 |
Postretirement Benefits | ||
Components of net periodic costs: | ||
Interest cost | 0.3 | 0.3 |
Net periodic pension cost | $ 0.3 | $ 0.3 |
Employee Retirement and Postr84
Employee Retirement and Postretirement Benefits - Additional Information (Detail) $ in Millions | Mar. 31, 2018USD ($) |
Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Expected contribution for benefit plans in the remaining current fiscal year | $ 1.5 |
Postretirement Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Expected contribution for benefit plans in the remaining current fiscal year | $ 1.8 |
Other Operating Expense, Net (D
Other Operating Expense, Net (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Other Income And Expenses [Abstract] | ||
Restructuring and margin improvement activities | $ 28.9 | $ 6.8 |
Total other operating expense, net | $ 28.9 | $ 6.8 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2018USD ($)MWgalDTH | |
Interest Rate Swap | |
Derivative [Line Items] | |
Derivative notional amount | $ 875,000,000 |
Weighted average fixed interest rate | 2.22% |
Derivative contract, date matures | Feb. 28, 2025 |
Interest Rate Swap | LIBOR Interest Rate | |
Derivative [Line Items] | |
Derivative notional amount | $ 2,100,000,000 |
Foreign Currency Contract | |
Derivative [Line Items] | |
Derivative notional amount | $ 63,700,000 |
Derivative, expiration period | throughout 2018 and 2019. |
Electricity Contract | |
Derivative [Line Items] | |
Derivative, expiration period | throughout 2018, 2019, and 2020 |
Notional amount outstanding | MW | 200,000 |
Diesel Contract | |
Derivative [Line Items] | |
Derivative, expiration period | throughout 2,018 |
Notional amount outstanding | gal | 10,400,000 |
Natural Gas Contract | |
Derivative [Line Items] | |
Derivative, expiration period | throughout 2018 and 2019 |
Notional amount outstanding | DTH | 5,300,000 |
Derivative, Fair Value, and Loc
Derivative, Fair Value, and Location on Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | $ 17.4 | $ 15.1 |
Liability derivative, fair value | 9.2 | 1.2 |
Foreign Currency Contract | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | 2.2 | 0.5 |
Commodity contracts | Accounts payable and accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivative, fair value | 0.6 | 1.2 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | 1.1 | 2.7 |
Interest Rate Swap | Accounts payable and accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivative, fair value | 8.6 | |
Interest Rate Swap | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivative, fair value | $ 14.1 | $ 11.9 |
Gains and Losses on Derivative
Gains and Losses on Derivative Contracts (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Mark to market unrealized (loss) gain, commodity and derivative | $ (5.6) | $ (0.2) |
Realized gain (loss) | 3.8 | 0.6 |
Total (loss) gain | (1.8) | 0.4 |
Commodity contracts | Other expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Mark to market unrealized (loss) gain, commodity | (1) | (1.1) |
Commodity contracts | Selling and distribution | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Realized gain (loss) | 2.4 | 0.5 |
Foreign Currency Contract | Other expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Mark to market unrealized (loss) gain, derivative | 1.8 | (0.1) |
Foreign Currency Contract | Cost of Sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Realized gain (loss) | 0.6 | 0.2 |
Interest Rate Swap | Other expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Mark to market unrealized (loss) gain, derivative | (6.4) | 1 |
Interest Rate Swap | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Realized gain (loss) | $ 0.8 | $ (0.1) |
Carrying Value and Fair Value o
Carrying Value and Fair Value of Financial Instruments (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Carrying Value | Fair Value, Inputs, Level 2 | Term Loan A | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term Loan | $ (497.5) | $ (498.8) |
Carrying Value | Fair Value, Inputs, Level 2 | Term Loan A-1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term Loan | (895.5) | (897.8) |
Carrying Value | Fair Value, Inputs, Level 2 | 2022 Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes | (400) | (400) |
Carrying Value | Fair Value, Inputs, Level 2 | 2024 Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes | (775) | (775) |
Carrying Value | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 13.7 | 14.1 |
Carrying Value | Fair Value, Measurements, Recurring | Commodity contracts | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | 0.5 | 1.5 |
Carrying Value | Fair Value, Measurements, Recurring | Foreign Currency Contract | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | 2.2 | 0.5 |
Carrying Value | Fair Value, Measurements, Recurring | Interest Rate Swap | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | 5.5 | 11.9 |
Fair Value | Fair Value, Inputs, Level 2 | Term Loan A | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term Loan | (499.1) | (500.7) |
Fair Value | Fair Value, Inputs, Level 2 | Term Loan A-1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term Loan | (897.2) | (900) |
Fair Value | Fair Value, Inputs, Level 2 | 2022 Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes | (399) | (405) |
Fair Value | Fair Value, Inputs, Level 2 | 2024 Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes | (780.8) | (806) |
Fair Value | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 13.7 | 14.1 |
Fair Value | Fair Value, Measurements, Recurring | Commodity contracts | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | 0.5 | 1.5 |
Fair Value | Fair Value, Measurements, Recurring | Foreign Currency Contract | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | 2.2 | 0.5 |
Fair Value | Fair Value, Measurements, Recurring | Interest Rate Swap | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative assets (liability) | $ 5.5 | $ 11.9 |
Financial Information Relating
Financial Information Relating to Reportable Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Segment Reporting Information [Line Items] | |||
Net sales | $ 1,481.2 | $ 1,536.2 | |
Direct operating income | 131.2 | 178.8 | |
Unallocated selling, general, and administrative expenses | (189.5) | (183.7) | |
Unallocated cost of sales | (1,249.3) | (1,249.8) | |
Operating (loss) income | (8.7) | 67.3 | |
Other expense | (35.2) | (27.6) | |
(Loss) income before income taxes | (43.9) | 39.7 | |
Baked Goods | |||
Segment Reporting Information [Line Items] | |||
Net sales | 346 | 341.1 | |
Direct operating income | 28 | 41.9 | |
Beverages | |||
Segment Reporting Information [Line Items] | |||
Net sales | 249.1 | 268 | |
Direct operating income | 39.4 | 58.7 | |
Condiments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 315.2 | 310.1 | |
Direct operating income | 27.2 | 31.7 | |
Meals | |||
Segment Reporting Information [Line Items] | |||
Net sales | 277 | 324 | |
Direct operating income | 29.9 | 34 | |
Snacks | |||
Segment Reporting Information [Line Items] | |||
Net sales | 293.9 | 290.6 | |
Direct operating income | 6.7 | 12.5 | |
Unallocated Amount to Segment | |||
Segment Reporting Information [Line Items] | |||
Net sales | 2.4 | ||
Unallocated selling, general, and administrative expenses | (81.3) | (80) | |
Unallocated cost of sales | [1] | (7.5) | 1.5 |
Unallocated corporate expense and other | [1] | $ (51.1) | $ (33) |
[1] | Includes charges related to restructuring and margin improvement activities, and other costs managed at corporate. |
Segment and Geographic Inform91
Segment and Geographic Information and Major Customers - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Customer Concentration Risk | Sales Revenue, Net | Walmart Stores, Inc. and affiliates | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 23.30% | 20.50% |
Customer Concentration Risk | Sales Revenue, Net | Costco | Minimum | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Customer Concentration Risk | Sales Revenue, Net | Outside of the United States | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 8.30% | 8.30% |
Geographic Concentration Risk | Sales Revenue, Net | Canada | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 6.20% | 6.60% |
Geographic Concentration Risk | Property, Plant and Equipment | Outside of the United States | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 12.00% | 11.00% |
Recent Accounting Pronounceme92
Recent Accounting Pronouncements - Additional Information (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
ASU 2017-07 | Cost of Sales | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |
Service cost component of net benefit cost | $ 0.6 |
Condensed Supplemental Consolid
Condensed Supplemental Consolidating Balance Sheet (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||||
Cash and cash equivalents | $ 128.5 | $ 132.8 | $ 67.2 | $ 62.1 |
Investments | 13.7 | 14.1 | ||
Accounts receivable, net | 345.2 | 329.8 | ||
Inventories, net | 940.6 | 918.3 | ||
Prepaid expenses and other current assets | 104.9 | 89.7 | ||
Total current assets | 1,532.9 | 1,484.7 | ||
Property, plant, and equipment, net | 1,279.2 | 1,294.4 | ||
Goodwill | 2,178.7 | 2,182 | ||
Intercompany accounts (payable) receivable, net | 0 | |||
Intangible and other assets, net | 794.7 | 818.2 | ||
Total assets | 5,785.5 | 5,779.3 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 648.7 | 589.7 | ||
Current portion of long-term debt | 10.1 | 10.1 | ||
Total current liabilities | 658.8 | 599.8 | ||
Long-term debt | 2,533.2 | 2,535.7 | ||
Deferred income taxes | 175.8 | 178.4 | ||
Other long-term liabilities | 197.9 | 202.1 | ||
Stockholders’ equity | 2,219.8 | 2,263.3 | ||
Total liabilities and stockholders’ equity | 5,785.5 | 5,779.3 | ||
Eliminations | ||||
Current assets: | ||||
Prepaid expenses and other current assets | (32.1) | |||
Total current assets | (32.1) | |||
Investment in subsidiaries | (5,559.5) | (5,528.1) | ||
Deferred income taxes | (12.5) | (15.1) | ||
Total assets | (5,572) | (5,575.3) | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | (32.1) | |||
Total current liabilities | (32.1) | |||
Deferred income taxes | (12.5) | (15.1) | ||
Stockholders’ equity | (5,559.5) | (5,528.1) | ||
Total liabilities and stockholders’ equity | (5,572) | (5,575.3) | ||
Parent Company | ||||
Current assets: | ||||
Cash and cash equivalents | 70.4 | 83.2 | ||
Accounts receivable, net | 0.6 | 0.2 | ||
Prepaid expenses and other current assets | 82.3 | 69.8 | ||
Total current assets | 153.3 | 153.2 | ||
Property, plant, and equipment, net | 38.5 | 29.3 | ||
Investment in subsidiaries | 4,981.2 | 4,945.5 | ||
Intercompany accounts (payable) receivable, net | (430.6) | (328.6) | ||
Deferred income taxes | 12.5 | 15.1 | ||
Intangible and other assets, net | 64 | 62.5 | ||
Total assets | 4,818.9 | 4,877 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 40.7 | 53.3 | ||
Current portion of long-term debt | 9.6 | 9 | ||
Total current liabilities | 50.3 | 62.3 | ||
Long-term debt | 2,532 | 2,533.8 | ||
Other long-term liabilities | 16.8 | 17.6 | ||
Stockholders’ equity | 2,219.8 | 2,263.3 | ||
Total liabilities and stockholders’ equity | 4,818.9 | 4,877 | ||
Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 0.2 | 0.2 | 0.8 | 0.2 |
Accounts receivable, net | 291 | 297.1 | ||
Inventories, net | 835 | 803.1 | ||
Prepaid expenses and other current assets | 0.7 | 32 | ||
Total current assets | 1,126.9 | 1,132.4 | ||
Property, plant, and equipment, net | 1,087 | 1,108.7 | ||
Goodwill | 2,057.4 | 2,057.3 | ||
Investment in subsidiaries | 578.3 | 582.6 | ||
Intercompany accounts (payable) receivable, net | 381.6 | 274.5 | ||
Intangible and other assets, net | 636.2 | 652.1 | ||
Total assets | 5,867.4 | 5,807.6 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 551.8 | 513.8 | ||
Current portion of long-term debt | 0.5 | 1.1 | ||
Total current liabilities | 552.3 | 514.9 | ||
Long-term debt | 0.6 | 1.4 | ||
Deferred income taxes | 166.2 | 167.3 | ||
Other long-term liabilities | 167.1 | 178.5 | ||
Stockholders’ equity | 4,981.2 | 4,945.5 | ||
Total liabilities and stockholders’ equity | 5,867.4 | 5,807.6 | ||
Non-Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 57.9 | 49.4 | $ 66.4 | $ 61.9 |
Investments | 13.7 | 14.1 | ||
Accounts receivable, net | 53.6 | 32.5 | ||
Inventories, net | 105.6 | 115.2 | ||
Prepaid expenses and other current assets | 21.9 | 20 | ||
Total current assets | 252.7 | 231.2 | ||
Property, plant, and equipment, net | 153.7 | 156.4 | ||
Goodwill | 121.3 | 124.7 | ||
Intercompany accounts (payable) receivable, net | 49 | 54.1 | ||
Intangible and other assets, net | 94.5 | 103.6 | ||
Total assets | 671.2 | 670 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 56.2 | 54.7 | ||
Total current liabilities | 56.2 | 54.7 | ||
Long-term debt | 0.6 | 0.5 | ||
Deferred income taxes | 22.1 | 26.2 | ||
Other long-term liabilities | 14 | 6 | ||
Stockholders’ equity | 578.3 | 582.6 | ||
Total liabilities and stockholders’ equity | $ 671.2 | $ 670 |
Condensed Supplemental Consol94
Condensed Supplemental Consolidating Statement of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | $ 1,481.2 | $ 1,536.2 |
Cost of sales | 1,249.3 | 1,249.8 |
Gross profit | 231.9 | 286.4 |
Selling, general, and administrative expense | 189.5 | 183.7 |
Amortization expense | 22.2 | 28.6 |
Other operating expense, net | 28.9 | 6.8 |
Operating (loss) income | (8.7) | 67.3 |
Interest expense | 28.5 | 29.7 |
Interest income | (2) | (2.8) |
Other expense (income), net | 8.7 | 0.7 |
(Loss) income before income taxes | (43.9) | 39.7 |
Income taxes | (9.8) | 11.5 |
Net (loss) income | (34.1) | 28.2 |
Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | (104.8) | (83.2) |
Cost of sales | (104.8) | (83.2) |
Interest expense | (1.9) | (2.9) |
Interest income | 1.9 | 2.9 |
Equity in net income (loss) of subsidiaries | (51.5) | (70.1) |
Net (loss) income | (51.5) | (70.1) |
Parent Company | ||
Condensed Financial Statements, Captions [Line Items] | ||
Selling, general, and administrative expense | 44.6 | 27.5 |
Amortization expense | 3 | 2.9 |
Other operating expense, net | 18.8 | |
Operating (loss) income | (66.4) | (30.4) |
Interest expense | 29 | 31.2 |
Interest income | (2.2) | (2.2) |
Other expense (income), net | 7.1 | 0.1 |
(Loss) income before income taxes | (100.3) | (59.5) |
Income taxes | (20.2) | (22.8) |
Equity in net income (loss) of subsidiaries | 46 | 64.9 |
Net (loss) income | (34.1) | 28.2 |
Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 1,408.8 | 1,455.4 |
Cost of sales | 1,194.3 | 1,188.4 |
Gross profit | 214.5 | 267 |
Selling, general, and administrative expense | 136 | 146.6 |
Amortization expense | 16.9 | 23.4 |
Other operating expense, net | 10 | 6.6 |
Operating (loss) income | 51.6 | 90.4 |
Interest expense | 0.2 | |
Interest income | (1.7) | (2.9) |
Other expense (income), net | 3.6 | |
(Loss) income before income taxes | 49.7 | 93.1 |
Income taxes | 9.2 | 33.4 |
Equity in net income (loss) of subsidiaries | 5.5 | 5.2 |
Net (loss) income | 46 | 64.9 |
Non-Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 177.2 | 164 |
Cost of sales | 159.8 | 144.6 |
Gross profit | 17.4 | 19.4 |
Selling, general, and administrative expense | 8.9 | 9.6 |
Amortization expense | 2.3 | 2.3 |
Other operating expense, net | 0.1 | 0.2 |
Operating (loss) income | 6.1 | 7.3 |
Interest expense | 1.4 | 1.2 |
Interest income | (0.6) | |
Other expense (income), net | (2) | 0.6 |
(Loss) income before income taxes | 6.7 | 6.1 |
Income taxes | 1.2 | 0.9 |
Net (loss) income | $ 5.5 | $ 5.2 |
Condensed Supplemental Consol95
Condensed Supplemental Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | $ (34.1) | $ 28.2 | |
Other comprehensive income: | |||
Foreign currency translation adjustments | [1] | (10.1) | 3.6 |
Pension and postretirement reclassification adjustment, net of tax | [2] | 0.2 | 0.3 |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||
Other comprehensive (loss) income | (11) | 3.9 | |
Comprehensive (loss) income | (45.1) | 32.1 | |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | (51.5) | (70.1) | |
Other comprehensive income: | |||
Equity in other comprehensive (loss) income of subsidiaries | 20 | (7.5) | |
Comprehensive (loss) income | (31.5) | (77.6) | |
Parent Company | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | (34.1) | 28.2 | |
Other comprehensive income: | |||
Equity in other comprehensive (loss) income of subsidiaries | (9.9) | 3.9 | |
Comprehensive (loss) income | (44) | 32.1 | |
Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | 46 | 64.9 | |
Other comprehensive income: | |||
Pension and postretirement reclassification adjustment, net of tax | 0.2 | 0.3 | |
Adoption of ASU 2018-02 reclassification to retained earnings | (1.1) | ||
Other comprehensive (loss) income | (0.9) | 0.3 | |
Equity in other comprehensive (loss) income of subsidiaries | (10.1) | 3.6 | |
Comprehensive (loss) income | 35 | 68.8 | |
Non-Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | 5.5 | 5.2 | |
Other comprehensive income: | |||
Foreign currency translation adjustments | (10.1) | 3.6 | |
Other comprehensive (loss) income | (10.1) | 3.6 | |
Comprehensive (loss) income | $ (4.6) | $ 8.8 | |
[1] | The tax impact for the three months ended March 31, 2018 was insignificant. | ||
[2] | Net of tax of $0.2 million for the three months ended March 31, 2017. |
Condensed Supplemental Consol96
Condensed Supplemental Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | $ 57.8 | $ 78.5 |
Cash flows from investing activities: | ||
Additions to property, plant, and equipment | (38.5) | (34.7) |
Additions to intangible assets | (2.9) | (8.7) |
Proceeds from sale of fixed assets | 0.2 | |
Other | (0.3) | (0.3) |
Net cash used in investing activities | (41.7) | (43.5) |
Cash flows from financing activities: | ||
Net (repayment) borrowing of debt | (3.8) | (36.1) |
Repurchases of common stock | (17.1) | |
Receipts related to stock-based award activities | 1.9 | 6.7 |
Payments related to stock-based award activities | (1.1) | (0.9) |
Net cash used in financing activities | (20.1) | (30.3) |
Effect of exchange rate changes on cash and cash equivalents | (0.3) | 0.4 |
Net (decrease) increase in cash and cash equivalents | (4.3) | 5.1 |
Cash and cash equivalents, beginning of period | 132.8 | 62.1 |
Cash and cash equivalents, end of period | 128.5 | 67.2 |
Eliminations | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | (51.2) | (69.3) |
Cash flows from investing activities: | ||
Intercompany transfer | 85.6 | 65.1 |
Net cash used in investing activities | 85.6 | 65.1 |
Cash flows from financing activities: | ||
Intercompany transfer | (34.4) | 4.2 |
Net cash used in financing activities | (34.4) | 4.2 |
Parent Company | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 41.3 | 44.6 |
Cash flows from investing activities: | ||
Additions to property, plant, and equipment | (0.9) | (1.1) |
Additions to intangible assets | (2.5) | (8.2) |
Intercompany transfer | (42.8) | (34.1) |
Net cash used in investing activities | (46.2) | (43.4) |
Cash flows from financing activities: | ||
Net (repayment) borrowing of debt | (2.4) | (34.7) |
Intercompany transfer | 10.8 | 27.7 |
Repurchases of common stock | (17.1) | |
Receipts related to stock-based award activities | 1.9 | 6.7 |
Payments related to stock-based award activities | (1.1) | (0.9) |
Net cash used in financing activities | (7.9) | (1.2) |
Net (decrease) increase in cash and cash equivalents | (12.8) | |
Cash and cash equivalents, beginning of period | 83.2 | |
Cash and cash equivalents, end of period | 70.4 | |
Guarantor Subsidiaries | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 41.2 | 97.7 |
Cash flows from investing activities: | ||
Additions to property, plant, and equipment | (32.3) | (30.5) |
Additions to intangible assets | (0.4) | (0.5) |
Intercompany transfer | (43.3) | (31) |
Proceeds from sale of fixed assets | 0.2 | |
Net cash used in investing activities | (76) | (61.8) |
Cash flows from financing activities: | ||
Net (repayment) borrowing of debt | (1.4) | (1.4) |
Intercompany transfer | 36.2 | (33.9) |
Net cash used in financing activities | 34.8 | (35.3) |
Net (decrease) increase in cash and cash equivalents | 0.6 | |
Cash and cash equivalents, beginning of period | 0.2 | 0.2 |
Cash and cash equivalents, end of period | 0.2 | 0.8 |
Non-Guarantor Subsidiaries | ||
Cash flows from operating activities: | ||
Net cash provided by (used in) operating activities | 26.5 | 5.5 |
Cash flows from investing activities: | ||
Additions to property, plant, and equipment | (5.3) | (3.1) |
Intercompany transfer | 0.5 | |
Other | (0.3) | (0.3) |
Net cash used in investing activities | (5.1) | (3.4) |
Cash flows from financing activities: | ||
Intercompany transfer | (12.6) | 2 |
Net cash used in financing activities | (12.6) | 2 |
Effect of exchange rate changes on cash and cash equivalents | (0.3) | 0.4 |
Net (decrease) increase in cash and cash equivalents | 8.5 | 4.5 |
Cash and cash equivalents, beginning of period | 49.4 | 61.9 |
Cash and cash equivalents, end of period | $ 57.9 | $ 66.4 |