Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
Dec. 28, 2013 | Mar. 21, 2014 | |
Document Document And Entity Information [Line Items] | ' | ' |
Entity Registrant Name | 'MICHAEL FOODS GROUP, INC. | ' |
Entity Central Index Key | '0001517224 | ' |
Document Type | '10-K | ' |
Document Period End Date | 28-Dec-13 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'FY | ' |
Current Fiscal Year End Date | '--12-28 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Public Float | $0 | ' |
Entity Common Stock, Shares Outstanding | ' | 100 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Current Assets | ' | ' |
Cash and equivalents | $60,677 | $43,274 |
Accounts receivable, less allowances | 170,935 | 164,025 |
Inventories | 158,495 | 153,171 |
Prepaid expenses and other | 13,948 | 18,445 |
Total Current Assets | 404,055 | 378,915 |
Property, Plant and Equipment | ' | ' |
Land | 10,410 | 9,589 |
Buildings and improvements | 138,010 | 128,422 |
Machinery and equipment | 335,723 | 285,848 |
Total Property, Plant and Equipment | 484,143 | 423,859 |
Less accumulated depreciation | 215,941 | 159,195 |
Property, Plant and Equipment, net | 268,202 | 264,664 |
Goodwill | 831,171 | 830,017 |
Intangible assets, net | 523,608 | 554,408 |
Deferred financing costs | 31,487 | 39,436 |
Other assets | 8,786 | 7,908 |
Total Assets | 2,067,309 | 2,075,348 |
Current Liabilities | ' | ' |
Current maturities of long-term debt | 4,758 | 19,833 |
Accounts payable | 103,365 | 99,184 |
Accrued liabilities | ' | ' |
Compensation | 15,899 | 18,347 |
Customer programs | 38,388 | 33,547 |
Interest | 22,534 | 22,920 |
Other | 28,999 | 32,277 |
Total Current Liabilities | 213,943 | 226,108 |
Long-term debt, less current maturities | 1,166,304 | 1,189,570 |
Deferred income taxes | 234,847 | 253,195 |
Other long-term liabilities | 3,628 | 6,978 |
Commitments and contingencies | ' | ' |
Shareholder’s Equity | ' | ' |
Common stock, $0.01 par value, 5,000 shares authorized and 100 shares issued and outstanding as of December 28, 2013 and December 29, 2012 | 0 | 0 |
Additional paid-in capital | 405,276 | 394,201 |
Retained earnings | 43,960 | 7,037 |
Accumulated other comprehensive loss | -649 | -1,741 |
Total Shareholder’s Equity | 448,587 | 399,497 |
Total Liabilities and Shareholder’s Equity | $2,067,309 | $2,075,348 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 5,000 | 5,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Consolidated_Statements_of_Ear
Consolidated Statements of Earnings and Comprehensive Income (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Mar. 30, 2013 | Dec. 29, 2012 | Sep. 29, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Net sales | $512,736 | $486,926 | $464,350 | $484,271 | $503,620 | $470,947 | $436,661 | $444,826 | $1,948,283 | $1,856,054 | $1,766,588 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,623,024 | 1,544,501 | 1,493,575 |
Gross profit | 84,161 | 76,086 | 78,544 | 86,468 | 83,229 | 75,358 | 73,565 | 79,401 | 325,259 | 311,553 | 273,013 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 161,336 | 177,164 | 156,853 |
Operating profit | ' | ' | ' | ' | ' | ' | ' | ' | 163,923 | 134,389 | 116,160 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 86,421 | 90,356 | 98,140 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 1,156 | -440 | 390 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 3,527 |
Earnings before income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 76,346 | 44,473 | 14,103 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 25,208 | 12,524 | -715 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 774 | 1,855 | 529 |
Net earnings | 15,902 | 10,571 | 9,648 | 14,243 | 13,708 | 8,740 | -1,706 | 9,352 | 50,364 | 30,094 | 14,289 |
Other comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in fair value of derivatives, net of tax | ' | ' | ' | ' | ' | ' | ' | ' | 1,077 | -2,413 | -544 |
Foreign currency translation adjustment | ' | ' | ' | ' | ' | ' | ' | ' | 15 | 209 | -513 |
Other comprehensive income (loss) (see Note K) | ' | ' | ' | ' | ' | ' | ' | ' | 1,092 | -2,204 | -1,057 |
Comprehensive income | ' | ' | ' | ' | ' | ' | ' | ' | $51,456 | $27,890 | $13,232 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholder's Equity (USD $) | Total | Shares Issued | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning Balance at Jan. 01, 2011 | $473,615,000 | $0 | $468,818,000 | $3,277,000 | $1,520,000 |
Beginning Balance, Shares at Jan. 01, 2011 | ' | 100 | ' | ' | ' |
Stock option compensation | 1,947,000 | 0 | 1,947,000 | 0 | 0 |
Non-cash capital invested by parent | 265,000 | 0 | 265,000 | 0 | 0 |
Dividend to parent | -65,096,000 | 0 | -59,868,000 | -5,228,000 | 0 |
Net earnings | 14,289,000 | 0 | 0 | 14,289,000 | 0 |
Other comprehensive loss, net of tax | -1,057,000 | 0 | 0 | 0 | -1,057,000 |
Ending Balance at Dec. 31, 2011 | 423,963,000 | 0 | 411,162,000 | 12,338,000 | 463,000 |
Ending Balance, Shares at Dec. 31, 2011 | ' | 100 | ' | ' | ' |
Stock option compensation | 2,121,000 | 0 | 2,121,000 | 0 | 0 |
Non-cash capital invested by parent | 292,000 | 0 | 292,000 | 0 | 0 |
Dividend to parent | -54,769,000 | 0 | -19,374,000 | -35,395,000 | 0 |
Net earnings | 30,094,000 | 0 | 0 | 30,094,000 | 0 |
Other comprehensive loss, net of tax | -2,204,000 | 0 | 0 | 0 | -2,204,000 |
Ending Balance at Dec. 29, 2012 | 399,497,000 | 0 | 394,201,000 | 7,037,000 | -1,741,000 |
Ending Balance, Shares at Dec. 29, 2012 | 100 | 100 | ' | ' | ' |
Stock option compensation | 2,163,000 | 0 | 2,163,000 | 0 | 0 |
Capital contributed by parent | 87,000 | 0 | 87,000 | 0 | 0 |
Non-cash capital invested by parent | 8,825,000 | 0 | 8,825,000 | 0 | 0 |
Dividend to parent | -13,441,000 | 0 | 0 | -13,441,000 | 0 |
Net earnings | 50,364,000 | 0 | 0 | 50,364,000 | 0 |
Other comprehensive loss, net of tax | 1,092,000 | 0 | 0 | 0 | 1,092,000 |
Ending Balance at Dec. 28, 2013 | $448,587,000 | $0 | $405,276,000 | $43,960,000 | ($649,000) |
Ending Balance, Shares at Dec. 28, 2013 | 100 | 100 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net earnings | $50,364 | $30,094 | $14,289 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 60,735 | 66,846 | 66,446 |
Amortization of intangibles | 30,800 | 30,800 | 30,800 |
Amortization of deferred financing costs | 8,117 | 7,965 | 7,914 |
Write-off of deferred financing costs | 0 | 0 | 1,845 |
Amortization of original issue discount on long-term debt | 2,122 | 2,155 | 2,164 |
Write-off of original issue discount on long-term debt | 0 | 0 | 1,123 |
Deferred income taxes | -15,571 | -26,975 | -9,342 |
Non-cash stock option compensation | 2,163 | 2,121 | 1,947 |
Changes in operating assets and liabilities, net of acquisitions: | ' | ' | ' |
Accounts receivable | 8,395 | -21,289 | -12,949 |
Inventories | 5,338 | 5,546 | -16,534 |
Prepaid expenses, income taxes and other | 1,822 | -1,023 | 20,532 |
Accounts payable | 220 | 8,149 | 20,760 |
Accrued liabilities | 7,369 | 13,516 | -5,826 |
Net cash provided by operating activities | 161,874 | 117,905 | 123,169 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -50,671 | -37,275 | -45,230 |
Business acquisition (see Note B) | -38,910 | 0 | 0 |
Investments in and equity adjustments of joint ventures and other | -610 | 0 | -850 |
Net cash used in investing activities | -90,191 | -37,275 | -46,080 |
Cash flows from financing activities: | ' | ' | ' |
Payments on long-term debt | -40,806 | -49,330 | -821,366 |
Proceeds from long-term debt | 0 | 0 | 840,000 |
Deferred financing costs | -168 | -1,374 | -7,241 |
Dividend to parent | -13,441 | -54,769 | -65,096 |
Additional capital invested by parent | 87 | 0 | 0 |
Net cash used in financing activities | -54,328 | -105,473 | -53,703 |
Effect of exchange rate changes on cash | 48 | -1 | -73 |
Net increase (decrease) in cash and equivalents | 17,403 | -24,844 | 23,313 |
Cash and equivalents at beginning of period | 43,274 | 68,118 | 44,805 |
Cash and equivalents at end of period | 60,677 | 43,274 | 68,118 |
Cash paid (received) during the period for: | ' | ' | ' |
Interest | 76,141 | 75,654 | 83,863 |
Income taxes | 28,409 | 43,385 | -13,248 |
Non-cash capital investment by parent (see Note H) | 8,825 | 292 | 265 |
Non-cash property, plant and equipment under capital lease (see Note C) | $0 | $5,145 | $0 |
Valuation_and_Qualifying_Accou
Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 28, 2013 | |||||||||||||||||
VALUATION AND QUALIFYING ACCOUNTS | ' | ||||||||||||||||
MICHAEL FOODS GROUP, INC. | |||||||||||||||||
VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||
(In thousands) | |||||||||||||||||
Column A | Column B | Column C | Column D | Column E | |||||||||||||
Description | Balance at | Additions | Deductions | Balance at | |||||||||||||
Beginning of | End of | ||||||||||||||||
Period | Period | ||||||||||||||||
Allowance for Doubtful Accounts | |||||||||||||||||
December 31, 2011 | $ | 827 | $ | 48 | $ | 0 | $ | 875 | |||||||||
December 29, 2012 | 875 | 264 | 0 | 1,139 | |||||||||||||
December 28, 2013 | 1,139 | 0 | (586 | ) | 553 | ||||||||||||
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 28, 2013 | |||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||||||
NOTE A—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||||||
The Company | |||||||||||||||||
Michael Foods Group, Inc. (“Michael Foods,” “Company,” “we,” “us,” “our”) is a diversified producer and distributor of food products in three areas—egg products, cheese and other dairy-case products, and refrigerated potato products. | |||||||||||||||||
Michael Foods Group, Inc. is a wholly-owned subsidiary of MFI Midco Corporation (“Midco” or “Parent”). Midco is a wholly-owned subsidiary of Michael Foods Holding, Inc. Michael Foods Holding, Inc. is a wholly-owned subsidiary of MFI Holding Corporation (“MFI Holding”), whose security holders include affiliates of Goldman Sachs Capital Partners, affiliates and co-investors of Thomas H. Lee Partners L.P. and certain current and former members of management. | |||||||||||||||||
Principles of Consolidation and Fiscal Year | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and all wholly and majority owned subsidiaries in which it has control. All significant intercompany accounts and transactions have been eliminated. The Company’s investments in non-controlled entities in which it has the ability to exercise significant influence over operating and financial policies are accounted for by the equity method. The Company utilizes a 52/53-week fiscal year ending on the Saturday nearest to December 31. Each of the years ended December 28, 2013, December 29, 2012 and December 31, 2011 contained 52 weeks. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
Preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, related revenues and expenses and disclosure about contingent assets and liabilities at the date of the financial statements. Actual results could differ from the estimates used by management. | |||||||||||||||||
Cash and Equivalents | |||||||||||||||||
We consider all highly liquid temporary investments with original maturities of three months or less to be cash equivalents. Significantly all of our cash is held with one financial institution. | |||||||||||||||||
Accounts Receivable | |||||||||||||||||
We grant credit to our customers in the normal course of business, but generally do not require collateral or any other security to support amounts due from customers. Management performs on-going credit evaluations of customers. We maintain an allowance for potential credit losses based on historical write-off experience which, when realized, have been within management’s expectations. The allowance was $553,000 and $1,139,000 at December 28, 2013 and December 29, 2012, respectively. | |||||||||||||||||
Inventories | |||||||||||||||||
Inventories, other than flocks, are stated at the lower of cost (determined on a first-in, first-out basis) or market. Flock inventory represents the cost of purchasing and raising flocks to laying maturity. The costs included in our flock inventory include the costs of the chicks, the feed fed to the birds, and the labor and overhead costs incurred to operate the pullet facilities until the birds are transferred into the laying facilities, at which time their cost is amortized to operations, as cost of goods sold, over their expected useful lives of one to two years. | |||||||||||||||||
Inventories consisted of the following as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials and supplies | $ | 25,869 | $ | 28,989 | |||||||||||||
Work in process and finished goods | 101,895 | 88,353 | |||||||||||||||
Flocks | 30,731 | 35,829 | |||||||||||||||
$ | 158,495 | $ | 153,171 | ||||||||||||||
Property, Plant and Equipment | |||||||||||||||||
The Company’s property consists mainly of plants and equipment used in manufacturing activities. Capital asset additions are recorded at cost, which includes interest on significant projects. Depreciation is provided in amounts sufficient to relate the cost of depreciable assets to operations over their estimated service lives, principally on the straight-line basis. Estimated service lives range from 10-30 years for buildings and improvements and 3-15 years for machinery and equipment. Leasehold improvements are depreciated over the life of the lease including any extensions, the estimated service lives range from 5-15 years. Maintenance and repairs are charged to expense in the year incurred and renewals and betterments are capitalized. The costs and accumulated depreciation of assets sold or disposed of are removed from the accounts and the resulting gain or loss is reflected in earnings. Plant and equipment are reviewed for impairment when conditions indicate an impairment or future impairment; the assets are either written down or the useful life is adjusted to the remaining period of usefulness. | |||||||||||||||||
We capitalized interest of $274,000, $82,000 and $374,000 in the years ended December 28, 2013, December 29, 2012 and December 31, 2011 relating to the construction and installation of property, plant and equipment. Our policy is to capitalize interest on all major projects where construction and/or installation continue for an extended period of time. | |||||||||||||||||
Goodwill and Intangible Assets | |||||||||||||||||
We recognize as goodwill the excess cost of an acquired entity over the net amount assigned to assets acquired, including intangible assets with indefinite lives, and liabilities assumed. Goodwill and intangible assets with indefinite lives (e.g., trademarks) are tested for impairment on an annual basis during the fourth quarter, and between annual tests whenever there is an impairment indicated. Fair values are estimated based on our best assessment of fair value compared to the corresponding carrying value of the reporting unit, including goodwill. Impairment losses will be recognized whenever the fair value is less than the carrying value of the related asset. None of our goodwill, customer relationships or other intangible assets was impaired as of December 28, 2013 and no impairment losses were recorded in the years ended December 28, 2013, December 29, 2012 or December 31, 2011. | |||||||||||||||||
Approximately $4.1 million of goodwill is deductible for tax purposes. The following table is a reconciliation of the carrying amount of goodwill by reportable segment as of December 28, 2013 and December 29, 2012, (in thousands): | |||||||||||||||||
Egg Products | Refrigerated | Cheese & Other | Total | ||||||||||||||
Potato | Dairy-Case | ||||||||||||||||
Products | Products | ||||||||||||||||
Balance as of December 31, 2011 | $ | 688,339 | $ | 92,882 | $ | 48,625 | $ | 829,846 | |||||||||
Translation adjustment | 171 | 0 | 0 | 171 | |||||||||||||
Balance as of December 29, 2012 | 688,510 | 92,882 | 48,625 | 830,017 | |||||||||||||
Translation adjustment | (468 | ) | 0 | 0 | (468 | ) | |||||||||||
Acquisition | 1,622 | 0 | 0 | 1,622 | |||||||||||||
Balance as of December 28, 2013 | $ | 689,664 | $ | 92,882 | $ | 48,625 | $ | 831,171 | |||||||||
We recognize an acquired intangible asset apart from goodwill whenever the asset arises from contractual or other legal rights, or whenever it is capable of being separated or divided from the acquired entity and sold, transferred, licensed, rented or exchanged, either individually or in combination with a related contract, asset or liability. An intangible asset other than goodwill is amortized over its estimated useful life unless that life is determined to be indefinite. Straight-line amortization reflects an appropriate allocation of the cost of intangible assets to earnings in proportion to the amount of economic benefit obtained by the Company in each reporting period. The weighted average amortization period for our customer relationships is 17 years. Impairment losses are recognized if the carrying amount of an intangible asset subject to amortization is not recoverable from expected future cash flows, and its carrying amount exceeds its fair value. | |||||||||||||||||
The following are our intangible assets, other than goodwill, as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Amortized intangible assets, principally customer relationships | $ | 521,000 | $ | 521,000 | |||||||||||||
Accumulated amortization | (108,392 | ) | (77,592 | ) | |||||||||||||
412,608 | 443,408 | ||||||||||||||||
Indefinite lived intangible assets, trademarks | 111,000 | 111,000 | |||||||||||||||
$ | 523,608 | $ | 554,408 | ||||||||||||||
The intangible asset amortization expense was $30.8 million in each of the years ended December 28, 2013, December 29, 2012 and December 31, 2011. The estimated amortization expense for years 2014 through 2018 is as follows (in thousands): | |||||||||||||||||
2014 | $ | 31,392 | |||||||||||||||
2015 | 30,800 | ||||||||||||||||
2016 | 30,800 | ||||||||||||||||
2017 | 30,800 | ||||||||||||||||
2018 | 30,800 | ||||||||||||||||
The above amortization expense forecast is an estimate. Actual amounts may change from such estimated amounts due to additional intangible asset acquisitions, potential impairment, accelerated amortization, or other events. | |||||||||||||||||
Deferred Financing Costs | |||||||||||||||||
Deferred financing costs are being amortized using the effective interest rate method over the lives of the respective debt agreements. Our deferred financing costs are as follows for the years ended (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Beginning balance | $ | 39,436 | $ | 46,027 | |||||||||||||
Additions to deferred financing costs | 168 | 1,374 | |||||||||||||||
Amortization | (8,117 | ) | (7,965 | ) | |||||||||||||
$ | 31,487 | $ | 39,436 | ||||||||||||||
Our credit agreement was modified on December 11, 2012 in connection with the issuance of senior PIK notes by Michael Foods Holding, Inc. Included in the additions to deferred financing costs were direct costs related to the amendment, which were capitalized and will be amortized using the effective interest rate method over the remaining life of the credit agreement. In 2012, we also incurred third party fees that were expensed and included in selling, general and administrative expenses. | |||||||||||||||||
Also, our credit agreement was previously amended and restated on February 25, 2011. We capitalized certain costs associated with the amendment and restatement. Costs not capitalized, related to lenders who chose not to participate in our amended and restated credit agreement, were included in early extinguishment of debt costs for the year ended December 31, 2011. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
We and our principal insurance carrier are parties to a pledge and security agreement and an escrow agreement for the guarantee of deductible and/or loss limit reimbursement on workers compensation, automobile and general liability claims. In August 2013, we were required to increase the guarantee by $610,000. As of December 28, 2013 we had $6.3 million and as of December 29, 2012, we had approximately $5.7 million in the escrow collateral money market account at Bank of New York Mellon. The funds in this account are restricted cash and the carrying value is included in long-term other assets on our balance sheet. | |||||||||||||||||
Currency Translation | |||||||||||||||||
Our Egg Products Division includes a subsidiary in Canada (MFI Food Canada Ltd.). Its financial statements are included in our consolidated financial statements. The financial statements for the Canadian entity are measured in the local currency and then translated into U.S. dollars. The balance sheet accounts, with the exception of retained earnings accounts, are translated using the current exchange rate at the balance sheet date and the operating results are translated using the average rates prevailing throughout the reporting period. The retained earnings equity accounts are translated at historical average rates. Accumulated translation gains or losses are recorded in AOCI or AOCL and are included as a component of comprehensive income. Transactional gains and losses are reported in the consolidated statement of earnings and comprehensive income. Michael Foods, Inc., a wholly-owned subsidiary of the Company, holds a Canadian dollar-denominated note receivable from the Canadian subsidiary. As a result, we record the exchange-rate impact on that note as a component of earnings in the period of change. | |||||||||||||||||
Joint Venture | |||||||||||||||||
As of December 28, 2013, we have invested $2 million, our 50% share of the capital funding of a joint venture, in MFOSI, LLC, a Delaware LLC (“MFOSI”). MFOSI owns 100% of its subsidiary, Lang Fang MK Food Company Ltd., a Chinese egg products company. At December 28, 2013, Lang Fang MK Food Company Ltd. had $2.1 million outstanding under its credit facility, for which we have guaranteed our portion; see Note C for additional information. We account for the joint venture under the equity method of accounting. Lang Fang MK Food Company Ltd. has ceased operations. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
Sales to our customers are recognized when proof of delivery is received from our carriers and are recorded net of estimated customer programs and returns. We recognize revenue when all of the following conditions have been met: | |||||||||||||||||
(1) Persuasive evidence of an arrangement exists—A revenue transaction is initiated and evidenced by receipt of a purchase order from our customer. | |||||||||||||||||
(2) Delivery has occurred or services have been rendered—An invoice is created from the bill of lading at our shipping plant and revenue is recognized when proof of delivery of the receipt of goods is received from our carriers. | |||||||||||||||||
(3) The seller’s price to the buyer is fixed or determinable—Our sales invoice includes an agreed upon selling price. | |||||||||||||||||
(4) Collectability is reasonably assured—We have a documented credit and collection policy and procedure manual for determining collectability from our customers. | |||||||||||||||||
Our shipping policy is FOB destination; therefore, title to goods remains with us until delivered by the carrier to our customer. | |||||||||||||||||
Only a minor portion of our sales result in customer returns. An accrual is estimated based on historical trends and reviewed periodically for adequacy. Revenue is appropriately reduced to reflect estimated returns. We are able to make a reasonable estimate of customer returns based upon historical trends due to the fact that our sales are not susceptible to significant external factors, the return period is short, and our sales are high volume and homogeneous in nature. | |||||||||||||||||
Customer incentive programs include customer rebates, volume discounts and allowance programs. We have contractual arrangements with our customers and utilize agreed-upon discounts to determine the accrued promotion costs related to these customers. In addition, we have contractual arrangements with end-user customers and utilize historical experience to estimate this accrual. | |||||||||||||||||
Marketing and Advertising Costs | |||||||||||||||||
We promote our products with advertising, consumer incentives, and trade promotions. Such programs include, but are not limited to, discounts, coupons, and fixed and volume-based incentive programs. Advertising costs are expensed as incurred and included in selling expenses. At retail, we predominately use in-store promotional spending, discounts and coupons. Such spending is recorded as a reduction to sales based on amounts estimated as being due to customers and consumers at the end of a period. In foodservice, we predominately use fixed and volume-based programs. Fixed marketing programs are expensed over the period to which sales relate and are included in selling expenses. Volume–based programs are recorded as a reduction to sales based on amounts estimated as being due to customers at the end of a period. Our advertising expense was approximately $16.2 million, $18.5 million and $16.7 million for the years ended December 28, 2013, December 29, 2012 and December 31, 2011. | |||||||||||||||||
Shipping and Handling Costs | |||||||||||||||||
The Company’s shipping and handling costs are included in cost of sales. | |||||||||||||||||
Recently Adopted Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB updated the guidance requiring companies to report, in one place, information about reclassifications of accumulated other comprehensive income (“AOCI”) and changes in AOCI balances. For significant items reclassified out of AOCI to net income in their entirety in the same reporting period, reporting is required about the effect of the reclassifications on the respective line items in the statement where net income is presented. For items that are not reclassified to net income in their entirety in the same reporting period, a cross reference to other disclosures currently required in conformity with accounting principles generally accepted in the United States is required. The above information must be presented in one place, either parenthetically on the face of the financial statements by income statement line item, or in a note. The adoption of this updated guidance was effective for us beginning with fiscal year 2013. The adoption of this guidance did not have an impact on our financial position, results of operations or cash flows | |||||||||||||||||
There were no other accounting pronouncements adopted or issued during the year ended December 28, 2013 that had or are expected to have a material impact on our financial position, operating results or disclosures. |
Business_Acquisition
Business Acquisition | 12 Months Ended |
Dec. 28, 2013 | |
BUSINESS ACQUISITION | ' |
NOTE B—BUSINESS ACQUISITION | |
On June 27, 2013, we purchased the net assets of Primera Foods Corporation (“Primera”), an egg products processing company with operations in the Midwest. The purchase price of $38.9 million was financed through cash from operations. The acquired net assets, recorded at fair value, include $26.9 million of current assets, primarily accounts receivable and inventory, $4.7 million of current liabilities, primarily accounts payable and $15.1 million for property, plant and equipment. We also recorded $1.6 million in goodwill as we expect to achieve significant synergies and cost reductions through the integration of Primera customers and operations into our egg products division. Between the closing date and December 28, 2013, we made $3.2 million of working capital true-up payments to Primera per the asset purchase agreement, which are included in the amounts above. |
Debt
Debt | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
DEBT | ' | |||||||||||
NOTE C—DEBT | ||||||||||||
Long-term debt consisted of the following as of the years ended (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Credit facility—revolving line of credit | $ | 0 | $ | 0 | ||||||||
Credit facility—term B loan | 734,723 | 765,723 | ||||||||||
Senior unsecured notes | 430,000 | 430,000 | ||||||||||
Secured notes | 1,988 | 3,338 | ||||||||||
Capital leases | 4,224 | 10,685 | ||||||||||
Guarantees | 7,770 | 8,833 | ||||||||||
Other indebtedness | 515 | 1,104 | ||||||||||
Less: | ||||||||||||
Current maturities | 4,758 | 19,833 | ||||||||||
Unamortized original issue discount on term B loan | 8,158 | 10,280 | ||||||||||
$ | 1,166,304 | $ | 1,189,570 | |||||||||
Our aggregate minimum principal maturities of long-term debt reflect the amount to be paid upon maturity of our debt instruments and capital lease agreements. Aggregate minimum principal maturities of long-term debt for the fiscal years following December 28, 2013, are as follows (in thousands): | ||||||||||||
2014 | $ | 4,758 | ||||||||||
2015 | 3,431 | |||||||||||
2016 | 2,064 | |||||||||||
2017 | 1,750 | |||||||||||
2018 | 1,165,216 | |||||||||||
Thereafter | 2,001 | |||||||||||
Credit Agreement Facilities | ||||||||||||
At December 28, 2013, we had a $75 million multi-year revolving line of credit, of which approximately $17.5 million matures June 29, 2015 with the remaining $57.5 million maturing February 25, 2016. As of December 28, 2013 and December 29, 2012, there were no outstanding borrowings under the revolving line of credit. | ||||||||||||
The term B loan, maturing February 25, 2018, is currently under Eurodollar contracts and bears interest at 1.25%, plus a 3% margin. The interest paid on these obligations will float with changes in LIBOR rates. On February 28, 2013, November 29, 2013 and December 27, 2013, we made $10 million, $11 million and $10 million voluntary prepayments on the term B loan. On December 27, 2012, we made a $40 million voluntary prepayment on the term B loan. | ||||||||||||
The credit agreement, including the revolving line of credit and term B loan, is collateralized by substantially all of our assets. The credit agreement contains restrictive covenants, including restrictions on dividends and distributions to shareholders, a maximum leverage ratio, a minimum interest coverage ratio and limitations on additional indebtedness and liens. Covenants related to operating performance are primarily based on earnings before income taxes, interest expense, depreciation and amortization expense, and other adjustments as defined in the credit agreement. For the year ended December 28, 2013, the maximum leverage ratio requirement was 6.50 to 1.00 and the minimum interest coverage ratio requirement was 1.90 to 1.00. We were in compliance with all of the covenants under the credit agreement as of December 28, 2013. | ||||||||||||
Senior Unsecured Notes | ||||||||||||
At December 28, 2013, we had outstanding $430 million of 9.75% senior notes maturing on July 15, 2018, with Wells Fargo Bank, National Association as Trustee. Interest on the notes is payable semi-annually on January 15 and July 15. The notes contain restrictive covenants, including restrictions on dividends and distributions to shareholders. We were in compliance with all of the covenants under the notes as of December 28, 2013. The notes are general unsecured senior debt obligations that rank equally with all of our other unsecured and unsubordinated indebtedness, but are effectively junior to our secured indebtedness to the extent of the value of the assets securing that indebtedness, including amounts due under the credit agreement. | ||||||||||||
Secured Notes | ||||||||||||
This note is a variable-rate note secured by equipment used in our potato products facility and matures on November 25, 2014. At December 28, 2013, the note had an effective interest rate of 3.6%. | ||||||||||||
Capital Leases | ||||||||||||
At December 28, 2013, capital leases consisted of a lease on our Winnipeg, Manitoba egg products processing facility with an outstanding balance of $4,224,000, which expires August 31, 2022. In December 2013, a variable rate lease secured by equipment used in our potato products facility matured. | ||||||||||||
The following reflects property under capital leases (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Property, plant and equipment held under lease agreements | $ | 4,736 | $ | 19,832 | ||||||||
Accumulated depreciation | (638 | ) | (5,492 | ) | ||||||||
$ | 4,098 | $ | 14,340 | |||||||||
Guarantees | ||||||||||||
We have guaranteed, through our M.G. Waldbaum Company subsidiary, the repayment of certain industrial revenue bonds used for the expansion of the wastewater treatment facility in Wakefield, Nebraska. We are required to pay the principal and interest payments related to these bonds and therefore recorded this obligation as part of long-term debt. At December 28, 2013, we had approximately $6.7 million outstanding with respect to the 4.57% 2012 series bond maturing September 15, 2017. | ||||||||||||
In July 2012, we and our China joint venture partner each issued a $2 million irrevocable standby letter of credit with Bank of America, N.A. as beneficiary. We have guaranteed, through this standby letter of credit, 50% of a $4 million credit facility entered into by Lang Fang MK Food Company Ltd. and the China branch of Bank of America. At December 28, 2013, Lang Fang MK Food Company Ltd. had $2.1 million outstanding under its credit facility and we have recorded our portion of the guarantee, $1.1 million, as part of long-term debt. | ||||||||||||
The components of interest expense, net, for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 are as follows (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Interest expense | $ | 75,755 | $ | 78,154 | $ | 81,985 | ||||||
Amortization of financing costs | 8,117 | 7,965 | 7,914 | |||||||||
Amortization of original issue discount on long-term debt | 2,122 | 2,155 | 2,164 | |||||||||
Mark-to-market on interest rate swap contracts | 742 | 2,372 | 6,500 | |||||||||
Capitalized interest | (274 | ) | (82 | ) | (374 | ) | ||||||
Interest income | (41 | ) | (208 | ) | (49 | ) | ||||||
Interest expense, net | $ | 86,421 | $ | 90,356 | $ | 98,140 | ||||||
We are currently a party to five futures contracts to fix the variable portion of the interest rate on $350 million of our term B loan. The average rate of the contracts is 2.73% and the last contract matures on June 16, 2015. Because we do not treat those futures contracts as hedging instruments, we record unrealized gains or losses as a component of earnings in the period of change (see Note J). |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
INCOME TAXES | ' | |||||||||||
NOTE D—INCOME TAXES | ||||||||||||
Income tax expense (benefit) for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 is as follows (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current: | ||||||||||||
Federal | $ | 36,872 | $ | 35,920 | $ | 6,180 | ||||||
State | 3,907 | 3,579 | 2,447 | |||||||||
40,779 | 39,499 | 8,627 | ||||||||||
Deferred: | ||||||||||||
Federal | (14,951 | ) | (24,157 | ) | 1,715 | |||||||
Foreign | 28 | 37 | (10 | ) | ||||||||
State | (648 | ) | (2,855 | ) | (11,047 | ) | ||||||
(15,571 | ) | (26,975 | ) | (9,342 | ) | |||||||
$ | 25,208 | $ | 12,524 | $ | (715 | ) | ||||||
The components of the deferred tax assets and (liabilities) associated with the cumulative temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes are as follows (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Current deferred income taxes: | ||||||||||||
Flock inventories | $ | (7,713 | ) | $ | (7,417 | ) | ||||||
Hedging | 1,412 | 1,957 | ||||||||||
Other, primarily accrued expenses | 10,011 | 13,265 | ||||||||||
Total gross deferred income taxes, current | 3,710 | 7,805 | ||||||||||
Valuation allowance | (887 | ) | (1,761 | ) | ||||||||
Total current deferred income taxes | 2,823 | 6,044 | ||||||||||
Non-current deferred income taxes: | ||||||||||||
Depreciation | (36,871 | ) | (41,979 | ) | ||||||||
Customer relationships | (151,345 | ) | (162,420 | ) | ||||||||
Trademarks and licenses | (40,096 | ) | (39,969 | ) | ||||||||
Goodwill | (1,411 | ) | (1,370 | ) | ||||||||
Net operating loss carry-forwards | 2,220 | 2,179 | ||||||||||
Debt issuance costs | (6,954 | ) | (9,153 | ) | ||||||||
Other | 5,210 | 5,026 | ||||||||||
Total gross deferred income taxes, non-current | (229,247 | ) | (247,686 | ) | ||||||||
Valuation allowance | (5,600 | ) | (5,509 | ) | ||||||||
Total non-current deferred income taxes | (234,847 | ) | (253,195 | ) | ||||||||
Total deferred income taxes | $ | (232,024 | ) | $ | (247,151 | ) | ||||||
As of December 28, 2013, we have a valuation allowance related to deferred tax assets of $6.5 million and the net decrease during the year was $0.8 million. The valuation allowance was recorded against the deferred tax assets related to our foreign subsidiary and our investment in the entity that owns our foreign joint venture, based on management’s judgment that it is more-likely-than-not that the benefits of those deferred tax assets will not be realized in the future. The 2013 change in the valuation allowance relating to those deferred tax assets was due to a combination of currency rate fluctuations, the losses related to our foreign subsidiary and investment in our foreign joint venture, and the expiration of a capital loss carry-forward. The current deferred tax asset is included in “Prepaid expenses and other” current assets. | ||||||||||||
The following is a reconciliation of the federal statutory income tax rate to the consolidated effective tax rate based on earnings before equity in losses of unconsolidated subsidiary for the years ended December 28, 2013, December 29, 2012 and December 31, 2011: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State taxes, net of federal impact | 2.3 | % | 3.1 | % | 8.8 | % | ||||||
Change in state tax rate for deferred taxes | 0.5 | % | (2.0 | )% | (48.4 | )% | ||||||
Qualified production activities deduction | (4.9 | )% | (8.4 | )% | (4.3 | )% | ||||||
Other permanent differences | 0.1 | % | 0.3 | % | 2.4 | % | ||||||
Valuation allowance | 0.4 | % | 3.5 | % | 0.4 | % | ||||||
Other | (0.4 | )% | (3.3 | )% | 1 | % | ||||||
33 | % | 28.2 | % | (5.1 | )% | |||||||
The effective tax rates for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 were impacted by changes in the state tax rate used to determine our deferred income tax assets and liabilities. The rates changed due to changes in enacted state laws, changes in the composition of the groups that file in certain states and other changes to the apportionment of income to various states. These changes did not impact cash taxes paid. | ||||||||||||
We have foreign net operating loss carry-forwards of approximately $8.4 million which expire from 2025 through 2033. | ||||||||||||
Accounting for Uncertainty in Income Taxes | ||||||||||||
Following is a roll-forward of our unrecognized tax benefits (in thousands): | ||||||||||||
December 28, | December 29, | December 31, | ||||||||||
2013 | 2012 | 2011 | ||||||||||
Total unrecognized tax benefits at beginning of period | $ | 2,079 | $ | 4,121 | $ | 3,791 | ||||||
Gross increase for tax positions taken in prior periods | 0 | 3 | 712 | |||||||||
Gross decrease for tax positions taken in prior periods | (12 | ) | (17 | ) | 0 | |||||||
Gross increase for tax positions taken in current period | 411 | 131 | 126 | |||||||||
Reductions relating to settlements with taxing authorities | 0 | (1,792 | ) | 0 | ||||||||
Reductions as a result of a lapse of applicable statute of limitations | (348 | ) | (367 | ) | (508 | ) | ||||||
Total unrecognized tax benefits at end of period | $ | 2,130 | $ | 2,079 | $ | 4,121 | ||||||
The total liability associated with unrecognized tax benefits that, if recognized, would impact the effective tax rate was approximately $1.1 million at December 28, 2013. | ||||||||||||
The Company accrues interest and penalties associated with unrecognized tax benefits as interest expense in the consolidated statement of earnings and comprehensive income, and the corresponding liability in accrued interest in the consolidated balance sheet. Expenses of approximately $0.1 million for interest and penalties were reflected in the consolidated statement of earnings for the year ended December 31, 2011. In the consolidated statement of earnings and comprehensive income for the years ended December 28, 2013 and December 29, 2012, we had a benefit of approximately $0.1 million and $0.2 million reflecting the effect of the closing of statutes of limitations and settlements with taxing authorities. The corresponding liabilities in the consolidated balance sheet were approximately $0.7 million and $0.8 million at December 28, 2013 and December 29, 2012. | ||||||||||||
Included in the balance of unrecognized tax benefits for 2013 are tax positions for which it is reasonably possible that the total amounts could significantly change during the next twelve months. We estimate that it is reasonably possible that $0.6 million to $0.8 million of unrecognized tax benefits could significantly change during the next twelve months. This amount represents a decrease in unrecognized tax benefits comprised of items related to expiring statutes. | ||||||||||||
Our uncertain tax positions are related to tax years that remain subject to examination. As of December 28, 2013, the United States jurisdiction remains subject to examination for tax years 2008 through 2013. The Minnesota, New Jersey and Wisconsin jurisdictions remain subject to examination for tax years 2009 through 2013. The Iowa jurisdiction remains subject to examination for the tax years 2010 through 2013. |
Employee_Retirement_Plan
Employee Retirement Plan | 12 Months Ended |
Dec. 28, 2013 | |
EMPLOYEE RETIREMENT PLAN | ' |
NOTE E—EMPLOYEE RETIREMENT PLAN | |
Employees who meet certain service requirements are eligible to participate in a defined contribution retirement plan. We match up to 4% of each participant’s eligible compensation. Our matching contributions were $3.5 million in the year ended December 28, 2013 and were $3.4 million in each of the years ended December 29, 2012 and December 31, 2011. | |
We also contribute to one union-defined contribution retirement plan which totaled $49,000, $40,000 and $31,000 for the years ended December 28, 2013, December 29, 2012 and December 31, 2011. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 28, 2013 | |
RELATED PARTY TRANSACTIONS | ' |
NOTE F—RELATED PARTY TRANSACTIONS | |
Pursuant to a Management Agreement with Goldman, Sachs & Co. and THL Managers V, LLC, (together, the “managers”) we pay the managers an annual fee of the greater of $2.25 million or 1.0% of consolidated earnings before interest, taxes, depreciation and amortization, whichever is greater. The management fees were approximately $2.6 million, $2.4 million and $2.3 million in the years ended December 28, 2013, December 29, 2012 and December 31, 2011 and were included in selling, general and administrative expenses. | |
We will pay to the managers a 1% transaction fee (based on the total value of the transaction) in connection with certain transactions during the term of the Management Agreement, including acquisitions, sales or dispositions of assets or equity interests or similar transactions involving the Company or any of its subsidiaries. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 28, 2013 | ||||
COMMITMENTS AND CONTINGENCIES | ' | |||
NOTE G—COMMITMENTS AND CONTINGENCIES | ||||
Lease Commitments | ||||
Our corporate offices and several of our manufacturing facilities are leased under operating leases expiring at various times through February 2024. The leases provide that real estate taxes, insurance, and maintenance expenses are our obligations. In addition, we lease some of our transportation equipment under operating leases. | ||||
Rent expense, including real estate taxes and maintenance expenses, was approximately $8 million, $7.2 million and $8.8 million for the years ended December 28, 2013, December 29, 2012 and December 31, 2011. | ||||
The following is a schedule of minimum rental commitments for base rent for the years ending (in thousands): | ||||
2014 | $ | 6,017 | ||
2015 | 5,486 | |||
2016 | 5,032 | |||
2017 | 4,252 | |||
2018 | 3,818 | |||
Thereafter | 13,939 | |||
Other Guarantees | ||||
In addition to the debt guarantees described in Note C, we have guaranteed the repayment of an industrial revenue bond used for the expansion of a wastewater treatment facility in an Iowa municipality where we have a manufacturing facility. The repayment of the bond is funded through the wastewater treatment charges paid by us. However, should those charges not be sufficient to pay the bond payments as they become due, we have agreed to pay any shortfall. At December 28, 2013, the principal balance of the guaranteed industrial revenue bond was approximately $0.8 million. | ||||
Procurement Contracts | ||||
We have entered into substantial purchase obligations to fulfill our egg and potato requirements. We maintain long-term egg procurement contracts with numerous cooperatives and egg producers throughout the Midwestern and Eastern United States and Canada, which supply approximately 59% of our annual external egg requirements. Most of these contracts vary in length from 18 to 120 months. The egg prices are primarily indexed to grain or Urner Barry market indices. Two egg suppliers provide more than 10% of our annual egg requirements. Based upon the best estimates available to us for grain and egg prices, we project our purchases from our top five contracted egg suppliers under existing contracts will approximate $296.8 million in 2014, $303.9 million in 2015, $274.2 million in 2016, $274.6 million in 2017, and $274.6 million in 2018. The 2014 amount represents approximately 39% of our anticipated total egg requirements for the year. In addition, we have contracts to purchase potatoes that expire in 2014. These contracts will supply approximately 59% of the Refrigerated Potato Products Division’s raw potato needs in 2014. One potato supplier is expected to provide approximately 24% of our 2014 potato requirements. We purchase our cheese from numerous vendors on the open market at prevailing market prices. | ||||
Legal Matters | ||||
Antitrust claims: In late 2008 and early 2009, some 22 class-action lawsuits were filed in various federal courts against Michael Foods, Inc. and approximately 20 other defendants (producers of shell eggs, manufacturers of processed egg products, and egg industry organizations), alleging violations of federal and state antitrust laws in connection with the production and sale of shell eggs and egg products, and seeking unspecified damages. Plaintiffs seek to represent nationwide classes of direct and indirect purchasers, and allege that defendants conspired to reduce the supply of eggs by participating in animal husbandry, egg-export and other programs of various egg-industry associations. In December 2008, the Judicial Panel on Multidistrict Litigation ordered the transfer of all cases to the Eastern District of Pennsylvania for coordinated and/or consolidated pretrial proceedings. Between late 2010 and early 2012, a number of companies, each of which would be part of the purported class in the antitrust action, brought separate actions against defendants. These “tag-along” cases, brought primarily by various grocery chains and food companies, assert essentially the same allegations as in the main action. All but one of the tag-along cases were either filed in or transferred to the Eastern District of Pennsylvania where they are being treated as related to the main action; discovery is underway in these matters. The one tag-along case where pretrial proceedings are not under the jurisdiction of the Eastern District of Pennsylvania was brought by a retail grocery chain in Kansas state court under Kansas law. Claims against Michael Foods in that particular matter were resolved through a confidential settlement agreement on April 11, 2013. | ||||
We received a Civil Investigative Demand (“CID”) issued by the Florida Attorney General on November 17, 2008, regarding an investigation of possible anticompetitive activities “relating to the production and sale of eggs or egg products.” The CID requested information and documents related to the pricing and supply of shell eggs and egg products, as well as our participation in various programs of United Egg Producers. We have fully cooperated with the Florida Attorney General’s Office to date. Further compliance is suspended pending discovery in the civil antitrust litigation referenced above. | ||||
Patent infringement litigation: On October 27, 2010, National Pasteurized Eggs, Inc. and National Pasteurized Eggs, LLC (collectively “NPE”) commenced litigation against Michael Foods, Inc. and several of its subsidiaries in U.S. District Court for the Western District of Wisconsin. NPE alleged that our pasteurized shell eggs infringe on patents and trademarks that NPE owns or licenses. On April 15, 2011, Michael Foods, Inc. commenced litigation against National Pasteurized Eggs, Inc. in U.S. District Court for the District of Minnesota, alleging that National Pasteurized Eggs, Inc.’s production and sale of pasteurized shell eggs infringed three patents exclusively licensed to Michael Foods, Inc. The cases were consolidated before the U.S. District Court for the Western District of Wisconsin. A jury trial took place in June 2012; the jury returned a verdict of patent infringement against Michael Foods and awarded $5.8 million in damages which we accrued at that time. The verdict did not affect Michael Foods’ ability to continue producing pasteurized shell eggs, but in response to the jury verdict, we returned to process parameters that were in place prior to April 2010. On April 29, 2013, we filed an appeal of this matter with the U.S. Court of Appeals for the Federal Circuit. The matter was fully resolved on July 1, 2013 through court-ordered mediation and the appeal was subsequently dismissed. In late July 2013, we paid the $4.5 million settlement amount and reduced legal expense by the reversal of the $1.3 million previously accrued. | ||||
Lawsuit against the City of Elizabeth and Liberty Water Co.: On January 28, 2010, our subsidiary Papetti’s Hygrade Egg Products, Inc. commenced suit in New Jersey Superior Court against the City of Elizabeth, N.J. and Liberty Water Company. The suit alleges that City sewer charges, which are billed by Liberty Water, are arbitrary and inequitable. Papetti’s seeks a declaration that its sewer bills have been inaccurate at least since 2002, and seeks invalidation of certain sewer-related charges and surcharges. In responding to the suit, the City of Elizabeth counterclaimed on May 7, 2010 that Papetti’s “has not been charged the full and proper amount of sewage charges due to billing mistakes of Defendant Liberty Water Company,” but did not allege any undercharged amount. On June 1, 2011, Liberty Water gave notice of its belief that since 2004, it underbilled Papetti’s by some $6.5 million. In November of 2011, Liberty Water issued invoices totaling $6.2 million to Papetti’s in connection with the alleged underbilling. We did not record a liability for the alleged underbilling as we believe there is no merit in this claim. During mediation on January 13, 2014, the parties agreed in principle to the terms of a settlement agreement that resolves all claims alleged by all parties. The parties are currently in the process of documenting the settlement, which must be approved by the Elizabeth City Council before it can become effective. The amount accrued related to this matter is adequate to cover the settlement. Due to the uncertainty of approval and certain provisions in the settlement agreement, we have not recorded the settlement at this time. | ||||
We do not believe it is possible to estimate any further possible loss in connection with these litigated matters. Accordingly, we cannot predict what impact, if any, these matters and any results from such matters could have on our future results of operations. | ||||
Other: In addition, we are from time to time party to litigation, administrative proceedings and union grievances that arise in the ordinary course of business, and occasionally pay non-material amounts to resolve claims and alleged violations of regulatory requirements. There are no pending “ordinary course” matters that, separately or in the aggregate, would, in the opinion of management, have a material adverse effect on our operations, financial condition or cash flow. |
Shareholders_Equity
Shareholder's Equity | 12 Months Ended |
Dec. 28, 2013 | |
SHAREHOLDER'S EQUITY | ' |
NOTE H—SHAREHOLDER’S EQUITY | |
Common Stock | |
At December 28, 2013 and December 29, 2012, we had 5,000 shares of common stock authorized and 100 shares issued and outstanding with a $0.01 par value. All common shares were issued to Midco, a wholly owned subsidiary of Michael Foods Holding, Inc., which is a wholly owned subsidiary of MFI Holding. | |
Additional Paid In Capital | |
We recorded non-cash capital investments from our parent, of $8,825,000, $292,000 and $265,000 in the years ended December 28, 2013, December 29, 2012 and December 31, 2011, related to the tax benefit the Company receives on our parent’s interest expense and tax amortization deductions due to filing a consolidated Federal tax return. | |
Dividend | |
We are responsible for servicing Michael Foods Holding, Inc. senior PIK notes. On July 15, 2013, we paid a $13,441,000 dividend to Michael Foods Holding, Inc. to make its semi-annual interest payment on the notes. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||||||||||||||
STOCK-BASED COMPENSATION | ' | |||||||||||||||||||||||||||||||
NOTE I—STOCK-BASED COMPENSATION | ||||||||||||||||||||||||||||||||
MFI Holding Corporation Equity Incentive Plan | ||||||||||||||||||||||||||||||||
MFI Holding adopted the MFI Holding Corporation Equity Incentive Plan (the “Plan”) to (a) assist the Company and its affiliated companies in recruiting and retaining employees, directors and consultants; (b) provide employees, directors and consultants with an incentive for productivity; and (c) provide employees, directors and consultants with an opportunity to share in the growth and value of the company. The maximum number of shares that may be subject to the Plan is 71,065. Under the form of option agreement used under the Plan, the term of the options commences on the date of grant and expires on the tenth anniversary of the date of grant unless earlier terminated or cancelled. The exercise price per share purchasable under each option will be determined by the Compensation Committee of the MFI Holding Board of Directors; provided, however, that such exercise price shall not be less than the fair market value of the share on the date such option is granted. The Plan includes non-qualified time-vesting and performance-vesting options. The options and accrued stock compensation associated with the options is classified as equity and is being expensed during the requisite service periods. We recorded stock-based compensation expense of $2,163,000, $2,121,000 and $1,947,000 for the years ended December 28, 2013, December 29, 2012 and December 31, 2011, respectively. As of December 28, 2013, the total compensation cost for nonvested awards not yet recognized in our statements of earnings and comprehensive income was approximately $3.7 million. This amount will be expensed over the balance of the vesting periods, approximately 1.86 years. | ||||||||||||||||||||||||||||||||
On December 18, 2012, MFI Holding paid its shareholders a $321 million dividend. The Plan provisions require that in the event of a dividend, an appropriate adjustment will be determined to the number of outstanding option shares granted or their exercise prices in order to prevent dilution. Concurrent with the MFI Holding dividend payment, our compensation committee adopted a resolution that reduced the exercise prices of 44,173 performance-vesting stock options and 18,108 time-vesting stock options by the amount of the dividend per share. The required adjustment due to the dividend did not affect the fair value of the options outstanding and no incremental stock-based compensation was recorded. | ||||||||||||||||||||||||||||||||
The weighted-average grant-date fair value of time-vesting Class A options granted in 2013, 2012 and 2011 under the Plan was $423.76, $659.84 and $745.90, respectively. The fair value of shares vesting was $2.1 million in each of the years 2013, 2012 and 2011. The weighted-average grant-date fair value of options under the Plan was determined by using the fair value of each option grant on the date of grant, utilizing the Black-Scholes option-pricing model and the following key assumptions: | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 0.81% | 0.83%-1.20% | 1.51%-1.87% | |||||||||||||||||||||||||||||
Expected term (in years) | 5 | 5 | 5 | |||||||||||||||||||||||||||||
Expected volatility | 32.78% | 32.78% | 32.78%-32.96% | |||||||||||||||||||||||||||||
Expected dividends | None | None | None | |||||||||||||||||||||||||||||
The time-vesting options (Class A) have a service condition and vest 20% on the anniversary date of the grant each year for five years, commencing on the first anniversary date of the grant. They also include a performance condition which is triggered upon the occurrence of a change in control, at which time the option shall, to the extent not then vested, automatically become fully vested and exercisable. Vested options may be exercised in whole or in part at any time and from time to time during the term by giving written notice of exercise. Upon exercise and execution of a Stockholders Agreement between MFI Holding and the grantee, shares will be issued to the grantee. In certain instances, agreed to by the Compensation Committee of the MFI Holding Board of Directors, payment for exercise and applicable withholding may be made with shares (issued or to be issued as part of the exercise), and such shares to be valued at the fair market value on the date of such exercise. All shares received pursuant to time-vesting nonqualified stock option exercises will be subject to the Company’s Stockholders Agreement, which grants the Company a call right with respect to such shares in the event of termination of the holder’s employment. | ||||||||||||||||||||||||||||||||
The performance-vesting awards include three classes of options (referred to as Class B, C and D options) each granted at differing option strike prices. Each class of performance-vesting options, at the classes’ corresponding option strike price, is treated as if it were a separate option, each which may be exercised individually. The performance-vesting options become vested and exercisable with respect to option shares only upon the consummation of a liquidity event as defined in the Plan. A liquidity event will be deemed to have occurred when the existing owner group sells all of the equity securities of the company or has achieved a defined return on investment. For purposes of determining whether a liquidity event has occurred, the applicable return on initial investment (“ROI”) threshold is a minimum return of two times. The performance-vesting options are forfeited upon termination of employment. Based upon the performance conditions (liquidity event, as defined and ROI threshold of two times) for vesting of the performance-vesting options, the conditions will not be satisfied for class B, C or D options to become vested until a liquidity event is consummated. We expect all outstanding options to vest at that time. Therefore, we have not recorded compensation cost for performance-vesting options and we will reassess the probability of meeting the performance conditions quarterly or as business circumstances suggest that a liquidity event is probable, which is generally considered to be when it occurs. | ||||||||||||||||||||||||||||||||
Information regarding outstanding stock options follows: | ||||||||||||||||||||||||||||||||
Time-Vesting | Performance Vesting | |||||||||||||||||||||||||||||||
Class A | Weighted- | Class B | Weighted- | Class C | Weighted- | Class D | Weighted- | |||||||||||||||||||||||||
Options | average | Options | average | Options | average | Options | average | |||||||||||||||||||||||||
Exercise Price | Exercise Price | Exercise Price | Exercise Price | |||||||||||||||||||||||||||||
Per Share(1) | Per Share(1) | Per Share(1) | Per Share(1) | |||||||||||||||||||||||||||||
Outstanding at December 29, 2012 | 18,108 | $ | 412.31 | 24,178 | $ | 2,872.87 | 11,072 | $ | 4,358.86 | 8,923 | $ | 5,349.52 | ||||||||||||||||||||
Granted | 653 | $ | 1,409.80 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Exercised | (216 | ) | $ | 405.34 | 0 | 0 | 0 | |||||||||||||||||||||||||
Forfeited | (213 | ) | $ | 536.73 | 0 | 0 | 0 | |||||||||||||||||||||||||
Outstanding at December 28, 2013 | 18,332 | $ | 446.5 | 24,178 | $ | 2,872.87 | 11,072 | $ | 4,358.86 | 8,923 | $ | 5,349.52 | ||||||||||||||||||||
Weighted-Average Remaining Contractual Term | 6.74 | 6.68 | 6.68 | 6.68 | ||||||||||||||||||||||||||||
Options vested and expected to vest | 18,332 | $ | 446.5 | 24,178 | 11,072 | 8,923 | ||||||||||||||||||||||||||
Exercisable at December 28, 2013 | 10,292 | $ | 403.6 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Weighted-Average Remaining Contractual Term | 6.62 | |||||||||||||||||||||||||||||||
-1 | Footnote amounts have been adjusted to reflect the change in exercise price to avoid dilution. |
Hedging_and_Derivatives
Hedging and Derivatives | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
HEDGING AND DERIVATIVES | ' | |||||||||||||||||||
NOTE J—HEDGING AND DERIVATIVES | ||||||||||||||||||||
Certain of our operating segments enter into derivative instruments, such as corn and soybean meal futures, which we believe provide an economic hedge on future transactions and are designated as cash flow hedges. As the commodities being hedged are grain ingredients fed to our flocks, the changes in the market value of such contracts have historically been, and are expected to continue to be, highly effective at offsetting changes in price movements of these items. | ||||||||||||||||||||
We actively monitor exposure to commodity price risks and use derivative commodity instruments to manage the impact of certain of these risks. We use derivatives, primarily futures contracts, only for the purpose of managing risks associated with underlying commodity exposures. Our futures contracts for grains are cash flow hedges of firm purchase commitments and anticipated production requirements, as they reduce our exposure to changes in the cash price of the respective items and generally extend for less than one year. We expect that within the next twelve months we will reclassify, as earnings or losses, substantially all of the amount recorded in accumulated other comprehensive income (loss). | ||||||||||||||||||||
In addition, we use derivative instruments to mitigate some of the risk associated with our foreign currency sales transactions, energy-related needs and interest costs. We do not treat those futures contracts as hedging instruments and, therefore, record the gains or losses related to them as a component of earnings in the period of change. We do not trade or use instruments with the objective of earning financial gains on the commodity price, nor do we use instruments where there is no underlying exposure. All derivatives are recognized at their fair value. For derivative instruments designated and qualifying as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of accumulated other comprehensive income or (loss) (“AOCI” or “AOCL”) in the equity section of our balance sheet and an associated amount is recorded in “prepaid expenses and other” current assets. The amounts carried in cash, when appropriate, represent the fair value of our positions in excess of the margin requirements. We offset certain derivative asset and liability amounts where a legal right of offset exists. The amounts deferred are subsequently recognized in cost of sales when the associated products are sold. The cost or benefit of contracts closed prior to the execution of the underlying purchase is deferred until the anticipated purchase occurs. As a result of the volatility of the markets, deferred gains and losses in AOCI or AOCL may fluctuate until the related contract is closed. Gains and losses on the derivative representing hedge ineffectiveness are recognized in current earnings. We do not exclude any items from our assessment of ineffectiveness. | ||||||||||||||||||||
We had the following outstanding commodity-forward contracts for hedging of forecasted purchases of grain, as of the years ended (in thousands): | ||||||||||||||||||||
Corn Volume (in bushels) | Soybean Meal Volume (in tons) | |||||||||||||||||||
December 28, | December 29, | December 28, | December 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
Commodity Contract | 3,045 | 3,060 | 29 | 33 | ||||||||||||||||
Information on location and amounts of derivative fair values in the consolidated balance sheets is presented below, as of the years ended (in thousands): | ||||||||||||||||||||
Fair Value | ||||||||||||||||||||
December 28, 2013 | December 29, 2012 | |||||||||||||||||||
Balance Sheet Location | Asset | Liability | Asset | Liability | ||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||
Commodity contracts – Grain (1) | Prepaid expenses and other | $ | 629 | $ | (793 | ) | $ | 205 | $ | (1,812 | ) | |||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||
Commodity contracts – Energy (1) | Prepaid expenses and other | $ | 101 | $ | 0 | $ | 36 | $ | (152 | ) | ||||||||||
Foreign currency contracts | Prepaid expenses and other | $ | 0 | $ | (121 | ) | $ | 0 | $ | 0 | ||||||||||
Interest rate swap contracts | Other accrued liabilities and | $ | 0 | $ | (5,452 | ) | $ | 0 | $ | (8,872 | ) | |||||||||
other long-term liabilities | ||||||||||||||||||||
-1 | Amounts represent the gross fair value of derivative assets and liabilities. We net the derivative assets and liabilities for each of our hedging programs, including cash collateral, when a master netting arrangement exists between us and the counterparty to the derivative contract. The amount or timing of cash collateral balances may impact the classification of the derivative in the consolidated balance sheets. The gross fair value of the commodity grain contracts is exclusive of cash collateral receivable of $928 and $22 as of December 28, 2013 and December 29, 2012. The gross fair value of the commodity energy contracts is exclusive of cash collateral receivable of $0 and $185 as of December 28, 2013 and December 29, 2012. | |||||||||||||||||||
The following table represents the effect of derivative instruments in cash flow hedging relationships on our Consolidated Statements of Earnings and Comprehensive Income, net of tax for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||||||||||
(Effective Portion) | (Ineffective Portion) | |||||||||||||||||||
Gain (Loss) | Location of | Gain (Loss) | Location of | Gain (Loss) | ||||||||||||||||
Recognized in | Gain (Loss) | Reclassified | Gain (Loss) | Recognized in | ||||||||||||||||
AOCI on | Reclassified | from AOCI | Recognized in | Earnings on | ||||||||||||||||
Derivative | from AOCI | into Earnings | Earnings on | Derivative (1) | ||||||||||||||||
into Earnings | Derivative | |||||||||||||||||||
For the year ended December 28, 2013 | ||||||||||||||||||||
Commodity contracts – Grain | $ | (73 | ) | Cost of sales | $ | (1,149 | ) | Cost of sales | $ | (52 | ) | |||||||||
For the year ended December 29, 2012 | ||||||||||||||||||||
Commodity contracts – Grain | $ | (1,200 | ) | Cost of sales | $ | 1,213 | Cost of sales | $ | (72 | ) | ||||||||||
For the year ended December 31, 2011 | ||||||||||||||||||||
Commodity contracts – Grain | $ | 1,164 | Cost of sales | $ | 1,708 | Cost of sales | $ | 63 | ||||||||||||
-1 | There were no gains or losses resulting from the discontinuance of cash flow hedges during the years ended December 28, 2013, December 29, 2012 and December 31, 2011. | |||||||||||||||||||
The following table represents the effect of derivative instruments not designated as hedging instruments on our Consolidated Statements of Earnings and Comprehensive Income for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||||||||||
Gain (Loss) Recognized in Earnings on Derivative | ||||||||||||||||||||
Locations of Gain (Loss) | 2013 | 2012 | 2011 | |||||||||||||||||
Recognized In Earnings | ||||||||||||||||||||
on Derivative | ||||||||||||||||||||
Commodity contracts – Energy | Cost of sales | $ | 193 | $ | 247 | $ | (1,017 | ) | ||||||||||||
Foreign currency contracts | General and administrative expense | $ | (121 | ) | $ | 0 | $ | 0 | ||||||||||||
Interest rate swap contracts | Interest expense | $ | (742 | ) | $ | (2,372 | ) | $ | (6,500 | ) | ||||||||||
Comprehensive_Income
Comprehensive Income | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
COMPREHENSIVE INCOME | ' | |||||||||||
NOTE K—COMPREHENSIVE INCOME | ||||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||
Other comprehensive loss is comprised of unrealized gains (losses) on cash flow hedges and foreign currency translation adjustments. | ||||||||||||
The components of accumulated other comprehensive loss, net of taxes, were as follows (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Unrealized loss on cash flow hedges | $ | (124 | ) | $ | (1,201 | ) | ||||||
Foreign currency translation | (525 | ) | (540 | ) | ||||||||
Accumulated other comprehensive loss | $ | (649 | ) | $ | (1,741 | ) | ||||||
Changes in Other Comprehensive Loss | ||||||||||||
The following table summarizes the changes in accumulated balances of the components of other comprehensive loss and the related tax effects for years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Unrealized gain (loss) on cash flow hedges, before tax | $ | 1,701 | $ | (3,838 | ) | $ | (870 | ) | ||||
Tax expense (benefit) | 624 | (1,425 | ) | (326 | ) | |||||||
Unrealized gain (loss) on cash flow hedges, net of tax | 1,077 | (2,413 | ) | (544 | ) | |||||||
Foreign currency translation | 15 | 209 | (513 | ) | ||||||||
Other comprehensive income (loss) | $ | 1,092 | $ | (2,204 | ) | $ | (1,057 | ) | ||||
Reclassifications out of Accumulated Other Comprehensive Income (Loss) | ||||||||||||
The following table summarizes the reclassification adjustments, net of tax, out of accumulated other comprehensive income (loss), by component, included in net earnings for the year ended December 28, 2013 (in thousands): | ||||||||||||
2013 | Classification In | |||||||||||
Earnings | ||||||||||||
Cash flow hedges, net of tax | $ | (1,149 | ) | Cost of sales | ||||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 28, 2013 | ||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||||
NOTE L—FAIR VALUE MEASUREMENTS | ||||||||||||||||
We are exposed to market risks from changes in commodity prices, which may adversely affect our operating results and financial position. When appropriate, we seek to minimize our risks from commodity price fluctuations through the use of derivative financial instruments, such as commodity purchase contracts, which are classified as derivatives, along with other instruments relating primarily to corn, soybean meal, cheese and energy-related needs. We estimate fair values based on exchange-quoted prices, adjusted as appropriate for differences in local markets. These differences are generally valued using inputs from broker or dealer quotations, or market transactions in either the listed or over-the-counter commodity markets. In such cases, these derivative contracts are classified within Level 2 of the fair value hierarchy. Changes in the fair values of these contracts are recognized in the consolidated financial statements as a component of cost of sales or other comprehensive income (loss). The hedging-related financial instruments measured at fair value on a recurring basis are included in current assets under “prepaid expenses and other.” | ||||||||||||||||
In addition, we seek to minimize our risks from interest rate fluctuations through the use of interest rate swap contracts. These instruments are valued using standard calculations and models with inputs other than quoted market prices provided by our banking partners. The fair value of instruments may be impacted by the Company’s nonperformance risk, which is estimated based upon the unsecured borrowing rates available to the Company. The borrowing rates available to the Company are considered a significant unobservable input used in the fair value measurement of such instruments. As such, the interest rate swap contracts are included in the Level 3 fair value measurements as of December 28, 2013 and December 29, 2012. A 1% change in the unobservable input would have an approximately $0.1 million effect on interest expense. Management has elected not to account for these instruments as designated hedges so changes in the fair values of these instruments are recognized in the consolidated financial statements as a component of interest expense. The interest rate swap contract liability is measured at fair value on a recurring basis and the current portion of the liability is included in “other accrued liabilities” and the long-term portion is included in “other long-term liabilities.” | ||||||||||||||||
The following table provides a reconciliation of the beginning and ending balances of items measured at fair value on a recurring basis that used Level 3, significant unobservable inputs (in thousands): | ||||||||||||||||
Interest Rate Swap Contracts | ||||||||||||||||
December 28, | December 29, | |||||||||||||||
2013 | 2012 | |||||||||||||||
Beginning balance | $ | 8,872 | $ | 6,500 | ||||||||||||
Unrealized loss included in interest expense | 742 | 2,372 | ||||||||||||||
Settlements | (4,162 | ) | 0 | |||||||||||||
Ending balance | $ | 5,452 | $ | 8,872 | ||||||||||||
The following table sets forth our hedging-related financial assets and liabilities fair value measured on a recurring basis as of the years ended December 28, 2013 and December 29, 2012 (in thousands): | ||||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||||
In Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Fair Value Measurements As of December 28, 2013 | ||||||||||||||||
Assets at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Commodity contracts—Energy | 101 | 0 | 101 | 0 | ||||||||||||
Foreign currency contracts | 0 | 0 | 0 | 0 | ||||||||||||
Total assets at fair value | $ | 101 | $ | 0 | $ | 101 | $ | 0 | ||||||||
Liabilities at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 164 | $ | 0 | $ | 164 | $ | 0 | ||||||||
Commodity contracts—Energy | 0 | 0 | 0 | 0 | ||||||||||||
Foreign currency contracts | 121 | 0 | 121 | 0 | ||||||||||||
Interest rate swap contracts | 5,452 | 0 | 0 | 5,452 | ||||||||||||
Total liabilities at fair value | $ | 5,737 | $ | 0 | $ | 285 | $ | 5,452 | ||||||||
Fair Value Measurements As of December 29, 2012 | ||||||||||||||||
Assets at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Commodity contracts—Energy | 0 | 0 | 0 | 0 | ||||||||||||
Total assets at fair value | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Liabilities at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 1,607 | $ | 0 | $ | 1,607 | $ | 0 | ||||||||
Commodity contracts—Energy | 116 | 0 | 116 | 0 | ||||||||||||
Interest rate swap contracts | 8,872 | 0 | 0 | 8,872 | ||||||||||||
Total liabilities at fair value | $ | 10,595 | $ | 0 | $ | 1,723 | $ | 8,872 | ||||||||
The carrying amount of our debt (including current maturities) was $1.17 billion as of December 28, 2013 and $1.21 billion as of December 29, 2012. Based on current market rates provided primarily by various bank sources, the fair value of this debt at December 28, 2013 was estimated at $1.21 billion (level 2) and at December 29, 2012 was estimated at $1.26 billion (level 2). Our cash equivalents, accounts receivable, accounts payable and other liabilities’ carrying value approximate fair value. |
Business_Segments
Business Segments | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
BUSINESS SEGMENTS | ' | |||||||||||||||||||
NOTE M—BUSINESS SEGMENTS | ||||||||||||||||||||
Beginning January 1, 2013, we changed our retail selling costs allocation methodology between segments. The allocation impacts the operating profit reported by each segment. This allocation change increased the operating profit for the Cheese and Other Dairy-Case Products segment and decreased the operating profit for the Egg Products and Refrigerated Potato Products segments. The operating profit by segment for the years ended December 29, 2012 and December 31, 2011 have been restated to reflect the allocation change. | ||||||||||||||||||||
Egg Products processes and distributes numerous egg products and shell eggs primarily through its facilities in the Midwest and Eastern United States and Canada. Sales of egg products are made through an internal sales force and independent brokers to the foodservice, food ingredient and retail markets primarily throughout North America, and to certain export markets. | ||||||||||||||||||||
Refrigerated Potato Products processes and distributes refrigerated potato products from its manufacturing facilities in Minnesota and Nevada. Sales of potato products are made through an internal sales force and independent brokers to food service and retail markets throughout the United States. | ||||||||||||||||||||
Cheese & Other Dairy-Case Products distributes a wide range of refrigerated grocery products, including various cheese products packaged at its Wisconsin cheese packaging facility. Sales of refrigerated grocery products are made through an internal sales force and independent brokers to retail and wholesale markets throughout much of the United States. | ||||||||||||||||||||
Both internal and external reporting conforms to this organizational structure, with no significant differences in accounting policies applied. We evaluate the performance of our business segments and allocated resources to them based primarily on operating profit, defined as earnings before interest expense, interest income, income taxes and allocations of corporate costs to the respective divisions. Our corporate office maintains a majority of our cash under our cash management policy. See Note N for disclosure of our foreign operations represented in the Non-Guarantor Subsidiary column of the respective statements. | ||||||||||||||||||||
We have the following concentrations in sales for major customers recorded in all three segments of our business for the years ended December 28, 2013, December 29, 2012 and December 31, 2011: | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Customer A | 13 | % | 11 | % | 10 | % | ||||||||||||||
Customer B | 18 | % | 15 | % | 13 | % | ||||||||||||||
Certain financial information for our operating segments is as follows (in thousands): | ||||||||||||||||||||
Egg Products | Refrigerated | Cheese & | Corporate | Total | ||||||||||||||||
Potato | Other | |||||||||||||||||||
Products | Dairy-Case | |||||||||||||||||||
Products | ||||||||||||||||||||
Year ended December 28, 2013 | ||||||||||||||||||||
External net sales | $ | 1,431,218 | $ | 170,870 | $ | 346,195 | $ | 0 | $ | 1,948,283 | ||||||||||
Operating profit (loss) | 130,279 | 20,782 | 23,878 | (11,016 | ) | 163,923 | ||||||||||||||
Total assets | 1,530,026 | 227,076 | 199,313 | 110,894 | 2,067,309 | |||||||||||||||
Depreciation and amortization | 72,521 | 11,978 | 7,032 | 4 | 91,535 | |||||||||||||||
Capital expenditures | 46,127 | 3,025 | 1,519 | 0 | 50,671 | |||||||||||||||
Year ended December 29, 2012 | ||||||||||||||||||||
External net sales | $ | 1,315,705 | $ | 153,481 | $ | 386,868 | $ | 0 | 1,856,054 | |||||||||||
Operating profit (loss) | 113,803 | 18,594 | 26,180 | (24,188 | ) | 134,389 | ||||||||||||||
Total assets | 1,522,340 | 233,895 | 212,953 | 106,160 | 2,075,348 | |||||||||||||||
Depreciation and amortization | 78,901 | 11,370 | 7,370 | 5 | 97,646 | |||||||||||||||
Capital expenditures | 32,274 | 2,800 | 2,201 | 0 | 37,275 | |||||||||||||||
Year ended December 31, 2011 | ||||||||||||||||||||
External net sales | $ | 1,228,410 | $ | 138,004 | $ | 400,174 | $ | 0 | $ | 1,766,588 | ||||||||||
Operating profit (loss) | 99,265 | 13,020 | 23,523 | (19,648 | ) | 116,160 | ||||||||||||||
Total assets | 1,545,678 | 239,535 | 225,728 | 129,915 | 2,140,856 | |||||||||||||||
Depreciation and amortization | 78,443 | 11,048 | 7,748 | 7 | 97,246 | |||||||||||||||
Capital expenditures | 42,589 | 1,483 | 1,158 | 0 | 45,230 | |||||||||||||||
Supplemental_Guarantor_Financi
Supplemental Guarantor Financial Information | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION | ' | |||||||||||||||||||
NOTE N—SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION | ||||||||||||||||||||
We and our 100% owned domestic subsidiaries jointly and severally, and fully and unconditionally, guarantee the credit agreement. We and our 100% owned domestic subsidiaries jointly and severally guarantee the 9.75% senior notes. The guarantee by our subsidiaries of the 9.75% senior notes is not full and unconditional as there are certain customary guarantee release provisions in the 9.75% senior notes indenture. The guarantee release provisions include release when there is a sale of a guarantor’s capital stock, if the guarantor is designated as an unrestricted subsidiary (currently all guarantors of the 9.75% senior notes are restricted subsidiaries), there is a liquidation or dissolution of a guarantor subsidiary or a sale of all of the assets of a guarantor. | ||||||||||||||||||||
The following condensed consolidating financial information presents our condensed consolidated balance sheets as of December 28, 2013 and December 29, 2012, and the condensed consolidating statements of earnings and comprehensive income, and statements of cash flows for our years ended December 28, 2013, December 29, 2012 and December 31, 2011. The December 28, 2013, December 29, 2012 and December 31, 2011 financial statements reflect Michael Foods Group, Inc. (Corporate), the 100% owned guarantor subsidiaries (on a combined basis), the non-guarantor subsidiary (MFI Food Canada Ltd.), and elimination entries necessary to combine such entities on a consolidated basis. | ||||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||
December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current Assets | ||||||||||||||||||||
Cash and equivalents | $ | 0 | $ | 60,594 | $ | 83 | $ | 0 | $ | 60,677 | ||||||||||
Accounts receivable, less allowances | 0 | 170,689 | 5,112 | (4,866 | ) | 170,935 | ||||||||||||||
Inventories | 0 | 151,962 | 6,533 | 0 | 158,495 | |||||||||||||||
Prepaid expenses and other | 1,331 | 12,388 | 229 | 0 | 13,948 | |||||||||||||||
Total current assets | 1,331 | 395,633 | 11,957 | (4,866 | ) | 404,055 | ||||||||||||||
Property, Plant and Equipment—net | 0 | 259,397 | 8,805 | 0 | 268,202 | |||||||||||||||
Goodwill | 0 | 824,581 | 6,590 | 0 | 831,171 | |||||||||||||||
Intangibles and other assets | 766,212 | 548,625 | 0 | (750,956 | ) | 563,881 | ||||||||||||||
Investment in subsidiaries | 874,754 | (4,090 | ) | 0 | (870,664 | ) | 0 | |||||||||||||
Total assets | $ | 1,642,297 | $ | 2,024,146 | $ | 27,352 | $ | (1,626,486 | ) | $ | 2,067,309 | |||||||||
Liabilities and Shareholder’s Equity | ||||||||||||||||||||
Current Liabilities | ||||||||||||||||||||
Current maturities of long-term debt | $ | 0 | $ | 3,839 | $ | 919 | $ | 0 | 4,758 | |||||||||||
Accounts payable | 0 | 100,869 | 7,362 | (4,866 | ) | 103,365 | ||||||||||||||
Accrued liabilities | 27,302 | 75,890 | 2,628 | 0 | 105,820 | |||||||||||||||
Total current liabilities | 27,302 | 180,598 | 10,909 | (4,866 | ) | 213,943 | ||||||||||||||
Long-term debt, less current maturities | 1,156,566 | 740,641 | 20,053 | (750,956 | ) | 1,166,304 | ||||||||||||||
Deferred income taxes | 6,214 | 228,491 | 142 | 0 | 234,847 | |||||||||||||||
Other long-term liabilities | 3,628 | 0 | 0 | 0 | 3,628 | |||||||||||||||
Shareholder’s equity | 448,587 | 874,416 | (3,752 | ) | (870,664 | ) | 448,587 | |||||||||||||
Total liabilities and shareholder’s equity | $ | 1,642,297 | $ | 2,024,146 | $ | 27,352 | $ | (1,626,486 | ) | $ | 2,067,309 | |||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||
December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current Assets | ||||||||||||||||||||
Cash and equivalents | $ | 0 | $ | 43,274 | $ | 0 | $ | 0 | $ | 43,274 | ||||||||||
Accounts receivable, less allowances | 0 | 163,040 | 5,229 | (4,244 | ) | 164,025 | ||||||||||||||
Inventories | 0 | 145,011 | 8,160 | 0 | 153,171 | |||||||||||||||
Prepaid expenses and other | 4,036 | 14,342 | 67 | 0 | 18,445 | |||||||||||||||
Total current assets | 4,036 | 365,667 | 13,456 | (4,244 | ) | 378,915 | ||||||||||||||
Property, Plant and Equipment—net | 0 | 253,605 | 11,059 | 0 | 264,664 | |||||||||||||||
Goodwill | 0 | 822,959 | 7,058 | 0 | 830,017 | |||||||||||||||
Intangibles and other assets | 805,161 | 580,103 | 0 | (783,512 | ) | 601,752 | ||||||||||||||
Investment in subsidiaries | 816,656 | (1,334 | ) | 0 | (815,322 | ) | 0 | |||||||||||||
Total assets | $ | 1,625,853 | $ | 2,021,000 | $ | 31,573 | $ | (1,603,078 | ) | $ | 2,075,348 | |||||||||
Liabilities and Shareholder’s Equity | ||||||||||||||||||||
Current Liabilities | ||||||||||||||||||||
Current maturities of long-term debt | $ | 10,000 | $ | 8,867 | $ | 966 | $ | 0 | 19,833 | |||||||||||
Accounts payable | 0 | 96,342 | 7,086 | (4,244 | ) | 99,184 | ||||||||||||||
Accrued liabilities | 26,789 | 78,113 | 2,189 | 0 | 107,091 | |||||||||||||||
Total current liabilities | 36,789 | 183,322 | 10,241 | (4,244 | ) | 226,108 | ||||||||||||||
Long-term debt, less current maturities | 1,175,443 | 774,774 | 22,865 | (783,512 | ) | 1,189,570 | ||||||||||||||
Deferred income taxes | 7,146 | 245,928 | 121 | 0 | 253,195 | |||||||||||||||
Other long-term liabilities | 6,978 | 0 | 0 | 0 | 6,978 | |||||||||||||||
Shareholder’s equity | 399,497 | 816,976 | (1,654 | ) | (815,322 | ) | 399,497 | |||||||||||||
Total liabilities and shareholder’s equity | $ | 1,625,853 | $ | 2,021,000 | $ | 31,573 | $ | (1,603,078 | ) | $ | 2,075,348 | |||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,906,126 | $ | 47,306 | $ | (5,149 | ) | $ | 1,948,283 | |||||||||
Cost of sales | 0 | 1,582,021 | 46,152 | (5,149 | ) | 1,623,024 | ||||||||||||||
Gross profit | 0 | 324,105 | 1,154 | 0 | 325,259 | |||||||||||||||
Selling, general and administrative expenses | 0 | 159,446 | 1,890 | 0 | 161,336 | |||||||||||||||
Operating profit (loss) | 0 | 164,659 | (736 | ) | 0 | 163,923 | ||||||||||||||
Interest expense, net | 53,466 | 31,395 | 1,560 | 0 | 86,421 | |||||||||||||||
Unrealized loss on currency transactions | 0 | 1,156 | 0 | 0 | 1,156 | |||||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (53,466 | ) | 132,108 | (2,296 | ) | 0 | 76,346 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 84,794 | (2,324 | ) | 0 | (82,470 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (19,036 | ) | 44,216 | 28 | 0 | 25,208 | ||||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 774 | 0 | 0 | 774 | |||||||||||||||
Net earnings (loss) | $ | 50,364 | $ | 84,794 | $ | (2,324 | ) | $ | (82,470 | ) | $ | 50,364 | ||||||||
Comprehensive income (loss) | $ | 50,364 | $ | 85,227 | $ | (1,665 | ) | $ | (82,470 | ) | $ | 51,456 | ||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,812,713 | $ | 49,047 | $ | (5,706 | ) | $ | 1,856,054 | |||||||||
Cost of sales | 0 | 1,500,668 | 49,539 | (5,706 | ) | 1,544,501 | ||||||||||||||
Gross profit (loss) | 0 | 312,045 | (492 | ) | 0 | 311,553 | ||||||||||||||
Selling, general and administrative expenses | 224 | 174,117 | 2,823 | 0 | 177,164 | |||||||||||||||
Operating profit (loss) | (224 | ) | 137,928 | (3,315 | ) | 0 | 134,389 | |||||||||||||
Interest expense, net | 54,827 | 34,010 | 1,519 | 0 | 90,356 | |||||||||||||||
Unrealized gain on currency transactions | 0 | (440 | ) | 0 | 0 | (440 | ) | |||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (55,051 | ) | 104,358 | (4,834 | ) | 0 | 44,473 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 64,224 | (4,871 | ) | 0 | (59,353 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (20,921 | ) | 33,408 | 37 | 0 | 12,524 | ||||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 1,855 | 0 | 0 | 1,855 | |||||||||||||||
Net earnings (loss) | $ | 30,094 | $ | 64,224 | $ | (4,871 | ) | $ | (59,353 | ) | $ | 30,094 | ||||||||
Comprehensive income (loss) | $ | 30,094 | $ | 62,176 | $ | (5,027 | ) | $ | (59,353 | ) | $ | 27,890 | ||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 31, 2011 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,725,862 | $ | 53,265 | $ | (12,539 | ) | $ | 1,766,588 | |||||||||
Cost of sales | 0 | 1,455,349 | 50,765 | (12,539 | ) | 1,493,575 | ||||||||||||||
Gross profit | 0 | 270,513 | 2,500 | 0 | 273,013 | |||||||||||||||
Selling, general and administrative expenses | 5,111 | 148,869 | 2,873 | 0 | 156,853 | |||||||||||||||
Operating profit (loss) | (5,111 | ) | 121,644 | (373 | ) | 0 | 116,160 | |||||||||||||
Interest expense, net | 79,028 | 17,624 | 1,488 | 0 | 98,140 | |||||||||||||||
Unrealized loss on currency transactions | 0 | 390 | 0 | 0 | 390 | |||||||||||||||
Loss on early extinguishment of debt | 3,527 | 0 | 0 | 0 | 3,527 | |||||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (87,666 | ) | 103,630 | (1,861 | ) | 0 | 14,103 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 62,668 | (1,851 | ) | 0 | (60,817 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (39,287 | ) | 38,582 | (10 | ) | 0 | (715 | ) | ||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 529 | 0 | 0 | 529 | |||||||||||||||
Net earnings (loss) | $ | 14,289 | $ | 62,668 | $ | (1,851 | ) | $ | (60,817 | ) | $ | 14,289 | ||||||||
Comprehensive income (loss) | $ | 14,289 | $ | 61,681 | $ | (1,921 | ) | $ | (60,817 | ) | $ | 13,232 | ||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | (14,265 | ) | $ | 174,761 | $ | 1,378 | $ | 161,874 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (49,647 | ) | (1,024 | ) | (50,671 | ) | |||||||||||||
Business acquisition | 0 | (38,910 | ) | 0 | (38,910 | ) | ||||||||||||||
Other assets | 0 | (610 | ) | 0 | (610 | ) | ||||||||||||||
Net cash used in investing activities | 0 | (89,167 | ) | (1,024 | ) | (90,191 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (31,000 | ) | (8,866 | ) | (940 | ) | (40,806 | ) | ||||||||||||
Deferred financing costs | (168 | ) | 0 | 0 | (168 | ) | ||||||||||||||
Dividend to parent | (13,441 | ) | 0 | 0 | (13,441 | ) | ||||||||||||||
Additional capital invested by parent | 87 | 0 | 0 | 87 | ||||||||||||||||
Dividends from subsidiaries | 58,787 | (59,408 | ) | 621 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | 14,265 | (68,274 | ) | (319 | ) | (54,328 | ) | |||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | 48 | 48 | ||||||||||||||||
Net increase in cash and equivalents | 0 | 17,320 | 83 | 17,403 | ||||||||||||||||
Cash and equivalents at beginning of period | 0 | 43,274 | 0 | 43,274 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 60,594 | $ | 83 | $ | 60,677 | ||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | (23,863 | ) | $ | 139,818 | $ | 1,950 | $ | 117,905 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (34,767 | ) | (2,508 | ) | (37,275 | ) | |||||||||||||
Net cash used in investing activities | 0 | (34,767 | ) | (2,508 | ) | (37,275 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (41,077 | ) | (6,959 | ) | (1,294 | ) | (49,330 | ) | ||||||||||||
Deferred financing costs | (1,374 | ) | 0 | 0 | (1,374 | ) | ||||||||||||||
Dividend to parent | (54,769 | ) | 0 | 0 | (54,769 | ) | ||||||||||||||
Dividends from subsidiaries | 121,083 | (122,936 | ) | 1,853 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | 23,863 | (129,895 | ) | 559 | (105,473 | ) | ||||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | (1 | ) | (1 | ) | ||||||||||||||
Net decrease in cash and equivalents | 0 | (24,844 | ) | 0 | (24,844 | ) | ||||||||||||||
Cash and equivalents at beginning of period | 0 | 68,118 | 0 | 68,118 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 43,274 | $ | 0 | $ | 43,274 | ||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 31, 2011 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | 3,121 | $ | 122,160 | $ | (2,112 | ) | $ | 123,169 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (44,868 | ) | (362 | ) | (45,230 | ) | |||||||||||||
Investments in and equity adjustments of joint ventures and other | 0 | (850 | ) | 0 | (850 | ) | ||||||||||||||
Net cash used in investing activities | 0 | (45,718 | ) | (362 | ) | (46,080 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (813,225 | ) | (6,688 | ) | (1,453 | ) | (821,366 | ) | ||||||||||||
Proceeds from long-term debt | 840,000 | 0 | 0 | 840,000 | ||||||||||||||||
Deferred financing costs | (7,241 | ) | 0 | 0 | (7,241 | ) | ||||||||||||||
Dividend to parent | (65,096 | ) | 0 | 0 | (65,096 | ) | ||||||||||||||
Dividends from subsidiaries | 42,441 | (45,246 | ) | 2,805 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | (3,121 | ) | (51,934 | ) | 1,352 | (53,703 | ) | |||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | (73 | ) | (73 | ) | ||||||||||||||
Net increase (decrease) in cash and equivalents | 0 | 24,508 | (1,195 | ) | 23,313 | |||||||||||||||
Cash and equivalents at beginning of period | 0 | 43,610 | 1,195 | 44,805 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 68,118 | $ | 0 | $ | 68,118 | ||||||||||||
Quarterly_Financial_Data
Quarterly Financial Data | 12 Months Ended | |||||||||||||||
Dec. 28, 2013 | ||||||||||||||||
QUARTERLY FINANCIAL DATA | ' | |||||||||||||||
NOTE O—QUARTERLY FINANCIAL DATA | ||||||||||||||||
Quarter | ||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
For the period ended December 28, 2013 | ||||||||||||||||
Net sales | $ | 484,271 | $ | 464,350 | $ | 486,926 | $ | 512,736 | ||||||||
Gross profit | 86,468 | 78,544 | 76,086 | 84,161 | ||||||||||||
Net earnings | 14,243 | 9,648 | 10,571 | 15,902 | ||||||||||||
For the period ended December 29, 2012 | ||||||||||||||||
Net sales | $ | 444,826 | $ | 436,661 | $ | 470,947 | $ | 503,620 | ||||||||
Gross profit | 79,401 | 73,565 | 75,358 | 83,229 | ||||||||||||
Net earnings (loss) | 9,352 | (1,706 | ) (a) | 8,740 | 13,708 | |||||||||||
(a) | Impacted by the jury award in the National Pasteurized Eggs, Inc. trial (see Note G). |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 28, 2013 | |||||||||||||||||
The Company | ' | ||||||||||||||||
The Company | |||||||||||||||||
Michael Foods Group, Inc. (“Michael Foods,” “Company,” “we,” “us,” “our”) is a diversified producer and distributor of food products in three areas—egg products, cheese and other dairy-case products, and refrigerated potato products. | |||||||||||||||||
Michael Foods Group, Inc. is a wholly-owned subsidiary of MFI Midco Corporation (“Midco” or “Parent”). Midco is a wholly-owned subsidiary of Michael Foods Holding, Inc. Michael Foods Holding, Inc. is a wholly-owned subsidiary of MFI Holding Corporation (“MFI Holding”), whose security holders include affiliates of Goldman Sachs Capital Partners, affiliates and co-investors of Thomas H. Lee Partners L.P. and certain current and former members of management. | |||||||||||||||||
Principles of Consolidation and Fiscal Year | ' | ||||||||||||||||
Principles of Consolidation and Fiscal Year | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and all wholly and majority owned subsidiaries in which it has control. All significant intercompany accounts and transactions have been eliminated. The Company’s investments in non-controlled entities in which it has the ability to exercise significant influence over operating and financial policies are accounted for by the equity method. The Company utilizes a 52/53-week fiscal year ending on the Saturday nearest to December 31. Each of the years ended December 28, 2013, December 29, 2012 and December 31, 2011 contained 52 weeks. | |||||||||||||||||
Use of Estimates | ' | ||||||||||||||||
Use of Estimates | |||||||||||||||||
Preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, related revenues and expenses and disclosure about contingent assets and liabilities at the date of the financial statements. Actual results could differ from the estimates used by management. | |||||||||||||||||
Cash and Equivalents | ' | ||||||||||||||||
Cash and Equivalents | |||||||||||||||||
We consider all highly liquid temporary investments with original maturities of three months or less to be cash equivalents. Significantly all of our cash is held with one financial institution. | |||||||||||||||||
Accounts Receivable | ' | ||||||||||||||||
Accounts Receivable | |||||||||||||||||
We grant credit to our customers in the normal course of business, but generally do not require collateral or any other security to support amounts due from customers. Management performs on-going credit evaluations of customers. We maintain an allowance for potential credit losses based on historical write-off experience which, when realized, have been within management’s expectations. The allowance was $553,000 and $1,139,000 at December 28, 2013 and December 29, 2012, respectively. | |||||||||||||||||
Inventories | ' | ||||||||||||||||
Inventories | |||||||||||||||||
Inventories, other than flocks, are stated at the lower of cost (determined on a first-in, first-out basis) or market. Flock inventory represents the cost of purchasing and raising flocks to laying maturity. The costs included in our flock inventory include the costs of the chicks, the feed fed to the birds, and the labor and overhead costs incurred to operate the pullet facilities until the birds are transferred into the laying facilities, at which time their cost is amortized to operations, as cost of goods sold, over their expected useful lives of one to two years. | |||||||||||||||||
Inventories consisted of the following as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials and supplies | $ | 25,869 | $ | 28,989 | |||||||||||||
Work in process and finished goods | 101,895 | 88,353 | |||||||||||||||
Flocks | 30,731 | 35,829 | |||||||||||||||
$ | 158,495 | $ | 153,171 | ||||||||||||||
Property, Plant and Equipment | ' | ||||||||||||||||
Property, Plant and Equipment | |||||||||||||||||
The Company’s property consists mainly of plants and equipment used in manufacturing activities. Capital asset additions are recorded at cost, which includes interest on significant projects. Depreciation is provided in amounts sufficient to relate the cost of depreciable assets to operations over their estimated service lives, principally on the straight-line basis. Estimated service lives range from 10-30 years for buildings and improvements and 3-15 years for machinery and equipment. Leasehold improvements are depreciated over the life of the lease including any extensions, the estimated service lives range from 5-15 years. Maintenance and repairs are charged to expense in the year incurred and renewals and betterments are capitalized. The costs and accumulated depreciation of assets sold or disposed of are removed from the accounts and the resulting gain or loss is reflected in earnings. Plant and equipment are reviewed for impairment when conditions indicate an impairment or future impairment; the assets are either written down or the useful life is adjusted to the remaining period of usefulness. | |||||||||||||||||
We capitalized interest of $274,000, $82,000 and $374,000 in the years ended December 28, 2013, December 29, 2012 and December 31, 2011 relating to the construction and installation of property, plant and equipment. Our policy is to capitalize interest on all major projects where construction and/or installation continue for an extended period of time. | |||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||
Goodwill and Intangible Assets | |||||||||||||||||
We recognize as goodwill the excess cost of an acquired entity over the net amount assigned to assets acquired, including intangible assets with indefinite lives, and liabilities assumed. Goodwill and intangible assets with indefinite lives (e.g., trademarks) are tested for impairment on an annual basis during the fourth quarter, and between annual tests whenever there is an impairment indicated. Fair values are estimated based on our best assessment of fair value compared to the corresponding carrying value of the reporting unit, including goodwill. Impairment losses will be recognized whenever the fair value is less than the carrying value of the related asset. None of our goodwill, customer relationships or other intangible assets was impaired as of December 28, 2013 and no impairment losses were recorded in the years ended December 28, 2013, December 29, 2012 or December 31, 2011. | |||||||||||||||||
Approximately $4.1 million of goodwill is deductible for tax purposes. The following table is a reconciliation of the carrying amount of goodwill by reportable segment as of December 28, 2013 and December 29, 2012, (in thousands): | |||||||||||||||||
Egg Products | Refrigerated | Cheese & Other | Total | ||||||||||||||
Potato | Dairy-Case | ||||||||||||||||
Products | Products | ||||||||||||||||
Balance as of December 31, 2011 | $ | 688,339 | $ | 92,882 | $ | 48,625 | $ | 829,846 | |||||||||
Translation adjustment | 171 | 0 | 0 | 171 | |||||||||||||
Balance as of December 29, 2012 | 688,510 | 92,882 | 48,625 | 830,017 | |||||||||||||
Translation adjustment | (468 | ) | 0 | 0 | (468 | ) | |||||||||||
Acquisition | 1,622 | 0 | 0 | 1,622 | |||||||||||||
Balance as of December 28, 2013 | $ | 689,664 | $ | 92,882 | $ | 48,625 | $ | 831,171 | |||||||||
We recognize an acquired intangible asset apart from goodwill whenever the asset arises from contractual or other legal rights, or whenever it is capable of being separated or divided from the acquired entity and sold, transferred, licensed, rented or exchanged, either individually or in combination with a related contract, asset or liability. An intangible asset other than goodwill is amortized over its estimated useful life unless that life is determined to be indefinite. Straight-line amortization reflects an appropriate allocation of the cost of intangible assets to earnings in proportion to the amount of economic benefit obtained by the Company in each reporting period. The weighted average amortization period for our customer relationships is 17 years. Impairment losses are recognized if the carrying amount of an intangible asset subject to amortization is not recoverable from expected future cash flows, and its carrying amount exceeds its fair value. | |||||||||||||||||
The following are our intangible assets, other than goodwill, as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Amortized intangible assets, principally customer relationships | $ | 521,000 | $ | 521,000 | |||||||||||||
Accumulated amortization | (108,392 | ) | (77,592 | ) | |||||||||||||
412,608 | 443,408 | ||||||||||||||||
Indefinite lived intangible assets, trademarks | 111,000 | 111,000 | |||||||||||||||
$ | 523,608 | $ | 554,408 | ||||||||||||||
The intangible asset amortization expense was $30.8 million in each of the years ended December 28, 2013, December 29, 2012 and December 31, 2011. The estimated amortization expense for years 2014 through 2018 is as follows (in thousands): | |||||||||||||||||
2014 | $ | 31,392 | |||||||||||||||
2015 | 30,800 | ||||||||||||||||
2016 | 30,800 | ||||||||||||||||
2017 | 30,800 | ||||||||||||||||
2018 | 30,800 | ||||||||||||||||
The above amortization expense forecast is an estimate. Actual amounts may change from such estimated amounts due to additional intangible asset acquisitions, potential impairment, accelerated amortization, or other events. | |||||||||||||||||
Deferred Financing Costs | ' | ||||||||||||||||
Deferred Financing Costs | |||||||||||||||||
Deferred financing costs are being amortized using the effective interest rate method over the lives of the respective debt agreements. Our deferred financing costs are as follows for the years ended (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Beginning balance | $ | 39,436 | $ | 46,027 | |||||||||||||
Additions to deferred financing costs | 168 | 1,374 | |||||||||||||||
Amortization | (8,117 | ) | (7,965 | ) | |||||||||||||
$ | 31,487 | $ | 39,436 | ||||||||||||||
Our credit agreement was modified on December 11, 2012 in connection with the issuance of senior PIK notes by Michael Foods Holding, Inc. Included in the additions to deferred financing costs were direct costs related to the amendment, which were capitalized and will be amortized using the effective interest rate method over the remaining life of the credit agreement. In 2012, we also incurred third party fees that were expensed and included in selling, general and administrative expenses. | |||||||||||||||||
Also, our credit agreement was previously amended and restated on February 25, 2011. We capitalized certain costs associated with the amendment and restatement. Costs not capitalized, related to lenders who chose not to participate in our amended and restated credit agreement, were included in early extinguishment of debt costs for the year ended December 31, 2011. | |||||||||||||||||
Restricted Cash | ' | ||||||||||||||||
Restricted Cash | |||||||||||||||||
We and our principal insurance carrier are parties to a pledge and security agreement and an escrow agreement for the guarantee of deductible and/or loss limit reimbursement on workers compensation, automobile and general liability claims. In August 2013, we were required to increase the guarantee by $610,000. As of December 28, 2013 we had $6.3 million and as of December 29, 2012, we had approximately $5.7 million in the escrow collateral money market account at Bank of New York Mellon. The funds in this account are restricted cash and the carrying value is included in long-term other assets on our balance sheet. | |||||||||||||||||
Currency Translation | ' | ||||||||||||||||
Currency Translation | |||||||||||||||||
Our Egg Products Division includes a subsidiary in Canada (MFI Food Canada Ltd.). Its financial statements are included in our consolidated financial statements. The financial statements for the Canadian entity are measured in the local currency and then translated into U.S. dollars. The balance sheet accounts, with the exception of retained earnings accounts, are translated using the current exchange rate at the balance sheet date and the operating results are translated using the average rates prevailing throughout the reporting period. The retained earnings equity accounts are translated at historical average rates. Accumulated translation gains or losses are recorded in AOCI or AOCL and are included as a component of comprehensive income. Transactional gains and losses are reported in the consolidated statement of earnings and comprehensive income. Michael Foods, Inc., a wholly-owned subsidiary of the Company, holds a Canadian dollar-denominated note receivable from the Canadian subsidiary. As a result, we record the exchange-rate impact on that note as a component of earnings in the period of change. | |||||||||||||||||
Joint Venture | ' | ||||||||||||||||
Joint Venture | |||||||||||||||||
As of December 28, 2013, we have invested $2 million, our 50% share of the capital funding of a joint venture, in MFOSI, LLC, a Delaware LLC (“MFOSI”). MFOSI owns 100% of its subsidiary, Lang Fang MK Food Company Ltd., a Chinese egg products company. At December 28, 2013, Lang Fang MK Food Company Ltd. had $2.1 million outstanding under its credit facility, for which we have guaranteed our portion; see Note C for additional information. We account for the joint venture under the equity method of accounting. Lang Fang MK Food Company Ltd. has ceased operations. | |||||||||||||||||
Revenue Recognition | ' | ||||||||||||||||
Revenue Recognition | |||||||||||||||||
Sales to our customers are recognized when proof of delivery is received from our carriers and are recorded net of estimated customer programs and returns. We recognize revenue when all of the following conditions have been met: | |||||||||||||||||
(1) Persuasive evidence of an arrangement exists—A revenue transaction is initiated and evidenced by receipt of a purchase order from our customer. | |||||||||||||||||
(2) Delivery has occurred or services have been rendered—An invoice is created from the bill of lading at our shipping plant and revenue is recognized when proof of delivery of the receipt of goods is received from our carriers. | |||||||||||||||||
(3) The seller’s price to the buyer is fixed or determinable—Our sales invoice includes an agreed upon selling price. | |||||||||||||||||
(4) Collectability is reasonably assured—We have a documented credit and collection policy and procedure manual for determining collectability from our customers. | |||||||||||||||||
Our shipping policy is FOB destination; therefore, title to goods remains with us until delivered by the carrier to our customer. | |||||||||||||||||
Only a minor portion of our sales result in customer returns. An accrual is estimated based on historical trends and reviewed periodically for adequacy. Revenue is appropriately reduced to reflect estimated returns. We are able to make a reasonable estimate of customer returns based upon historical trends due to the fact that our sales are not susceptible to significant external factors, the return period is short, and our sales are high volume and homogeneous in nature. | |||||||||||||||||
Customer incentive programs include customer rebates, volume discounts and allowance programs. We have contractual arrangements with our customers and utilize agreed-upon discounts to determine the accrued promotion costs related to these customers. In addition, we have contractual arrangements with end-user customers and utilize historical experience to estimate this accrual. | |||||||||||||||||
Marketing and Advertising Costs | ' | ||||||||||||||||
Marketing and Advertising Costs | |||||||||||||||||
We promote our products with advertising, consumer incentives, and trade promotions. Such programs include, but are not limited to, discounts, coupons, and fixed and volume-based incentive programs. Advertising costs are expensed as incurred and included in selling expenses. At retail, we predominately use in-store promotional spending, discounts and coupons. Such spending is recorded as a reduction to sales based on amounts estimated as being due to customers and consumers at the end of a period. In foodservice, we predominately use fixed and volume-based programs. Fixed marketing programs are expensed over the period to which sales relate and are included in selling expenses. Volume–based programs are recorded as a reduction to sales based on amounts estimated as being due to customers at the end of a period. Our advertising expense was approximately $16.2 million, $18.5 million and $16.7 million for the years ended December 28, 2013, December 29, 2012 and December 31, 2011. | |||||||||||||||||
Shipping and Handling Costs | ' | ||||||||||||||||
Shipping and Handling Costs | |||||||||||||||||
The Company’s shipping and handling costs are included in cost of sales. | |||||||||||||||||
Recently Adopted Accounting Pronouncements | ' | ||||||||||||||||
Recently Adopted Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB updated the guidance requiring companies to report, in one place, information about reclassifications of accumulated other comprehensive income (“AOCI”) and changes in AOCI balances. For significant items reclassified out of AOCI to net income in their entirety in the same reporting period, reporting is required about the effect of the reclassifications on the respective line items in the statement where net income is presented. For items that are not reclassified to net income in their entirety in the same reporting period, a cross reference to other disclosures currently required in conformity with accounting principles generally accepted in the United States is required. The above information must be presented in one place, either parenthetically on the face of the financial statements by income statement line item, or in a note. The adoption of this updated guidance was effective for us beginning with fiscal year 2013. The adoption of this guidance did not have an impact on our financial position, results of operations or cash flows | |||||||||||||||||
There were no other accounting pronouncements adopted or issued during the year ended December 28, 2013 that had or are expected to have a material impact on our financial position, operating results or disclosures. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 28, 2013 | |||||||||||||||||
Inventories | ' | ||||||||||||||||
Inventories consisted of the following as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials and supplies | $ | 25,869 | $ | 28,989 | |||||||||||||
Work in process and finished goods | 101,895 | 88,353 | |||||||||||||||
Flocks | 30,731 | 35,829 | |||||||||||||||
$ | 158,495 | $ | 153,171 | ||||||||||||||
Reconciliation of the Carrying Amount of Goodwill by Reportable Segment | ' | ||||||||||||||||
Approximately $4.1 million of goodwill is deductible for tax purposes. The following table is a reconciliation of the carrying amount of goodwill by reportable segment as of December 28, 2013 and December 29, 2012, (in thousands): | |||||||||||||||||
Egg Products | Refrigerated | Cheese & Other | Total | ||||||||||||||
Potato | Dairy-Case | ||||||||||||||||
Products | Products | ||||||||||||||||
Balance as of December 31, 2011 | $ | 688,339 | $ | 92,882 | $ | 48,625 | $ | 829,846 | |||||||||
Translation adjustment | 171 | 0 | 0 | 171 | |||||||||||||
Balance as of December 29, 2012 | 688,510 | 92,882 | 48,625 | 830,017 | |||||||||||||
Translation adjustment | (468 | ) | 0 | 0 | (468 | ) | |||||||||||
Acquisition | 1,622 | 0 | 0 | 1,622 | |||||||||||||
Balance as of December 28, 2013 | $ | 689,664 | $ | 92,882 | $ | 48,625 | $ | 831,171 | |||||||||
Schedule of Intangible Assets, Other Than Goodwill | ' | ||||||||||||||||
The following are our intangible assets, other than goodwill, as of the years ended, (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Amortized intangible assets, principally customer relationships | $ | 521,000 | $ | 521,000 | |||||||||||||
Accumulated amortization | (108,392 | ) | (77,592 | ) | |||||||||||||
412,608 | 443,408 | ||||||||||||||||
Indefinite lived intangible assets, trademarks | 111,000 | 111,000 | |||||||||||||||
$ | 523,608 | $ | 554,408 | ||||||||||||||
Estimated Amortization Expense | ' | ||||||||||||||||
The intangible asset amortization expense was $30.8 million in each of the years ended December 28, 2013, December 29, 2012 and December 31, 2011. The estimated amortization expense for years 2014 through 2018 is as follows (in thousands): | |||||||||||||||||
2014 | $ | 31,392 | |||||||||||||||
2015 | 30,800 | ||||||||||||||||
2016 | 30,800 | ||||||||||||||||
2017 | 30,800 | ||||||||||||||||
2018 | 30,800 | ||||||||||||||||
Deferred Financing Cost | ' | ||||||||||||||||
Deferred financing costs are being amortized using the effective interest rate method over the lives of the respective debt agreements. Our deferred financing costs are as follows for the years ended (in thousands): | |||||||||||||||||
December 28, | December 29, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Beginning balance | $ | 39,436 | $ | 46,027 | |||||||||||||
Additions to deferred financing costs | 168 | 1,374 | |||||||||||||||
Amortization | (8,117 | ) | (7,965 | ) | |||||||||||||
$ | 31,487 | $ | 39,436 | ||||||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
Long-Term Debt | ' | |||||||||||
Long-term debt consisted of the following as of the years ended (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Credit facility—revolving line of credit | $ | 0 | $ | 0 | ||||||||
Credit facility—term B loan | 734,723 | 765,723 | ||||||||||
Senior unsecured notes | 430,000 | 430,000 | ||||||||||
Secured notes | 1,988 | 3,338 | ||||||||||
Capital leases | 4,224 | 10,685 | ||||||||||
Guarantees | 7,770 | 8,833 | ||||||||||
Other indebtedness | 515 | 1,104 | ||||||||||
Less: | ||||||||||||
Current maturities | 4,758 | 19,833 | ||||||||||
Unamortized original issue discount on term B loan | 8,158 | 10,280 | ||||||||||
$ | 1,166,304 | $ | 1,189,570 | |||||||||
Aggregate Maturities of Long-Term Debt | ' | |||||||||||
Our aggregate minimum principal maturities of long-term debt reflect the amount to be paid upon maturity of our debt instruments and capital lease agreements. Aggregate minimum principal maturities of long-term debt for the fiscal years following December 28, 2013, are as follows (in thousands): | ||||||||||||
2014 | $ | 4,758 | ||||||||||
2015 | 3,431 | |||||||||||
2016 | 2,064 | |||||||||||
2017 | 1,750 | |||||||||||
2018 | 1,165,216 | |||||||||||
Thereafter | 2,001 | |||||||||||
Summary of Property Under Capital Leases by Major Classes | ' | |||||||||||
The following reflects property under capital leases (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Property, plant and equipment held under lease agreements | $ | 4,736 | $ | 19,832 | ||||||||
Accumulated depreciation | (638 | ) | (5,492 | ) | ||||||||
$ | 4,098 | $ | 14,340 | |||||||||
Components of Interest Expense | ' | |||||||||||
The components of interest expense, net, for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 are as follows (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Interest expense | $ | 75,755 | $ | 78,154 | $ | 81,985 | ||||||
Amortization of financing costs | 8,117 | 7,965 | 7,914 | |||||||||
Amortization of original issue discount on long-term debt | 2,122 | 2,155 | 2,164 | |||||||||
Mark-to-market on interest rate swap contracts | 742 | 2,372 | 6,500 | |||||||||
Capitalized interest | (274 | ) | (82 | ) | (374 | ) | ||||||
Interest income | (41 | ) | (208 | ) | (49 | ) | ||||||
Interest expense, net | $ | 86,421 | $ | 90,356 | $ | 98,140 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
Income tax expense (benefit) | ' | |||||||||||
Income tax expense (benefit) for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 is as follows (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current: | ||||||||||||
Federal | $ | 36,872 | $ | 35,920 | $ | 6,180 | ||||||
State | 3,907 | 3,579 | 2,447 | |||||||||
40,779 | 39,499 | 8,627 | ||||||||||
Deferred: | ||||||||||||
Federal | (14,951 | ) | (24,157 | ) | 1,715 | |||||||
Foreign | 28 | 37 | (10 | ) | ||||||||
State | (648 | ) | (2,855 | ) | (11,047 | ) | ||||||
(15,571 | ) | (26,975 | ) | (9,342 | ) | |||||||
$ | 25,208 | $ | 12,524 | $ | (715 | ) | ||||||
Components of the deferred tax assets and (liabilities) | ' | |||||||||||
The components of the deferred tax assets and (liabilities) associated with the cumulative temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes are as follows (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Current deferred income taxes: | ||||||||||||
Flock inventories | $ | (7,713 | ) | $ | (7,417 | ) | ||||||
Hedging | 1,412 | 1,957 | ||||||||||
Other, primarily accrued expenses | 10,011 | 13,265 | ||||||||||
Total gross deferred income taxes, current | 3,710 | 7,805 | ||||||||||
Valuation allowance | (887 | ) | (1,761 | ) | ||||||||
Total current deferred income taxes | 2,823 | 6,044 | ||||||||||
Non-current deferred income taxes: | ||||||||||||
Depreciation | (36,871 | ) | (41,979 | ) | ||||||||
Customer relationships | (151,345 | ) | (162,420 | ) | ||||||||
Trademarks and licenses | (40,096 | ) | (39,969 | ) | ||||||||
Goodwill | (1,411 | ) | (1,370 | ) | ||||||||
Net operating loss carry-forwards | 2,220 | 2,179 | ||||||||||
Debt issuance costs | (6,954 | ) | (9,153 | ) | ||||||||
Other | 5,210 | 5,026 | ||||||||||
Total gross deferred income taxes, non-current | (229,247 | ) | (247,686 | ) | ||||||||
Valuation allowance | (5,600 | ) | (5,509 | ) | ||||||||
Total non-current deferred income taxes | (234,847 | ) | (253,195 | ) | ||||||||
Total deferred income taxes | $ | (232,024 | ) | $ | (247,151 | ) | ||||||
Reconciliation of the federal statutory income tax rate to the consolidated effective tax rate | ' | |||||||||||
The following is a reconciliation of the federal statutory income tax rate to the consolidated effective tax rate based on earnings before equity in losses of unconsolidated subsidiary for the years ended December 28, 2013, December 29, 2012 and December 31, 2011: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State taxes, net of federal impact | 2.3 | % | 3.1 | % | 8.8 | % | ||||||
Change in state tax rate for deferred taxes | 0.5 | % | (2.0 | )% | (48.4 | )% | ||||||
Qualified production activities deduction | (4.9 | )% | (8.4 | )% | (4.3 | )% | ||||||
Other permanent differences | 0.1 | % | 0.3 | % | 2.4 | % | ||||||
Valuation allowance | 0.4 | % | 3.5 | % | 0.4 | % | ||||||
Other | (0.4 | )% | (3.3 | )% | 1 | % | ||||||
33 | % | 28.2 | % | (5.1 | )% | |||||||
Roll-forward of unrecognized tax benefits | ' | |||||||||||
Following is a roll-forward of our unrecognized tax benefits (in thousands): | ||||||||||||
December 28, | December 29, | December 31, | ||||||||||
2013 | 2012 | 2011 | ||||||||||
Total unrecognized tax benefits at beginning of period | $ | 2,079 | $ | 4,121 | $ | 3,791 | ||||||
Gross increase for tax positions taken in prior periods | 0 | 3 | 712 | |||||||||
Gross decrease for tax positions taken in prior periods | (12 | ) | (17 | ) | 0 | |||||||
Gross increase for tax positions taken in current period | 411 | 131 | 126 | |||||||||
Reductions relating to settlements with taxing authorities | 0 | (1,792 | ) | 0 | ||||||||
Reductions as a result of a lapse of applicable statute of limitations | (348 | ) | (367 | ) | (508 | ) | ||||||
Total unrecognized tax benefits at end of period | $ | 2,130 | $ | 2,079 | $ | 4,121 | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 28, 2013 | ||||
Schedule of Minimum Rental Commitments | ' | |||
The following is a schedule of minimum rental commitments for base rent for the years ending (in thousands): | ||||
2014 | $ | 6,017 | ||
2015 | 5,486 | |||
2016 | 5,032 | |||
2017 | 4,252 | |||
2018 | 3,818 | |||
Thereafter | 13,939 | |||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||||||||||||||
Weighted-Average Grant-Date Fair Value of Options | ' | |||||||||||||||||||||||||||||||
The weighted-average grant-date fair value of time-vesting Class A options granted in 2013, 2012 and 2011 under the Plan was $423.76, $659.84 and $745.90, respectively. The fair value of shares vesting was $2.1 million in each of the years 2013, 2012 and 2011. The weighted-average grant-date fair value of options under the Plan was determined by using the fair value of each option grant on the date of grant, utilizing the Black-Scholes option-pricing model and the following key assumptions: | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 0.81% | 0.83%-1.20% | 1.51%-1.87% | |||||||||||||||||||||||||||||
Expected term (in years) | 5 | 5 | 5 | |||||||||||||||||||||||||||||
Expected volatility | 32.78% | 32.78% | 32.78%-32.96% | |||||||||||||||||||||||||||||
Expected dividends | None | None | None | |||||||||||||||||||||||||||||
Outstanding Stock Options | ' | |||||||||||||||||||||||||||||||
Information regarding outstanding stock options follows: | ||||||||||||||||||||||||||||||||
Time-Vesting | Performance Vesting | |||||||||||||||||||||||||||||||
Class A | Weighted- | Class B | Weighted- | Class C | Weighted- | Class D | Weighted- | |||||||||||||||||||||||||
Options | average | Options | average | Options | average | Options | average | |||||||||||||||||||||||||
Exercise Price | Exercise Price | Exercise Price | Exercise Price | |||||||||||||||||||||||||||||
Per Share(1) | Per Share(1) | Per Share(1) | Per Share(1) | |||||||||||||||||||||||||||||
Outstanding at December 29, 2012 | 18,108 | $ | 412.31 | 24,178 | $ | 2,872.87 | 11,072 | $ | 4,358.86 | 8,923 | $ | 5,349.52 | ||||||||||||||||||||
Granted | 653 | $ | 1,409.80 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Exercised | (216 | ) | $ | 405.34 | 0 | 0 | 0 | |||||||||||||||||||||||||
Forfeited | (213 | ) | $ | 536.73 | 0 | 0 | 0 | |||||||||||||||||||||||||
Outstanding at December 28, 2013 | 18,332 | $ | 446.5 | 24,178 | $ | 2,872.87 | 11,072 | $ | 4,358.86 | 8,923 | $ | 5,349.52 | ||||||||||||||||||||
Weighted-Average Remaining Contractual Term | 6.74 | 6.68 | 6.68 | 6.68 | ||||||||||||||||||||||||||||
Options vested and expected to vest | 18,332 | $ | 446.5 | 24,178 | 11,072 | 8,923 | ||||||||||||||||||||||||||
Exercisable at December 28, 2013 | 10,292 | $ | 403.6 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Weighted-Average Remaining Contractual Term | 6.62 | |||||||||||||||||||||||||||||||
-1 | Footnote amounts have been adjusted to reflect the change in exercise price to avoid dilution. |
Hedging_and_Derivatives_Tables
Hedging and Derivatives (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
Outstanding Commodity-Forward Contracts for Hedging of Forecasted Purchases of Grain | ' | |||||||||||||||||||
We had the following outstanding commodity-forward contracts for hedging of forecasted purchases of grain, as of the years ended (in thousands): | ||||||||||||||||||||
Corn Volume (in bushels) | Soybean Meal Volume (in tons) | |||||||||||||||||||
December 28, | December 29, | December 28, | December 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
Commodity Contract | 3,045 | 3,060 | 29 | 33 | ||||||||||||||||
Derivative Assets and (liabilities) at Fair Value | ' | |||||||||||||||||||
Information on location and amounts of derivative fair values in the consolidated balance sheets is presented below, as of the years ended (in thousands): | ||||||||||||||||||||
Fair Value | ||||||||||||||||||||
December 28, 2013 | December 29, 2012 | |||||||||||||||||||
Balance Sheet Location | Asset | Liability | Asset | Liability | ||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||
Commodity contracts – Grain (1) | Prepaid expenses and other | $ | 629 | $ | (793 | ) | $ | 205 | $ | (1,812 | ) | |||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||
Commodity contracts – Energy (1) | Prepaid expenses and other | $ | 101 | $ | 0 | $ | 36 | $ | (152 | ) | ||||||||||
Foreign currency contracts | Prepaid expenses and other | $ | 0 | $ | (121 | ) | $ | 0 | $ | 0 | ||||||||||
Interest rate swap contracts | Other accrued liabilities and | $ | 0 | $ | (5,452 | ) | $ | 0 | $ | (8,872 | ) | |||||||||
other long-term liabilities | ||||||||||||||||||||
-1 | Amounts represent the gross fair value of derivative assets and liabilities. We net the derivative assets and liabilities for each of our hedging programs, including cash collateral, when a master netting arrangement exists between us and the counterparty to the derivative contract. The amount or timing of cash collateral balances may impact the classification of the derivative in the consolidated balance sheets. The gross fair value of the commodity grain contracts is exclusive of cash collateral receivable of $928 and $22 as of December 28, 2013 and December 29, 2012. The gross fair value of the commodity energy contracts is exclusive of cash collateral receivable of $0 and $185 as of December 28, 2013 and December 29, 2012. | |||||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | ' | |||||||||||||||||||
The following table represents the effect of derivative instruments in cash flow hedging relationships on our Consolidated Statements of Earnings and Comprehensive Income, net of tax for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||||||||||
(Effective Portion) | (Ineffective Portion) | |||||||||||||||||||
Gain (Loss) | Location of | Gain (Loss) | Location of | Gain (Loss) | ||||||||||||||||
Recognized in | Gain (Loss) | Reclassified | Gain (Loss) | Recognized in | ||||||||||||||||
AOCI on | Reclassified | from AOCI | Recognized in | Earnings on | ||||||||||||||||
Derivative | from AOCI | into Earnings | Earnings on | Derivative (1) | ||||||||||||||||
into Earnings | Derivative | |||||||||||||||||||
For the year ended December 28, 2013 | ||||||||||||||||||||
Commodity contracts – Grain | $ | (73 | ) | Cost of sales | $ | (1,149 | ) | Cost of sales | $ | (52 | ) | |||||||||
For the year ended December 29, 2012 | ||||||||||||||||||||
Commodity contracts – Grain | $ | (1,200 | ) | Cost of sales | $ | 1,213 | Cost of sales | $ | (72 | ) | ||||||||||
For the year ended December 31, 2011 | ||||||||||||||||||||
Commodity contracts – Grain | $ | 1,164 | Cost of sales | $ | 1,708 | Cost of sales | $ | 63 | ||||||||||||
-1 | There were no gains or losses resulting from the discontinuance of cash flow hedges during the years ended December 28, 2013, December 29, 2012 and December 31, 2011. | |||||||||||||||||||
Derivatives Not Designated as Hedging Instruments | ' | |||||||||||||||||||
The following table represents the effect of derivative instruments not designated as hedging instruments on our Consolidated Statements of Earnings and Comprehensive Income for the years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||||||||||
Gain (Loss) Recognized in Earnings on Derivative | ||||||||||||||||||||
Locations of Gain (Loss) | 2013 | 2012 | 2011 | |||||||||||||||||
Recognized In Earnings | ||||||||||||||||||||
on Derivative | ||||||||||||||||||||
Commodity contracts – Energy | Cost of sales | $ | 193 | $ | 247 | $ | (1,017 | ) | ||||||||||||
Foreign currency contracts | General and administrative expense | $ | (121 | ) | $ | 0 | $ | 0 | ||||||||||||
Interest rate swap contracts | Interest expense | $ | (742 | ) | $ | (2,372 | ) | $ | (6,500 | ) | ||||||||||
Comprehensive_Income_Tables
Comprehensive Income (Tables) | 12 Months Ended | |||||||||||
Dec. 28, 2013 | ||||||||||||
Accumulated Other Comprehensive Loss | ' | |||||||||||
The components of accumulated other comprehensive loss, net of taxes, were as follows (in thousands): | ||||||||||||
December 28, | December 29, | |||||||||||
2013 | 2012 | |||||||||||
Unrealized loss on cash flow hedges | $ | (124 | ) | $ | (1,201 | ) | ||||||
Foreign currency translation | (525 | ) | (540 | ) | ||||||||
Accumulated other comprehensive loss | $ | (649 | ) | $ | (1,741 | ) | ||||||
Changes in Other Comprehensive Loss | ' | |||||||||||
The following table summarizes the changes in accumulated balances of the components of other comprehensive loss and the related tax effects for years ended December 28, 2013, December 29, 2012 and December 31, 2011 (in thousands): | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Unrealized gain (loss) on cash flow hedges, before tax | $ | 1,701 | $ | (3,838 | ) | $ | (870 | ) | ||||
Tax expense (benefit) | 624 | (1,425 | ) | (326 | ) | |||||||
Unrealized gain (loss) on cash flow hedges, net of tax | 1,077 | (2,413 | ) | (544 | ) | |||||||
Foreign currency translation | 15 | 209 | (513 | ) | ||||||||
Other comprehensive income (loss) | $ | 1,092 | $ | (2,204 | ) | $ | (1,057 | ) | ||||
Reclassification out of Accumulated Other Comprehensive Income (Loss) | ' | |||||||||||
The following table summarizes the reclassification adjustments, net of tax, out of accumulated other comprehensive income (loss), by component, included in net earnings for the year ended December 28, 2013 (in thousands): | ||||||||||||
2013 | Classification In | |||||||||||
Earnings | ||||||||||||
Cash flow hedges, net of tax | $ | (1,149 | ) | Cost of sales | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 28, 2013 | ||||||||||||||||
Fair Value Rollforward of Interest Rate Swap Instruments | ' | |||||||||||||||
The following table provides a reconciliation of the beginning and ending balances of items measured at fair value on a recurring basis that used Level 3, significant unobservable inputs (in thousands): | ||||||||||||||||
Interest Rate Swap Contracts | ||||||||||||||||
December 28, | December 29, | |||||||||||||||
2013 | 2012 | |||||||||||||||
Beginning balance | $ | 8,872 | $ | 6,500 | ||||||||||||
Unrealized loss included in interest expense | 742 | 2,372 | ||||||||||||||
Settlements | (4,162 | ) | 0 | |||||||||||||
Ending balance | $ | 5,452 | $ | 8,872 | ||||||||||||
Fair Value Measurement of Hedging-related Financial Assets and Liabilities on Recurring Basis | ' | |||||||||||||||
The following table sets forth our hedging-related financial assets and liabilities fair value measured on a recurring basis as of the years ended December 28, 2013 and December 29, 2012 (in thousands): | ||||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||||
In Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Fair Value Measurements As of December 28, 2013 | ||||||||||||||||
Assets at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Commodity contracts—Energy | 101 | 0 | 101 | 0 | ||||||||||||
Foreign currency contracts | 0 | 0 | 0 | 0 | ||||||||||||
Total assets at fair value | $ | 101 | $ | 0 | $ | 101 | $ | 0 | ||||||||
Liabilities at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 164 | $ | 0 | $ | 164 | $ | 0 | ||||||||
Commodity contracts—Energy | 0 | 0 | 0 | 0 | ||||||||||||
Foreign currency contracts | 121 | 0 | 121 | 0 | ||||||||||||
Interest rate swap contracts | 5,452 | 0 | 0 | 5,452 | ||||||||||||
Total liabilities at fair value | $ | 5,737 | $ | 0 | $ | 285 | $ | 5,452 | ||||||||
Fair Value Measurements As of December 29, 2012 | ||||||||||||||||
Assets at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Commodity contracts—Energy | 0 | 0 | 0 | 0 | ||||||||||||
Total assets at fair value | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Liabilities at fair value: | ||||||||||||||||
Commodity contracts—Grain | $ | 1,607 | $ | 0 | $ | 1,607 | $ | 0 | ||||||||
Commodity contracts—Energy | 116 | 0 | 116 | 0 | ||||||||||||
Interest rate swap contracts | 8,872 | 0 | 0 | 8,872 | ||||||||||||
Total liabilities at fair value | $ | 10,595 | $ | 0 | $ | 1,723 | $ | 8,872 | ||||||||
Business_Segments_Tables
Business Segments (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
Concentrations in Sales for Major Customers with Revenues Recorded | ' | |||||||||||||||||||
We have the following concentrations in sales for major customers recorded in all three segments of our business for the years ended December 28, 2013, December 29, 2012 and December 31, 2011: | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Customer A | 13 | % | 11 | % | 10 | % | ||||||||||||||
Customer B | 18 | % | 15 | % | 13 | % | ||||||||||||||
Financial Information on Operating Segments | ' | |||||||||||||||||||
Certain financial information for our operating segments is as follows (in thousands): | ||||||||||||||||||||
Egg Products | Refrigerated | Cheese & | Corporate | Total | ||||||||||||||||
Potato | Other | |||||||||||||||||||
Products | Dairy-Case | |||||||||||||||||||
Products | ||||||||||||||||||||
Year ended December 28, 2013 | ||||||||||||||||||||
External net sales | $ | 1,431,218 | $ | 170,870 | $ | 346,195 | $ | 0 | $ | 1,948,283 | ||||||||||
Operating profit (loss) | 130,279 | 20,782 | 23,878 | (11,016 | ) | 163,923 | ||||||||||||||
Total assets | 1,530,026 | 227,076 | 199,313 | 110,894 | 2,067,309 | |||||||||||||||
Depreciation and amortization | 72,521 | 11,978 | 7,032 | 4 | 91,535 | |||||||||||||||
Capital expenditures | 46,127 | 3,025 | 1,519 | 0 | 50,671 | |||||||||||||||
Year ended December 29, 2012 | ||||||||||||||||||||
External net sales | $ | 1,315,705 | $ | 153,481 | $ | 386,868 | $ | 0 | 1,856,054 | |||||||||||
Operating profit (loss) | 113,803 | 18,594 | 26,180 | (24,188 | ) | 134,389 | ||||||||||||||
Total assets | 1,522,340 | 233,895 | 212,953 | 106,160 | 2,075,348 | |||||||||||||||
Depreciation and amortization | 78,901 | 11,370 | 7,370 | 5 | 97,646 | |||||||||||||||
Capital expenditures | 32,274 | 2,800 | 2,201 | 0 | 37,275 | |||||||||||||||
Year ended December 31, 2011 | ||||||||||||||||||||
External net sales | $ | 1,228,410 | $ | 138,004 | $ | 400,174 | $ | 0 | $ | 1,766,588 | ||||||||||
Operating profit (loss) | 99,265 | 13,020 | 23,523 | (19,648 | ) | 116,160 | ||||||||||||||
Total assets | 1,545,678 | 239,535 | 225,728 | 129,915 | 2,140,856 | |||||||||||||||
Depreciation and amortization | 78,443 | 11,048 | 7,748 | 7 | 97,246 | |||||||||||||||
Capital expenditures | 42,589 | 1,483 | 1,158 | 0 | 45,230 | |||||||||||||||
Supplemental_Guarantor_Financi1
Supplemental Guarantor Financial Information (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 28, 2013 | ||||||||||||||||||||
Condensed Consolidating Balance Sheets | ' | |||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||
December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current Assets | ||||||||||||||||||||
Cash and equivalents | $ | 0 | $ | 60,594 | $ | 83 | $ | 0 | $ | 60,677 | ||||||||||
Accounts receivable, less allowances | 0 | 170,689 | 5,112 | (4,866 | ) | 170,935 | ||||||||||||||
Inventories | 0 | 151,962 | 6,533 | 0 | 158,495 | |||||||||||||||
Prepaid expenses and other | 1,331 | 12,388 | 229 | 0 | 13,948 | |||||||||||||||
Total current assets | 1,331 | 395,633 | 11,957 | (4,866 | ) | 404,055 | ||||||||||||||
Property, Plant and Equipment—net | 0 | 259,397 | 8,805 | 0 | 268,202 | |||||||||||||||
Goodwill | 0 | 824,581 | 6,590 | 0 | 831,171 | |||||||||||||||
Intangibles and other assets | 766,212 | 548,625 | 0 | (750,956 | ) | 563,881 | ||||||||||||||
Investment in subsidiaries | 874,754 | (4,090 | ) | 0 | (870,664 | ) | 0 | |||||||||||||
Total assets | $ | 1,642,297 | $ | 2,024,146 | $ | 27,352 | $ | (1,626,486 | ) | $ | 2,067,309 | |||||||||
Liabilities and Shareholder’s Equity | ||||||||||||||||||||
Current Liabilities | ||||||||||||||||||||
Current maturities of long-term debt | $ | 0 | $ | 3,839 | $ | 919 | $ | 0 | 4,758 | |||||||||||
Accounts payable | 0 | 100,869 | 7,362 | (4,866 | ) | 103,365 | ||||||||||||||
Accrued liabilities | 27,302 | 75,890 | 2,628 | 0 | 105,820 | |||||||||||||||
Total current liabilities | 27,302 | 180,598 | 10,909 | (4,866 | ) | 213,943 | ||||||||||||||
Long-term debt, less current maturities | 1,156,566 | 740,641 | 20,053 | (750,956 | ) | 1,166,304 | ||||||||||||||
Deferred income taxes | 6,214 | 228,491 | 142 | 0 | 234,847 | |||||||||||||||
Other long-term liabilities | 3,628 | 0 | 0 | 0 | 3,628 | |||||||||||||||
Shareholder’s equity | 448,587 | 874,416 | (3,752 | ) | (870,664 | ) | 448,587 | |||||||||||||
Total liabilities and shareholder’s equity | $ | 1,642,297 | $ | 2,024,146 | $ | 27,352 | $ | (1,626,486 | ) | $ | 2,067,309 | |||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||
December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current Assets | ||||||||||||||||||||
Cash and equivalents | $ | 0 | $ | 43,274 | $ | 0 | $ | 0 | $ | 43,274 | ||||||||||
Accounts receivable, less allowances | 0 | 163,040 | 5,229 | (4,244 | ) | 164,025 | ||||||||||||||
Inventories | 0 | 145,011 | 8,160 | 0 | 153,171 | |||||||||||||||
Prepaid expenses and other | 4,036 | 14,342 | 67 | 0 | 18,445 | |||||||||||||||
Total current assets | 4,036 | 365,667 | 13,456 | (4,244 | ) | 378,915 | ||||||||||||||
Property, Plant and Equipment—net | 0 | 253,605 | 11,059 | 0 | 264,664 | |||||||||||||||
Goodwill | 0 | 822,959 | 7,058 | 0 | 830,017 | |||||||||||||||
Intangibles and other assets | 805,161 | 580,103 | 0 | (783,512 | ) | 601,752 | ||||||||||||||
Investment in subsidiaries | 816,656 | (1,334 | ) | 0 | (815,322 | ) | 0 | |||||||||||||
Total assets | $ | 1,625,853 | $ | 2,021,000 | $ | 31,573 | $ | (1,603,078 | ) | $ | 2,075,348 | |||||||||
Liabilities and Shareholder’s Equity | ||||||||||||||||||||
Current Liabilities | ||||||||||||||||||||
Current maturities of long-term debt | $ | 10,000 | $ | 8,867 | $ | 966 | $ | 0 | 19,833 | |||||||||||
Accounts payable | 0 | 96,342 | 7,086 | (4,244 | ) | 99,184 | ||||||||||||||
Accrued liabilities | 26,789 | 78,113 | 2,189 | 0 | 107,091 | |||||||||||||||
Total current liabilities | 36,789 | 183,322 | 10,241 | (4,244 | ) | 226,108 | ||||||||||||||
Long-term debt, less current maturities | 1,175,443 | 774,774 | 22,865 | (783,512 | ) | 1,189,570 | ||||||||||||||
Deferred income taxes | 7,146 | 245,928 | 121 | 0 | 253,195 | |||||||||||||||
Other long-term liabilities | 6,978 | 0 | 0 | 0 | 6,978 | |||||||||||||||
Shareholder’s equity | 399,497 | 816,976 | (1,654 | ) | (815,322 | ) | 399,497 | |||||||||||||
Total liabilities and shareholder’s equity | $ | 1,625,853 | $ | 2,021,000 | $ | 31,573 | $ | (1,603,078 | ) | $ | 2,075,348 | |||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ' | |||||||||||||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,906,126 | $ | 47,306 | $ | (5,149 | ) | $ | 1,948,283 | |||||||||
Cost of sales | 0 | 1,582,021 | 46,152 | (5,149 | ) | 1,623,024 | ||||||||||||||
Gross profit | 0 | 324,105 | 1,154 | 0 | 325,259 | |||||||||||||||
Selling, general and administrative expenses | 0 | 159,446 | 1,890 | 0 | 161,336 | |||||||||||||||
Operating profit (loss) | 0 | 164,659 | (736 | ) | 0 | 163,923 | ||||||||||||||
Interest expense, net | 53,466 | 31,395 | 1,560 | 0 | 86,421 | |||||||||||||||
Unrealized loss on currency transactions | 0 | 1,156 | 0 | 0 | 1,156 | |||||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (53,466 | ) | 132,108 | (2,296 | ) | 0 | 76,346 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 84,794 | (2,324 | ) | 0 | (82,470 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (19,036 | ) | 44,216 | 28 | 0 | 25,208 | ||||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 774 | 0 | 0 | 774 | |||||||||||||||
Net earnings (loss) | $ | 50,364 | $ | 84,794 | $ | (2,324 | ) | $ | (82,470 | ) | $ | 50,364 | ||||||||
Comprehensive income (loss) | $ | 50,364 | $ | 85,227 | $ | (1,665 | ) | $ | (82,470 | ) | $ | 51,456 | ||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,812,713 | $ | 49,047 | $ | (5,706 | ) | $ | 1,856,054 | |||||||||
Cost of sales | 0 | 1,500,668 | 49,539 | (5,706 | ) | 1,544,501 | ||||||||||||||
Gross profit (loss) | 0 | 312,045 | (492 | ) | 0 | 311,553 | ||||||||||||||
Selling, general and administrative expenses | 224 | 174,117 | 2,823 | 0 | 177,164 | |||||||||||||||
Operating profit (loss) | (224 | ) | 137,928 | (3,315 | ) | 0 | 134,389 | |||||||||||||
Interest expense, net | 54,827 | 34,010 | 1,519 | 0 | 90,356 | |||||||||||||||
Unrealized gain on currency transactions | 0 | (440 | ) | 0 | 0 | (440 | ) | |||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (55,051 | ) | 104,358 | (4,834 | ) | 0 | 44,473 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 64,224 | (4,871 | ) | 0 | (59,353 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (20,921 | ) | 33,408 | 37 | 0 | 12,524 | ||||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 1,855 | 0 | 0 | 1,855 | |||||||||||||||
Net earnings (loss) | $ | 30,094 | $ | 64,224 | $ | (4,871 | ) | $ | (59,353 | ) | $ | 30,094 | ||||||||
Comprehensive income (loss) | $ | 30,094 | $ | 62,176 | $ | (5,027 | ) | $ | (59,353 | ) | $ | 27,890 | ||||||||
Condensed Consolidating Statements of Earnings and Comprehensive Income | ||||||||||||||||||||
For the Year Ended December 31, 2011 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Eliminations | Consolidated | ||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net sales | $ | 0 | $ | 1,725,862 | $ | 53,265 | $ | (12,539 | ) | $ | 1,766,588 | |||||||||
Cost of sales | 0 | 1,455,349 | 50,765 | (12,539 | ) | 1,493,575 | ||||||||||||||
Gross profit | 0 | 270,513 | 2,500 | 0 | 273,013 | |||||||||||||||
Selling, general and administrative expenses | 5,111 | 148,869 | 2,873 | 0 | 156,853 | |||||||||||||||
Operating profit (loss) | (5,111 | ) | 121,644 | (373 | ) | 0 | 116,160 | |||||||||||||
Interest expense, net | 79,028 | 17,624 | 1,488 | 0 | 98,140 | |||||||||||||||
Unrealized loss on currency transactions | 0 | 390 | 0 | 0 | 390 | |||||||||||||||
Loss on early extinguishment of debt | 3,527 | 0 | 0 | 0 | 3,527 | |||||||||||||||
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | (87,666 | ) | 103,630 | (1,861 | ) | 0 | 14,103 | |||||||||||||
Equity in earnings (loss) of subsidiaries | 62,668 | (1,851 | ) | 0 | (60,817 | ) | 0 | |||||||||||||
Income tax expense (benefit) | (39,287 | ) | 38,582 | (10 | ) | 0 | (715 | ) | ||||||||||||
Equity in losses of unconsolidated subsidiary | 0 | 529 | 0 | 0 | 529 | |||||||||||||||
Net earnings (loss) | $ | 14,289 | $ | 62,668 | $ | (1,851 | ) | $ | (60,817 | ) | $ | 14,289 | ||||||||
Comprehensive income (loss) | $ | 14,289 | $ | 61,681 | $ | (1,921 | ) | $ | (60,817 | ) | $ | 13,232 | ||||||||
Condensed Consolidating Statements of Cash Flows | ' | |||||||||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 28, 2013 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | (14,265 | ) | $ | 174,761 | $ | 1,378 | $ | 161,874 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (49,647 | ) | (1,024 | ) | (50,671 | ) | |||||||||||||
Business acquisition | 0 | (38,910 | ) | 0 | (38,910 | ) | ||||||||||||||
Other assets | 0 | (610 | ) | 0 | (610 | ) | ||||||||||||||
Net cash used in investing activities | 0 | (89,167 | ) | (1,024 | ) | (90,191 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (31,000 | ) | (8,866 | ) | (940 | ) | (40,806 | ) | ||||||||||||
Deferred financing costs | (168 | ) | 0 | 0 | (168 | ) | ||||||||||||||
Dividend to parent | (13,441 | ) | 0 | 0 | (13,441 | ) | ||||||||||||||
Additional capital invested by parent | 87 | 0 | 0 | 87 | ||||||||||||||||
Dividends from subsidiaries | 58,787 | (59,408 | ) | 621 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | 14,265 | (68,274 | ) | (319 | ) | (54,328 | ) | |||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | 48 | 48 | ||||||||||||||||
Net increase in cash and equivalents | 0 | 17,320 | 83 | 17,403 | ||||||||||||||||
Cash and equivalents at beginning of period | 0 | 43,274 | 0 | 43,274 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 60,594 | $ | 83 | $ | 60,677 | ||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 29, 2012 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | (23,863 | ) | $ | 139,818 | $ | 1,950 | $ | 117,905 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (34,767 | ) | (2,508 | ) | (37,275 | ) | |||||||||||||
Net cash used in investing activities | 0 | (34,767 | ) | (2,508 | ) | (37,275 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (41,077 | ) | (6,959 | ) | (1,294 | ) | (49,330 | ) | ||||||||||||
Deferred financing costs | (1,374 | ) | 0 | 0 | (1,374 | ) | ||||||||||||||
Dividend to parent | (54,769 | ) | 0 | 0 | (54,769 | ) | ||||||||||||||
Dividends from subsidiaries | 121,083 | (122,936 | ) | 1,853 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | 23,863 | (129,895 | ) | 559 | (105,473 | ) | ||||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | (1 | ) | (1 | ) | ||||||||||||||
Net decrease in cash and equivalents | 0 | (24,844 | ) | 0 | (24,844 | ) | ||||||||||||||
Cash and equivalents at beginning of period | 0 | 68,118 | 0 | 68,118 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 43,274 | $ | 0 | $ | 43,274 | ||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||
For the Year Ended December 31, 2011 | ||||||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||||||
Corporate | Guarantor | Non-Guarantor | Consolidated | |||||||||||||||||
Subsidiaries | Subsidiary | |||||||||||||||||||
Net cash provided by (used in) operating activities | $ | 3,121 | $ | 122,160 | $ | (2,112 | ) | $ | 123,169 | |||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Capital expenditures | 0 | (44,868 | ) | (362 | ) | (45,230 | ) | |||||||||||||
Investments in and equity adjustments of joint ventures and other | 0 | (850 | ) | 0 | (850 | ) | ||||||||||||||
Net cash used in investing activities | 0 | (45,718 | ) | (362 | ) | (46,080 | ) | |||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||
Payments on long-term debt | (813,225 | ) | (6,688 | ) | (1,453 | ) | (821,366 | ) | ||||||||||||
Proceeds from long-term debt | 840,000 | 0 | 0 | 840,000 | ||||||||||||||||
Deferred financing costs | (7,241 | ) | 0 | 0 | (7,241 | ) | ||||||||||||||
Dividend to parent | (65,096 | ) | 0 | 0 | (65,096 | ) | ||||||||||||||
Dividends from subsidiaries | 42,441 | (45,246 | ) | 2,805 | 0 | |||||||||||||||
Net cash provided by (used in) financing activities | (3,121 | ) | (51,934 | ) | 1,352 | (53,703 | ) | |||||||||||||
Effect of exchange rate changes on cash | 0 | 0 | (73 | ) | (73 | ) | ||||||||||||||
Net increase (decrease) in cash and equivalents | 0 | 24,508 | (1,195 | ) | 23,313 | |||||||||||||||
Cash and equivalents at beginning of period | 0 | 43,610 | 1,195 | 44,805 | ||||||||||||||||
Cash and equivalents at end of period | $ | 0 | $ | 68,118 | $ | 0 | $ | 68,118 | ||||||||||||
Quarterly_Financial_Data_Table
Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||||||
Dec. 28, 2013 | ||||||||||||||||
Quarterly Financial Data | ' | |||||||||||||||
Quarter | ||||||||||||||||
(Unaudited, in thousands) | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
For the period ended December 28, 2013 | ||||||||||||||||
Net sales | $ | 484,271 | $ | 464,350 | $ | 486,926 | $ | 512,736 | ||||||||
Gross profit | 86,468 | 78,544 | 76,086 | 84,161 | ||||||||||||
Net earnings | 14,243 | 9,648 | 10,571 | 15,902 | ||||||||||||
For the period ended December 29, 2012 | ||||||||||||||||
Net sales | $ | 444,826 | $ | 436,661 | $ | 470,947 | $ | 503,620 | ||||||||
Gross profit | 79,401 | 73,565 | 75,358 | 83,229 | ||||||||||||
Net earnings (loss) | 9,352 | (1,706 | ) (a) | 8,740 | 13,708 | |||||||||||
(a) | Impacted by the jury award in the National Pasteurized Eggs, Inc. trial (see Note G). |
Valuation_and_Qualifying_Accou1
Valuation and Qualifying Accounts (Details) (Allowance for Doubtful Accounts, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Allowance for Doubtful Accounts | ' | ' | ' |
VALUATION AND QUALIFYING ACCOUNTS | ' | ' | ' |
Allowance for Doubtful Accounts Balance at Beginning of period | $1,139 | $875 | $827 |
Allowance for Doubtful Accounts Additions | 0 | 264 | 48 |
Allowance for Doubtful Accounts Deductions | -586 | 0 | 0 |
Allowance for Doubtful Accounts Balance at End of period | $553 | $1,139 | $875 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Inventories | ' | ' |
Raw materials and supplies | $25,869 | $28,989 |
Work in process and finished goods | 101,895 | 88,353 |
Flocks | 30,731 | 35,829 |
Total inventories | $158,495 | $153,171 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Jun. 27, 2013 |
Reconciliation of carrying amount of goodwill by reportable segment | ' | ' | ' |
Beginning Balance | $830,017 | $829,846 | $1,600 |
Translation adjustment | -468 | 171 | ' |
Acquisition | 1,622 | ' | ' |
Ending balance | 831,171 | 830,017 | 1,600 |
Egg Products | ' | ' | ' |
Reconciliation of carrying amount of goodwill by reportable segment | ' | ' | ' |
Beginning Balance | 688,510 | 688,339 | ' |
Translation adjustment | -468 | 171 | ' |
Acquisition | 1,622 | ' | ' |
Ending balance | 689,664 | 688,510 | ' |
Refrigerated Potato Products | ' | ' | ' |
Reconciliation of carrying amount of goodwill by reportable segment | ' | ' | ' |
Beginning Balance | 92,882 | 92,882 | ' |
Translation adjustment | 0 | 0 | ' |
Acquisition | 0 | ' | ' |
Ending balance | 92,882 | 92,882 | ' |
Cheese and Other Dairy-Case Products | ' | ' | ' |
Reconciliation of carrying amount of goodwill by reportable segment | ' | ' | ' |
Beginning Balance | 48,625 | 48,625 | ' |
Translation adjustment | 0 | 0 | ' |
Acquisition | 0 | ' | ' |
Ending balance | $48,625 | $48,625 | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 2) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of intangible assets, other than goodwill | ' | ' |
Amortized intangible assets, principally customer relationships | $521,000 | $521,000 |
Accumulated amortization | -108,392 | -77,592 |
Intangible assets, net, total | 412,608 | 443,408 |
Indefinite lived intangible assets, trademarks | 111,000 | 111,000 |
Intangible assets, other than goodwill | $523,608 | $554,408 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 3) (USD $) | Dec. 28, 2013 |
In Thousands, unless otherwise specified | |
Estimated amortization expense | ' |
2014 | $31,392 |
2015 | 30,800 |
2016 | 30,800 |
2017 | 30,800 |
2018 | $30,800 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies (Details 4) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Deferred financing costs | ' | ' | ' |
Beginning balance | $39,436 | $46,027 | ' |
Additions to deferred financing costs | 168 | 1,374 | 7,241 |
Amortization | -8,117 | -7,965 | -7,914 |
Ending balance | $31,487 | $39,436 | $46,027 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2013 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Highly liquid investments maturity period | ' | 'Original maturities of three months or less | ' | ' |
Allowance for potential credit losses | ' | $553,000 | $1,139,000 | ' |
Capitalized interest cost | ' | 274,000 | 82,000 | 374,000 |
Goodwill deductible for tax purposes | ' | 4,100,000 | ' | ' |
Weighted average amortization period for our customer relationships | ' | '17 years | ' | ' |
Amortization of intangibles | ' | 30,800,000 | 30,800,000 | 30,800,000 |
Principal insurance carrier security | ' | 6,300,000 | 5,700,000 | ' |
Increase in insurance security guarantee | 610,000 | ' | ' | ' |
Advertising Expense | ' | 16,200,000 | 18,500,000 | 16,700,000 |
Corporate Joint Venture | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Investment in joint venture | ' | 2,000,000 | ' | ' |
Ownership percentage | ' | 50.00% | ' | ' |
Subsidiaries | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Ownership percentage | ' | 100.00% | ' | ' |
Lang Fang MK Food Company Ltd. Line of Credit | ' | $2,100,000 | ' | ' |
Building and Building Improvements | Minimum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '10 years | ' | ' |
Building and Building Improvements | Maximum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '30 years | ' | ' |
Machinery and Equipment | Minimum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '3 years | ' | ' |
Machinery and Equipment | Maximum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '15 years | ' | ' |
Leasehold Improvements | Minimum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '5 years | ' | ' |
Leasehold Improvements | Maximum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Estimated service lives range | ' | '15 years | ' | ' |
Company | ' | ' | ' | ' |
Summary Of Significant Accounting Policies Textual [Abstract] | ' | ' | ' | ' |
Number of operating segments | ' | 3 | ' | ' |
Business_Acquisition_Details_T
Business Acquisition (Details Textual) (USD $) | 6 Months Ended | |||
Dec. 28, 2013 | Jun. 27, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Business Combinations [Abstract] | ' | ' | ' | ' |
Business acquisition, purchase price | ' | $38,900,000 | ' | ' |
Business acquisition, current assets | ' | 26,900,000 | ' | ' |
Business acquisition, current liabilities | ' | 4,700,000 | ' | ' |
Business acquisition, property plant and equipment | ' | 15,100,000 | ' | ' |
Business acquisition, goodwill | 831,171,000 | 1,600,000 | 830,017,000 | 829,846,000 |
Acquisition Purchase Price Adjustment - Working Capital | $3,200,000 | ' | ' | ' |
Debt_Details
Debt (Details) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
Long-term debt | ' | ' |
Credit facility—revolving line of credit | $0 | $0 |
Senior unsecured notes | 430,000,000 | 430,000,000 |
Secured notes | 1,988,000 | 3,338,000 |
Capital leases | 4,224,000 | 10,685,000 |
Guarantees | 7,770,000 | 8,833,000 |
Other indebtedness | 515,000 | 1,104,000 |
Less: Current maturities | 4,758,000 | 19,833,000 |
Unamortized original issue discount on term B loan | 8,158,000 | 10,280,000 |
Long-term Debt and Capital Lease Obligations | 1,166,304,000 | 1,189,570,000 |
Credit facility-term B loan | ' | ' |
Long-term debt | ' | ' |
Credit facility—term B loan | $734,723,000 | $765,723,000 |
Debt_Details_1
Debt (Details 1) (USD $) | Dec. 28, 2013 |
In Thousands, unless otherwise specified | |
Aggregate maturities of long-term debt | ' |
2014 | $4,758 |
2015 | 3,431 |
2016 | 2,064 |
2017 | 1,750 |
2018 | 1,165,216 |
Thereafter | $2,001 |
Debt_Details_2
Debt (Details 2) (Assets Held under Capital Leases, USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Assets Held under Capital Leases | ' | ' |
Summary of property under capital leases by major classes | ' | ' |
Property, plant and equipment held under lease agreements | $4,736 | $19,832 |
Accumulated depreciation | -638 | -5,492 |
Property under capital leases, Total | $4,098 | $14,340 |
Debt_Details_3
Debt (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Components of interest expense | ' | ' | ' |
Interest expense | $75,755 | $78,154 | $81,985 |
Amortization of deferred financing costs | 8,117 | 7,965 | 7,914 |
Amortization of original issue discount on long-term debt | 2,122 | 2,155 | 2,164 |
Mark-to-market on interest rate swap contracts | 742 | 2,372 | 6,500 |
Capitalized interest | -274 | -82 | -374 |
Interest income | -41 | -208 | -49 |
Interest expense, net | $86,421 | $90,356 | $98,140 |
Debt_Details_Textual
Debt (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||
Dec. 28, 2013 | Dec. 29, 2012 | Jul. 31, 2012 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 27, 2013 | Nov. 29, 2013 | Feb. 28, 2013 | Dec. 27, 2012 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | Dec. 28, 2013 | |
Futures | Financial Standby Letter of Credit | Refrigerated Potato Products | Egg Products | Senior Notes | Secured Debt | Secured Debt | Secured Debt | Secured Debt | Secured Debt | Credit facility-term B loan | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Line of Credit | Twenty Nine June Two Thousand Fifteen | Twenty Five February Two Thousand Sixteen | Twenty Five February Two Thousand Eighteen | |||
Financial Standby Letter of Credit | Senior Notes | |||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing on revolving line of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $75,000,000 | ' | ' | ' | ' | ' | ' |
Credit facility-revolving line of credit amounts maturing on different dates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 57,500,000 | ' | ' | 17,500,000 | ' | ' | ' |
Secured Notes Maturity date | ' | ' | ' | ' | 25-Nov-14 | ' | 15-Jul-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29-Jun-15 | 25-Feb-16 | 25-Feb-18 |
Credit facility outstanding | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' |
Term B loan interest rate floor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25% | ' | ' | ' | ' | ' | ' | ' | ' |
Term B loan interest rate margin | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of debt | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | 11,000,000 | 10,000,000 | 40,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum leverage ratio | 6.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum interest coverage ratio | 1.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior notes issued amount | ' | ' | ' | ' | ' | ' | 430,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of senior subordinated notes interest rate | ' | ' | ' | ' | ' | ' | 9.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Semi-annual payment dates for senior notes interest | ' | ' | ' | ' | ' | ' | 'Interest on the notes is payable semi-annually on January 15 and July 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective interest rate | ' | ' | ' | 4.57% | 3.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital leases | 4,224,000 | 10,685,000 | ' | ' | ' | 4,224,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital lease expiration date | ' | ' | ' | ' | 30-Dec-13 | 31-Aug-22 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Guarantees of affiliates outstanding debt | 6,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,100,000 | ' | ' | ' | ' |
Series bond maturing date | 15-Sep-17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of letter of credit guaranteed | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lang Fang MK Food Company Ltd. Line of Credit | ' | ' | ' | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Joint Venture related Irrevocable Standby Letter of Credit | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amount of interest rate derivative contracts | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $350,000,000 | ' | ' | ' | ' | ' | ' | ' |
Average rate of interest rate derivatives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.73% | ' | ' | ' | ' | ' | ' | ' |
Contract Maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16-Jun-15 | ' | ' | ' | ' | ' | ' | ' |
Number of interest rate derivative contracts | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Current: | ' | ' | ' |
Federal | $36,872 | $35,920 | $6,180 |
State | 3,907 | 3,579 | 2,447 |
Current Income Tax Expense , Total | 40,779 | 39,499 | 8,627 |
Deferred: | ' | ' | ' |
Federal | -14,951 | -24,157 | 1,715 |
Foreign | 28 | 37 | -10 |
State | -648 | -2,855 | -11,047 |
Deferred Income Tax Expense (Benefit), Total | -15,571 | -26,975 | -9,342 |
Income Tax Expense (Benefit), Continuing Operations, Total | $25,208 | $12,524 | ($715) |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Current deferred income taxes: | ' | ' |
Flock inventories | ($7,713) | ($7,417) |
Hedging | 1,412 | 1,957 |
Other, primarily accrued expenses | 10,011 | 13,265 |
Total gross deferred income taxes, current | 3,710 | 7,805 |
Valuation allowance, current | -887 | -1,761 |
Total current deferred income taxes | 2,823 | 6,044 |
Depreciation | -36,871 | -41,979 |
Customer relationships | -151,345 | -162,420 |
Trademarks and licenses | -40,096 | -39,969 |
Goodwill | -1,411 | -1,370 |
Net operating loss carry-forwards | 2,220 | 2,179 |
Debt issuance costs | -6,954 | -9,153 |
Other | 5,210 | 5,026 |
Deferred Tax Liabilities, Gross | -229,247 | -247,686 |
Valuation allowance | -5,600 | -5,509 |
Total non-current deferred income taxes | -234,847 | -253,195 |
Total deferred income taxes | ($232,024) | ($247,151) |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Roll - forward of unrecognized tax benefits: | ' | ' | ' |
Total unrecognized tax benefits at beginning of period | $2,079 | $4,121 | $3,791 |
Gross increase for tax positions taken in prior periods | 0 | 3 | 712 |
Gross decrease for tax positions taken in prior periods | -12 | -17 | 0 |
Gross increase for tax positions taken in current period | 411 | 131 | 126 |
Reductions relating to settlements with taxing authorities | 0 | -1,792 | 0 |
Reductions as a result of a lapse of applicable statute of limitations | -348 | -367 | -508 |
Total unrecognized tax benefits at end of period | $2,130 | $2,079 | $4,121 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Income Taxes (Textual) [Abstract] | ' | ' | ' |
Valuation allowance related to deferred tax assets | $6.50 | ' | ' |
Net decrease in valuation allowance | -0.8 | ' | ' |
Expiry date of net operating loss carryforwards | 'expire from 2025 through 2033 | ' | ' |
Unrecognized tax benefits that would impact the effective tax rate | 1.1 | ' | ' |
Unrecognized tax benefits of interest and penalties | ' | ' | 0.1 |
Unrecognized tax expense benefit statutes of limitations and settlements with taxing authorities | 0.1 | 0.2 | ' |
Accrued liability for interest/penalties on unrecognized tax benefits | 0.7 | 0.8 | ' |
Minimum | ' | ' | ' |
Income Taxes (Textual) [Abstract] | ' | ' | ' |
Unrecognized tax benefits | 0.6 | ' | ' |
Maximum | ' | ' | ' |
Income Taxes (Textual) [Abstract] | ' | ' | ' |
Unrecognized tax benefits | 0.8 | ' | ' |
Foreign Country | ' | ' | ' |
Income Taxes (Textual) [Abstract] | ' | ' | ' |
Foreign net operating loss carryforwards | $8.40 | ' | ' |
Income_Taxes_Details_2
Income Taxes (Details 2) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Income Taxes Disclosure [Line Items] | ' | ' | ' |
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State taxes, net of federal impact | 2.30% | 3.10% | 8.80% |
Change in state tax rate for deferred taxes | 0.50% | -2.00% | -48.40% |
Qualified production activities deduction | -4.90% | -8.40% | -4.30% |
Other permanent differences | 0.10% | 0.30% | 2.40% |
Valuation allowance | 0.40% | 3.50% | 0.40% |
Other | -0.40% | -3.30% | 1.00% |
Effective Income Tax Reconciliation, total | 33.00% | 28.20% | -5.10% |
Employee_Retirement_Plan_Detai
Employee Retirement Plan (Details) (USD $) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Employee Retirement Plan (Textual) [Abstract] | ' | ' | ' |
Matching contributions | $3,500,000 | $3,400,000 | $3,400,000 |
Union employee matching contributions | $49,000 | $40,000 | $31,000 |
Maximum | ' | ' | ' |
Employee Retirement Plan (Textual) [Abstract] | ' | ' | ' |
Percentage of participant's eligible compensation | 4.00% | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Related Party Transactions Expenses (Textual) [Abstract] | ' | ' | ' |
Minimum annual fee for managers | $2.25 | ' | ' |
Earnings before interest, taxes, depreciation and amortization | 1.00% | ' | ' |
Percentage of transaction fees to managers | 1.00% | ' | ' |
Selling, general and administrative expenses | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Actual annual fee paid to managers | $2.60 | $2.40 | $2.30 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Dec. 28, 2013 |
In Thousands, unless otherwise specified | |
Schedule of minimum rental commitments | ' |
2014 | $6,017 |
2015 | 5,486 |
2016 | 5,032 |
2017 | 4,252 |
2018 | 3,818 |
Thereafter | $13,939 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | ||||||
In Millions, unless otherwise specified | Jul. 31, 2013 | Jun. 30, 2012 | Apr. 15, 2011 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | Nov. 30, 2011 | Jun. 01, 2011 |
Patents | NumberOfLawsuits | |||||||
NumberOfDefendants | ||||||||
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Expiry date of operating leases | ' | ' | ' | 'operating leases expiring at various times through February 2024 | ' | ' | ' | ' |
Rent expense, including real estate taxes and maintenance expenses | ' | ' | ' | $8 | $7.20 | $8.80 | ' | ' |
Procurement Contracts annual external requirements | ' | ' | ' | 59.00% | ' | ' | ' | ' |
Purchase price in year 2014 | ' | ' | ' | 296.8 | ' | ' | ' | ' |
Purchase price in year 2015 | ' | ' | ' | 303.9 | ' | ' | ' | ' |
Purchase price in year 2016 | ' | ' | ' | 274.2 | ' | ' | ' | ' |
Purchase price in year 2017 | ' | ' | ' | 274.6 | ' | ' | ' | ' |
Purchase price in year 2018 | ' | ' | ' | 274.6 | ' | ' | ' | ' |
Anticipated requirements percentage in egg requirements | ' | ' | ' | 39.00% | ' | ' | ' | ' |
Refrigerated potato products division's needs | ' | ' | ' | 59.00% | ' | ' | ' | ' |
Contracts to purchase potatoes | ' | ' | ' | 'expire in 2014 | ' | ' | ' | ' |
One potato supplier is expected to provide requirements | ' | ' | ' | 24.00% | ' | ' | ' | ' |
Number of class-action lawsuits | ' | ' | ' | 22 | ' | ' | ' | ' |
Number of defendants | ' | ' | ' | 20 | ' | ' | ' | ' |
Number of patents | ' | ' | 3 | ' | ' | ' | ' | ' |
Patent infringement damages | ' | 5.8 | ' | ' | ' | ' | ' | ' |
Payments for legal settlements | 4.5 | ' | ' | ' | ' | ' | ' | ' |
Reduction in accrued legal expenses | 1.3 | ' | ' | ' | ' | ' | ' | ' |
Underbilled sewer charges since 2004 | ' | ' | ' | ' | ' | ' | ' | 6.5 |
Sewer charges invoice issued | ' | ' | ' | ' | ' | ' | 6.2 | ' |
Settlement agreement date | ' | ' | ' | 'During mediation on January 13, 2014, the parties agreed in principle to the terms of a settlement agreement that resolves all claims alleged by all parties. | ' | ' | ' | ' |
Minimum | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Annual requirement for Two Suppliers | ' | ' | ' | 10.00% | ' | ' | ' | ' |
Procurement Contracts period | ' | ' | ' | '18 months | ' | ' | ' | ' |
Maximum | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Procurement Contracts period | ' | ' | ' | '120 months | ' | ' | ' | ' |
Bonds | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Principal balance of bonds | ' | ' | ' | $0.80 | ' | ' | ' | ' |
Shareholders_Equity_Details
Shareholder's Equity (Details) (USD $) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Shareholder's Equity (Textual) [Abstract] | ' | ' | ' |
Common stock, shares authorized | 5,000 | 5,000 | ' |
Common stock, shares issued | 100 | 100 | ' |
Common stock, shares outstanding | 100 | 100 | ' |
Common stock, par value | $0.01 | $0.01 | ' |
Non-cash capital invested by parent | $8,825,000 | $292,000 | $265,000 |
Dividend to parent | 13,441,000 | 54,769,000 | 65,096,000 |
MFI Midco Corporation | ' | ' | ' |
Shareholder's Equity (Textual) [Abstract] | ' | ' | ' |
Non-cash capital invested by parent | 8,825,000 | 292,000 | 265,000 |
Dividend to parent | $13,441,000 | ' | ' |
Subsidiaries | MFI Midco Corporation | ' | ' | ' |
Shareholder's Equity (Textual) [Abstract] | ' | ' | ' |
Common stock, shares authorized | 5,000 | 5,000 | ' |
Common stock, shares issued | 100 | 100 | ' |
Common stock, shares outstanding | 100 | 100 | ' |
Common stock, par value | $0.01 | $0.01 | ' |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Weighted-average grant-date fair value of options | ' | ' | ' |
Risk-free interest rate, Minimum | 0.81% | 0.83% | 1.51% |
Risk-free interest rate, Maximum | ' | 1.20% | 1.87% |
Expected term (in years) | '5 years | '5 years | '5 years |
Expected volatility, Minimum | 32.78% | 32.78% | 32.78% |
Expected volatility, Maximum | ' | ' | 32.96% |
Expected dividends | ' | ' | ' |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 1) (USD $) | 12 Months Ended | |
Dec. 28, 2013 | ||
Outstanding stock options | ' | |
Weighted-Average Remaining Contractual Term | '6 years 7 months 13 days | |
Time-Vesting | Class A Options | ' | |
Outstanding stock options | ' | |
Outstanding, Beginning | 18,108 | |
Outstanding, Granted | 653 | |
Outstanding, Exercised | -216 | |
Outstanding, Forfeited | -213 | |
Outstanding, Ending | 18,332 | |
Weighted-Average Remaining Contractual Term | '6 years 8 months 27 days | |
Outstanding, Options vested and expected to vest | 18,332 | |
Outstanding, Exercisable | 10,292 | |
Outstanding, Weighted average exercise price, Beginning | 412.31 | [1] |
Outstanding, Granted, Weighted-average Exercise Price | 1,409.80 | [1] |
Outstanding, Weighted average exercise price, Exercisable | 405.34 | [1] |
Outstanding, Forfeited, Weighted-average Exercise Price | 536.73 | [1] |
Outstanding, Weighted average exercise price, Ending | 446.5 | [1] |
Options vested and expected to vest | 446.5 | [1] |
Exercisable at December 28, 2013 | 403.6 | [1] |
Performance Vesting | Class B Options | ' | |
Outstanding stock options | ' | |
Outstanding, Beginning | 24,178 | |
Outstanding, Granted | 0 | |
Outstanding, Exercised | 0 | |
Outstanding, Forfeited | 0 | |
Outstanding, Ending | 24,178 | |
Weighted-Average Remaining Contractual Term | '6 years 8 months 5 days | |
Outstanding, Options vested and expected to vest | 24,178 | |
Outstanding, Exercisable | 0 | |
Outstanding, Weighted average exercise price, Beginning | 2,872.87 | [1] |
Outstanding, Weighted average exercise price, Ending | 2,872.87 | [1] |
Performance Vesting | Class C Options | ' | |
Outstanding stock options | ' | |
Outstanding, Beginning | 11,072 | |
Outstanding, Granted | 0 | |
Outstanding, Exercised | 0 | |
Outstanding, Forfeited | 0 | |
Outstanding, Ending | 11,072 | |
Weighted-Average Remaining Contractual Term | '6 years 8 months 5 days | |
Outstanding, Options vested and expected to vest | 11,072 | |
Outstanding, Exercisable | 0 | |
Outstanding, Weighted average exercise price, Beginning | 4,358.86 | [1] |
Outstanding, Weighted average exercise price, Ending | 4,358.86 | [1] |
Performance Vesting | Class D Options | ' | |
Outstanding stock options | ' | |
Outstanding, Beginning | 8,923 | |
Outstanding, Granted | 0 | |
Outstanding, Exercised | 0 | |
Outstanding, Forfeited | 0 | |
Outstanding, Ending | 8,923 | |
Weighted-Average Remaining Contractual Term | '6 years 8 months 5 days | |
Outstanding, Options vested and expected to vest | 8,923 | |
Outstanding, Exercisable | 0 | |
Outstanding, Weighted average exercise price, Beginning | 5,349.52 | [1] |
Outstanding, Weighted average exercise price, Ending | 5,349.52 | [1] |
[1] | Footnote amounts have been adjusted to reflect the change in exercise price to avoid dilution. |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Time-Vesting | Class A Options | ' | ' | ' |
Stock Based Compensation (Textual) [Abstract] | ' | ' | ' |
Stock options outstanding | 18,332 | 18,108 | ' |
Company | Equity Incentive Plan | ' | ' | ' |
Stock Based Compensation (Textual) [Abstract] | ' | ' | ' |
Number of shares subject to the Plan | 71,065 | ' | ' |
Stock-based compensation Expense | $2,163,000 | $2,121,000 | $1,947,000 |
Total compensation cost for nonvested awards | 3,700,000 | ' | ' |
Vesting periods | '1 year 10 months 10 days | ' | ' |
Dividend paid | 321,000,000 | ' | ' |
Fair value of shares vesting amount | $2,100,000 | $2,100,000 | $2,100,000 |
Company | Equity Incentive Plan | Time-Vesting | ' | ' | ' |
Stock Based Compensation (Textual) [Abstract] | ' | ' | ' |
Stock options outstanding | 18,108 | ' | ' |
Rate of vesting options | 20.00% | ' | ' |
Period of time-vesting options | '5 years | ' | ' |
Company | Equity Incentive Plan | Time-Vesting | Class A Options | ' | ' | ' |
Stock Based Compensation (Textual) [Abstract] | ' | ' | ' |
Weighted-average grant-date fair value of time-vesting | $423.76 | $659.84 | $745.90 |
Company | Equity Incentive Plan | Performance Vesting | ' | ' | ' |
Stock Based Compensation (Textual) [Abstract] | ' | ' | ' |
Stock options outstanding | 44,173 | ' | ' |
Hedging_and_Derivatives_Detail
Hedging and Derivatives (Details) (Corn (bushels)) | Dec. 28, 2013 | Dec. 29, 2012 |
bu | bu | |
Corn (bushels) | ' | ' |
Outstanding Commodity-Forward Contracts for Hedging of Forecasted Purchases of Grain | ' | ' |
Commodity Contract | 3,045,000 | 3,060,000 |
Hedging_and_Derivatives_Detail1
Hedging and Derivatives (Details 1) (Soybean Meal Forwards) | Dec. 28, 2013 | Dec. 29, 2012 |
T | T | |
Soybean Meal Forwards | ' | ' |
Outstanding Commodity-Forward Contracts for Hedging of Forecasted Purchases of Grain | ' | ' |
Commodity Contract | 29,000 | 33,000 |
Hedging_and_Derivatives_Detail2
Hedging and Derivatives (Details 2) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 | ||
In Thousands, unless otherwise specified | ||||
Prepaid expenses and other | Commodity contracts - Grain | Derivatives designated as hedging instruments | ' | ' | ||
Derivative Assets and (liabilities) at Fair Value | ' | ' | ||
Asset | $629 | [1] | $205 | [1] |
Liability | -793 | [1] | -1,812 | [1] |
Prepaid expenses and other | Commodity contracts - Energy | Derivatives not designated as hedging instruments | ' | ' | ||
Derivative Assets and (liabilities) at Fair Value | ' | ' | ||
Asset | 101 | [1] | 36 | [1] |
Liability | 0 | [1] | -152 | [1] |
Prepaid expenses and other | Foreign currency contracts | Derivatives not designated as hedging instruments | ' | ' | ||
Derivative Assets and (liabilities) at Fair Value | ' | ' | ||
Asset | 0 | 0 | ||
Liability | -121 | 0 | ||
Other accrued liabilities and other long-term liabilities | Interest rate swap contracts | Derivatives not designated as hedging instruments | ' | ' | ||
Derivative Assets and (liabilities) at Fair Value | ' | ' | ||
Asset | 0 | 0 | ||
Liability | ($5,452) | ($8,872) | ||
[1] | Amounts represent the gross fair value of derivative assets and liabilities. We net the derivative assets and liabilities for each of our hedging programs, including cash collateral, when a master netting arrangement exists between us and the counterparty to the derivative contract. The amount or timing of cash collateral balances may impact the classification of the derivative in the consolidated balance sheets. The gross fair value of the commodity grain contracts is exclusive of cash collateral receivable of $928 and $22 as of December 28, 2013 and December 29, 2012. The gross fair value of the commodity energy contracts is exclusive of cash collateral receivable of $0 and $185 as of December 28, 2013 and December 29, 2012. |
Hedging_and_Derivatives_Detail3
Hedging and Derivatives (Details 3) (Cash Flow Hedging, Commodity contracts - Grain, Cost of Sales, USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |||
Cash Flow Hedging | Commodity contracts - Grain | Cost of Sales | ' | ' | ' | |||
Derivatives in Cash Flow Hedging Relationships | ' | ' | ' | |||
Gain (Loss) Recognized in AOCI on Derivative, (Effective Portion) | ($73) | ($1,200) | $1,164 | |||
Gain (Loss) Reclassified from AOCI into Earnings, (Effective Portion) | -1,149 | 1,213 | 1,708 | |||
Gain (Loss) Recognized in Earnings on Derivative, (Ineffective Portion) | ($52) | [1] | ($72) | [1] | $63 | [1] |
[1] | There were no gains or losses resulting from the discontinuance of cash flow hedges during the years ended December 28, 2013, December 29, 2012 and December 31, 2011. |
Hedging_and_Derivatives_Detail4
Hedging and Derivatives (Details 4) (Derivatives not designated as hedging instruments, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Cost of Sales | Commodity contracts - Energy | ' | ' | ' |
Derivatives not designated as hedging instruments | ' | ' | ' |
Gain (Loss) Recognized in Earnings on Derivative | $193 | $247 | ($1,017) |
General and administrative expense | Foreign currency contracts | ' | ' | ' |
Derivatives not designated as hedging instruments | ' | ' | ' |
Gain (Loss) Recognized in Earnings on Derivative | -121 | 0 | 0 |
Interest expense | Interest Rate Swap Contracts | ' | ' | ' |
Derivatives not designated as hedging instruments | ' | ' | ' |
Gain (Loss) Recognized in Earnings on Derivative | ($742) | ($2,372) | ($6,500) |
Hedging_and_Derivatives_Detail5
Hedging and Derivatives (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Hedging and Derivatives (Textual) [Abstract] | ' | ' | ' |
Commodity derivative contract term | 'less than one year | ' | ' |
Gains or losses resulting from discontinuance of cash flow hedges | $0 | $0 | $0 |
Hedging_and_Derivatives_Detail6
Hedging and Derivatives (Details 2) (Parenthetical) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Commodity contracts - Grain | ' | ' |
Hedging and Derivatives (Textual) [Abstract] | ' | ' |
Cash collateral receivable | $928 | $22 |
Commodity contracts - Energy | ' | ' |
Hedging and Derivatives (Textual) [Abstract] | ' | ' |
Cash collateral receivable | $0 | $185 |
Comprehensive_Income_Details
Comprehensive Income (Details) (USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Unrealized loss on cash flow hedges | ($124) | ($1,201) |
Foreign currency translation | -525 | -540 |
Accumulated other comprehensive loss | ($649) | ($1,741) |
Comprehensive_Income_Details_1
Comprehensive Income (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Unrealized gain (loss) on cash flow hedges, before tax | $1,701 | ($3,838) | ($870) |
Tax expense (benefit) | 624 | -1,425 | -326 |
Unrealized gain (loss) on cash flow hedges, net of tax | 1,077 | -2,413 | -544 |
Foreign currency translation | 15 | 209 | -513 |
Other comprehensive income (loss) | $1,092 | ($2,204) | ($1,057) |
Comprehensive_Income_Details_2
Comprehensive Income (Details 2) (Cost of Sales, USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 28, 2013 |
Cost of Sales | ' |
Cash flow hedges, net of tax | ($1,149) |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Interest Rate Swap Contracts, Fair Value, Measurements, Recurring, Significant Unobservable Inputs (Level 3), USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 |
Interest Rate Swap Contracts | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value Rollforward of Interest Swap Instruments | ' | ' |
Beginning balance | $8,872 | $6,500 |
Unrealized loss included in interest expense | 742 | 2,372 |
Settlements | -4,162 | 0 |
Ending balance | $5,452 | $8,872 |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 1) (Fair Value, Measurements, Recurring, USD $) | Dec. 28, 2013 | Dec. 29, 2012 |
In Thousands, unless otherwise specified | ||
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | $101 | $0 |
Liabilities at fair value: | ' | ' |
Total Liabilities | 5,737 | 10,595 |
Commodity contracts - Energy | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 101 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | 116 |
Foreign currency contracts | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 121 | ' |
Interest rate swap contracts | ' | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis - Interest rate swap contracts | 5,452 | 8,872 |
Cash Flow Hedging | Commodity contracts - Grain | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 164 | 1,607 |
Quoted Prices In Active Markets for Identical Assets (Level 1) | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Total Liabilities | 0 | 0 |
Quoted Prices In Active Markets for Identical Assets (Level 1) | Commodity contracts - Energy | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | 0 |
Quoted Prices In Active Markets for Identical Assets (Level 1) | Foreign currency contracts | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | ' |
Quoted Prices In Active Markets for Identical Assets (Level 1) | Interest rate swap contracts | ' | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis - Interest rate swap contracts | 0 | 0 |
Quoted Prices In Active Markets for Identical Assets (Level 1) | Cash Flow Hedging | Commodity contracts - Grain | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 101 | 0 |
Liabilities at fair value: | ' | ' |
Total Liabilities | 285 | 1,723 |
Significant Other Observable Inputs (Level 2) | Commodity contracts - Energy | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 101 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | 116 |
Significant Other Observable Inputs (Level 2) | Foreign currency contracts | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 121 | ' |
Significant Other Observable Inputs (Level 2) | Interest rate swap contracts | ' | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis - Interest rate swap contracts | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Cash Flow Hedging | Commodity contracts - Grain | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 164 | 1,607 |
Significant Unobservable Inputs (Level 3) | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Total Liabilities | 5,452 | 8,872 |
Significant Unobservable Inputs (Level 3) | Commodity contracts - Energy | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Foreign currency contracts | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | 0 | ' |
Significant Unobservable Inputs (Level 3) | Interest rate swap contracts | ' | ' |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis - Interest rate swap contracts | 5,452 | 8,872 |
Significant Unobservable Inputs (Level 3) | Cash Flow Hedging | Commodity contracts - Grain | ' | ' |
Assets at fair value: | ' | ' |
Hedging-related financial assets measured on a recurring basis | 0 | 0 |
Liabilities at fair value: | ' | ' |
Hedging-related financial liabilities measured on a recurring basis | $0 | $0 |
Fair_Value_Measurements_Detail2
Fair Value Measurements (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 28, 2013 | Dec. 29, 2012 | |
Long-term Debt | Long-term Debt | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Change in the unobservable input | 1.00% | ' | ' |
Estimated effect on interest expense of change in unobservable input | $100,000 | ' | ' |
Debt, carrying value | ' | 1,170,000,000 | 1,210,000,000 |
Debt, fair value | ' | $1,210,000,000 | $1,260,000,000 |
Business_Segments_Details
Business Segments (Details) | 12 Months Ended | ||
Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | |
Customer A | ' | ' | ' |
Concentrations in sales for major customers with revenues recorded | ' | ' | ' |
Sales | 13.00% | 11.00% | 10.00% |
Customer B | ' | ' | ' |
Concentrations in sales for major customers with revenues recorded | ' | ' | ' |
Sales | 18.00% | 15.00% | 13.00% |
Business_Segments_Details_1
Business Segments (Details 1) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Mar. 30, 2013 | Dec. 29, 2012 | Sep. 29, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Financial Information on Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
External net sales | $512,736 | $486,926 | $464,350 | $484,271 | $503,620 | $470,947 | $436,661 | $444,826 | $1,948,283 | $1,856,054 | $1,766,588 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 163,923 | 134,389 | 116,160 |
Total assets | 2,067,309 | ' | ' | ' | 2,075,348 | ' | ' | ' | 2,067,309 | 2,075,348 | 2,140,856 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 91,535 | 97,646 | 97,246 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 50,671 | 37,275 | 45,230 |
Corporate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Information on Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
External net sales | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -11,016 | -24,188 | -19,648 |
Total assets | 110,894 | ' | ' | ' | 106,160 | ' | ' | ' | 110,894 | 106,160 | 129,915 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 4 | 5 | 7 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Operating Segments | Egg Products | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Information on Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
External net sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,431,218 | 1,315,705 | 1,228,410 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 130,279 | 113,803 | 99,265 |
Total assets | 1,530,026 | ' | ' | ' | 1,522,340 | ' | ' | ' | 1,530,026 | 1,522,340 | 1,545,678 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 72,521 | 78,901 | 78,443 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 46,127 | 32,274 | 42,589 |
Operating Segments | Refrigerated Potato Products | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Information on Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
External net sales | ' | ' | ' | ' | ' | ' | ' | ' | 170,870 | 153,481 | 138,004 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 20,782 | 18,594 | 13,020 |
Total assets | 227,076 | ' | ' | ' | 233,895 | ' | ' | ' | 227,076 | 233,895 | 239,535 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 11,978 | 11,370 | 11,048 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 3,025 | 2,800 | 1,483 |
Operating Segments | Cheese and Other Dairy-Case Products | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Information on Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
External net sales | ' | ' | ' | ' | ' | ' | ' | ' | 346,195 | 386,868 | 400,174 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 23,878 | 26,180 | 23,523 |
Total assets | 199,313 | ' | ' | ' | 212,953 | ' | ' | ' | 199,313 | 212,953 | 225,728 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 7,032 | 7,370 | 7,748 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | $1,519 | $2,201 | $1,158 |
Business_Segments_Details_Text
Business Segments (Details Textual) | 12 Months Ended |
Dec. 28, 2013 | |
Segment | |
Business Segments (Textual) [Abstract] | ' |
Number of Business segments | 3 |
Supplemental_Guarantor_Financi2
Supplemental Guarantor Financial Information (Details) (USD $) | Dec. 28, 2013 | Jun. 27, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | Jan. 01, 2011 |
In Thousands, unless otherwise specified | |||||
Current Assets | ' | ' | ' | ' | ' |
Cash and equivalents | $60,677 | ' | $43,274 | $68,118 | $44,805 |
Accounts receivable, less allowances | 170,935 | ' | 164,025 | ' | ' |
Inventories | 158,495 | ' | 153,171 | ' | ' |
Prepaid expenses and other | 13,948 | ' | 18,445 | ' | ' |
Total current assets | 404,055 | ' | 378,915 | ' | ' |
Property, Plant and Equipment—net | 268,202 | ' | 264,664 | ' | ' |
Goodwill | 831,171 | 1,600 | 830,017 | 829,846 | ' |
Intangibles and other assets | 563,881 | ' | 601,752 | ' | ' |
Investment in subsidiaries | 0 | ' | 0 | ' | ' |
Total assets | 2,067,309 | ' | 2,075,348 | 2,140,856 | ' |
Current Liabilities | ' | ' | ' | ' | ' |
Current maturities of long-term debt | 4,758 | ' | 19,833 | ' | ' |
Accounts payable | 103,365 | ' | 99,184 | ' | ' |
Accrued liabilities | 105,820 | ' | 107,091 | ' | ' |
Total current liabilities | 213,943 | ' | 226,108 | ' | ' |
Long-term debt, less current maturities | 1,166,304 | ' | 1,189,570 | ' | ' |
Deferred income taxes | 234,847 | ' | 253,195 | ' | ' |
Other long-term liabilities | 3,628 | ' | 6,978 | ' | ' |
Shareholder’s equity | 448,587 | ' | 399,497 | 423,963 | 473,615 |
Total liabilities and shareholder’s equity | 2,067,309 | ' | 2,075,348 | ' | ' |
Corporate | ' | ' | ' | ' | ' |
Current Assets | ' | ' | ' | ' | ' |
Cash and equivalents | 0 | ' | 0 | 0 | 0 |
Accounts receivable, less allowances | 0 | ' | 0 | ' | ' |
Inventories | 0 | ' | 0 | ' | ' |
Prepaid expenses and other | 1,331 | ' | 4,036 | ' | ' |
Total current assets | 1,331 | ' | 4,036 | ' | ' |
Property, Plant and Equipment—net | 0 | ' | 0 | ' | ' |
Goodwill | 0 | ' | 0 | ' | ' |
Intangibles and other assets | 766,212 | ' | 805,161 | ' | ' |
Investment in subsidiaries | 874,754 | ' | 816,656 | ' | ' |
Total assets | 1,642,297 | ' | 1,625,853 | ' | ' |
Current Liabilities | ' | ' | ' | ' | ' |
Current maturities of long-term debt | 0 | ' | 10,000 | ' | ' |
Accounts payable | 0 | ' | 0 | ' | ' |
Accrued liabilities | 27,302 | ' | 26,789 | ' | ' |
Total current liabilities | 27,302 | ' | 36,789 | ' | ' |
Long-term debt, less current maturities | 1,156,566 | ' | 1,175,443 | ' | ' |
Deferred income taxes | 6,214 | ' | 7,146 | ' | ' |
Other long-term liabilities | 3,628 | ' | 6,978 | ' | ' |
Shareholder’s equity | 448,587 | ' | 399,497 | ' | ' |
Total liabilities and shareholder’s equity | 1,642,297 | ' | 1,625,853 | ' | ' |
Guarantor Subsidiaries | ' | ' | ' | ' | ' |
Current Assets | ' | ' | ' | ' | ' |
Cash and equivalents | 60,594 | ' | 43,274 | 68,118 | 43,610 |
Accounts receivable, less allowances | 170,689 | ' | 163,040 | ' | ' |
Inventories | 151,962 | ' | 145,011 | ' | ' |
Prepaid expenses and other | 12,388 | ' | 14,342 | ' | ' |
Total current assets | 395,633 | ' | 365,667 | ' | ' |
Property, Plant and Equipment—net | 259,397 | ' | 253,605 | ' | ' |
Goodwill | 824,581 | ' | 822,959 | ' | ' |
Intangibles and other assets | 548,625 | ' | 580,103 | ' | ' |
Investment in subsidiaries | -4,090 | ' | -1,334 | ' | ' |
Total assets | 2,024,146 | ' | 2,021,000 | ' | ' |
Current Liabilities | ' | ' | ' | ' | ' |
Current maturities of long-term debt | 3,839 | ' | 8,867 | ' | ' |
Accounts payable | 100,869 | ' | 96,342 | ' | ' |
Accrued liabilities | 75,890 | ' | 78,113 | ' | ' |
Total current liabilities | 180,598 | ' | 183,322 | ' | ' |
Long-term debt, less current maturities | 740,641 | ' | 774,774 | ' | ' |
Deferred income taxes | 228,491 | ' | 245,928 | ' | ' |
Other long-term liabilities | 0 | ' | 0 | ' | ' |
Shareholder’s equity | 874,416 | ' | 816,976 | ' | ' |
Total liabilities and shareholder’s equity | 2,024,146 | ' | 2,021,000 | ' | ' |
Non-Guarantor Subsidiary | ' | ' | ' | ' | ' |
Current Assets | ' | ' | ' | ' | ' |
Cash and equivalents | 83 | ' | 0 | 0 | 1,195 |
Accounts receivable, less allowances | 5,112 | ' | 5,229 | ' | ' |
Inventories | 6,533 | ' | 8,160 | ' | ' |
Prepaid expenses and other | 229 | ' | 67 | ' | ' |
Total current assets | 11,957 | ' | 13,456 | ' | ' |
Property, Plant and Equipment—net | 8,805 | ' | 11,059 | ' | ' |
Goodwill | 6,590 | ' | 7,058 | ' | ' |
Intangibles and other assets | 0 | ' | 0 | ' | ' |
Investment in subsidiaries | 0 | ' | 0 | ' | ' |
Total assets | 27,352 | ' | 31,573 | ' | ' |
Current Liabilities | ' | ' | ' | ' | ' |
Current maturities of long-term debt | 919 | ' | 966 | ' | ' |
Accounts payable | 7,362 | ' | 7,086 | ' | ' |
Accrued liabilities | 2,628 | ' | 2,189 | ' | ' |
Total current liabilities | 10,909 | ' | 10,241 | ' | ' |
Long-term debt, less current maturities | 20,053 | ' | 22,865 | ' | ' |
Deferred income taxes | 142 | ' | 121 | ' | ' |
Other long-term liabilities | 0 | ' | 0 | ' | ' |
Shareholder’s equity | -3,752 | ' | -1,654 | ' | ' |
Total liabilities and shareholder’s equity | 27,352 | ' | 31,573 | ' | ' |
Eliminations | ' | ' | ' | ' | ' |
Current Assets | ' | ' | ' | ' | ' |
Cash and equivalents | 0 | ' | 0 | ' | ' |
Accounts receivable, less allowances | -4,866 | ' | -4,244 | ' | ' |
Inventories | 0 | ' | 0 | ' | ' |
Prepaid expenses and other | 0 | ' | 0 | ' | ' |
Total current assets | -4,866 | ' | -4,244 | ' | ' |
Property, Plant and Equipment—net | 0 | ' | 0 | ' | ' |
Goodwill | 0 | ' | 0 | ' | ' |
Intangibles and other assets | -750,956 | ' | -783,512 | ' | ' |
Investment in subsidiaries | -870,664 | ' | -815,322 | ' | ' |
Total assets | -1,626,486 | ' | -1,603,078 | ' | ' |
Current Liabilities | ' | ' | ' | ' | ' |
Current maturities of long-term debt | 0 | ' | 0 | ' | ' |
Accounts payable | -4,866 | ' | -4,244 | ' | ' |
Accrued liabilities | 0 | ' | 0 | ' | ' |
Total current liabilities | -4,866 | ' | -4,244 | ' | ' |
Long-term debt, less current maturities | -750,956 | ' | -783,512 | ' | ' |
Deferred income taxes | 0 | ' | 0 | ' | ' |
Other long-term liabilities | 0 | ' | 0 | ' | ' |
Shareholder’s equity | -870,664 | ' | -815,322 | ' | ' |
Total liabilities and shareholder’s equity | ($1,626,486) | ' | ($1,603,078) | ' | ' |
Supplemental_Guarantor_Financi3
Supplemental Guarantor Financial Information (Details 1) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Mar. 30, 2013 | Dec. 29, 2012 | Sep. 29, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $512,736 | $486,926 | $464,350 | $484,271 | $503,620 | $470,947 | $436,661 | $444,826 | $1,948,283 | $1,856,054 | $1,766,588 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,623,024 | 1,544,501 | 1,493,575 |
Gross profit (loss) | 84,161 | 76,086 | 78,544 | 86,468 | 83,229 | 75,358 | 73,565 | 79,401 | 325,259 | 311,553 | 273,013 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 161,336 | 177,164 | 156,853 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 163,923 | 134,389 | 116,160 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 86,421 | 90,356 | 98,140 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 1,156 | -440 | 390 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 3,527 |
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 76,346 | 44,473 | 14,103 |
Equity in earnings (loss) of subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 25,208 | 12,524 | -715 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 774 | 1,855 | 529 |
Net earnings (loss) | 15,902 | 10,571 | 9,648 | 14,243 | 13,708 | 8,740 | -1,706 | 9,352 | 50,364 | 30,094 | 14,289 |
Comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 51,456 | 27,890 | 13,232 |
Corporate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 224 | 5,111 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | -224 | -5,111 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 53,466 | 54,827 | 79,028 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,527 |
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | -53,466 | -55,051 | -87,666 |
Equity in earnings (loss) of subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | 84,794 | 64,224 | 62,668 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | -19,036 | -20,921 | -39,287 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Net earnings (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 50,364 | 30,094 | 14,289 |
Comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 50,364 | 30,094 | 14,289 |
Guarantor Subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,906,126 | 1,812,713 | 1,725,862 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,582,021 | 1,500,668 | 1,455,349 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 324,105 | 312,045 | 270,513 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 159,446 | 174,117 | 148,869 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 164,659 | 137,928 | 121,644 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 31,395 | 34,010 | 17,624 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 1,156 | -440 | 390 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 |
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 132,108 | 104,358 | 103,630 |
Equity in earnings (loss) of subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | -2,324 | -4,871 | -1,851 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 44,216 | 33,408 | 38,582 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 774 | 1,855 | 529 |
Net earnings (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 84,794 | 64,224 | 62,668 |
Comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 85,227 | 62,176 | 61,681 |
Non-Guarantor Subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 47,306 | 49,047 | 53,265 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | 46,152 | 49,539 | 50,765 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 1,154 | -492 | 2,500 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 1,890 | 2,823 | 2,873 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -736 | -3,315 | -373 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 1,560 | 1,519 | 1,488 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 |
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | -2,296 | -4,834 | -1,861 |
Equity in earnings (loss) of subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 28 | 37 | -10 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Net earnings (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -2,324 | -4,871 | -1,851 |
Comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -1,665 | -5,027 | -1,921 |
Eliminations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | -5,149 | -5,706 | -12,539 |
Cost of sales | ' | ' | ' | ' | ' | ' | ' | ' | -5,149 | -5,706 | -12,539 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Selling, general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Operating profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Unrealized (gain) loss on currency transactions | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Loss on early extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 |
Earnings (loss) before equity in earnings (loss) of subsidiaries, income taxes and equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Equity in earnings (loss) of subsidiaries | ' | ' | ' | ' | ' | ' | ' | ' | -82,470 | -59,353 | -60,817 |
Income tax expense (benefit) | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Equity in losses of unconsolidated subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 |
Net earnings (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -82,470 | -59,353 | -60,817 |
Comprehensive income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | ($82,470) | ($59,353) | ($60,817) |
Supplemental_Guarantor_Financi4
Supplemental Guarantor Financial Information (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' |
Net cash provided by (used in) operating activities | $161,874 | $117,905 | $123,169 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -50,671 | -37,275 | -45,230 |
Business acquisition (see Note B) | -38,910 | 0 | 0 |
Investments in and equity adjustments of joint ventures and other | -610 | 0 | -850 |
Net cash used in investing activities | -90,191 | -37,275 | -46,080 |
Cash flows from financing activities: | ' | ' | ' |
Payments on long-term debt | -40,806 | -49,330 | -821,366 |
Proceeds from long-term debt | 0 | 0 | 840,000 |
Deferred financing costs | -168 | -1,374 | -7,241 |
Dividend to parent | -13,441 | -54,769 | -65,096 |
Additional capital invested by parent | 87 | 0 | 0 |
Dividends from subsidiaries | 0 | 0 | 0 |
Net cash provided by (used in) financing activities | -54,328 | -105,473 | -53,703 |
Effect of exchange rate changes on cash | 48 | -1 | -73 |
Net increase (decrease) in cash and equivalents | 17,403 | -24,844 | 23,313 |
Cash and equivalents at beginning of period | 43,274 | 68,118 | 44,805 |
Cash and equivalents at end of period | 60,677 | 43,274 | 68,118 |
Corporate | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' |
Net cash provided by (used in) operating activities | -14,265 | -23,863 | 3,121 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | 0 | 0 | 0 |
Business acquisition (see Note B) | 0 | ' | ' |
Investments in and equity adjustments of joint ventures and other | 0 | ' | 0 |
Net cash used in investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | ' | ' | ' |
Payments on long-term debt | -31,000 | -41,077 | -813,225 |
Proceeds from long-term debt | ' | ' | 840,000 |
Deferred financing costs | -168 | -1,374 | -7,241 |
Dividend to parent | -13,441 | -54,769 | -65,096 |
Additional capital invested by parent | 87 | ' | ' |
Dividends from subsidiaries | 58,787 | 121,083 | 42,441 |
Net cash provided by (used in) financing activities | 14,265 | 23,863 | -3,121 |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net increase (decrease) in cash and equivalents | 0 | 0 | 0 |
Cash and equivalents at beginning of period | 0 | 0 | 0 |
Cash and equivalents at end of period | 0 | 0 | 0 |
Guarantor Subsidiaries | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' |
Net cash provided by (used in) operating activities | 174,761 | 139,818 | 122,160 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -49,647 | -34,767 | -44,868 |
Business acquisition (see Note B) | -38,910 | ' | ' |
Investments in and equity adjustments of joint ventures and other | -610 | ' | -850 |
Net cash used in investing activities | -89,167 | -34,767 | -45,718 |
Cash flows from financing activities: | ' | ' | ' |
Payments on long-term debt | -8,866 | -6,959 | -6,688 |
Proceeds from long-term debt | ' | ' | 0 |
Deferred financing costs | 0 | 0 | 0 |
Dividend to parent | 0 | 0 | 0 |
Additional capital invested by parent | 0 | ' | ' |
Dividends from subsidiaries | -59,408 | -122,936 | -45,246 |
Net cash provided by (used in) financing activities | -68,274 | -129,895 | -51,934 |
Effect of exchange rate changes on cash | 0 | 0 | 0 |
Net increase (decrease) in cash and equivalents | 17,320 | -24,844 | 24,508 |
Cash and equivalents at beginning of period | 43,274 | 68,118 | 43,610 |
Cash and equivalents at end of period | 60,594 | 43,274 | 68,118 |
Non-Guarantor Subsidiary | ' | ' | ' |
Condensed Financial Statements Captions [Line Items] | ' | ' | ' |
Net cash provided by (used in) operating activities | 1,378 | 1,950 | -2,112 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -1,024 | -2,508 | -362 |
Business acquisition (see Note B) | 0 | ' | ' |
Investments in and equity adjustments of joint ventures and other | 0 | ' | 0 |
Net cash used in investing activities | -1,024 | -2,508 | -362 |
Cash flows from financing activities: | ' | ' | ' |
Payments on long-term debt | -940 | -1,294 | -1,453 |
Proceeds from long-term debt | ' | ' | 0 |
Deferred financing costs | 0 | 0 | 0 |
Dividend to parent | 0 | 0 | 0 |
Additional capital invested by parent | 0 | ' | ' |
Dividends from subsidiaries | 621 | 1,853 | 2,805 |
Net cash provided by (used in) financing activities | -319 | 559 | 1,352 |
Effect of exchange rate changes on cash | 48 | -1 | -73 |
Net increase (decrease) in cash and equivalents | 83 | 0 | -1,195 |
Cash and equivalents at beginning of period | 0 | 0 | 1,195 |
Cash and equivalents at end of period | $83 | $0 | $0 |
Supplemental_Guarantor_Financi5
Supplemental Guarantor Financial Information (Details Textual) | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 | Dec. 28, 2013 |
Guarantor Subsidiaries | Guarantor Subsidiaries | Senior Notes | ||
Supplemental Guarantor Financial Information (Textual) [Abstract] | ' | ' | ' | ' |
Ownership Percentage in subsidiaries | 100.00% | 100.00% | 100.00% | ' |
Percentage of senior subordinated notes interest rate | ' | ' | ' | 9.75% |
Quarterly_Financial_Data_Detai
Quarterly Financial Data (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Mar. 30, 2013 | Dec. 29, 2012 | Sep. 29, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 28, 2013 | Dec. 29, 2012 | Dec. 31, 2011 |
External net sales | $512,736 | $486,926 | $464,350 | $484,271 | $503,620 | $470,947 | $436,661 | $444,826 | $1,948,283 | $1,856,054 | $1,766,588 |
Gross profit | 84,161 | 76,086 | 78,544 | 86,468 | 83,229 | 75,358 | 73,565 | 79,401 | 325,259 | 311,553 | 273,013 |
Net earnings (loss) | $15,902 | $10,571 | $9,648 | $14,243 | $13,708 | $8,740 | ($1,706) | $9,352 | $50,364 | $30,094 | $14,289 |