Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 31, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WWAV | ||
Entity Registrant Name | WHITEWAVE FOODS Co | ||
Entity Central Index Key | 1,555,365 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 176,343,894 | ||
Entity Public Float | $ 8.4 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 38,610 | $ 50,240 |
Trade receivables, net of allowance of $2,127 and $2,343 | 257,548 | 192,692 |
Inventories | 270,737 | 215,669 |
Prepaid expenses and other current assets | 39,782 | 50,323 |
Total current assets | 606,677 | 508,924 |
Equity method investments | 30,772 | 43,160 |
Property, plant, and equipment, net | 1,137,521 | 993,207 |
Identifiable intangible and other assets, net | 1,038,577 | 705,500 |
Goodwill | 1,415,322 | 1,068,276 |
Total Assets | 4,228,869 | 3,319,067 |
Current liabilities: | ||
Accounts payable and accrued expenses | 549,713 | 469,764 |
Current portion of debt and capital lease obligations | 51,449 | 21,158 |
Income taxes payable | 3,043 | 496 |
Total current liabilities | 604,205 | 491,418 |
Long-term debt and capital lease obligations, net of debt issuance costs | 2,078,940 | 1,472,206 |
Deferred income taxes | 293,326 | 236,852 |
Other long-term liabilities | 41,490 | 42,104 |
Total liabilities | $ 3,017,961 | $ 2,242,580 |
Commitments and Contingencies (Note 14) | ||
Shareholders’ equity: | ||
Preferred stock, $0.01 par value; 170,000,000 shares authorized, no shares issued and outstanding at December 31, 2015 and 2014 | $ 0 | $ 0 |
Common stock | 1,762 | 1,744 |
Additional paid-in capital | 914,975 | 878,549 |
Retained earnings | 425,705 | 257,312 |
Accumulated other comprehensive loss | (131,534) | (61,118) |
Total shareholders’ equity | 1,210,908 | 1,076,487 |
Total Liabilities and Shareholders’ Equity | $ 4,228,869 | $ 3,319,067 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Trade receivables, allowance | $ 2,127 | $ 2,343 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 170,000,000 | 170,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,700,000,000 | 1,700,000,000 |
Common stock, shares issued (in shares) | 176,246,199 | 174,388,132 |
Common stock, shares outstanding (in shares) | 176,246,199 | 174,388,132 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||||||||||||
Net sales | $ 1,027,633 | $ 1,003,888 | $ 923,632 | $ 911,142 | $ 910,989 | $ 857,467 | $ 837,926 | $ 830,223 | $ 3,866,295 | $ 3,436,605 | $ 2,503,487 | |
Net sales to related parties | 0 | 0 | 37,063 | |||||||||
Transitional sales fees | 0 | 0 | 1,513 | |||||||||
Total net sales | 3,866,295 | 3,436,605 | 2,542,063 | |||||||||
Cost of sales | 2,543,030 | 2,283,441 | 1,634,646 | |||||||||
Gross profit | 337,401 | 351,131 | 326,158 | 308,575 | 301,934 | 292,756 | 285,260 | 273,214 | 1,323,265 | 1,153,164 | 907,417 | |
Operating expenses: | ||||||||||||
Selling, distribution and marketing | 705,924 | 621,866 | 528,233 | |||||||||
General and administrative | 285,135 | 265,678 | 197,526 | |||||||||
Asset disposal and exit costs | $ 9,800 | 0 | (1,066) | 24,226 | ||||||||
Total operating expenses | 991,059 | 886,478 | 749,985 | |||||||||
Operating (loss) income | 332,206 | 266,686 | 157,432 | |||||||||
Other expense: | ||||||||||||
Interest expense | 58,127 | 36,972 | 18,027 | |||||||||
Other expense (income), net | 6,343 | 5,266 | (3,829) | |||||||||
Total other expense | 64,470 | 42,238 | 14,198 | |||||||||
Income before income taxes | 267,736 | 224,448 | 143,234 | |||||||||
Income tax expense | 87,908 | 78,279 | 44,193 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 11,435 | 5,984 | 0 | |||||||||
Net income | $ 47,580 | $ 50,022 | $ 37,444 | $ 33,347 | $ 32,561 | $ 40,857 | $ 34,407 | $ 32,360 | 168,393 | 140,185 | 99,041 | |
Net income (loss) | $ 168,393 | $ 140,185 | $ 99,041 | |||||||||
Weighted average common shares: | ||||||||||||
Basic (in shares) | 175,511,811 | 174,013,700 | 173,120,689 | |||||||||
Diluted (in shares) | 180,084,949 | 177,949,916 | 174,581,468 | |||||||||
Net income per share: | ||||||||||||
Income from continuing operations (in dollars per share) | $ 0.96 | $ 0.81 | $ 0.57 | |||||||||
Diluted (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.21 | $ 0.19 | $ 0.19 | $ 0.23 | $ 0.20 | $ 0.19 | 0.94 | 0.79 | 0.57 | |
Diluted earnings per common share: | ||||||||||||
Income from continuing operations (in dollars per share) | $ 0.94 | $ 0.79 | $ 0.57 | |||||||||
Net income attributable to The WhiteWave Foods Company (in dollars per share) | $ 0.26 | $ 0.28 | $ 0.21 | $ 0.19 | $ 0.18 | $ 0.23 | $ 0.19 | $ 0.18 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 168,393 | $ 140,185 | $ 99,041 |
Other comprehensive income (loss), net of tax | |||
Change in defined benefit pension plan, net of tax of ($659), $640 and ($480) | 1,289 | (1,257) | 1,025 |
Foreign currency translation adjustment | (71,436) | (51,990) | 17,724 |
Change in fair value of derivative instruments, net of tax of $338, ($234) and ($316) | (269) | 569 | 499 |
Other comprehensive income (loss), net of tax | (70,416) | (52,678) | 19,248 |
Comprehensive income | $ 97,977 | $ 87,507 | $ 118,289 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Tax effect on Change in minimum pension liability - (expense) / benefit | $ (659) | $ 640 | $ (480) |
Tax effect due to Change in fair value of derivative instruments - (expense) / benefit | $ 338 | $ (234) | $ (316) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders’ Equity - USD ($) $ in Thousands | Total | Stock Held by Dean Foods [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Common Stock - Class A [Member]Common Stock [Member] | Common Stock - Class A [Member]Common Stock [Member]Stock Held by Dean Foods [Member] | Common Stock - Class B [Member]Common Stock [Member] | Common Stock - Class B [Member]Common Stock [Member]Stock Held by Dean Foods [Member] |
Beginning balance (in shares) at Dec. 31, 2012 | 23,000,000 | 150,000,000 | |||||||
Beginning balance at Dec. 31, 2012 | $ 784,956 | $ 792,828 | $ 18,086 | $ (27,688) | $ 230 | $ 1,500 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income attributable to The WhiteWave Foods Company | 99,041 | 99,041 | |||||||
Issuance of common stock, net of tax impact of Share-based compensation (in shares) | 453,586 | ||||||||
Issuance of common stock, net of tax impact of share-based compensation | 263 | 258 | $ 5 | ||||||
Share-based compensation | 18,931 | 18,931 | |||||||
Contributions to equity | 39,463 | 39,463 | |||||||
Conversion of common stock (in shares) | 67,913,310 | 82,086,000 | (67,913,310) | (82,086,000) | |||||
Conversion of common stock | 0 | $ 0 | $ 679 | $ 821 | $ (679) | $ (821) | |||
Cancellation of shares (in shares) | (690) | ||||||||
Cancellation of shares | 0 | ||||||||
Minimum tax withholdings related to net share settlements of stock based compensation (Note 11) | (463) | (463) | |||||||
Other Comprehensive Income (Loss) | 19,248 | 19,248 | |||||||
Ending balance (in shares) at Dec. 31, 2013 | 173,452,896 | 0 | |||||||
Ending balance at Dec. 31, 2013 | 961,439 | 851,017 | 117,127 | (8,440) | $ 1,735 | $ 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income attributable to The WhiteWave Foods Company | 140,185 | 140,185 | |||||||
Tax shortfall from share-based compensation | 4,282 | 4,282 | |||||||
Issuance of common stock, net of tax impact of Share-based compensation (in shares) | 935,236 | ||||||||
Issuance of common stock, net of tax impact of share-based compensation | 6,749 | 6,740 | $ 9 | ||||||
Share-based compensation | 26,648 | 26,648 | |||||||
Minimum tax withholdings related to net share settlements of stock based compensation (Note 11) | (11,094) | (11,094) | |||||||
Conversion of phantom shares into restricted stock units (Note 11) | 956 | 956 | |||||||
Other Comprehensive Income (Loss) | $ (52,678) | (52,678) | |||||||
Ending balance (in shares) at Dec. 31, 2014 | 174,388,132 | 174,388,132 | 0 | ||||||
Ending balance at Dec. 31, 2014 | $ 1,076,487 | 878,549 | 257,312 | (61,118) | $ 1,744 | $ 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income attributable to The WhiteWave Foods Company | 168,393 | 168,393 | |||||||
Tax shortfall from share-based compensation | 21,567 | 21,567 | |||||||
Issuance of common stock, net of tax impact of Share-based compensation (in shares) | 1,858,067 | ||||||||
Issuance of common stock, net of tax impact of share-based compensation | 14,944 | 14,926 | $ 18 | ||||||
Share-based compensation | 32,489 | 32,489 | |||||||
Minimum tax withholdings related to net share settlements of stock based compensation (Note 11) | (32,556) | (32,556) | |||||||
Other Comprehensive Income (Loss) | $ (70,416) | (70,416) | |||||||
Ending balance (in shares) at Dec. 31, 2015 | 176,246,199 | 176,246,199 | 0 | ||||||
Ending balance at Dec. 31, 2015 | $ 1,210,908 | $ 914,975 | $ 425,705 | $ (131,534) | $ 1,762 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Cash Flows [Abstract] | |||
Cash Acquired from Acquisition | $ 8,521 | $ 7,190 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | 168,393 | 140,185 | $ 99,041 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 120,019 | 110,567 | 81,905 |
Share-based compensation expense | 32,489 | 26,648 | 18,931 |
Amortization of debt issuance costs | 4,192 | 3,173 | 2,414 |
(Gain)/loss on disposals and other, net | (1,348) | 2,914 | 20,018 |
Deferred income taxes | (10,355) | 6,184 | (45) |
Mark-to-market loss/(gain) on derivative instruments | 8,277 | 15,159 | (3,410) |
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 11,435 | 5,984 | 0 |
Gain on Earthbound purchase settlement | (4,200) | 0 | 0 |
Other | (1,253) | (1,282) | (1,933) |
Net change in operating assets and liabilities, net of acquisitions/divestitures | (12,343) | (24,919) | (31,980) |
Trade receivables, net | (53,496) | (4,310) | (46,192) |
Related party receivables | 0 | 0 | 17,912 |
Inventories | (36,044) | (17,866) | (7,964) |
Prepaid expenses and other assets | 9,803 | (4,037) | (2,951) |
Accounts payable, accrued expenses, and other long-term liabilities | 60,479 | 29,783 | 8,695 |
Income taxes payable | 6,915 | (28,489) | (1,480) |
Net cash provided by operating activities | 315,306 | 284,613 | 184,941 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | (701) | (50,285) | 0 |
Payments for acquisitions, net of cash acquired of $8,521 and $7,190 | (707,605) | (798,446) | 0 |
Payments for property, plant, and equipment | (258,488) | (292,357) | (131,769) |
Proceeds from sale of fixed assets | 8,962 | 464 | 92,352 |
Other | 346 | 0 | 0 |
Net cash used in investing activities | (957,486) | (1,140,624) | (39,417) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Distributions to Dean Foods, net | 0 | 0 | (871) |
Proceeds from the issuance of debt | 520,000 | 1,025,000 | 0 |
Repayment of debt | (15,000) | (15,000) | (15,000) |
Payments of capital lease obligations | (1,104) | (1,044) | 0 |
Proceeds from revolver line of credit | 1,299,107 | 625,400 | 624,150 |
Payments on revolver line of credit | (1,166,761) | (803,050) | (727,050) |
Proceeds from exercise of stock options | 14,716 | 6,740 | 1,298 |
Minimum tax withholding paid on behalf of employees for stock based compensation | (32,556) | (11,094) | 0 |
Excess tax benefit from share-based compensation | 21,572 | 4,466 | 515 |
Payment of deferred financing costs | (4,063) | (18,200) | (16) |
Net cash provided by (used in) financing activities | 635,911 | 813,218 | (116,974) |
Effect of exchange rate changes on cash and cash equivalents | (5,361) | (8,072) | 3,182 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (11,630) | (50,865) | 31,732 |
Cash and cash equivalents, beginning of year | 50,240 | 101,105 | 69,373 |
Cash and cash equivalents, end of year | 38,610 | 50,240 | 101,105 |
SUPPLEMENTAL CASH FLOW INFORMATION | |||
Cash paid for interest and financing charges, net of capitalized interest | 58,893 | 25,864 | 16,556 |
Cash paid for taxes | 64,576 | 94,089 | 47,063 |
Non-cash activity — Note received as consideration in sale of inventory | 0 | 0 | 6,422 |
Non-cash activity — Unpaid purchases of plant and equipment | 34,759 | 33,500 | 23,710 |
Non-cash activity — Conversion of phantom shares to restricted stock units | 0 | 956 | 0 |
Non-cash activity — Distribution to Dean Foods | 0 | 0 | 27,773 |
Non-cash activity — Contribution from Dean Foods | $ 0 | $ 0 | $ 10,797 |
Business and Basis of Presentat
Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Basis of Presentation | Business and Basis of Presentation Business We are a leading consumer packaged food and beverage company focused on high-growth product categories that are aligned with emerging consumer trends. We manufacture, market, distribute, and sell branded plant-based foods and beverages, organic salads, fruits and vegetables, coffee creamers and beverages, and premium dairy products throughout North America and Europe. We also hold a 49% ownership interest in a joint venture that manufactures, markets, distributes, and sells branded plant-based beverages in China. Our brands distributed in North America include Silk, So Delicious and Vega plant-based foods and beverages, Earthbound Farm organic salads, fruits and vegetables, International Delight and LAND O LAKES coffee creamers and beverages, and Horizon Organic and Wallaby premium dairy products and branded macaroni and cheese and snack foods, while our European brands of plant-based foods and beverages include Alpro and Provamel, and plant-based beverages in China are sold under the Silk ZhiPuMoFang brand. Spin-off from Dean Foods WhiteWave initially was formed by Dean Foods Company (“Dean Foods”) and spun-off into an independent company through a series of transactions. First, in October 2012, we completed an initial public offering of shares of our Class A common stock, par value $0.01 per share (the “Class A common stock”). Second, on May 23, 2013, Dean Foods distributed to its stockholders shares of our Class A common stock, and shares of our Class B common stock, par value $0.01 per share (the “Class B common stock”), as a pro rata dividend to Dean Foods' stockholders (the "Distribution"). Finally, on July 25, 2013, Dean Foods disposed of all of its remaining shares of WhiteWave capital stock in a registered public offering. In connection with the Distribution, Dean Foods converted 82,086,000 shares of our Class B common stock into 82,086,000 shares of our Class A common stock in accordance with the terms of our amended and restated certificate of incorporation, of which 47,686,000 shares of Class A common stock were distributed to Dean Foods stockholders in the Distribution. As a result of and immediately after the Distribution, Dean Foods owned 34,400,000 shares of our Class A Common stock and no shares of our Class B common stock. On July 25, 2013 Dean Foods disposed of all of its remaining 34,400,000 shares of our Class A common stock in a registered public offering. We did not receive any proceeds from this offering. As a result of and immediately after the closing of this offering, Dean Foods no longer owned any shares of our common stock and had no ownership interest in us. Basis of Presentation Prior to completion of our initial public offering, Dean Foods provided certain corporate services to us, and costs associated with these functions were allocated to us. These allocations include costs related to corporate services, such as executive management, supply chain, information technology, legal, finance and accounting, investor relations, human resources, risk management, tax, treasury, and other services, as well as related stock-based compensation expense. The costs of such services were allocated to us based on the most relevant allocation method to the service provided, primarily based on relative percentage of total net sales, relative percentage of headcount, or specific identification. In 2013, Dean Foods charged us $19.0 million and we charged Dean Foods $3.0 million in transitional costs. In 2014, Dean Foods charged us $2.2 million and we charged Dean Foods $0.7 million in transitional costs. As of December 31, 2014, transitional services were no longer being provided by Dean Foods. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). In the opinion of management, all adjustments, consisting principally of normal recurring adjustments, considered necessary for a fair presentation have been included. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation in the consolidated balance sheets, consolidated statements of cash flows, consolidated statements of shareholders' equity, Note 8 "Income Taxes", Note 13 "Employee Retirement Plans", Note 15 “Segment and Customer Information” and Note 18 "Supplemental Guarantor Financial Information." These reclassifications did not impact previously reported amounts on the Company’s statements of operations. Common Stock Class Conversion On September 24, 2013, the Company’s stockholders approved the conversion of all of the 67,913,310 outstanding shares of the Company’s Class B common stock into shares of the Company’s Class A common stock on a one-for-one basis . The conversion had no impact on the economic interests of the holders of Class A common stock and the former holders of Class B common stock. The conversion had no impact on the total issued and outstanding shares of the Company’s common stock although it increased the number of shares of Class A common stock outstanding in an amount equivalent to the number of shares of Class B common stock outstanding immediately prior to the conversion. Effective May 15, 2014, the Company amended its charter to change the classification of its Class A common stock to common stock. As a result, the Company has one class of capital stock outstanding called "common stock." |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation Our consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries and reflect the elimination of all intercompany accounts and transactions. Use of Estimates The preparation of our consolidated financial statements in conformity with U.S. GAAP requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates under different assumptions or conditions. Cash and Cash Equivalents As of December 31, 2015 and 2014, cash is comprised of cash held in bank accounts. We consider temporary investments with an original maturity of three months or less to be cash equivalents. Inventories Inventories are stated at the lower of cost or market. Our products are valued using the first-in, first-out method. The costs of finished goods inventories include raw materials, direct labor, indirect production, and overhead costs. Reserves for obsolete or excess inventory are not material. Property, Plant, and Equipment Property, plant, and equipment are stated at cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Expenditures for repairs and maintenance that do not improve or extend the life of the assets are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, as follows: Asset Useful life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Computer software 3 to 8 years Leasehold improvements Over the shorter of the term of the applicable lease agreement or useful life Goodwill and Intangible Assets Our goodwill and identifiable intangible assets have resulted from acquisitions. Upon acquisition, the purchase price is first allocated to identifiable assets and liabilities, including customer-related intangible assets and trademarks, with any remaining purchase price recorded as goodwill. Goodwill and trademarks with indefinite lives are not amortized. A trademark is determined to have an indefinite life if it has a history of strong sales and cash flow performance that we expect to continue for the foreseeable future. If these perpetual trademark criteria are not met, the trademarks are amortized over their expected useful lives. Determining the expected life of a trademark is based on a number of factors including the competitive environment, trademark history, and anticipated future trademark support. Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful life Customer lists and relationships 3 to 15 years Finite-lived trademarks 5 to 15 years Impairment In accordance with accounting standards related to goodwill and other intangibles assets, we do not amortize goodwill and other intangible assets determined to have indefinite useful lives. Instead, we conduct impairment tests on our goodwill and indefinite-lived trademarks annually in the fourth quarter and on an interim basis when circumstances indicate that the carrying value may not be recoverable. Our reporting units are based on our operating segments. A quantitative assessment of goodwill was performed in 2014 and a qualitative assessment of goodwill was performed in 2015 and 2013. We assessed economic conditions and industry and market considerations, in addition to the overall financial performance of each of our reporting units. Based on the results of our assessment, we determined that it was not more likely than not that any of our reporting units had a carrying value in excess of its fair value. Accordingly, no further goodwill impairment testing was completed. We did not recognize any impairment charges related to goodwill during 2015, 2014, or 2013. In 2015, a quantitative assessment of indefinite-lived intangibles was performed. A qualitative assessment of indefinite-lived intangibles was performed during 2014 and 2013. We assessed economic conditions and industry and market considerations, in addition to the overall financial performance of each trade name. Based on the results of our assessment, we determined that it was not more likely than not that any of our trade names had a carrying value in excess of its fair value. Accordingly, no further indefinite-lived intangibles impairment testing was completed. We did not recognize any impairment charges related to indefinite-lived intangibles during 2015, 2014, or 2013. Long-lived assets, including property, plant, and equipment, definite-lived intangible assets and equity method investments, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and prior to any goodwill impairment test. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no indicators of impairment in 2015 or 2014. There were no indicators of impairment in 2013 apart from our asset exit and disposal costs recorded in 2013 related to the SoFine sale and Idaho dairy farm sale. Equity Method Investments Consolidated net income includes the Company's proportionate share of the net income or loss of the companies in which we have invested. The carry values of our equity method investments are increased or decreased by our proportionate share of the net income or loss and other comprehensive income (loss) ("OCI") of these companies. Employee Benefit Plans We have three separate, stand-alone defined benefit pension plans for certain of our European employees and we contribute to one multiemployer pension plan on behalf of certain of our North America employees. We recognize the overfunded or underfunded status of defined benefit pension plans as an asset or liability on our consolidated balance sheets and recognize changes in the funded status in the year in which changes occur, through accumulated other comprehensive loss. The funded status is measured as the difference between the fair value of plan assets and benefit obligation (the projected benefit obligation for pension plans). Actuarial gains and losses and prior service costs and credits that have not been recognized as a component of net periodic benefit cost previously are recorded as a component of accumulated other comprehensive loss. Plan assets and obligations are measured as of December 31 of each year. See Note 13 “Employee Retirement Plans.” Derivative Financial Instruments We use derivative financial instruments for the purpose of hedging commercial risk exposures to fluctuations in interest rates, currency exchange rates and certain energy inputs. Our derivative instruments are recorded in the consolidated balance sheets at fair value. For a derivative designated as a cash flow hedge, the effective portion of the derivative’s mark to fair value is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into earnings when the hedged item is settled. The ineffective portion of the mark to fair value associated with all hedges is reported in earnings immediately. Derivatives that do not qualify for hedge accounting are marked to fair value with gains and losses immediately recorded in earnings. In the consolidated statements of income, derivative activities are classified based on the nature of the items being hedged. Share-Based Compensation Under the Amended and Restated 2012 Stock Incentive Plan (the "2012 SIP"), a total of 26,850,000 million shares of our common stock were reserved for issuance upon the exercise of stock options or the vesting of restricted stock units (“RSUs”), performance stock units ("PSUs") or restricted stock awards that may be issued to our employees, non-employee directors and consultants. The 2012 SIP also permits awards of stock appreciation rights (“SARs”) and phantom shares as part of our long-term incentive compensation program. In general, awards granted to our employees under the 2012 SIP vest one-third on the first anniversary of the grant date, one-third on the second anniversary of the grant date, and one-third on the third anniversary of the grant date. Unvested awards vest immediately upon a change of control, except for PSUs and all equity awards granted in and after 2015 to the Company’s executive officers. Unvested awards vest immediately in the following additional circumstances: (i) an employee retires after reaching the age of 65 , (ii) in certain cases upon an employee’s death or qualified disability, and (iii) except for awards granted in connection with the Company’s initial public offering, an employee with 10 years of service retires after reaching the age of 55 . Share-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note 11 "Share-Based Compensation." Revenue Recognition, Sales Incentives and Trade Accounts Receivable Sales are recognized when persuasive evidence of an arrangement exists, the price is fixed or determinable, the product has been delivered to the customer, and there is a reasonable assurance of collection of the sales proceeds. Sales are recorded net of allowances for returns, trade promotions, and other discounts. We routinely offer sales incentives and discounts through various regional and national programs to our customers and to consumers. These programs include rebates, shelf-price reductions, in-store display incentives, coupons, and other trade promotional activities. These programs, as well as amounts paid to customers for shelf-space in retail stores, are considered reductions in the price of our products and thus are recorded as reductions to gross sales. Some of these incentives are recorded by estimating incentive costs based on our historical experience and expected levels of performance of the trade promotion. We maintain allowances at the end of each period for the estimated incentive costs incurred but unpaid for these programs, which are recorded as a reduction in our trade accounts receivable balance. Differences between estimated and actual incentive costs are normally not material and are recognized in earnings in the period such differences are determined. We generally provide credit terms to customers between 10 and 30 days , from invoice date in the U.S. In Canada and Europe, however, terms vary by country. We perform ongoing credit evaluations of our customers and maintain allowances for potential credit losses based on our historical experience. Bad debt expense associated with uncollectible accounts for the years ended December 31, 2015, 2014, and 2013 were not material. Estimated product returns historically have not been material. Related Party Sales and Transitional Sales Fees Sales to wholly-owned subsidiaries of Dean Foods of raw materials and the finished products that we manufacture have been reflected as related party sales in our consolidated statements of income through May 23, 2013. Cost of Goods Sold Cost of goods sold represents the costs directly related to the manufacturing, farming and distribution of the Company’s products and primarily includes raw materials, packaging, co-packer fees, shipping and handling, warehousing, package design, depreciation, amortization, royalties, direct and indirect labor and operating costs for the Company’s manufacturing, farming and distribution. Advertising Expense We market our products through advertising and other promotional activities, including media and agency. Advertising expense is charged to earnings during the period incurred, except for expenses related to the development of a major commercial or media campaign which are charged to earnings during the period in which the advertisement or campaign is first presented to the public. Advertising expense totaled $216.7 million , $194.4 million , and $169.5 million in 2015, 2014, and 2013, respectively, and is included in selling, distribution and marketing in our consolidated statements of income. Prepaid advertising was $0.9 million and $1.7 million as of December 31, 2015 and 2014, respectively. Shipping and Handling Fees Our shipping and handling costs are included in both cost of sales and selling, distribution and marketing expense, depending on the nature of such costs. In cost of sales, we include inventory warehouse costs and product loading and handling costs at Company-owned facilities. Costs associated with shipping products to customers through third-party carriers and third-party inventory warehouse costs are included in selling, distribution and marketing expense and totaled $321.5 million , $279.6 million , and $247.5 million in 2015, 2014, and 2013, respectively. Costs related to temporary use of third parties due to temporary displacement in warehousing during construction of new company facilities are included in cost of goods sold. Insurance Accruals We retain selected levels of property and casualty risks, employee health care and other casualty losses. Many of these potential losses are covered under conventional insurance programs with third-party carriers with high deductible limits. In other areas, we are self-insured with stop-loss coverage. Accrued liabilities for incurred but not reported losses related to these retained risks are calculated based upon loss development factors which contemplate a number of factors including claims history and expected trends. These loss development factors are developed in consultation with external insurance brokers and actuaries. At December 31, 2015 and 2014, we recorded accrued liabilities related to these retained risks in the amounts of $8.4 million and $7.3 million , respectively, including both current and long-term liabilities. Research and Development Our research and development activities primarily consist of generating and testing new product concepts, new flavors, and packaging and are primarily internal. We expense research and development costs as incurred and they primarily relate to compensation, facility costs and purchased research and development services, materials and supplies. Our total research and development expense was $19.0 million , $ 15.6 million and $13.4 million for 2015, 2014, and 2013, respectively. Research and development costs are included in general and administrative expenses in our consolidated statements of income. Foreign Currency Translation The financial statements of our foreign subsidiaries are translated to U.S. Dollars. The functional currency of our foreign subsidiaries is generally the local currency of the country. Accordingly, assets and liabilities of the foreign subsidiaries are translated to U.S. Dollars at period-end exchange rates. Income and expense items are translated at the average rates prevailing during the period. Changes in exchange rates that affect cash flows and the related receivables or payables are recognized as transaction gains and losses. Our transaction gains and losses are reflected in general and administrative expense in our consolidated statements of income. The cumulative translation adjustment in accumulated other comprehensive income loss reflects the unrealized adjustments resulting from translating the financial statements of our foreign subsidiaries. Income Taxes We account for deferred income taxes based on the differences between the financial statement and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. We also recognize deferred tax assets for operating loss and other tax carryforwards. Valuation allowances are recognized to reduce deferred tax assets to the amount that will more likely than not be realized. We record a liability for uncertain tax positions to the extent a tax position taken or expected to be taken in a tax return does not meet certain recognition or measurement criteria. We apply a more likely than not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize the amount of tax benefit that has a greater than 50 percent likelihood of being ultimately realized upon settlement. Future changes in judgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the quarter of such change. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. We recognize interest related to uncertain tax positions as a component of income tax expense. Penalties, if incurred, are recorded in general and administrative expense in our consolidated statements of income. Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, "Leases (Topic 842)." The standard requires lessees to recognize the assets and liabilities that arise from leases on the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance is effective for financial statements issued for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The amendments should be applied at the beginning of the earliest period presented using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently evaluating the effects adoption of this guidance will have on the Company’s consolidated financial statements or financial statement disclosures. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 requires equity investments to be measured at fair value with changes in fair value recognized in net income; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; requires separate presentation of financial assets and financial liabilities by measurement category and form of financial assets on the balance sheet or the accompanying notes to the financial statements and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. ASU 2016-01 is effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements or financial statement disclosures. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. This ASU discusses amendments to existing accounting guidance to modify the subsequent measurement of inventory. Under existing guidance, an entity measures inventory at the lower of cost or market, with market defined as replacement cost, net realizable value (NRV), or NRV less a normal profit margin. An entity uses current replacement cost provided that it is not above NRV (ceiling) or below NRV less a normal profit margin (floor). Amendments in the new guidance require an entity to subsequently measure inventory at the lower of cost or net realizable value and eliminates the need to determine replacement cost and evaluate whether it is above the ceiling or below the floor. NRV is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. For public business entities, the ASU is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted for all entities and should be applied prospectively. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements or financial statement disclosures. In April 2015, the FASB issued ASU No. 2015-04, Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets , which permits an entity with a fiscal year-end that does not fall on a month-end to measure defined benefit plan obligations and assets as of the month-end that is closest to the entity’s fiscal year-end, and apply that methodology consistently from year to year. The ASU also requires an entity to adjust the measurement of defined benefit plan obligations and assets to reflect contributions or significant events that occur between the month-end date used to measure defined benefit plan obligations and assets and the entity’s fiscal year-end. ASU 2015-04 is effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The ASU requires prospective application and permits earlier application for all entities. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810 and significantly changes the consolidation analysis required under U.S. GAAP. ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. ASU 2015-02 is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. A reporting entity may apply the amendments in ASU 2015-02 using: (a) a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption; or (b) by applying the amendments retrospectively. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items , to eliminate from GAAP the concept of extraordinary items. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2015, and interim periods within those annual periods. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern and to provide related disclosure requirements. This guidance applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The adoption will not have an impact to the Company’s consolidated financial statements. It will require establishing a going concern assessment process to meet the standard. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 , to clarify the principles used to recognize revenue for all entities. In July 2015, the FASB issued ASU 2015-14 which deferred the effective date of the new revenue standard for one year from the effective date of ASU 2014-09. The new guidance will be effective for annual and interim periods beginning on or after December 15, 2017 and will replace most existing revenue recognition guidance under U.S. GAAP when it becomes effective. Early adoption will be permitted as of the December 31, 2016 original effective date. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the associated debt liability. We adopted this guidance on December 31, 2015 and have retrospectively applied the guidance by reclassifying debt issuance costs of $23.6 million from identifiable intangible and other assets, net to long-term debt and capital lease obligations, net of debt issuance costs for 2014. In September 2015, the FASB issued ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments, which eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the income statement or disclosed in the notes. The guidance is effective for reporting periods beginning after December 15, 2015 with early adoption permitted. We have adopted this guidance as of December 31, 2015 and the adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements. In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes . This new guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. As a result, each jurisdiction will now only have one net noncurrent deferred tax asset or liability. Importantly, the guidance does not change the existing requirement that only permits offsetting within a jurisdiction – that is, companies are still prohibited from offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. We adopted this guidance on December 31, 2015 and have retrospectively applied the guidance to all periods presented. For 2014 and 2013, we reclassified $30.2 million and $26.6 million from current deferred tax assets to noncurrent deferred income taxes within noncurrent liabilities. |
Acquisitions, Divestitures and
Acquisitions, Divestitures and Joint Venture | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations, Discontinued Operations, and Disposal Groups [Abstract] | |
Acquisitions, Divestitures and Joint Venture | Acquisitions, Divestitures and Joint Venture 2015 Acquisitions EIEIO On May 29, 2015, the Company acquired substantially all of the assets and liabilities of EIEIO, Inc. the company that owns the Magicow ("Magicow") brand and other brands for $40.2 million in cash. Magicow, which is based outside Austin, Texas, manufactures, markets and distributes bulk, bag-in-box and shelf stable creamers, coffee beverages and whip toppings. The acquisition of Magicow expanded our portfolio of bulk coffee creamer and flavor dispensing products and provided new product capabilities to support growth in our away-from-home channel. In connection with the acquisition of Magicow, we incurred $0.3 million in expenses for the year ended December 31, 2015, related to due diligence, investment advisors and regulatory matters. The expenses directly associated with the acquisition were recorded in general and administrative expenses in our consolidated statements of income and were not allocated to our segments and are reflected entirely within corporate and other. Magicow's results of operations have been included in our consolidated statements of income of our Americas Foods & Beverages segment from the date of acquisition. Net sales were $13.7 million from the acquisition date to December 31, 2015. The acquisition was accounted for using the acquisition method of accounting. Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The fair values were determined by management based in part on an independent valuation of assets acquired, which includes intangible assets of approximately $21.8 million and relate primarily to tradenames. Intangible assets subject to amortization of approximately $10.2 million are being amortized over a 15 year term and relate primarily to customer relationships. The purchase price allocations are based upon preliminary valuations. The Company's estimates and assumptions are subject to change within the measurement period as valuations are finalized. Any change in the estimated fair value of the net assets will change the purchase price allocation which will be finalized by the second quarter of 2016. Vega On August 1, 2015, we completed our acquisition of Sequel Naturals Ltd, the company that owns the Vega brand and is a pioneer and leader in plant-based nutrition products, for approximately $553.6 million in cash funded by borrowings under our credit facility. Based in Vancouver, British Columbia, Vega offers a broad range of plant-based nutrition products - primarily powdered shakes and snack bars. This acquisition extended the Company's plant-based foods and beverages platform into nutritional powders and bars, and provided additional innovation opportunities. In connection with the acquisition of Sequel Naturals Ltd, we incurred $7.4 million in expenses for the year ended December 31, 2015, related to due diligence, investment advisors and regulatory matters. The expenses directly associated with the acquisition were recorded in general and administrative expenses in our consolidated statements of income and were not allocated to our segments and are reflected entirely within corporate and other. We have included Vega's results of operations in our statements of income in our Americas Foods & Beverages segment since the date of acquisition. Net sales were $51.4 million from the acquisition date to December 31, 2015. The acquisition was accounted for using the acquisition method of accounting. Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The fair values were determined by management based in part on an independent valuation of assets acquired, which includes intangible assets of approximately $296.9 million and relate primarily to tradenames. Intangible assets subject to amortization of approximately $106.9 million are being amortized over a 15 year term and relate primarily to customer relationships. The purchase price allocations are based upon preliminary valuations. The Company's estimates and assumptions are subject to change within the measurement period as valuations are finalized. Any change in the estimated fair value of the net assets will change the purchase price allocation which will be finalized by the third quarter of 2016. Wallaby On August 30, 2015, we completed our acquisition of Wallaby Yogurt Company, Inc. for approximately $122.3 million in cash. We funded this acquisition with borrowings under our credit facility. Founded in 1994 and based in American Canyon, California, Wallaby is a leading manufacturer and distributor of organic dairy yogurt products including Greek and Australian style yogurts and Kefir beverages. The addition of Wallaby strengthened and expanded our growing yogurt portfolio and provided entry into several fast-growing yogurt categories. The acquisition also provides us with additional West Coast based manufacturing capabilities and further expansion and growth opportunities. In connection with the acquisition of Wallaby, we incurred $2.1 million in expenses for the year ended December 31, 2015 related to due diligence, investment advisors and regulatory matters. The expenses directly associated with the acquisition were recorded in general and administrative expenses in our consolidated statements of income and were not allocated to our segments and are reflected entirely within corporate and other. We have included Wallaby's results of operations in our statements of income in our Americas Foods & Beverages segment since the date of acquisition. Net sales were $20.3 million from the acquisition date to December 31, 2015. The acquisition was accounted for using the acquisition method of accounting. Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The fair values were estimated by management based in part on a preliminary independent valuation of assets acquired, which includes intangible assets of approximately $50.7 million and relate primarily to tradenames. Estimated intangible assets subject to amortization of approximately $2.6 million are being amortized over a 15 year term and relate primarily to customer relationships. The purchase price allocations are based upon preliminary valuations. The Company's estimates and assumptions are subject to change within the measurement period as valuations are finalized. Any change in the estimated fair value of the net assets will change the purchase price allocation which will be finalized by the third quarter of 2016. The following table summarizes allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the fiscal 2015 acquisitions. The allocation of the purchase price in the table below is preliminary and subject to change based on the finalization of the purchase price. EIEIO Vega Wallaby May 29, 2015 August 1, 2015 August 30, 2015 (In thousands) Assets acquired: Cash and cash equivalents $ 1,546 $ 5,235 $ 1,740 Inventories 3,130 17,949 2,253 Other current assets 1,931 13,244 5,349 Property, plant and equipment 554 650 11,492 Trademarks 11,600 189,963 48,036 Intangible assets with finite lives 10,160 106,920 2,652 Other long-term assets — 2,978 50 Liabilities assumed: Accounts payable and other accruals 2,296 13,179 1,596 Deferred taxes — 77,033 — Other long-term liabilities 49 6,419 1,031 Total identifiable net assets 26,576 240,308 68,945 Goodwill 13,626 313,324 53,347 Total purchase price $ 40,202 $ 553,632 $ 122,292 Goodwill is calculated as the excess of consideration paid over the net assets acquired and represents synergies, organic growth and other benefits that are expected to arise from integrating the EIEIO, Vega and Wallaby businesses into our operations. Goodwill is recorded in the Americas Foods & Beverages segment. All of the goodwill related to EIEIO and Wallaby is tax deductible. None of the goodwill recorded in the Vega acquisition is tax deductible. 2014 Acquisitions Earthbound Farm On January 2, 2014 , the Company acquired Earthbound Farm, one of the largest organic produce brands in North America. The acquisition added to our focus on high-growth product categories that are aligned with emerging customer trends. The total consideration for the acquisition was approximately $608.7 million in cash. The acquisition was funded by approximately $615 million in borrowings under our senior secured credit facilities. See Note 9 “Debt and Capital Lease Obligations.” The acquisition was accounted for using the acquisition method of accounting. Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The fair values were determined by management based in part on an independent valuation of assets acquired, which includes intangible assets of $255.6 million . Intangible assets subject to amortization of $104.9 million are being amortized over a weighted average period of 15 years and relate primarily to customer and supplier relationships. In the third quarter of 2015, negotiations regarding final purchase price adjustments were completed. As purchase accounting was completed in 2014, the gain of $7.9 million from the final negotiation was recorded in the third quarter of 2015 in our consolidated statements of income within general and administrative expenses within the segment caption "Corporate and other." Earthbound Farm’s results of operations have been included in our statements of income and the results of operations of our Americas Fresh Foods segment from the date of acquisition. For the year ended December 31, 2014, the acquisition of Earthbound Farm increased our net sales by $575.3 million . In connection with the acquisition of Earthbound Farm, we incurred $6.8 million and $3.3 million in expenses for the years ended December 31, 2014 and 2013, respectively, related to due diligence, investment advisors and regulatory matters. These acquisition costs and other non-recurring charges are included in the earliest period presented in the below table. These costs are included in general and administrative expense in our consolidated statements of income in the periods in which they were incurred. These expenses have not been allocated to our segments and are reflected entirely within corporate and other. So Delicious Dairy Free On October 31, 2014, we completed our acquisition of the company that owns So Delicious Dairy Free ("So Delicious") from its existing shareholders for total consideration of approximately $196.6 million in cash. So Delicious manufactures, markets and distributes plant-based beverages, creamers, cultured products and frozen desserts and is based in Springfield, Oregon. The acquisition of So Delicious expanded our portfolio of plant-based food and beverage products and provided the Company with an entry into the growing, plant-based frozen desert category. For the year ended December 31, 2014, the acquisition of So Delicious increased our net sales by $22.7 million . So Delicious’ results of operations have been included in our statements of income and the results of operations of our Americas Foods & Beverages segment from the date of acquisition. The acquisition was accounted for using the acquisition method of accounting. Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The fair values were determined by management based in part on an independent valuation of assets acquired, which includes intangible assets of $83.0 million . Intangible assets subject to amortization of $29.8 million are being amortized over a weighted average period of 15 years and relate primarily to customer and supplier relationships. Prior to the third quarter of 2015, we recorded $2.0 million of purchase accounting adjustments to goodwill. Purchase accounting was completed in the third quarter of 2015. In connection with the acquisition of So Delicious, we incurred $5.3 million in expenses for the year ended December 31, 2014, related to due diligence, investment advisors and regulatory matters. These costs are included in general and administrative expense in our consolidated statements of income in the periods in which they were incurred. These expenses have not been allocated to our segments and are reflected entirely within corporate and other. The following table summarizes allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the fiscal 2014 acquisitions. Earthbound Farm So Delicious January 2, 2014 October 31, 2014 (In thousands) Assets acquired: Cash and cash equivalents $ 5,638 $ 1,552 Inventories 22,299 21,382 Other current assets 54,260 10,843 Property, plant and equipment 147,390 8,504 Trademarks 150,700 53,216 Intangible assets with finite lives 104,900 29,768 Liabilities assumed: Accounts payable and other accruals 58,328 11,050 Deferred taxes 26,857 — Obligations under capital leases 22,646 429 Total identifiable net assets 377,356 113,786 Goodwill 231,309 82,839 Total purchase price $ 608,665 $ 196,625 Goodwill is calculated as the excess of consideration paid over the net assets acquired and represents synergies, organic growth and other benefits that are expected to arise from integrating the Earthbound Farm and So Delicious assets into our operations. Goodwill for Earthbound Farm was recorded in the Americas Fresh Foods segment. The amount of goodwill expected to be tax deductible is approximately $87.2 million . Goodwill for So Delicious was recorded in the Americas Foods & Beverages segment. All of the goodwill is tax deductible. The following table summarizes unaudited supplemental pro forma consolidated results of operations as if we acquired Earthbound Farm and So Delicious on January 1, 2013 and EIEIO, Vega and Wallaby on January 1, 2014: Year ended December 31, 2015 2014 2013 (In thousands, except share data) Net sales $ 3,983,327 $ 3,689,478 $ 3,180,763 Income before income taxes 286,028 221,026 169,370 Diluted earnings per common share $ 1.03 $ 0.79 $ 0.69 The historical financial information has been adjusted to give effect to the pro forma adjustments. These adjustments are based upon currently available information and certain assumptions. Therefore, the pro forma consolidated results are not necessarily indicative of what the Company’s consolidated results of operations actually would have been had it completed the Earthbound Farm acquisition on January 1, 2013 and the So Delicious, EIEIO, Vega and Wallaby acquisitions on January 1, 2014. The diluted earnings per share in 2014 and 2013 reflects pro forma tax adjustments that do not include income tax expense on historical Earthbound Farm income from continuing operations because Earthbound Farm was classified as a partnership for income tax purposes. The historical results included in the pro forma consolidated results do not purport to project future results of operations of the combined company nor do they reflect the expected realization of any cost savings or revenue synergies associated with the acquisition. The pro forma consolidated results reflect purchase accounting adjustments primarily related to cost of sales, depreciation and amortization expense, interest expense and tax expense. Divestitures SoFine On March 31, 2014, we completed the sale of SoFine Foods BV (“SoFine”), a wholly-owned subsidiary that operated a soy-based meat-alternatives business in the Netherlands. Management’s intention to pursue a sale was based on the strategic decision to exit this non-core business of the Europe Foods & Beverages segment. In the fourth quarter of 2013, a write-down of $9.8 million was recorded and included in operating expenses in our financial statements. SoFine’s assets and liabilities were included in the Europe Foods & Beverages segment and the fair value was determined based on the estimated selling price, less cost to sell. Idaho Dairy Farm In 2013, management approved a plan to sell the assets of its dairy farm located in Idaho which was completed in the fourth quarter of 2013. Management’s decision to sell the Idaho dairy farm was based on the strategic decision to focus on North America’s core processing, marketing and distribution capabilities. In conjunction with the sale of the Idaho dairy farm, we recorded an impairment charge of $11.1 million included in asset disposal and exit costs in our financial statements. Cash received at the time of sale in the fourth quarter of 2013 was $31.0 million , net of disposal costs. In addition, we recorded a note receivable for $6.4 million which was fully collected by the second quarter of 2014. In addition to the impairment charge, we recorded a charge of $3.3 million related to lease liabilities, severance and related costs in connection with the Idaho dairy farm sale. Liabilities recorded and the changes therein for the year ended December 31, 2014 were as follows: Accrued charges at December 31, 2013 Costs paid or otherwise settled Reversal of prior expense Accrued charges at December 31, 2014 (In thousands) Lease liability $ 2,674 $ (2,192 ) $ (482 ) $ — Severance and related costs 632 (598 ) (34 ) — Total $ 3,306 $ (2,790 ) $ (516 ) $ — Joint Venture On January 5, 2014, the Company entered into a joint venture agreement with China Mengniu Dairy Company Limited (“Mengniu”), a leading Chinese dairy company. The joint venture manufactures, markets and sells a range of premium plant-based beverage products and other nutritious products in China. Under the terms of the agreement, the Company owns a 49% stake in the venture while Mengniu owns a 51% stake. In the second quarter of 2014, the joint venture completed its purchase of Yashili Zhengzhou (“Zhengzhou”), a subsidiary of Yashili International Holdings, Ltd (“Yashili”). Zhengzhou’s primary asset is a production facility in China, where the joint venture manufactures its products. Mengniu was the majority owner of Yashili prior to the joint venture agreement. The purchase price for Zhengzhou was approximately $80.9 million (Chinese Renminbi ("CNY") 504 million ), including $60.3 million (Chinese CNY 376.7 million ) for the purchase of equity and the balance for the repayment and assumption of debt and other obligations. Based on the joint venture agreement, the Company has the ability to exert significant influence over the operations and financial policies of the joint venture and has in-substance common stock in the joint venture. Thus, the joint venture is accounted for as an equity-method investment. During the year ended December 31, 2014, we contributed $47.3 million of cash to the joint venture. No contributions were made during the year ended December 31, 2015 as the joint venture entered into a credit facility with Mengniu for up to Chinese CNY 120 million ( $18.5 million USD). We guarantee up to 49% on the total commitment amount of this credit facility or Chinese CNY 58.8 million ( $9.1 million USD). As of December 31, 2015, the joint venture had borrowed Chinese CNY 120 million ( $18.5 million USD) under the facility. In connection with the formation of the joint venture, we incurred $0.3 million and $5.0 million in expenses for the years ended December 31, 2014 and 2013, respectively, related to due diligence, investment advisors and regulatory matters. The expenses have been recorded in general and administrative expenses in our consolidated statements of income and have not been allocated to our segments and are reflected entirely within corporate and other. In 2015 and 2014, we incurred $3.7 million and $5.7 million , respectively of corporate expenses related to management of our joint venture investment. The expenses have been recorded in general and administrative expenses in our consolidated statements of income and have not been allocated to our segments and are reflected entirely within corporate and other. For the years ended December 31, 2015 and 2014, we recorded a loss in investment in equity method investments of $11.4 million and $6.0 million , respectively. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: December 31, 2015 2014 (In thousands) Raw materials and supplies $ 120,922 $ 101,418 Finished goods 149,815 114,251 Total $ 270,737 $ 215,669 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment consisted of the following: December 31, 2015 2014 (In thousands) Land $ 51,686 $ 51,408 Buildings 433,652 408,617 Machinery and equipment 1,109,004 909,457 Leasehold improvements 44,474 15,058 Construction in progress 102,899 122,919 1,741,715 1,507,459 Less accumulated depreciation (604,194 ) (514,252 ) Total $ 1,137,521 $ 993,207 Depreciation expense was $104.8 million , $99.8 million , and $79.0 million in 2015, 2014, and 2013, respectively. For 2015, 2014, and 2013, we capitalized $1.4 million , $1.5 million , and $0.8 million , respectively, in interest related to borrowings during the actual construction period of major capital projects, which is included as part of the cost of the related asset. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 are as follows: Americas Foods & Beverages Americas Fresh Foods Europe Foods & Beverages Total (In thousands) Balance at January 1, 2014 $ 600,316 $ — $ 172,027 $ 772,343 Acquisitions 84,857 231,309 — 316,166 Foreign currency translation — — (20,233 ) (20,233 ) Balance at December 31, 2014 $ 685,173 $ 231,309 $ 151,794 1,068,276 Acquisitions 380,297 — — 380,297 Purchase accounting adjustments (2,019 ) — — (2,019 ) Foreign currency translation (16,007 ) — (15,225 ) (31,232 ) Balance at December 31, 2015 $ 1,047,444 $ 231,309 $ 136,569 $ 1,415,322 There were no impairment charges related to goodwill during 2015 or 2014 or since inception of the Company. The gross carrying amount and accumulated amortization of our intangible assets other than goodwill as of December 31, 2015 and 2014 are as follows: December 31, 2015 2014 Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount (In thousands) Intangible assets with indefinite lives: Trademarks (1) $ 777,718 $ — $ 777,718 $ 547,072 $ — $ 547,072 Intangible assets with finite lives: Customer-related and other (1) 270,801 (39,828 ) 230,973 158,302 (26,677 ) 131,625 Supplier relationships 12,000 (1,920 ) 10,080 12,000 (960 ) 11,040 Non-compete agreements (1) 1,267 (592 ) 675 600 (200 ) 400 Trademarks 968 (965 ) 3 968 (964 ) 4 Total $ 1,062,754 $ (43,305 ) $ 1,019,449 $ 718,942 $ (28,801 ) $ 690,141 _____________________ (1) The change in the carrying amount of intangible assets with indefinite lives and finite lives is the result of foreign currency adjustments as well as acquisitions. Amortization expense on finite-lived intangible assets for the years ended December 31, 2015, 2014, and 2013 was $15.2 million , $10.7 million , and $2.9 million , respectively. Estimated aggregate finite-lived intangible asset amortization expense for the next five years is as follows (in thousands): 2016 $ 19,915 2017 19,704 2018 19,573 2019 18,294 2020 18,294 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: December 31, 2015 2014 (In thousands) Accounts payable $ 365,223 $ 297,140 Payroll and benefits 79,267 77,726 Derivative liability (Note 10) 25,900 27,448 Other accrued liabilities 79,323 67,450 Total $ 549,713 $ 469,764 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income before income taxes is comprised of the following: Year Ended December 31, 2015 2014 2013 (In thousands) Domestic $ 213,873 $ 174,594 $ 124,441 Foreign 53,863 49,854 18,793 Income before income taxes $ 267,736 $ 224,448 $ 143,234 Income tax expense consists of the following components: Year Ended December 31, 2015 2014 2013 (In thousands) Current income taxes: Federal $ 69,745 $ 53,843 $ 34,219 State 14,713 9,750 7,937 Foreign 13,805 8,502 2,082 Total current income tax expense 98,263 72,095 44,238 Deferred income taxes: Federal (9,638 ) 3,629 2,072 State (230 ) 10 (1,990 ) Foreign (487 ) 2,545 (127 ) Total deferred income tax expense (benefit) (10,355 ) 6,184 (45 ) Total income tax expense $ 87,908 $ 78,279 $ 44,193 In 2013, the Company completed a number of transactions with Dean Foods under the tax matters agreement and in connection with the spin-off, including the transfer of deferred tax assets and liabilities prior to or at spin date. As a result of these transactions, $13.3 million of net distributions are reflected in contributions to equity in the consolidated statements of shareholders’ equity. In addition, $3.5 million of our income tax payable is reflected as a reduction to contributions to equity in the consolidated statements of shareholders’ equity as a result of being included in the Dean Foods’ U.S. consolidated federal income tax return, Dean Foods’ payment of domestic taxes through the IPO date, and the settlement of our 2012 tax sharing true-up payments with Dean Foods. A reconciliation of the statutory U.S. federal tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Tax expense at statutory rate of 35% 35.0 % 35.0 % 35.0 % Foreign taxes versus U.S. statutory rate (3.1 )% (3.1 )% (5.3 )% State income taxes, net of federal benefit 3.1 % 2.7 % 3.5 % U.S. manufacturing deduction (1.5 )% (2.1 )% (2.4 )% Research & development tax credits (0.9 )% (0.3 )% (0.4 )% Uncertain tax positions 0.8 % 1.7 % (0.1 )% Non deductible transaction costs 0.4 % 0.5 % — % Deferred tax rate adjustments — % (0.4 )% (1.8 )% SoFine write-down — % — % 2.4 % Other (1.0 )% 0.9 % — % Effective tax rate 32.8 % 34.9 % 30.9 % In the table above, the amounts for uncertain tax positions and deferred tax rate adjustments include amounts related to state and foreign income taxes. The tax effects of temporary differences giving rise to deferred income tax assets (liabilities) were: December 31, 2015 2014 (In thousands) Deferred income tax assets: Net operating loss carryforwards $ 29,179 $ 24,232 Capital loss carryforwards 4,613 — Share-based compensation 23,418 23,415 Derivative instruments 11,524 14,979 Accrued liabilities 24,075 12,790 Inventories 4,988 3,291 Receivables 2,333 4,146 Other 4,008 4,293 Valuation allowances (31,228 ) (24,079 ) Total deferred income tax assets 72,910 63,067 Deferred income tax liabilities: Intangible assets (238,740 ) (163,548 ) Property, plant and equipment (88,717 ) (102,605 ) Partnership basis difference (38,648 ) (33,661 ) Total deferred income tax liabilities (366,105 ) (299,814 ) Net deferred income tax liability (1) $ (293,195 ) $ (236,747 ) __________________________ (1) Net deferred income tax liability also includes deferred tax assets of $131 and $105 recorded in Identifiable intangible and other assets, net in our consolidated balance sheets for the periods ended December 31, 2015 and 2014, respectively. At December 31, 2015 and 2014, we had $99.7 million and $83.6 million , respectively, of foreign net operating loss carryforwards that never expire, against which we have recorded a full valuation allowance because we do not believe it is more likely than not that these losses will be realized in the future. The Company determined that the net presentation of net operating loss carryforwards and the related valuation allowance in prior periods should be presented on a gross basis in accordance with the disclosure requirements of ASC 740. As a result, the Company revised the above table to present those amounts as gross balances for all periods presented. The increase to the net operating loss and related valuation allowance was $24.0 million as of December 31, 2014. There is no impact to the net balance of deferred tax assets. At December 31, 2015 and 2014, we had GBP 17.4 million ( $25.6 million ) and $ nil million respectively, of capital loss carryforwards generated in the United Kingdom. We have recorded a full valuation allowance against this loss because we do not believe it is more likely than not that this loss will be realized in the future. At December 31, 2015 and 2014, we had $10.9 million and $4.8 million , respectively of post-apportioned, state net operating loss carryforwards, which begin to expire in 2017, and some of which were generated by certain subsidiaries prior to their acquisition. The use of pre-acquisition operating losses is subject to limitations imposed by the Internal Revenue Code. We do not anticipate that these limitations will affect utilization of the carryforwards prior to their expiration. A valuation allowance of $0.2 million and $0.1 million has been recorded against the state net operating loss carryforwards at December 31, 2015 and 2014, respectively because we do not believe it is more likely than not that all of the deferred tax assets related to the state net operating loss carryforwards will be realized prior to expiration. Our foreign subsidiaries are required to file local jurisdiction income tax returns with respect to their operations, the earnings from which are expected to be reinvested indefinitely. At December 31, 2015, no provision had been made for U.S. federal or state income tax on approximately $163.4 million of accumulated foreign earnings as they are considered to be permanently reinvested outside the U.S. Computation of the potential deferred tax liability associated with these undistributed earnings and other basis differences is not practicable. The following is a reconciliation of the beginning and ending gross unrecognized tax benefits, excluding interest, recorded in our consolidated balance sheets: December 31, 2015 2014 2013 (In thousands) Balance at January 1 $ 7,535 $ 3,875 $ 10,433 Increases in tax positions for current year 9,185 2,524 1,756 Increases in tax positions for prior years 881 2,332 1,562 Decreases in tax positions for prior years (780 ) — (2,565 ) Settlement of tax matters (102 ) (640 ) (5,992 ) Lapse of applicable statutes of limitations (216 ) (556 ) (1,319 ) Balance at December 31 $ 16,503 $ 7,535 $ 3,875 The additions to unrecognized tax benefits are primarily attributable to foreign tax matters, and to a lesser extent to U.S. federal and state tax matters. The settlement of tax positions in 2013 is primarily from the closing of taxing authority examinations related to the Alpro acquisition in 2009, which was substantially offset by the use of adjustments associated with transfer pricing assets. Of the balance of unrecognized tax benefits at December 31, 2015, the entire amount would impact our effective tax rate when released. Any changes to our liability for unrecognized tax benefits in the next 12 months is not expected to have a material effect on our financial condition, results of operations or liquidity. Income tax expense for 2015, 2014, and 2013 included interest expense of $0.3 million , $0.4 million and $0.1 million , respectively. Our liability for uncertain tax positions included accrued interest of $0.9 million and $0.6 million at December 31, 2015 and 2014, respectively. Dean Foods’ U.S. federal income tax returns, in which we were included through the spin-off date in May 2013, have been audited through 2011. State income tax returns are generally subject to examination for a period of three to five years after filing. Our foreign income tax returns are generally subject to examination for a period of one to five years after filing. We have various income tax returns in the process of examination, appeals or settlement. Under the tax matters agreement, the Company has agreed to reimburse Dean Foods and Dean Foods has agreed to reimburse the Company, as applicable, for any income tax liabilities resulting from before the spin-off date that may be redetermined by a taxing authority in the future to the extent the redetermination relates to the other company’s business. |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Debt and Capital Lease Obligations December 31, 2015 2014 Amount outstanding Interest rate Amount outstanding Interest rate (In thousands, except percentages) Senior secured credit facilities $ 1,627,000 2.54 % * $ 995,000 2.11 % * Senior unsecured notes 500,000 5.38 % 500,000 5.38 % Capital lease obligations 21,635 21,980 Other borrowings 5,133 3.70 % — Less current portion (51,449 ) (21,158 ) Less debt issuance costs (23,379 ) (23,616 ) Total long-term debt $ 2,078,940 $ 1,472,206 ___________________________ * Represents a weighted average rate, including applicable interest rate margins, for the senior secured revolving credit facility, Term Loan A-1, and Term Loan A-2. On December 31, 2015, the Company retroactively adopted ASU 2015-03. As a result, all debt issuance costs are recorded in long-term debt for all periods presented. The effect of this accounting change as of December 31, 2014, was to reclass $23.6 million of debt issuance costs from identifiable intangible and other assets, net to long-term debt and capital lease obligations on the consolidated balance sheet. Senior Secured Credit Facilities On October 12, 2012, we entered into a credit agreement, among us, the subsidiary guarantors listed therein, Bank of America, N.A., as administrative agent, JPMorgan Chase Bank, N.A., as syndication agent, and the other lenders party thereto. The Credit Agreement governed our senior secured credit facilities, consisting of a five -year revolving credit facility in a principal amount of $850 million , an original five -years $250 million term loan A-1, and an original seven -year $250 million term loan A-2. On November 28, 2012 we entered in an amendment (the “First Amendment’) whereby the required principal payment dates and various covenant level requirement dates were established. We capitalized $12.4 million of deferred financing fees, which were being amortized over the term of the respective credit facilities. In conjunction with the January 2, 2014 acquisition of Earthbound Farm, under the terms of the Credit Agreement, we entered into an Incremental Term Loan Agreement to establish a new incremental seven -year term loan A-3 facility in an aggregate principal amount of $500.0 million (the “Incremental Term Loan Agreement”). We capitalized $3.3 million of financing fees, which were being amortized over the term of the term loan facility up until the amendment on August 29, 2014 as described below. On January 2, 2014, we also amended the Credit Agreement (the “Second Amendment”) that, among other things, reset an accordion feature that allows for our senior secured credit facilities to be increased by up to $500.0 million , subject to lenders commitments, and increased the limit of swing line loans to $85.0 million . On August 29, 2014, we entered into an amendment to the Credit Agreement (the “Third Amendment”). The Third Amendment extended maturity dates, reset amortization requirements, increased liquidity and added additional operating flexibility under the Credit Agreement. The applicable interest rates and fees under the Credit Agreement were not modified. As a result of the Third Amendment, we expensed $0.8 million of deferred financing fees related to the Credit Agreement. We capitalized $4.8 million of new deferred financing fees related to the Third Amendment which, in conjunction with $10.1 million of deferred financing fees remaining related to the Credit Agreement, are being amortized over the term of the revolving and term loan commitments as described below. The Third Amendment, among other things: • consolidated the term loan A-3 into the term loan A-2 and extended the maturity date of the term loan A-2 to August 29, 2021 • increased the revolving commitment to $1.0 billion from $850 million , and increased the limits under our revolving commitment of swing line loans to $100 million and issued letters of credit to $100 million • established a maximum consolidated net leverage ratio at 5.00 to 1.00 and a maximum consolidated senior secured net leverage ratio covenant of 4.00 to 1.00, with a step down to 3.75 to 1.00 after March 31, 2016. On November 6, 2015 we entered into an amendment to the Credit Agreement (the “Fourth Amendment”). The Fourth Amendment extended maturity dates, reset amortization requirements, increased liquidity and added additional operating flexibility under the Credit Agreement. As a result, approximately $1.5 million of costs were expensed and $3.5 million of new deferred financing fees were capitalized related to the Fourth Amendment, resulting in $23.4 million of capitalized fees being subject to amortization over the remaining respective debt maturity dates as of December 31, 2015. The Fourth Amendment, among other things: • added a wholly-owned subsidiary as a borrower • extended the maturity dates of the revolving credit facility and the term loan A-1 credit facility to November 6, 2020 and the term loan A-2 credit facility to November 6, 2022 • increased the term loan A-1 credit facility to $750 million , constituting an increase of $512.5 million • increased the term loan A-2 credit facility to $750 million , constituting an increase of $7.5 million • established principal payment requirements for the term loan A-1 to 5% per annum, with the balance due at maturity • established principal payments requirements for the term loan A-2 to 1% per annum, with the balance due at maturity • reduced the applicable interest rate pricing grid by 0.25% for loans under each of the facilities • modified the maximum consolidated senior secured net leverage ratio to be set at 4.00 to 1.0 at all times. We utilized the incremental $520.0 million of aggregate term loan proceeds from the Fourth Amendment, net of transaction related expenses, to reduce outstanding borrowings under the revolving credit facility, thereby increasing availability under the revolving credit facility by the same amount. As of December 31, 2015, we had outstanding borrowings of $1.6 billion under our current $2.5 billion senior secured credit facilities. We had $7.6 million of outstanding letters of credit issued under the revolving portion of our senior secured credit facilities. We had additional borrowing capacity of approximately $568.0 million under our senior secured credit facilities, which amount will vary over time depending on our financial covenants and operating performance and $865.4 million of additional availability under our $1.0 billion revolving credit facility commitment. The senior secured credit facilities are secured by security interests and liens on substantially all of our domestic assets, and are guaranteed by our material domestic subsidiaries. As of December 31, 2015, borrowings under the revolving credit facility and term loan A-1 bore interest at a rate of LIBOR plus 2.00% per annum and the term loan A-2 at a rate of LIBOR plus 2.25% per annum. Senior Unsecured Notes On September 17, 2014, we issued $500.0 million in aggregate principal amount of senior notes guaranteed by certain of our 100% owned subsidiaries, see Note 18 "Supplemental Guarantor Financial Information." The notes mature on October 1, 2022 and bear interest at a rate of 5.375% per annum payable on April 1 and October 1 of each year, beginning on April 1, 2015. The net proceeds from the issuance and sale of the notes, after deducting underwriting discounts and commission and offering expenses, was approximately $490.7 million . We utilized the proceeds of the issuance to pay down all outstanding borrowings under our senior secured revolving commitment, with the remaining proceeds increasing our cash balances. The scheduled maturities of long-term debt at December 31, 2015, were as follows (in thousands): Total Term Loan A-1 Term Loan A-2 Revolver Senior Unsecured Notes Capital Lease Obligations Other Borrowings 2016 $ 51,449 $ 37,500 $ 7,500 $ — $ — $ 1,415 $ 5,034 2017 46,380 37,500 7,500 — — 1,380 — 2018 46,469 37,500 7,500 — — 1,469 — 2019 46,565 37,500 7,500 — — 1,565 — 2020 735,465 600,000 7,500 127,000 — 965 — Thereafter 1,227,440 — 712,500 — 500,000 14,841 99 Total outstanding debt $ 2,153,768 $ 750,000 $ 750,000 $ 127,000 $ 500,000 $ 21,635 $ 5,133 Alpro Revolving Credit Facility On June 29, 2015, Alpro entered into a new revolving credit facility not to exceed €30.0 million ( $32.6 million USD) or its currency equivalent. The facility is unsecured and guaranteed by The WhiteWave Foods Company. The facility is available for working capital and other general corporate purposes of Alpro and for the issuance of up to €30.0 million letters of credit ( $32.6 million USD) or its currency equivalent. At December 31, 2015 and December 31, 2014, Alpro did not have any outstanding borrowings. Any borrowings under the facility are due upon maturity on June 29, 2016. Vega Revolving Credit Facility On August 27, 2015, Vega entered into an uncommitted revolving credit facility not to exceed $10.0 million CAD ( $7.2 million USD). The facility is unsecured and guaranteed by The WhiteWave Foods Company. The facility is available for working capital and other general corporate purposes of Vega and currently bears interest at a rate of 3.70% . At December 31, 2015, there was $7.1 million CAD ( $5.1 million USD) outstanding in borrowings under the facility. Capital Lease Obligations We are party to leases of certain operating facilities and equipment under capital lease arrangements which bear interest at rates from 3.1% to 8.0% and have expiration dates through 2033 . These leases, representing $22.2 million , are included in property, plant, and equipment, net, on the consolidated balance sheets. |
Derivative Financial Instrument
Derivative Financial Instruments and Fair Value Measurement | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Fair Value Measurement | Derivative Financial Instruments and Fair Value Measurement Interest Rates In connection with our initial public offering, on October 31, 2012, Dean Foods novated to us certain of its interest rate swaps (the “2017 swaps”) with a notional value of $650 million and a maturity date of March 31, 2017. We are now the sole counterparty to the financial institutions under these swap agreements and are directly responsible for any required future settlements, and the sole beneficiary of any future receipts of funds, pursuant to their terms. We are subject to market risk with respect to changes in the underlying benchmark interest rate that impact the fair value of the interest rate swaps. The following table summarizes the terms of the interest rate swap agreements as of December 31, 2015: Fixed Interest Rates Expiration Date Notional Amount (In thousands) 2.75% to 3.19% March 31, 2017 $650,000 We have not designated such contracts as hedging instruments; therefore, the interest rate swap agreements are marked to market at the end of each reporting period and a derivative asset or liability is recorded on our consolidated balance sheet. Losses on these contracts were $5.5 million and $5.3 million for the years ended December 31, 2015 and 2014, respectively and gains on these contracts were $3.4 million for the year ended December 31, 2013. Gains and losses are recorded in other expense (income), net in our consolidated statements of income. A summary of these open swap agreements recorded at fair value in our consolidated balance sheets at December 31, 2015 and 2014 is included in the table below. Credit risk under these arrangements is believed to be remote as the counterparties to the interest rate swap agreements are major financial institutions; however, if any of the counterparties to the swap agreements become unable to fulfill their obligation, we may lose the financial benefits of these arrangements. Commodities We are exposed to commodity price fluctuations, including organic and conventional milk, butterfat, almonds, organic and non-genetically modified (“non-GMO”) soybeans, sweeteners, and other commodity costs used in the manufacturing, packaging, and distribution of our products, including utilities, natural gas, resin, and diesel fuel. To secure adequate supplies of materials and bring greater stability to the cost of ingredients and their related manufacturing, packaging, and distribution, we routinely enter into forward purchase contracts and other purchase arrangements with suppliers. Under the forward purchase contracts, we commit to purchasing agreed-upon quantities of ingredients and commodities at agreed-upon prices at specified future dates. The outstanding purchase commitment for these commodities at any point in time typically ranges from one month’s to one year’s anticipated requirements, depending on the ingredient or commodity, but can be longer in limited cases. These contracts are considered normal purchases. In addition to entering into forward purchase contracts, from time to time we may purchase over-the-counter hedge contracts from qualified financial institutions for commodities associated with the production and distribution of our products. Certain of these contracts offset the risk of increases in our commodity costs and are designated as cash flow hedges when appropriate. There was no material hedge ineffectiveness related to our commodities contracts designated as hedging instruments during the years ended December 31, 2015, 2014, and 2013. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to commodity price risk but do not meet the authoritative guidance for hedge accounting. From time to time, the Company enters into commodity forward contracts to fix the price of natural gas and diesel fuel purchases and other commodities at a future delivery date. Changes in the fair value of derivatives not designated in hedging relationships are recorded to cost of sales and selling, distribution and marketing expenses in our consolidated statements of income depending on commodity type. Losses on these contracts were $17.6 million , $10.9 million , and $ nil million for the years ended December 31, 2015, 2014, and 2013, respectively. Although we may utilize forward purchase contracts and other instruments to mitigate the risks related to commodity price fluctuation, such strategies do not fully mitigate commodity price risk. Adverse movements in commodity prices over the terms of the contracts or instruments could decrease or eliminate the economic benefits we derive from these strategies. Foreign Currency Our international operations represented approximately 21% and 19% of our long-lived assets as of December 31, 2015 and 2014, respectively, and 18% , 19% , and 19% of our net sales for the years ended December 31, 2015, 2014, and 2013, respectively. Sales in foreign countries, as well as certain expenses related to those sales, are transacted in currencies other than our reporting currency, the U.S. Dollar. Our foreign currency exchange rate risk primarily consists of the Euro, the British Pound, the Canadian dollar, the Mexican peso and the Chinese CNY related to net sales and expenses in currencies other than the functional currency of the business. We may, from time to time, employ derivative financial instruments to manage our exposure to fluctuations in foreign currency rates or enter into forward currency exchange contracts to hedge our net investment and intercompany payable or receivable balances in foreign operations. There was no material hedge ineffectiveness related to our foreign currency exchange contracts designated as hedging instruments during the years ended December 31, 2015, 2014, and 2013. As of December 31, 2015 and 2014, derivatives recorded at fair value in our consolidated balance sheets were as follows: December 31, Derivative assets Derivative liabilities 2015 2014 2015 2014 (In thousands) Derivatives designated as Hedging Instruments Foreign currency contracts — current (1) $ 483 $ 1,159 $ — $ — Derivatives not designated as Hedging Instruments Interest rate swap contracts — current (1) — — 15,228 17,562 Commodities contracts — current (1) — — 11,093 9,886 Commodities contracts — noncurrent (2) — — 1,551 — Interest rate swap contracts — noncurrent (2) — — 3,142 13,853 Total derivatives $ 483 $ 1,159 $ 31,014 $ 41,301 ___________________________ (1) Derivative assets and liabilities that have settlement dates equal to or less than 12 months from the respective balance sheet date were included in prepaid expenses and other current assets and accounts payable and accrued expenses, respectively, in our consolidated balance sheets. (2) Derivative liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in other long-term liabilities in our consolidated balance sheets. Under master netting arrangements with the respective counterparties to the Company’s derivative contracts, the Company is allowed to net settle transactions with a single net amount payable by one party to the other and reflects this right of offset in the consolidated balance sheets and as noted in the above table. As of December 31, 2015 and December 31, 2014, the potential effects of these rights of set-off associated with the Company’s derivative contracts, including the effects of collateral, would be an increase to both derivative assets and derivative liabilities of $0.1 million and $ nil million, respectively, resulting in gross derivative assets of $0.6 million and $1.2 million , respectively and gross derivative liabilities of $31.1 million and $41.3 million , respectively. Gains and losses on derivatives designated as cash flow hedges reclassified from accumulated other comprehensive loss into income were as follows: Year ended December 31 , 2015 2014 2013 (In thousands) (Gains)/losses on foreign currency contracts (1) $ (1,522 ) $ 547 $ 358 (Gains)/losses on commodities contracts (2) — (1,299 ) 1,031 ___________________________ (1) Recorded in cost of sales in our consolidated statements of operations. (2) Recorded in selling, distribution and marketing expense or cost of sales, depending on commodity type, in our consolidated statements of income. Based on current exchange rates we estimate that $0.5 million of hedging activity related to our foreign currency contracts will be reclassified from accumulated other comprehensive loss within the next 12 months. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, we follow a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: • Level 1 — Quoted prices for identical instruments in active markets. • Level 2 — Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations, in which all significant inputs are observable in active markets. • Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. A summary of our assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 is as follows: Fair value as of December 31, 2015 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 107 $ 107 $ — $ — Supplemental Executive Retirement Plan investments 3,164 3,164 — — Qualifying insurance policies 10,631 — — 10,631 Foreign currency contracts 483 — 483 — Deferred compensation investments 4,359 — 4,359 — $ 18,744 $ 3,271 $ 4,842 $ 10,631 Liabilities: Commodities contracts 12,644 — 12,644 — Interest rate swap contracts 18,370 — 18,370 — $ 31,014 $ — $ 31,014 $ — Fair value as of December 31, 2014 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 25 $ 25 $ — $ — Supplemental Executive Retirement Plan investments 2,635 2,635 — — Qualifying insurance policies 10,401 — — 10,401 Foreign currency contracts 1,159 — 1,159 — Deferred compensation investments 4,674 — 4,674 — $ 18,894 $ 2,660 $ 5,833 $ 10,401 Liabilities: Commodities contracts 9,886 — 9,886 — Interest rate swap contracts 31,415 — 31,415 — $ 41,301 $ — $ 41,301 $ — Subsequent to the issuance of the Company’s 2014 consolidated financial statements, the Company determined that its senior unsecured notes were inappropriately included in the fair value of assets and liabilities measured on a recurring basis and at the incorrect amount. This error resulted in the overstatement of the total of fair value of liabilities and Level 1 liabilities in the above table of $516 . The prior period amounts disclosed above have been revised to reflect the removal of the amounts and additional disclosure has been added below regarding the fair value of debt in accordance with ASC 825, Financial Instruments¸ for the years ended December 31, 2015 and 2014. There was no change in total fair value of assets as disclosed in the same footnote. We sponsor two deferred compensation plans, Pre-2005 Executive Deferred Compensation Plan and Post-2004 Executive Deferred Compensation Plan, under which certain employees with a base compensation of at least $150,000 historically may elect to defer receiving payment for a portion of their salary and bonus until periods after their respective retirements or upon separation from service. See Note 13 “Employee Retirement Plans.” The investments are classified as trading securities and the assets related to this plan are primarily invested in money mutual funds and are held at fair value. We classify these assets as Level 2 as fair value can be corroborated based on quoted market prices for identical or similar instruments in markets that are not active. Changes in the fair value are recorded in general and administrative expense in our consolidated statements of income. Additionally, we maintain a Supplemental Executive Retirement Plan (“SERP”), which is a nonqualified deferred compensation arrangement for our executive officers and other employees earning compensation in excess of the maximum compensation that can be taken into account with respect to our 401(k) plan. The SERP is designed to provide these employees with retirement benefits from us that are equivalent, as a percentage of total compensation, to the benefits provided to other employees. The investments are classified as trading securities and are primarily invested in money market funds and held at fair value. We classify these assets as Level 1 as fair value can be corroborated based on quoted market prices for identical instruments in active markets. Changes in the fair value are recorded in general and administrative expense in our consolidated statements of income. Our assets and liabilities recorded at fair value on a recurring basis include cash equivalent money market funds. Due to their near-term maturities, the carrying amounts of trade accounts receivable and accounts payable are considered equivalent to fair value. In addition, because the interest rates on our senior secured credit facilities are variable, their fair values approximate their carrying values. We estimate the fair value of our senior unsecured notes primarily using based on quoted market prices in markets that are not active. The estimated fair value of our senior unsecured notes approximated the carrying value of $521.3 million and $516.3 million as of December 31, 2015 and 2014, respectively. If measured at fair value in the consolidated balance sheets, our senior unsecured notes would be classified in Level 2 of the fair value hierarchy. The fair value of our interest rate swaps is determined based on the notional amounts of the swaps and the forward LIBOR curve relative to the fixed interest rates under the swap agreements. The fair value of our commodities contracts is based on the quantities and fixed prices under the agreements and quoted forward commodity prices. The fair value of our foreign currency contracts is based on the notional amounts and rates under the contracts and observable market forward exchange rates. We classify these instruments in Level 2 because quoted market prices can be corroborated utilizing observable benchmark market rates at commonly quoted intervals and observable market transactions of spot currency rates and forward currency prices. We did not significantly change our valuation techniques from prior periods. At December 31, 2015, our qualified pension plan investments are comprised of qualifying insurance policies and the guaranteed premiums are invested in the general assets of the insurance company. We classify these assets as Level 3 as there is little or no market data to support the fair value. The qualifying insurance policies are valued at the amount guaranteed by the insurer to pay out the insured benefits. The funding policy is to contribute assets at least equal in amount to regulatory minimum requirements. Funding is based on legal requirements, tax considerations, and investment opportunities. See Note 13 “Employee Retirement Plans.” |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation Under the Amended and Restated 2012 Stock Incentive Plan (the "2012 SIP"), a total of 26,850,000 shares of our common stock were reserved for issuance upon the exercise of stock options or the vesting of restricted stock units (“RSUs”), performance stock units ("PSUs") or restricted stock awards that may be issued to our employees, non-employee directors and consultants. The 2012 SIP also permits awards of stock appreciation rights (“SARs”) and phantom shares as part of our long-term incentive compensation program. In general, awards granted to our employees under the 2012 SIP vest one-third on the first anniversary of the grant date, one-third on the second anniversary of the grant date, and one-third on the third anniversary of the grant date. Unvested awards vest immediately upon a change of control, except for PSUs and all equity awards granted after 2014 to the Company’s executive officers. Unvested awards vest immediately in the following additional circumstances: (i) an employee retires after reaching the age of 65 , (ii) in certain cases upon an employee’s death or qualified disability, and (iii) except for awards granted in connection with the Company’s initial public offering, an employee with 10 years of service retires after reaching the age of 55 . Share-Based Compensation Expense The following table summarizes the share-based compensation expense recognized for the Company’s equity and liability award classified plans in the years ended December 31, 2015, 2014, and 2013. Year ended December 31, 2015 2014 2013 (In thousands) Share-based compensation expense: Equity awards: WhiteWave Stock options $ 11,038 $ 10,741 $ 8,371 WhiteWave RSUs 16,069 15,907 9,060 WhiteWave PSUs 5,382 — — Equity awards share-based compensation expense 32,489 26,648 17,431 Liability awards: WhiteWave Phantom shares 908 2,658 6,607 WhiteWave SARs 4,929 1,134 859 Liability awards share-based compensation expense $ 5,837 $ 3,792 $ 7,466 Total share-based compensation expense $ 38,326 $ 30,440 $ 24,897 Expense is recognized for employee share-based compensation awards one-third on the first anniversary of the grant date, one-third on the second anniversary of the grant date, and one-third on the third anniversary of the grant date, unless the employee is retirement age of 65 or is 55 years of age and has 10 years of service, then all share-based compensation expense is recognized at the time of grant and recorded within general and administrative expense. Stock Options Under the terms of the 2012 SIP, our employees may be granted options to purchase our common stock at a price equal to the market price on the date the option is granted. The fair value of each option award is estimated on the date of grant using the Black-Scholes valuation model with the following assumptions: Year ended December 31, 2015 2014 2013 Expected volatility 28% - 29% 28% - 29% 28% Expected dividend yield 0% 0% 0% Expected option term 6 years 6 years 6 years Risk-free rate of return 1.45% to 1.91% 1.82% to 2.10% 1.13% to 1.66% Forfeiture rate 0% 0% 3% Since the Company’s common stock did not have a long history of being publicly traded at grant date, the expected term was determined under the simplified method, using an average of the contractual term and vesting period of the stock options. The expected volatility assumption was calculated based on a compensation peer group analysis of stock price volatility with a six -year look back period ending on the grant date. The risk-free rates were based on the average implied yield available on five-year and seven-year U.S. Treasury issues. The forfeiture rates are based on historical rates and the Company elected to use a 0% forfeiture rate due to historically immaterial forfeiture rates. We have not paid, and do not anticipate paying, a cash dividend on our common stock. The following table summarizes stock option activity during the year ended December 31, 2015: Number of options Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value Options outstanding at January 1, 2015 11,349,286 $ 18.03 Granted 714,385 39.57 Forfeited, canceled and expired (1) (32,166 ) 27.64 Exercised (2,590,702 ) 19.80 Options outstanding at December 31, 2015 9,440,803 $ 19.14 5.94 $ 187,165,044 Options vested and expected to vest at December 31, 2015 9,440,803 $ 19.14 5.94 $ 187,165,044 Options exercisable at December 31, 2015 7,640,471 $ 16.82 5.38 $ 168,746,335 ___________________________ (1) Pursuant to the terms of the 2012 SIP, options that are forfeited, canceled or expired may be available for future grants; however shares delivered to or withheld by the Company for the payment of the exercise price of an option and/or tax withholding related to an exercise, and shares subject to an option that are not issued upon the net exercise of such option, are not added back to the pool of shares available for future awards. The following table summarizes information about options outstanding at December 31, 2015: Options outstanding Options exercisable Range of exercise prices Number outstanding Weighted average remaining contractual life in years Weighted average exercise price Number exercisable Weighted average exercise price $9.38 to 9.52 827,187 5.05 $ 9.50 827,187 $ 9.50 11.10 1,270,336 6.13 11.10 1,270,336 11.10 13.39 to 13.76 348,079 4.16 13.40 348,079 13.40 15.16 1,122,261 7.13 15.16 741,312 15.16 15.17 to 16.91 64,365 6.59 15.86 56,306 15.71 17.00 2,152,183 6.82 17.00 2,152,183 17.00 18.05 to 23.33 1,414,252 3.11 20.98 1,319,882 20.87 23.62 to 26.91 985,779 7.76 26.78 380,003 26.58 27.69 to 38.96 1,194,639 5.79 33.89 545,183 28.56 40.17 to 51.62 61,722 9.70 47.18 — — Year ended December 31, 2015 2014 2013 (in thousands, except per share amounts) Weighted average grant date fair value per share of options granted $ 12.32 $ 8.62 $ 4.42 Intrinsic value of options exercised 66,036 12,158 2,616 Fair value of shares vested 11,666 6,281 4,006 Tax benefit related to stock option expense 3,816 3,864 2,769 During the year ended December 31, 2015, we received $14.7 million of cash from stock option exercises. At December 31, 2015, there was $7.1 million of total unrecognized stock option expense, all of which is related to non-vested options. This compensation expense is expected to be recognized over the weighted average remaining vesting period of 1.36 years. Restricted Stock Units RSUs are issued to certain senior employees under the 2012 SIP as part of the long-term incentive program. An RSU represents the right to receive one share of common stock in the future. RSUs have no exercise price. RSUs granted to employees vest ratably over three years . The following table summarizes RSU activity during the year ended December 31, 2015: RSUs outstanding January 1, 2015 1,347,855 RSUs granted 343,496 Shares issued upon vesting of RSUs (including tax withholding) (1) (826,976 ) RSUs canceled (1) (25,123 ) RSUs outstanding at December 31, 2015 839,252 Weighted average grant date fair value per share $ 30.02 ___________________________ (1) Pursuant to the terms of the 2012 SIP, RSUs that are canceled or forfeited before they vest may be available for future grants; however shares delivered to or withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are not added back to the pool of shares available for future awards. The following table summarizes nonvested RSU activity during the year ended December 31, 2015: Nonvested RSUs outstanding January 1, 2015 1,096,611 RSUs granted 343,496 RSUs vested (595,688 ) RSUs canceled (1) (25,123 ) Nonvested RSUs outstanding at December 31, 2015 819,296 Weighted average grant date fair value per share $ 30.22 ___________________________ (1) Pursuant to the terms of the SIP, employees have the option of withholding RSUs to cover their tax withholding when shares are issued. RSUs that are canceled or forfeited may be available for future grants. The following table summarizes information about our RSU grants and related tax benefit during the years ended December 31, 2015, 2014 and 2013: Year ended December 31, 2015 2014 2013 (in thousands, except per share amounts) Weighted average grant date fair value per RSU granted $ 39.41 $ 26.79 $ 15.20 Tax benefit related to RSU expense 5,033 5,109 1,408 At December 31, 2015, there was $11.7 million of total unrecognized RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.39 years. Performance Stock Units In February 2015, we granted PSUs to our executive officers under the 2012 SIP as part of our long-term incentive compensation program. PSUs vest based on a comparison of the Company’s diluted adjusted EPS growth over the three -year performance period to the diluted adjusted EPS growth of companies in the S&P 500 over the same period. In the first year, one third of the PSUs will vest based on our diluted adjusted EPS growth in that year compared to the one -year diluted adjusted EPS growth of S&P 500 companies. In the second year, one third of the PSUs will vest based on our cumulative diluted adjusted EPS growth over the past two years compared to the cumulative two -year diluted adjusted EPS growth of S&P 500 companies. In the third year, one third of the PSUs will vest based on our cumulative diluted adjusted EPS growth over the past three years compared to the cumulative three-year diluted adjusted EPS growth of S&P 500 companies. PSUs will be converted to common stock upon vesting and the payout range is 0 to 200% . We recognize share-based compensation expense in the consolidated statements of income over the three year performance period based on the Company’s estimated relative performance for each vesting tranche. Accordingly, in 2015 we recognize 100% of the estimated first year expense, 50% of the estimated second year expense and 33.3% of the estimated third year expense. At December 31, 2015, we have expensed based upon a target payout assumption of 200% for the first year, 150% for the second year and 133% for the third year. The following table summarizes PSU activity during the year ended December 31, 2015: PSUs outstanding at January 1, 2015 — PSUs granted 107,358 Shares issued upon vesting of PSUs (1) — PSUs canceled (1) — PSUs outstanding at December 31, 2015 107,358 Weighted average grant date fair value per share $ 38.96 ___________________ (1) Pursuant to the terms of the 2012 SIP, PSUs that are canceled or forfeited before they vest may be available for future grants; however shares delivered to or withheld by the Company for the payment of the employee's tax withholding related to a PSU vesting are not added back to the pool of shares available for future awards. The following table summarizes nonvested PSU activity during the year ended December 31, 2015: Nonvested PSUs outstanding January 1, 2015 — PSUs granted 107,358 PSUs vested — PSUs canceled (1) — Nonvested PSUs outstanding at December 31, 2015 107,358 Weighted average grant date fair value per share $ 38.96 ____________________ (1) Pursuant to the terms of the SIP, employees have the option of withholding PSUs to cover their tax withholding when shares are issued. PSUs that are canceled or forfeited may be available for future grants. The following table summarizes information about our PSU grants and related tax benefit during the year ended December 31, 2015: Weighted average grant date fair value per PSU granted $ 38.96 Tax benefit related to PSU expense 1,880 At December 31, 2015 there was $1.4 million of total unrecognized PSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted average remaining vesting period of 1.38 years. Phantom Shares We previously granted phantom shares under the 2012 SIP as part of our long-term incentive compensation program, which are similar to RSUs in that they are based on the price of WhiteWave stock and vest ratably over a three-year period, but are cash-settled based upon the value of WhiteWave stock at each vesting period. The fair value of the awards is re-measured at each reporting period. A corresponding liability has been recorded in current liabilities in our consolidated balance sheet totaling $0.2 million and $0.8 million as of December 31, 2015 and 2014, respectively. The 2015 cash settlement of WhiteWave phantom shares was $1.0 million . The following table summarizes the phantom share activity during the year ended December 31, 2015: Shares Weighted average grant date fair value per share Outstanding at January 1, 2015 32,146 $ 16.19 Granted — — Converted/paid (25,065 ) 16.48 Forfeited (514 ) 15.16 Outstanding at December 31, 2015 6,567 $ 15.16 The following table summarizes nonvested phantom share activity during the year ended December 31, 2015: Nonvested phantom shares outstanding at January 1, 2015 32,146 Phantom shares granted — Phantom shares vested (25,065 ) Phantom shares canceled or forfeited (514 ) Nonvested phantom shares outstanding at December 31, 2015 6,567 Weighted average grant date fair value per share $ 15.16 Stock Appreciation Rights We previously granted SARs under the 2012 SIP as part of our long-term incentive compensation program, which are similar to stock options in that they are based on the price of WhiteWave stock and vest ratably over a three -year period, but are cash-settled based upon the value of WhiteWave stock at the exercise date. We have not granted any SARs since 2013. The fair value of each SAR is estimated on the date of grant using the Black-Scholes valuation model with the following assumptions: Year ended December 31, 2015 2014 2013 Expected volatility — — 28% Expected dividend yield — — 0% Expected option term 0 years 0 years 6 years Risk-free rate of return — — 1.13% to 1.66% Since the Company’s common stock did not have a long history of being publicly traded at grant date, the expected volatility assumption was calculated based on a compensation peer group analysis of stock price volatility with a six -year look back period ending on the grant date. The risk-free rates were based on the average implied yield available on five-year and seven-year U.S. Treasury issues. The Company does not anticipate paying a cash dividend on its common stock. The fair value of the awards is re-measured at each reporting period. A liability has been recorded in current liabilities in our consolidated balance sheets totaling $2.7 million and $1.1 million as of December 31, 2015 and 2014, respectively. The following table summarizes SAR activity during the year ended December 31, 2015: Number of SARs Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value SARs outstanding at January 1, 2015 263,520 $ 16.49 Granted — — Forfeited and canceled (1) (1,863 ) 15.16 Exercised (139,626 ) 16.54 SARs outstanding at December 31, 2015 122,031 $ 16.45 6.91 $ 2,741,426 SARs vested and expected to vest at December 31, 2015 122,031 $ 16.45 6.91 $ 2,741,426 SARs exercisable at December 31, 2015 98,235 $ 16.76 6.86 $ 2,176,271 ___________________________ (1) Pursuant to the terms of the SIP, SARs that are canceled or forfeited may be available for future grants. The following table summarizes nonvested SARs activity during the year ended December 31, 2015: Nonvested SARs outstanding at January 1, 2015 116,480 SARs granted — SARs vested (90,821 ) SARs canceled or forfeited (1,863 ) Nonvested SARs outstanding at December 31, 2015 23,796 Weighted average grant date fair value per share $ 15.16 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss by component for the years ended December 31, 2015 and 2014 were as follows (net of tax): Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2015 $ 774 $ (2,050 ) $ (59,842 ) $ (61,118 ) Other comprehensive income (loss) before reclassifications (1,791 ) 1,374 (71,436 ) (71,853 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,522 (85 ) — 1,437 Other comprehensive income (loss), net of taxes of ($321) (269 ) 1,289 (71,436 ) (70,416 ) Balance at December 31, 2015 $ 505 $ (761 ) $ (131,278 ) $ (131,534 ) Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2014 $ 205 $ (793 ) $ (7,852 ) $ (8,440 ) Other comprehensive income (loss) before reclassifications (183 ) (2,080 ) (51,990 ) (54,253 ) Amounts reclassified from accumulated other comprehensive income (loss) 752 823 — 1,575 Other comprehensive income (loss), net of taxes of ($406) 569 (1,257 ) (51,990 ) (52,678 ) Balance at December 31, 2014 $ 774 $ (2,050 ) $ (59,842 ) $ (61,118 ) Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2013 $ (294 ) $ (1,818 ) $ (25,576 ) $ (27,688 ) Other comprehensive income before reclassifications 1,888 1,115 17,724 20,727 Amounts reclassified from accumulated other comprehensive income (loss) (1,389 ) (90 ) — (1,479 ) Other comprehensive income (loss), net of taxes of $796 499 1,025 17,724 19,248 Balance at December 31, 2013 $ 205 $ (793 ) $ (7,852 ) $ (8,440 ) ___________________________ (1) The accumulated other comprehensive loss reclassification components affect cost of sales and selling, distribution and marketing. See Note 10 “Derivative Financial Instruments and Fair Value Measurement.” (2) The accumulated other comprehensive loss reclassification components are related to amortization of unrecognized actuarial losses and prior service costs which are both included in the computation of net periodic pension cost. See Note 13 “Employee Retirement Plans.” |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans Substantially all full-time union and non-union employees who have completed one or more years of service and have met other requirements pursuant to the plans were eligible to participate in one or more of our plans. In addition, we contribute to one multiemployer pension plan on behalf of our employees. During 2015, 2014, and 2013, our retirement plans expenses were as follows: Year ended December 31, 2015 2014 2013 (In thousands) Defined contribution plans $ 4,877 $ 3,397 $ 3,163 Defined benefit plans 1,776 951 2,050 Multiemployer pension and certain union plans 1,820 1,758 1,683 Total $ 8,473 $ 6,106 $ 6,896 Defined Contribution Plans The WhiteWave Foods Company 401(k) Plan allows certain of our non-union personnel to participate in a savings plan sponsored by the Company. This plan provides for contributions by the participants of between 1% and 20% from January 1, 2014 to March 31, 2014 and between 1% and 50% from April 1, 2014 to December 31, 2015 and provides for matching contributions by the employer up to 4% of a participant’s annual compensation. In addition, certain union hourly employees are participants in the Company-sponsored defined contribution plan, which provide for employer matching contributions in various amounts ranging from 3% to 5% per pay period per participant. In 2014, Earthbound's plan provided for contributions by the participants between 1% and 60% and safe harbor matching contributions by the employer of up to 4% of participant’s annual compensation. Earthbound's defined contribution plan was merged into WhiteWave’s defined contribution plan as of January 1, 2015. As of December 31, 2015, we had no other material defined contribution plans. Alpro Defined Benefit Plans We have separate, stand-alone defined benefit pension plans. The benefits under our Alpro defined benefit plans are based on years of service and employee compensation. Our funding policy is to contribute annually the minimum amount required under local regulations plus additional amounts as management deems appropriate. Included in accumulated other comprehensive income loss at December 31, 2015, 2014, and 2013 are the following amounts that have not yet been recognized in net periodic pension cost: December 31, 2015 2014 2013 (In thousands) Unrecognized prior service credits (costs) net of tax of $1.4, $1.6, and ($60.6) $ 2.7 $ 3.2 $ (129.5 ) Unrecognized actuarial losses net of tax of $384.2, $1,042.8, and $317.1 751.3 2,042.3 676.9 The prior service costs and actuarial losses included in accumulated other comprehensive loss and expected to be recognized in net periodic pension cost during the year ended December 31, 2016 are: Year ended December 31, 2016 (In thousands) Prior service credit net of tax of $0.1 $ 0.2 Actuarial losses net of tax of $1.6 (3.1 ) The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2015 and 2014, and the funded status of the plans at December 31, 2015 and 2014, is as follows: Year ended December 31, 2015 2014 (In thousands) Change in Benefit Obligation: Benefit obligation at beginning of the year $ 16,735 $ 17,009 Service cost 1,630 1,636 Interest cost 310 545 Plan curtailments — (882 ) Plan settlements — (1,439 ) Actuarial (gain)/loss (1,571 ) 2,537 Benefits paid (58 ) (511 ) Expenses paid (17 ) (17 ) Exchange rate changes (1,718 ) (2,143 ) Benefit obligation, end of year 15,311 16,735 Change in Plan Assets: Fair value of plan assets at beginning of year 10,401 11,731 Actual return on plan assets 263 648 Employer contributions to plan 1,134 1,361 Plan settlements — (1,439 ) Benefits paid (58 ) (511 ) Expenses paid (17 ) (17 ) Exchange rate changes (1,092 ) (1,372 ) Fair value of plan assets, end of year 10,631 10,401 Funded status at end of year $ (4,680 ) $ (6,334 ) During 2014, as a result of the sale of the SoFine business, the related pension plan was terminated thereby resulting in a plan curtailment and plan settlement as recorded above. The underfunded status of the plans of $4.7 million at December 31, 2015 is recognized in our consolidated balance sheet as a non-current accrued pension liability. We do not expect any plan assets to be returned to us during the year ended December 31, 2016. We expect to contribute $1.2 million to the pension plans in 2016. A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2015 and 2014 is as follows: Year ended December 31, 2015 2014 Weighted average discount rate 2.50 % 2.03 % Rate of compensation increase 3.92 % 3.92 % A summary of our key actuarial assumptions used to determine net periodic benefit cost for 2015, 2014, and 2013 is as follows: Year ended December 31, 2015 2014 2013 Weighted average discount rate 2.03 % 3.79 % 3.50 % Expected return on assets 2.50 % 3.79 % 3.71 % Rate of compensation increase 3.92 % 3.87 % 3.88 % Year ended December 31, 2015 2014 2013 (In thousands) Components of net periodic benefit cost: Service cost $ 1,630 $ 1,636 $ 1,771 Interest cost 310 545 545 Expected return on plan assets (251 ) (407 ) (356 ) Amortization: Prior service cost (1 ) 2 17 Unrecognized net loss 88 3 73 Curtailment gain — (690 ) — Settlement gain — (138 ) — Net periodic benefit cost $ 1,776 $ 951 $ 2,050 The overall expected long-term rate of return on plan assets is a weighted-average expectation based on the targeted and expected portfolio composition. We consider historical performance and current benchmarks to arrive at expected long-term rates of return in each asset category. Pension plans with an accumulated benefit obligation in excess of plan assets are as follows: Year ended December 31, 2015 2014 2013 (In thousands) Projected benefit obligation $ 15,311 $ 16,735 $ 3,601 Accumulated benefit obligation 11,585 12,115 3,206 Fair value of plan assets 10,631 10,401 1,902 The accumulated benefit obligation for all defined benefit plans was $11.6 million , $12.1 million , and $12.3 million at December 31, 2015, 2014, and 2013, respectively. The weighted average discount rate reflects the rate at which our defined benefit plan obligations could be effectively settled. The rate uses a model that reflects a bond yield curve constructed from high-quality corporate or foreign government bonds, for which the timing of cash outflows approximate the estimated payments. The weighted average discount rate was increased from 2.0% at December 31, 2014 to 2.5% at December 31, 2015, which will decrease the net periodic benefit cost in 2016. At December 31, 2015, our qualified pension plan investments are comprised of qualifying insurance policies and the guaranteed premiums are invested in the general assets of the insurance company. The funding policy is to contribute assets at least equal in amount to regulatory minimum requirements. Funding is based on legal requirements, tax considerations, and investment opportunities. The mortality tables utilized within the 2015 valuation included the following: Belgium - Standard official tables used MR/FR, Germany - Richttafeln 2005 G of Klaus Heubeck, Netherlands - Prognosetafel AG 2014 based on income class high-middle. Estimated pension plan benefit payments to our participants for the next ten years are as follows (in thousands): 2016 $ 224 2017 74 2018 203 2019 1,861 2020 198 Next five years 2,660 Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, we follow a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value of our defined benefit plans’ consolidated assets. We classify the qualifying insurance policies as Level 3 as there is little or no market data for the unobservable inputs, which requires development of assumptions. The qualifying insurance policies are valued at the amount guaranteed by the insurer to pay out the insured benefits. The funding policy is to contribute assets at least equal in amount to regulatory minimum requirements. Funding is based on legal requirements, tax considerations, and investment opportunities. See Note 10 “Derivative Financial Instruments and Fair Value Measurement.” A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) during the years ended December 31, 2015 and 2014 is as follows: Consolidated Assets (In thousands) Balance at January 1, 2014 $ 11,731 Actual return on plan assets relating to instruments still held at reporting date 648 Purchases, sales and settlements (net) (607 ) Exchange rate changes (1,371 ) Balance at December 31, 2014 10,401 Actual return on plan assets relating to instruments still held at reporting date 263 Purchases, sales and settlements (net) 1,059 Exchange rate changes (1,092 ) Balance at December 31, 2015 $ 10,631 Multiemployer Pension Plan We contribute to a multiemployer pension plan that covers approximately 250 of our union employees. This plan is administered by a board of trustees composed of labor representatives and the management of the participating companies. The risks of participating in a multiemployer plan are different from a single-employer plan in the following aspects: • assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; • if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; and • if we choose to stop participating in our multiemployer plan, we may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. At this time, we have not established any significant liabilities because withdrawal from this plan is not probable or reasonably possible. Our participation in the multiemployer plan for the year ended December 31, 2015 is outlined in the table below. Unless otherwise noted, the most recent Pension Protection Act (“PPA”) Zone Status available in 2015 and 2014 is for the plan’s year-end at December 31, 2014 and December 31, 2013, respectively. The zone status is based on information that we obtained from the plan’s Form 5500, which is available in the public domain and is certified by the plan’s actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates plans for which a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. Federal law requires that plans classified in the yellow zone or red zone adopt a funding improvement plan or rehabilitation plan, respectively, in order to improve the financial health of the plan. The “Extended Amortization Provisions” column indicates plans which have elected to utilize the special 30 -year amortization rules provided by the Pension Relief Act of 2010 to amortize its losses from 2008 as a result of turmoil in the financial markets. The last column in the table lists the expiration date of the collective-bargaining agreement to which the plan is subject. Pension fund Employer identification number Pension plan number PPA Zone status FIP/RP status pending/ implemented Extended amortization provisions Expiration date of associated collective-bargaining agreement 2015 2014 Western Conference of Teamsters Pension Plan (1) 91-6145047 001 Green Green N/A No February 2020 ___________________________ (1) We are party to one collective bargaining agreement in this multiemployer Western Conference of Teamsters Pension Plan which requires contributions. We are also party to two other collective bargaining agreements whose defined contribution plans are 401(k) plans that require matching contributions. These agreements cover a large number of employee participants and expire in February of 2020. Information regarding our contributions to our multiemployer pension plan is shown in the table below. There are no changes that materially affected the comparability of our contributions to the plan during the years ended December 31, 2015, 2014, and 2013 (in thousands). Employer identification number Pension plan number The WhiteWave Foods Company Surcharge imposed Pension fund 2015 2014 2013 Western Conference of Teamsters Pension Plan 91-6145047 001 $ 1,820 $ 1,758 $ 1,683 No During the 2015, 2014, and 2013 plan years, our contributions did not exceed 5% of total plan contributions. Deferred Compensation Plans We sponsor two deferred compensation plans, Pre-2005 Executive Deferred Compensation Plan and Post-2004 Executive Deferred Compensation Plan, under which certain employees with a base compensation of at least $150,000 historically may elect to defer receiving payment for a portion of their salary and bonus until periods after their respective retirements or upon separation from service. The amounts deferred are partially funded and are unsecured obligations of the Company, receiving no preferential standing. The participants in these plans may choose from a number of externally managed mutual fund investments, money market funds and stocks and their investment balances track the rates of return for these accounts. Amounts payable, including accrued deemed interest, totaled $4.8 million and $4.7 million at December 31, 2015 and 2014, respectively, which were included in other long-term liabilities in the consolidated balance sheets. The assets related to these plans are primarily invested in money market mutual funds and are recorded at fair value. We classify these assets as Level 2 as fair value can be corroborated based on quoted market prices for identical or similar instruments in markets that are not active. See Note 10 “Derivative Financial Instruments and Fair Value Measurement.” |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease and Purchase Obligations We lease certain property, plant, and equipment used in our operations under both capital and operating lease agreements. Such leases, which are primarily for operating facilities, office space, machinery, and equipment, have lease terms ranging from one to 20 years . Rent expense was $34.2 million , $ 16.7 million , and $15.6 million for 2015, 2014, and 2013, respectively. The Company leases certain operating facilities and equipment under capital lease arrangements. These assets are included in property, plant, and equipment, net on the consolidated balance sheets. Future minimum payments at December 31, 2015, under non-cancelable operating leases with terms in excess of one year are summarized below: Operating leases (In thousands) 2016 $ 22,270 2017 18,189 2018 11,380 2019 8,881 2020 5,596 Thereafter 24,410 Total minimum lease payments $ 90,726 We have entered into various contracts, in the normal course of business, obligating us to purchase minimum quantities of raw materials used in our production and distribution processes. In addition, we have contractual obligations to purchase various services that are part of our production process. Litigation, Investigations, and Audits The Company is involved in various litigation, investigations, and audit proceedings in the normal course of business. It is management’s opinion, after consultation with counsel and a review of the facts, a material adverse effect on the financial position, liquidity, results of operations, or cash flows of the Company is not probable or reasonably possible. |
Segment, Geographic, and Custom
Segment, Geographic, and Customer Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment, Geographic, and Customer Information | Segment and Customer Information Our business is organized into three operating and reportable segments, Americas Foods & Beverages, Americas Fresh Foods and Europe Foods & Beverages, based on our go-to-markets strategies, customer bases, and the objectives of our businesses. Our segments align with how our chief operating decision maker, our CEO, monitors operating performance, allocates resources, and deploys capital. The Americas Foods & Beverages segment offers products in the plant-based foods and beverages, coffee creamers and beverages, and premium dairy product categories throughout North America, our Americas Fresh Foods segment offers organic salads, fruits and vegetables throughout North America, and our Europe Foods & Beverages segment offers plant-based food and beverage products throughout Europe. We sell our products to a variety of customers, including grocery stores, mass merchandisers, club stores, and convenience stores, as well as various away-from-home channels, including foodservice outlets, across North America and Europe. We sell our products in North America and Europe primarily through our direct sales force and independent brokers and distributors. We utilize eleven production facilities, multiple distribution centers, and three strategic co-packers across the United States. Additionally, we have three plants across Europe in the United Kingdom, Belgium and France, each supported by an integrated supply chain. We also utilize third-party co-packers across Europe for certain products. We evaluate the performance of our segments based on sales and operating income. The amounts in the following tables are obtained from reports used by our chief operating decision maker. There are no significant non-cash items reported in segment profit or loss other than depreciation and amortization. Expense related to share-based compensation has not been allocated to our segments and is reflected entirely within the caption “Corporate and other.” The following table presents the summarized income statement amounts by segment: Year ended December 31, 2015 2014 2013 (In thousands) Total net sales: Americas Foods & Beverages $ 2,767,857 $ 2,350,825 $ 2,123,997 Americas Fresh Foods 565,875 575,283 — Europe Foods & Beverages 532,563 510,497 418,066 Total $ 3,866,295 $ 3,436,605 $ 2,542,063 Operating income: Americas Foods & Beverages $ 333,957 $ 264,197 $ 215,155 Americas Fresh Foods 25,354 47,723 — Europe Foods & Beverages 67,506 52,673 20,879 Total reportable segment operating income 426,817 364,593 236,034 Corporate and other (94,611 ) (97,907 ) (78,602 ) Total operating income $ 332,206 $ 266,686 $ 157,432 Other expense (income): Interest expense 58,127 36,972 18,027 Other expense (income), net 6,343 5,266 (3,829 ) Income from continuing operations before income tax $ 267,736 $ 224,448 $ 143,234 Depreciation and amortization: Americas Foods & Beverages $ 72,334 $ 62,290 $ 59,717 Americas Fresh Foods 25,759 25,771 — Europe Foods & Beverages 19,734 21,143 21,628 Corporate 2,192 1,363 560 Total $ 120,019 $ 110,567 $ 81,905 The following tables present sales amounts by product categories: Year ended December 31, 2015 2014 2013 (In thousands) Total net sales: Americas Foods & Beverages Plant-based food and beverages $ 919,793 $ 715,667 $ 627,716 Coffee creamers and beverages 1,090,018 990,998 913,517 Premium dairy 758,046 644,160 582,764 Americas Foods & Beverages net sales 2,767,857 2,350,825 2,123,997 Americas Fresh Foods Organic salads, fruits and vegetables 565,875 575,283 — Americas Fresh Foods net sales 565,875 575,283 — Europe Foods & Beverages Europe Foods & Beverages net sales 532,563 510,497 418,066 Total net sales $ 3,866,295 $ 3,436,605 $ 2,542,063 The following tables present assets, long-lived assets, and capital expenditures by segment: As of December 31, 2015 2014 2013 (In thousands) Assets: Americas Foods & Beverages $ 2,823,108 $ 1,935,524 $ 1,588,104 Americas Fresh Foods 732,880 713,211 — Europe Foods & Beverages 605,843 561,852 559,785 Corporate 67,038 108,480 99,129 Total $ 4,228,869 $ 3,319,067 $ 2,247,018 Long-lived Assets: Americas Foods & Beverages $ 720,516 $ 638,618 $ 484,739 Americas Fresh Foods 173,716 157,079 — Europe Foods & Beverages 236,918 184,506 163,860 Corporate 6,371 13,004 11,084 Total $ 1,137,521 $ 993,207 $ 659,683 Year ended December 31, 2015 2014 2013 (In thousands) Capital expenditures: Americas Foods & Beverages $ 135,038 $ 208,623 $ 128,877 Americas Fresh Foods 37,258 28,497 — Europe Foods & Beverages 89,000 62,147 20,732 Corporate 378 3,007 5,869 Total $ 261,674 $ 302,274 $ 155,478 Significant Customers The Company had a single customer that represented 13.7% , 14.6% , and 17.5% of our consolidated net sales in 2015, 2014, and 2013, respectively. Sales to this customer were primarily included in our Americas Foods & Beverages segment. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Related Party Arrangements During the years ended December 31, 2015, 2014, and 2013, we utilized manufacturing facilities and resources managed by affiliates of Dean Foods to conduct our business. The expenses associated with these transactions, which primarily relate to co-packing certain of our products, are included in cost of sales in our consolidated statements of income. As of May 2013, Dean Foods was no longer a related party. Agreements with Dean Foods Sales and Distribution Agreement — We entered into an agreement with two wholly-owned subsidiaries of Dean Foods, Suiza Dairy Group, LLC (“Suiza Dairy”) and Dean Dairy Holdings, LLC (“Dean Dairy”) on August 1, 2012, pursuant to which those subsidiaries continue to sell and distribute certain WhiteWave products. This agreement modified our historical intercompany arrangements and reflected new pricing. This agreement remains in effect as of December 31, 2015. Co-Packing Agreement — We entered into a separate manufacturing agreement with Suiza Dairy and Dean Dairy on August 2, 2012 pursuant to which those subsidiaries continue manufacturing WhiteWave fresh organic milk products on our behalf. The agreement formalized our historical intercompany arrangements. This agreement remains in effect as of December 31, 2015. Cream Supply Agreement — We also entered into a supply agreement with Suiza Dairy and Dean Dairy pursuant to which we continue to purchase cream from such subsidiaries for an initial term ending December 31, 2013, with an option for us to renew for up to four one -year terms. We have renewed through December 31, 2016. This agreement formalizes our historical intercompany arrangements and does not impact comparability in our consolidated statements of income for the years ended December 31, 2015, 2014, and 2013. License Agreement — We entered into an agreement with Dean Foods pursuant to which we have an exclusive license to manufacture and sell shelf stable aseptic flavored and white milk under Dean Foods’ TruMoo brand in certain retail channels and to designated foodservice accounts throughout North America in exchange for payment of a royalty. The initial term of the agreement is December 2012 through December 31, 2017, with automatic one -year renewals thereafter so long as we achieve specified volume thresholds and minimum royalties. Transition Services Agreement — We and Dean Foods also entered into a transition services agreement to cover certain continued corporate services provided by us and Dean Foods to each other following completion of our initial public offering. We paid Dean Foods mutually agreed-upon fees for their services which completed in 2014, and Dean Foods pays us mutually agreed-upon fees for our services. In 2013, Dean Foods charged us $19.0 million and we charged Dean Foods $3.0 million for services rendered under the transition services agreement since its effective date. In 2014, Dean Foods charged us $2.2 million and we charged Dean Foods $0.7 million for services rendered under the transition services agreement. In 2015, we charged Dean Foods $0.5 million for services rendered under the transition services agreement. The transition services agreement was completed during 2015. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is based on the weighted average number of common shares outstanding during each period. Diluted earnings per share is based on the weighted average number of common shares outstanding and the effect of all dilutive common stock equivalents outstanding during each period. The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings per share: Year ended December 31, 2015 2014 2013 (In thousands, except share and per share data) Basic earnings per share computation: Numerator: Net income $ 168,393 $ 140,185 $ 99,041 Denominator: Weighted average common shares 175,511,811 174,013,700 173,120,689 Basic earnings per share $ 0.96 $ 0.81 $ 0.57 Diluted earnings per share computation: Numerator: Net income $ 168,393 $ 140,185 $ 99,041 Denominator: Weighted average common shares — basic 175,511,811 174,013,700 173,120,689 Stock option conversion (1) 3,905,133 3,268,052 820,743 Stock units (2) 668,005 668,164 640,036 Weighted average common shares — diluted 180,084,949 177,949,916 174,581,468 Diluted earnings per share $ 0.94 $ 0.79 $ 0.57 ___________________________ (1) 387,325 , 3,599 , and 4,045,309 anti-dilutive options were excluded from the calculation for the years ended December 31, 2015, 2014, and 2013, respectively. (2) 4,872 , 1,344 , and 10 anti-dilutive RSUs were excluded from the calculation for the years ended December 31, 2015, 2014, and 2013, respectively. |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Guarantor Financial Information | Supplemental Guarantor Financial Information In September 2014, we issued debt securities that are guaranteed by certain of our 100% owned subsidiaries. In accordance with Rule 3−10 of Regulation S−X promulgated under the Securities Act of 1933, the following condensed consolidating financial statements present the financial position, results of operations and cash flows of The WhiteWave Foods Company (referred to as “Parent” for the purpose of this note only), the combined guarantor subsidiaries on a guarantor−only basis, the combined non-guarantor subsidiaries on a non-guarantor-only basis and elimination adjustments necessary to arrive at the information for the Parent, guarantor subsidiaries and non-guarantor subsidiaries on a consolidated basis. Investments in subsidiaries are accounted for using the equity method for this presentation. The following condensed consolidating financial information presents the balance sheets as of December 31, 2015 and 2014, and the statements of comprehensive income and cash flows for each of the three years ended December 31, 2015, 2014, and 2013 for the Parent, guarantor subsidiaries and non-guarantor subsidiaries and elimination adjustments. Condensed Consolidating Balance Sheets December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ — $ 2,282 $ 36,328 $ — $ 38,610 Trade receivables, net of allowance 2,649 200,808 54,091 — 257,548 Inventories — 232,757 46,755 (8,775 ) 270,737 Prepaid expenses and other current assets 15,442 11,070 13,270 — 39,782 Intercompany receivables 1,878,299 686,469 37,962 (2,602,730 ) — Total current assets 1,896,390 1,133,386 188,406 (2,611,505 ) 606,677 Investment in unconsolidated entity 2,983 — 27,789 — 30,772 Investment in consolidated subsidiaries 2,156,856 943,501 — (3,100,357 ) — Property, plant, and equipment, net 6,169 893,594 237,758 — 1,137,521 Identifiable intangible and other assets, net 34,441 663,101 365,316 (24,281 ) 1,038,577 Goodwill — 991,085 424,237 — 1,415,322 Total Assets $ 4,096,839 $ 4,624,667 $ 1,243,506 $ (5,736,143 ) $ 4,228,869 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 47,713 $ 374,483 $ 127,517 $ — $ 549,713 Current portion of debt and capital lease obligations 45,000 1,415 5,034 — 51,449 Income taxes payable — — 3,043 — 3,043 Intercompany payables 710,984 1,866,496 25,250 (2,602,730 ) — Total current liabilities 803,697 2,242,394 160,844 (2,602,730 ) 604,205 Long-term debt and capital lease obligations, net of debt issuance costs 2,058,621 20,219 100 — 2,078,940 Deferred income taxes — 200,642 116,965 (24,281 ) 293,326 Other long-term liabilities 23,613 4,556 13,321 — 41,490 Total liabilities 2,885,931 2,467,811 291,230 (2,627,011 ) 3,017,961 Total shareholders' equity 1,210,908 2,156,856 952,276 (3,109,132 ) 1,210,908 Total Liabilities and Shareholders' Equity $ 4,096,839 $ 4,624,667 $ 1,243,506 $ (5,736,143 ) $ 4,228,869 Condensed Consolidating Balance Sheets December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ — $ 524 $ 49,716 $ — $ 50,240 Trade receivables, net of allowance 317 134,352 58,023 — 192,692 Inventories — 182,770 32,899 — 215,669 Prepaid expenses and other current assets 18,014 18,318 13,991 — 50,323 Intercompany receivables 1,087,095 504,442 — (1,591,537 ) — Total current assets 1,105,426 840,406 154,629 (1,591,537 ) 508,924 Equity method investments — 3,000 40,160 — 43,160 Investment in consolidated subsidiaries 1,968,899 438,832 — (2,407,731 ) — Property, plant, and equipment, net 7,953 795,696 189,558 — 993,207 Identifiable intangible and other assets, net 41,327 600,592 96,877 (33,296 ) 705,500 Goodwill — 916,482 151,794 — 1,068,276 Total Assets $ 3,123,605 $ 3,595,008 $ 633,018 $ (4,032,564 ) $ 3,319,067 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 41,478 $ 319,247 $ 109,039 $ — $ 469,764 Current portion of debt and capital lease obligations 20,000 1,158 — — 21,158 Income taxes payable — — 496 — 496 Intercompany payables 504,442 1,062,081 25,014 (1,591,537 ) — Total current liabilities 565,920 1,382,486 134,549 (1,591,537 ) 491,418 Long-term debt and capital lease obligations, net of debt issuance costs 1,451,384 20,822 — — 1,472,206 Deferred income taxes — 221,241 48,907 (33,296 ) 236,852 Other long-term liabilities 29,814 1,560 10,730 — 42,104 Total liabilities 2,047,118 1,626,109 194,186 (1,624,833 ) 2,242,580 Total shareholders' equity 1,076,487 1,968,899 438,832 (2,407,731 ) 1,076,487 Total Liabilities and Shareholders' Equity $ 3,123,605 $ 3,595,008 $ 633,018 $ (4,032,564 ) $ 3,319,067 Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 3,318,001 $ 584,486 $ (36,192 ) $ 3,866,295 Cost of sales — 2,241,359 334,437 (32,766 ) 2,543,030 Gross profit — 1,076,642 250,049 (3,426 ) 1,323,265 Operating expenses: Selling, distribution, and marketing — 582,859 123,065 — 705,924 General and administrative 84,263 137,215 63,657 — 285,135 Total operating expenses 84,263 720,074 186,722 — 991,059 Operating (loss) income (84,263 ) 356,568 63,327 (3,426 ) 332,206 Other expense (income): Interest expense 56,779 989 359 — 58,127 Other (income) expense, net (138,816 ) 141,279 3,880 — 6,343 Total other expense (income) (82,037 ) 142,268 4,239 — 64,470 Income (loss) before income taxes and equity in earnings of subsidiaries (2,226 ) 214,300 59,088 (3,426 ) 267,736 Income tax (benefit) expense (4,822 ) 81,152 11,578 — 87,908 Income (loss) before loss in equity method investments and equity in earnings of subsidiaries 2,596 133,148 47,510 (3,426 ) 179,828 Loss in equity method investments 718 — 10,717 — 11,435 Equity in earnings of consolidated subsidiaries 166,515 33,367 — (199,882 ) — Net income 168,393 166,515 36,793 (203,308 ) 168,393 Other comprehensive loss, net of tax (70,416 ) (70,416 ) (70,416 ) 140,832 (70,416 ) Comprehensive income (loss) $ 97,977 $ 96,099 $ (33,623 ) $ (62,476 ) $ 97,977 Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 2,926,108 $ 510,497 $ — $ 3,436,605 Cost of sales — 1,991,748 291,693 — 2,283,441 Gross profit — 934,360 218,804 — 1,153,164 Operating expenses: Selling, distribution, and marketing — 505,567 116,299 — 621,866 General and administrative 92,122 117,938 55,618 — 265,678 Asset disposal and exit costs — (1,066 ) — — (1,066 ) Total operating expenses 92,122 622,439 171,917 — 886,478 Operating (loss) income (92,122 ) 311,921 46,887 — 266,686 Other (income) expense: Interest expense 35,555 1,219 198 — 36,972 Other (income) expense, net (131,251 ) 134,037 2,480 — 5,266 Total other (income) expense (95,696 ) 135,256 2,678 — 42,238 Income from operations before income taxes and equity in earnings of subsidiaries 3,574 176,665 44,209 — 224,448 Income tax expense 9,378 60,010 8,891 — 78,279 Income (loss) before loss in equity method investments and equity in earnings of subsidiaries (5,804 ) 116,655 35,318 — 146,169 Loss in equity method investments — — 5,984 — 5,984 Equity in earnings of consolidated subsidiaries 145,989 29,334 — (175,323 ) — Net income 140,185 145,989 29,334 (175,323 ) 140,185 Other comprehensive loss, net of tax (52,678 ) (52,678 ) (53,247 ) 105,925 (52,678 ) Comprehensive income (loss) $ 87,507 $ 93,311 $ (23,913 ) $ (69,398 ) $ 87,507 Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 2,085,421 $ 418,066 $ — $ 2,503,487 Net sales to related parties — 37,063 — — 37,063 Transitional sales fees — 1,513 — — 1,513 Total net sales — 2,123,997 418,066 — 2,542,063 Cost of sales — 1,386,336 248,310 — 1,634,646 Gross profit — 737,661 169,756 — 907,417 Operating expenses: Selling, distribution, and marketing — 435,120 93,113 — 528,233 General and administrative 76,178 72,960 48,388 — 197,526 Asset disposal and exit costs — 14,426 9,800 — 24,226 Total operating expenses 76,178 522,506 151,301 — 749,985 Operating income (loss) (76,178 ) 215,155 18,455 — 157,432 Other (income) expense: Interest expense 17,944 — 83 — 18,027 Other (income) expense, net (90,608 ) 84,776 2,003 — (3,829 ) Total other (income) expense (72,664 ) 84,776 2,086 — 14,198 Income (loss) before income taxes and equity in earnings of subsidiaries (3,514 ) 130,379 16,369 — 143,234 Income tax (benefit) expense (1,102 ) 44,655 640 — 44,193 Income (loss) before equity in earnings of subsidiaries (2,412 ) 85,724 15,729 — 99,041 Equity in earnings of consolidated subsidiaries 101,453 15,729 — (117,182 ) — Net income 99,041 101,453 15,729 (117,182 ) 99,041 Other comprehensive income, net of tax 19,248 19,248 18,520 (37,768 ) 19,248 Comprehensive income $ 118,289 $ 120,701 $ 34,249 $ (154,950 ) $ 118,289 Condensed Consolidating Statements of Cash Flows Year ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by operating activities $ 44,087 $ 210,307 $ 60,912 $ — $ 315,306 CASH FLOWS FROM INVESTING ACTIVITIES: Investment in equity method investments (701 ) — — — (701 ) Payments for acquisitions, net of cash acquired — (159,208 ) (548,397 ) — (707,605 ) Payments for property, plant, and equipment (178 ) (177,074 ) (81,236 ) — (258,488 ) Intercompany contributions (674,864 ) — — 674,864 — Proceeds from sale of fixed assets — 2,183 6,779 — 8,962 Other — 346 — — 346 Net cash used in investing activities (675,743 ) (333,753 ) (622,854 ) 674,864 (957,486 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — 126,308 548,556 (674,864 ) — Proceeds from the issuance of debt 520,000 — — — 520,000 Repayment of debt (15,000 ) — — — (15,000 ) Payments of capital lease obligations — (1,104 ) — — (1,104 ) Proceeds from revolver line of credit 1,232,695 — 66,412 — 1,299,107 Payments for revolver line of credit (1,105,695 ) — (61,066 ) — (1,166,761 ) Proceeds from exercise of stock options 14,716 — — — 14,716 Minimum tax withholding paid on behalf of employees for stock based compensation (32,556 ) — — — (32,556 ) Excess tax benefit from share-based compensation 21,559 — 13 — 21,572 Payment of deferred financing costs (4,063 ) — — — (4,063 ) Net cash provided by financing activities 631,656 125,204 553,915 (674,864 ) 635,911 Effect of exchange rate changes on cash and cash equivalents — — (5,361 ) — (5,361 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1,758 (13,388 ) — (11,630 ) Cash and cash equivalents, beginning of year — 524 49,716 — 50,240 Cash and cash equivalents, end of year $ — $ 2,282 $ 36,328 $ — $ 38,610 Condensed Consolidating Statements of Cash Flows Year ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (6,140 ) $ 230,511 $ 60,242 $ — $ 284,613 CASH FLOWS FROM INVESTING ACTIVITIES: Investment in equity method investments — (3,000 ) (47,285 ) — (50,285 ) Payments for acquisitions, net of cash acquired — (798,446 ) — — (798,446 ) Payments for property, plant, and equipment (42,106 ) (191,160 ) (59,091 ) — (292,357 ) Intercompany contributions (766,016 ) — — 766,016 — Proceeds from sale of fixed assets — 464 — — 464 Net cash used in investing activities (808,122 ) (992,142 ) (106,376 ) 766,016 (1,140,624 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — 762,526 3,490 (766,016 ) — Proceeds from the issuance of debt 1,025,000 — — — 1,025,000 Repayment of debt (15,000 ) — — — (15,000 ) Payments of capital lease obligations — (1,044 ) — — (1,044 ) Proceeds from revolver line of credit 625,400 — — — 625,400 Payments for revolver line of credit (803,050 ) — — — (803,050 ) Proceeds from exercise of stock options 6,740 — — — 6,740 Minimum tax withholding paid on behalf of employees for stock based compensation (11,094 ) — — — (11,094 ) Excess tax benefit from share-based compensation 4,466 — — — 4,466 Payment of deferred financing costs (18,200 ) — — — (18,200 ) Net cash provided by financing activities 814,262 761,482 3,490 (766,016 ) 813,218 Effect of exchange rate changes on cash and cash equivalents — — (8,072 ) — (8,072 ) DECREASE IN CASH AND CASH EQUIVALENTS — (149 ) (50,716 ) — (50,865 ) Cash and cash equivalents, beginning of year — 673 100,432 — 101,105 Cash and cash equivalents, end of year $ — $ 524 $ 49,716 $ — $ 50,240 Condensed Consolidating Statements of Cash Flows Year ended December 31, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (42,336 ) $ 179,293 $ 47,984 $ — $ 184,941 CASH FLOWS FROM INVESTING ACTIVITIES: Payments for property, plant, and equipment (5,499 ) (109,250 ) (17,020 ) — (131,769 ) Intercompany contributions — (161,645 ) — 161,645 — Proceeds from sale of fixed assets — 92,352 — — 92,352 Net cash used in investing activities (5,499 ) (178,543 ) (17,020 ) 161,645 (39,417 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions 158,092 — 3,553 (161,645 ) — Distributions to Dean Foods, net (829 ) (126 ) 84 — (871 ) Repayment of debt (15,000 ) — — — (15,000 ) Proceeds from revolver line of credit 624,150 — — — 624,150 Payments for revolver line of credit (727,050 ) — — — (727,050 ) Proceeds from exercise of stock options 1,298 — — — 1,298 Excess tax benefit from share-based compensation 515 — — — 515 Payment of deferred financing costs (16 ) — — — (16 ) Net cash provided by (used in) financing activities 41,160 (126 ) 3,637 (161,645 ) (116,974 ) Effect of exchange rate changes on cash and cash equivalents — — 3,182 — 3,182 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (6,675 ) 624 37,783 — 31,732 Cash and cash equivalents, beginning of year 6,675 49 62,649 — 69,373 Cash and cash equivalents, end of year $ — $ 673 $ 100,432 $ — $ 101,105 |
Quarterly Results of Operations
Quarterly Results of Operations (unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (unaudited) | Quarterly Results of Operations (unaudited) The following is a summary of our unaudited quarterly results of operations for 2015 and 2014: Quarter First Second Third Fourth (In thousands, except share and per share data) 2015 Net sales $ 911,142 $ 923,632 $ 1,003,888 $ 1,027,633 Gross profit 308,575 326,158 351,131 337,401 Net income 33,347 37,444 50,022 47,580 (2 ) Earnings per common share (1) : Basic $ 0.19 $ 0.21 $ 0.28 $ 0.28 Diluted $ 0.19 $ 0.21 $ 0.28 $ 0.26 2014 Net sales $ 830,223 $ 837,926 $ 857,467 $ 910,989 Gross profit 273,214 285,260 292,756 301,934 Net income 32,360 34,407 40,857 32,561 Earnings per common share (1) : Basic $ 0.19 $ 0.20 $ 0.23 $ 0.19 Diluted $ 0.18 $ 0.19 $ 0.23 $ 0.18 ___________________________ (1) Earnings per common share calculations for each of the quarters were based on the basic and diluted weighted average number of shares outstanding for each quarter. The sum of the quarters may not necessarily be equal to the full year earnings per common share amount. (2) Net income for the fourth quarter of 2015 was negatively impacted by the impact of the SAP implementation at Earthbound Farm by $8.2 million . |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events We evaluated subsequent events and reflect accounting and disclosure requirements related to material subsequent events in our financial statements and related notes. We did not identify any material subsequent events impacting our financial statements in this report. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of presentation | WhiteWave initially was formed by Dean Foods Company (“Dean Foods”) and spun-off into an independent company through a series of transactions. First, in October 2012, we completed an initial public offering of shares of our Class A common stock, par value $0.01 per share (the “Class A common stock”). Second, on May 23, 2013, Dean Foods distributed to its stockholders shares of our Class A common stock, and shares of our Class B common stock, par value $0.01 per share (the “Class B common stock”), as a pro rata dividend to Dean Foods' stockholders (the "Distribution"). Finally, on July 25, 2013, Dean Foods disposed of all of its remaining shares of WhiteWave capital stock in a registered public offering. In connection with the Distribution, Dean Foods converted 82,086,000 shares of our Class B common stock into 82,086,000 shares of our Class A common stock in accordance with the terms of our amended and restated certificate of incorporation, of which 47,686,000 shares of Class A common stock were distributed to Dean Foods stockholders in the Distribution. As a result of and immediately after the Distribution, Dean Foods owned 34,400,000 shares of our Class A Common stock and no shares of our Class B common stock. On July 25, 2013 Dean Foods disposed of all of its remaining 34,400,000 shares of our Class A common stock in a registered public offering. We did not receive any proceeds from this offering. As a result of and immediately after the closing of this offering, Dean Foods no longer owned any shares of our common stock and had no ownership interest in us. Basis of Presentation Prior to completion of our initial public offering, Dean Foods provided certain corporate services to us, and costs associated with these functions were allocated to us. These allocations include costs related to corporate services, such as executive management, supply chain, information technology, legal, finance and accounting, investor relations, human resources, risk management, tax, treasury, and other services, as well as related stock-based compensation expense. The costs of such services were allocated to us based on the most relevant allocation method to the service provided, primarily based on relative percentage of total net sales, relative percentage of headcount, or specific identification. In 2013, Dean Foods charged us $19.0 million and we charged Dean Foods $3.0 million in transitional costs. In 2014, Dean Foods charged us $2.2 million and we charged Dean Foods $0.7 million in transitional costs. As of December 31, 2014, transitional services were no longer being provided by Dean Foods. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). In the opinion of management, all adjustments, consisting principally of normal recurring adjustments, considered necessary for a fair presentation have been included. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation in the consolidated balance sheets, consolidated statements of cash flows, consolidated statements of shareholders' equity, Note 8 "Income Taxes", Note 13 "Employee Retirement Plans", Note 15 “Segment and Customer Information” and Note 18 "Supplemental Guarantor Financial Information." These reclassifications did not impact previously reported amounts on the Company’s statements of operations. Common Stock Class Conversion On September 24, 2013, the Company’s stockholders approved the conversion of all of the 67,913,310 outstanding shares of the Company’s Class B common stock into shares of the Company’s Class A common stock on a one-for-one basis . The conversion had no impact on the economic interests of the holders of Class A common stock and the former holders of Class B common stock. The conversion had no impact on the total issued and outstanding shares of the Company’s common stock although it increased the number of shares of Class A common stock outstanding in an amount equivalent to the number of shares of Class B common stock outstanding immediately prior to the conversion. Effective May 15, 2014, the Company amended its charter to change the classification of its Class A common stock to common stock. As a result, the Company has one class of capital stock outstanding called "common stock." |
Consolidation | Consolidation Our consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries and reflect the elimination of all intercompany accounts and transactions. |
Use of Estimates | Use of Estimates The preparation of our consolidated financial statements in conformity with U.S. GAAP requires us to use our judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. Actual results could differ from these estimates under different assumptions or conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents As of December 31, 2015 and 2014, cash is comprised of cash held in bank accounts. We consider temporary investments with an original maturity of three months or less to be cash equivalents. |
Inventories | Inventories Inventories are stated at the lower of cost or market. Our products are valued using the first-in, first-out method. The costs of finished goods inventories include raw materials, direct labor, indirect production, and overhead costs. Reserves for obsolete or excess inventory are not material. |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment are stated at cost, plus capitalized interest on borrowings during the actual construction period of major capital projects. Expenditures for repairs and maintenance that do not improve or extend the life of the assets are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, as follows: Asset Useful life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Computer software 3 to 8 years Leasehold improvements Over the shorter of the term of the applicable lease agreement or useful life |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Our goodwill and identifiable intangible assets have resulted from acquisitions. Upon acquisition, the purchase price is first allocated to identifiable assets and liabilities, including customer-related intangible assets and trademarks, with any remaining purchase price recorded as goodwill. Goodwill and trademarks with indefinite lives are not amortized. A trademark is determined to have an indefinite life if it has a history of strong sales and cash flow performance that we expect to continue for the foreseeable future. If these perpetual trademark criteria are not met, the trademarks are amortized over their expected useful lives. Determining the expected life of a trademark is based on a number of factors including the competitive environment, trademark history, and anticipated future trademark support. Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful life Customer lists and relationships 3 to 15 years Finite-lived trademarks 5 to 15 years |
Impairment | Impairment In accordance with accounting standards related to goodwill and other intangibles assets, we do not amortize goodwill and other intangible assets determined to have indefinite useful lives. Instead, we conduct impairment tests on our goodwill and indefinite-lived trademarks annually in the fourth quarter and on an interim basis when circumstances indicate that the carrying value may not be recoverable. Our reporting units are based on our operating segments. A quantitative assessment of goodwill was performed in 2014 and a qualitative assessment of goodwill was performed in 2015 and 2013. We assessed economic conditions and industry and market considerations, in addition to the overall financial performance of each of our reporting units. Based on the results of our assessment, we determined that it was not more likely than not that any of our reporting units had a carrying value in excess of its fair value. Accordingly, no further goodwill impairment testing was completed. We did not recognize any impairment charges related to goodwill during 2015, 2014, or 2013. In 2015, a quantitative assessment of indefinite-lived intangibles was performed. A qualitative assessment of indefinite-lived intangibles was performed during 2014 and 2013. We assessed economic conditions and industry and market considerations, in addition to the overall financial performance of each trade name. Based on the results of our assessment, we determined that it was not more likely than not that any of our trade names had a carrying value in excess of its fair value. Accordingly, no further indefinite-lived intangibles impairment testing was completed. We did not recognize any impairment charges related to indefinite-lived intangibles during 2015, 2014, or 2013. Long-lived assets, including property, plant, and equipment, definite-lived intangible assets and equity method investments, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and prior to any goodwill impairment test. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no indicators of impairment in 2015 or 2014 |
Equity Method Investments | Equity Method Investments Consolidated net income includes the Company's proportionate share of the net income or loss of the companies in which we have invested. The carry values of our equity method investments are increased or decreased by our proportionate share of the net income or loss and other comprehensive income (loss) ("OCI") of these companies. |
Employee Benefit Plans | Employee Benefit Plans We have three separate, stand-alone defined benefit pension plans for certain of our European employees and we contribute to one multiemployer pension plan on behalf of certain of our North America employees. We recognize the overfunded or underfunded status of defined benefit pension plans as an asset or liability on our consolidated balance sheets and recognize changes in the funded status in the year in which changes occur, through accumulated other comprehensive loss. The funded status is measured as the difference between the fair value of plan assets and benefit obligation (the projected benefit obligation for pension plans). Actuarial gains and losses and prior service costs and credits that have not been recognized as a component of net periodic benefit cost previously are recorded as a component of accumulated other comprehensive loss. Plan assets and obligations are measured as of December 31 of each year. See Note 13 “Employee Retirement Plans.” |
Derivative Financial Instruments | Derivative Financial Instruments We use derivative financial instruments for the purpose of hedging commercial risk exposures to fluctuations in interest rates, currency exchange rates and certain energy inputs. Our derivative instruments are recorded in the consolidated balance sheets at fair value. For a derivative designated as a cash flow hedge, the effective portion of the derivative’s mark to fair value is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into earnings when the hedged item is settled. The ineffective portion of the mark to fair value associated with all hedges is reported in earnings immediately. Derivatives that do not qualify for hedge accounting are marked to fair value with gains and losses immediately recorded in earnings. In the consolidated statements of income, derivative activities are classified based on the nature of the items being hedged. |
Share-Based Compensation | Share-Based Compensation |
Revenue Recognition, Sales Incentives and Trade Accounts Receivable | Revenue Recognition, Sales Incentives and Trade Accounts Receivable Sales are recognized when persuasive evidence of an arrangement exists, the price is fixed or determinable, the product has been delivered to the customer, and there is a reasonable assurance of collection of the sales proceeds. Sales are recorded net of allowances for returns, trade promotions, and other discounts. We routinely offer sales incentives and discounts through various regional and national programs to our customers and to consumers. These programs include rebates, shelf-price reductions, in-store display incentives, coupons, and other trade promotional activities. These programs, as well as amounts paid to customers for shelf-space in retail stores, are considered reductions in the price of our products and thus are recorded as reductions to gross sales. Some of these incentives are recorded by estimating incentive costs based on our historical experience and expected levels of performance of the trade promotion. We maintain allowances at the end of each period for the estimated incentive costs incurred but unpaid for these programs, which are recorded as a reduction in our trade accounts receivable balance. Differences between estimated and actual incentive costs are normally not material and are recognized in earnings in the period such differences are determined. We generally provide credit terms to customers between 10 and 30 days , from invoice date in the U.S. In Canada and Europe, however, terms vary by country. We perform ongoing credit evaluations of our customers and maintain allowances for potential credit losses based on our historical experience. Bad debt expense associated with uncollectible accounts for the years ended December 31, 2015, 2014, and 2013 were not material. Estimated product returns historically have not been material. |
Related Party Sales and Transitional Sales Fees | Related Party Sales and Transitional Sales Fees Sales to wholly-owned subsidiaries of Dean Foods of raw materials and the finished products that we manufacture have been reflected as related party sales in our consolidated statements of income through May 23, 2013. |
Cost of Goods Sold | Cost of Goods Sold Cost of goods sold represents the costs directly related to the manufacturing, farming and distribution of the Company’s products and primarily includes raw materials, packaging, co-packer fees, shipping and handling, warehousing, package design, depreciation, amortization, royalties, direct and indirect labor and operating costs for the Company’s manufacturing, farming and distribution. |
Advertising Expense | Advertising Expense We market our products through advertising and other promotional activities, including media and agency. Advertising expense is charged to earnings during the period incurred, except for expenses related to the development of a major commercial or media campaign which are charged to earnings during the period in which the advertisement or campaign is first presented to the public. |
Shipping and Handling Fees | Shipping and Handling Fees Our shipping and handling costs are included in both cost of sales and selling, distribution and marketing expense, depending on the nature of such costs. In cost of sales, we include inventory warehouse costs and product loading and handling costs at Company-owned facilities. |
Insurance Accruals | Insurance Accruals We retain selected levels of property and casualty risks, employee health care and other casualty losses. Many of these potential losses are covered under conventional insurance programs with third-party carriers with high deductible limits. In other areas, we are self-insured with stop-loss coverage. Accrued liabilities for incurred but not reported losses related to these retained risks are calculated based upon loss development factors which contemplate a number of factors including claims history and expected trends. These loss development factors are developed in consultation with external insurance brokers and actuaries. |
Research and Development | Research and Development Our research and development activities primarily consist of generating and testing new product concepts, new flavors, and packaging and are primarily internal. We expense research and development costs as incurred and they primarily relate to compensation, facility costs and purchased research and development services, materials and supplies. |
Foreign Currency Translation | Foreign Currency Translation The financial statements of our foreign subsidiaries are translated to U.S. Dollars. The functional currency of our foreign subsidiaries is generally the local currency of the country. Accordingly, assets and liabilities of the foreign subsidiaries are translated to U.S. Dollars at period-end exchange rates. Income and expense items are translated at the average rates prevailing during the period. Changes in exchange rates that affect cash flows and the related receivables or payables are recognized as transaction gains and losses. Our transaction gains and losses are reflected in general and administrative expense in our consolidated statements of income. The cumulative translation adjustment in accumulated other comprehensive income loss reflects the unrealized adjustments resulting from translating the financial statements of our foreign subsidiaries. |
Income Taxes | Income Taxes We account for deferred income taxes based on the differences between the financial statement and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. We also recognize deferred tax assets for operating loss and other tax carryforwards. Valuation allowances are recognized to reduce deferred tax assets to the amount that will more likely than not be realized. We record a liability for uncertain tax positions to the extent a tax position taken or expected to be taken in a tax return does not meet certain recognition or measurement criteria. We apply a more likely than not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize the amount of tax benefit that has a greater than 50 percent likelihood of being ultimately realized upon settlement. Future changes in judgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the quarter of such change. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. We recognize interest related to uncertain tax positions as a component of income tax expense. Penalties, if incurred, are recorded in general and administrative expense in our consolidated statements of income. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, "Leases (Topic 842)." The standard requires lessees to recognize the assets and liabilities that arise from leases on the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance is effective for financial statements issued for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The amendments should be applied at the beginning of the earliest period presented using a modified retrospective approach with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently evaluating the effects adoption of this guidance will have on the Company’s consolidated financial statements or financial statement disclosures. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 requires equity investments to be measured at fair value with changes in fair value recognized in net income; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; requires separate presentation of financial assets and financial liabilities by measurement category and form of financial assets on the balance sheet or the accompanying notes to the financial statements and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. ASU 2016-01 is effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements or financial statement disclosures. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. This ASU discusses amendments to existing accounting guidance to modify the subsequent measurement of inventory. Under existing guidance, an entity measures inventory at the lower of cost or market, with market defined as replacement cost, net realizable value (NRV), or NRV less a normal profit margin. An entity uses current replacement cost provided that it is not above NRV (ceiling) or below NRV less a normal profit margin (floor). Amendments in the new guidance require an entity to subsequently measure inventory at the lower of cost or net realizable value and eliminates the need to determine replacement cost and evaluate whether it is above the ceiling or below the floor. NRV is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. For public business entities, the ASU is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted for all entities and should be applied prospectively. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements or financial statement disclosures. In April 2015, the FASB issued ASU No. 2015-04, Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets , which permits an entity with a fiscal year-end that does not fall on a month-end to measure defined benefit plan obligations and assets as of the month-end that is closest to the entity’s fiscal year-end, and apply that methodology consistently from year to year. The ASU also requires an entity to adjust the measurement of defined benefit plan obligations and assets to reflect contributions or significant events that occur between the month-end date used to measure defined benefit plan obligations and assets and the entity’s fiscal year-end. ASU 2015-04 is effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The ASU requires prospective application and permits earlier application for all entities. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810 and significantly changes the consolidation analysis required under U.S. GAAP. ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. ASU 2015-02 is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. A reporting entity may apply the amendments in ASU 2015-02 using: (a) a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption; or (b) by applying the amendments retrospectively. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items , to eliminate from GAAP the concept of extraordinary items. This guidance applies to all entities and is effective for annual periods beginning after December 15, 2015, and interim periods within those annual periods. We do not believe the adoption of this guidance will have an impact on the Company's consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern and to provide related disclosure requirements. This guidance applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The adoption will not have an impact to the Company’s consolidated financial statements. It will require establishing a going concern assessment process to meet the standard. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 , to clarify the principles used to recognize revenue for all entities. In July 2015, the FASB issued ASU 2015-14 which deferred the effective date of the new revenue standard for one year from the effective date of ASU 2014-09. The new guidance will be effective for annual and interim periods beginning on or after December 15, 2017 and will replace most existing revenue recognition guidance under U.S. GAAP when it becomes effective. Early adoption will be permitted as of the December 31, 2016 original effective date. We are currently evaluating the effects adoption of this guidance will have on the Company's consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the associated debt liability. We adopted this guidance on December 31, 2015 and have retrospectively applied the guidance by reclassifying debt issuance costs of $23.6 million from identifiable intangible and other assets, net to long-term debt and capital lease obligations, net of debt issuance costs for 2014. In September 2015, the FASB issued ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments, which eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the income statement or disclosed in the notes. The guidance is effective for reporting periods beginning after December 15, 2015 with early adoption permitted. We have adopted this guidance as of December 31, 2015 and the adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements. |
Segment, Geographic and Customer Information | We evaluate the performance of our segments based on sales and operating income. The amounts in the following tables are obtained from reports used by our chief operating decision maker. There are no significant non-cash items reported in segment profit or loss other than depreciation and amortization. Expense related to share-based compensation has not been allocated to our segments and is reflected entirely within the caption “Corporate and other.” |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Property, Plant, and Equipment | Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, as follows: Asset Useful life Buildings 15 to 40 years Machinery and equipment 3 to 20 years Computer software 3 to 8 years Leasehold improvements Over the shorter of the term of the applicable lease agreement or useful life |
Estimated Useful Lives of Intangible Assets | Identifiable intangible assets, other than indefinite-lived trademarks, are typically amortized over the following range of estimated useful lives: Asset Useful life Customer lists and relationships 3 to 15 years Finite-lived trademarks 5 to 15 years |
Acquisitions, Divestitures an31
Acquisitions, Divestitures and Joint Venture (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations, Discontinued Operations, and Disposal Groups [Abstract] | |
Schedule of Allocation of Purchase Price | The following table summarizes allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the fiscal 2015 acquisitions. The allocation of the purchase price in the table below is preliminary and subject to change based on the finalization of the purchase price. EIEIO Vega Wallaby May 29, 2015 August 1, 2015 August 30, 2015 (In thousands) Assets acquired: Cash and cash equivalents $ 1,546 $ 5,235 $ 1,740 Inventories 3,130 17,949 2,253 Other current assets 1,931 13,244 5,349 Property, plant and equipment 554 650 11,492 Trademarks 11,600 189,963 48,036 Intangible assets with finite lives 10,160 106,920 2,652 Other long-term assets — 2,978 50 Liabilities assumed: Accounts payable and other accruals 2,296 13,179 1,596 Deferred taxes — 77,033 — Other long-term liabilities 49 6,419 1,031 Total identifiable net assets 26,576 240,308 68,945 Goodwill 13,626 313,324 53,347 Total purchase price $ 40,202 $ 553,632 $ 122,292 The following table summarizes allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the fiscal 2014 acquisitions. Earthbound Farm So Delicious January 2, 2014 October 31, 2014 (In thousands) Assets acquired: Cash and cash equivalents $ 5,638 $ 1,552 Inventories 22,299 21,382 Other current assets 54,260 10,843 Property, plant and equipment 147,390 8,504 Trademarks 150,700 53,216 Intangible assets with finite lives 104,900 29,768 Liabilities assumed: Accounts payable and other accruals 58,328 11,050 Deferred taxes 26,857 — Obligations under capital leases 22,646 429 Total identifiable net assets 377,356 113,786 Goodwill 231,309 82,839 Total purchase price $ 608,665 $ 196,625 |
Schedule of Unaudited Supplemental Pro Forma | The following table summarizes unaudited supplemental pro forma consolidated results of operations as if we acquired Earthbound Farm and So Delicious on January 1, 2013 and EIEIO, Vega and Wallaby on January 1, 2014: Year ended December 31, 2015 2014 2013 (In thousands, except share data) Net sales $ 3,983,327 $ 3,689,478 $ 3,180,763 Income before income taxes 286,028 221,026 169,370 Diluted earnings per common share $ 1.03 $ 0.79 $ 0.69 |
Schedule of Liabilities Recorded | In addition to the impairment charge, we recorded a charge of $3.3 million related to lease liabilities, severance and related costs in connection with the Idaho dairy farm sale. Liabilities recorded and the changes therein for the year ended December 31, 2014 were as follows: Accrued charges at December 31, 2013 Costs paid or otherwise settled Reversal of prior expense Accrued charges at December 31, 2014 (In thousands) Lease liability $ 2,674 $ (2,192 ) $ (482 ) $ — Severance and related costs 632 (598 ) (34 ) — Total $ 3,306 $ (2,790 ) $ (516 ) $ — |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: December 31, 2015 2014 (In thousands) Raw materials and supplies $ 120,922 $ 101,418 Finished goods 149,815 114,251 Total $ 270,737 $ 215,669 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant, and equipment consisted of the following: December 31, 2015 2014 (In thousands) Land $ 51,686 $ 51,408 Buildings 433,652 408,617 Machinery and equipment 1,109,004 909,457 Leasehold improvements 44,474 15,058 Construction in progress 102,899 122,919 1,741,715 1,507,459 Less accumulated depreciation (604,194 ) (514,252 ) Total $ 1,137,521 $ 993,207 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 are as follows: Americas Foods & Beverages Americas Fresh Foods Europe Foods & Beverages Total (In thousands) Balance at January 1, 2014 $ 600,316 $ — $ 172,027 $ 772,343 Acquisitions 84,857 231,309 — 316,166 Foreign currency translation — — (20,233 ) (20,233 ) Balance at December 31, 2014 $ 685,173 $ 231,309 $ 151,794 1,068,276 Acquisitions 380,297 — — 380,297 Purchase accounting adjustments (2,019 ) — — (2,019 ) Foreign currency translation (16,007 ) — (15,225 ) (31,232 ) Balance at December 31, 2015 $ 1,047,444 $ 231,309 $ 136,569 $ 1,415,322 |
Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill | The gross carrying amount and accumulated amortization of our intangible assets other than goodwill as of December 31, 2015 and 2014 are as follows: December 31, 2015 2014 Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount (In thousands) Intangible assets with indefinite lives: Trademarks (1) $ 777,718 $ — $ 777,718 $ 547,072 $ — $ 547,072 Intangible assets with finite lives: Customer-related and other (1) 270,801 (39,828 ) 230,973 158,302 (26,677 ) 131,625 Supplier relationships 12,000 (1,920 ) 10,080 12,000 (960 ) 11,040 Non-compete agreements (1) 1,267 (592 ) 675 600 (200 ) 400 Trademarks 968 (965 ) 3 968 (964 ) 4 Total $ 1,062,754 $ (43,305 ) $ 1,019,449 $ 718,942 $ (28,801 ) $ 690,141 |
Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense | Estimated aggregate finite-lived intangible asset amortization expense for the next five years is as follows (in thousands): 2016 $ 19,915 2017 19,704 2018 19,573 2019 18,294 2020 18,294 |
Accounts Payable and Accrued 35
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Components of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: December 31, 2015 2014 (In thousands) Accounts payable $ 365,223 $ 297,140 Payroll and benefits 79,267 77,726 Derivative liability (Note 10) 25,900 27,448 Other accrued liabilities 79,323 67,450 Total $ 549,713 $ 469,764 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income from Continuing Operations Before Income Taxes | Income before income taxes is comprised of the following: Year Ended December 31, 2015 2014 2013 (In thousands) Domestic $ 213,873 $ 174,594 $ 124,441 Foreign 53,863 49,854 18,793 Income before income taxes $ 267,736 $ 224,448 $ 143,234 |
Component of Income Tax Expense | Income tax expense consists of the following components: Year Ended December 31, 2015 2014 2013 (In thousands) Current income taxes: Federal $ 69,745 $ 53,843 $ 34,219 State 14,713 9,750 7,937 Foreign 13,805 8,502 2,082 Total current income tax expense 98,263 72,095 44,238 Deferred income taxes: Federal (9,638 ) 3,629 2,072 State (230 ) 10 (1,990 ) Foreign (487 ) 2,545 (127 ) Total deferred income tax expense (benefit) (10,355 ) 6,184 (45 ) Total income tax expense $ 87,908 $ 78,279 $ 44,193 |
Reconciliation of Income Taxes | A reconciliation of the statutory U.S. federal tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Tax expense at statutory rate of 35% 35.0 % 35.0 % 35.0 % Foreign taxes versus U.S. statutory rate (3.1 )% (3.1 )% (5.3 )% State income taxes, net of federal benefit 3.1 % 2.7 % 3.5 % U.S. manufacturing deduction (1.5 )% (2.1 )% (2.4 )% Research & development tax credits (0.9 )% (0.3 )% (0.4 )% Uncertain tax positions 0.8 % 1.7 % (0.1 )% Non deductible transaction costs 0.4 % 0.5 % — % Deferred tax rate adjustments — % (0.4 )% (1.8 )% SoFine write-down — % — % 2.4 % Other (1.0 )% 0.9 % — % Effective tax rate 32.8 % 34.9 % 30.9 % |
Deferred Income Tax Assets (Liabilities) | The tax effects of temporary differences giving rise to deferred income tax assets (liabilities) were: December 31, 2015 2014 (In thousands) Deferred income tax assets: Net operating loss carryforwards $ 29,179 $ 24,232 Capital loss carryforwards 4,613 — Share-based compensation 23,418 23,415 Derivative instruments 11,524 14,979 Accrued liabilities 24,075 12,790 Inventories 4,988 3,291 Receivables 2,333 4,146 Other 4,008 4,293 Valuation allowances (31,228 ) (24,079 ) Total deferred income tax assets 72,910 63,067 Deferred income tax liabilities: Intangible assets (238,740 ) (163,548 ) Property, plant and equipment (88,717 ) (102,605 ) Partnership basis difference (38,648 ) (33,661 ) Total deferred income tax liabilities (366,105 ) (299,814 ) Net deferred income tax liability (1) $ (293,195 ) $ (236,747 ) |
Reconciliation of Gross Unrecognized Tax Benefits | The following is a reconciliation of the beginning and ending gross unrecognized tax benefits, excluding interest, recorded in our consolidated balance sheets: December 31, 2015 2014 2013 (In thousands) Balance at January 1 $ 7,535 $ 3,875 $ 10,433 Increases in tax positions for current year 9,185 2,524 1,756 Increases in tax positions for prior years 881 2,332 1,562 Decreases in tax positions for prior years (780 ) — (2,565 ) Settlement of tax matters (102 ) (640 ) (5,992 ) Lapse of applicable statutes of limitations (216 ) (556 ) (1,319 ) Balance at December 31 $ 16,503 $ 7,535 $ 3,875 |
Debt and Capital Lease Obliga37
Debt and Capital Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | December 31, 2015 2014 Amount outstanding Interest rate Amount outstanding Interest rate (In thousands, except percentages) Senior secured credit facilities $ 1,627,000 2.54 % * $ 995,000 2.11 % * Senior unsecured notes 500,000 5.38 % 500,000 5.38 % Capital lease obligations 21,635 21,980 Other borrowings 5,133 3.70 % — Less current portion (51,449 ) (21,158 ) Less debt issuance costs (23,379 ) (23,616 ) Total long-term debt $ 2,078,940 $ 1,472,206 ___________________________ * Represents a weighted average rate, including applicable interest rate margins, for the senior secured revolving credit facility, Term Loan A-1, and Term Loan A-2. |
Schedule of Maturities of Long-Term Debt | The scheduled maturities of long-term debt at December 31, 2015, were as follows (in thousands): Total Term Loan A-1 Term Loan A-2 Revolver Senior Unsecured Notes Capital Lease Obligations Other Borrowings 2016 $ 51,449 $ 37,500 $ 7,500 $ — $ — $ 1,415 $ 5,034 2017 46,380 37,500 7,500 — — 1,380 — 2018 46,469 37,500 7,500 — — 1,469 — 2019 46,565 37,500 7,500 — — 1,565 — 2020 735,465 600,000 7,500 127,000 — 965 — Thereafter 1,227,440 — 712,500 — 500,000 14,841 99 Total outstanding debt $ 2,153,768 $ 750,000 $ 750,000 $ 127,000 $ 500,000 $ 21,635 $ 5,133 |
Derivative Financial Instrume38
Derivative Financial Instruments and Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap Agreements | The following table summarizes the terms of the interest rate swap agreements as of December 31, 2015: Fixed Interest Rates Expiration Date Notional Amount (In thousands) 2.75% to 3.19% March 31, 2017 $650,000 |
Schedule of Derivatives Recorded at Fair Value in Consolidated Balance Sheets | As of December 31, 2015 and 2014, derivatives recorded at fair value in our consolidated balance sheets were as follows: December 31, Derivative assets Derivative liabilities 2015 2014 2015 2014 (In thousands) Derivatives designated as Hedging Instruments Foreign currency contracts — current (1) $ 483 $ 1,159 $ — $ — Derivatives not designated as Hedging Instruments Interest rate swap contracts — current (1) — — 15,228 17,562 Commodities contracts — current (1) — — 11,093 9,886 Commodities contracts — noncurrent (2) — — 1,551 — Interest rate swap contracts — noncurrent (2) — — 3,142 13,853 Total derivatives $ 483 $ 1,159 $ 31,014 $ 41,301 ___________________________ (1) Derivative assets and liabilities that have settlement dates equal to or less than 12 months from the respective balance sheet date were included in prepaid expenses and other current assets and accounts payable and accrued expenses, respectively, in our consolidated balance sheets. (2) Derivative liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in other long-term liabilities in our consolidated balance sheets. |
Schedule of Gains and Losses on Derivatives Designated as Cash Flow Hedges | Gains and losses on derivatives designated as cash flow hedges reclassified from accumulated other comprehensive loss into income were as follows: Year ended December 31 , 2015 2014 2013 (In thousands) (Gains)/losses on foreign currency contracts (1) $ (1,522 ) $ 547 $ 358 (Gains)/losses on commodities contracts (2) — (1,299 ) 1,031 ___________________________ (1) Recorded in cost of sales in our consolidated statements of operations. (2) Recorded in selling, distribution and marketing expense or cost of sales, depending on commodity type, in our consolidated statements of income. |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | A summary of our assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 is as follows: Fair value as of December 31, 2015 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 107 $ 107 $ — $ — Supplemental Executive Retirement Plan investments 3,164 3,164 — — Qualifying insurance policies 10,631 — — 10,631 Foreign currency contracts 483 — 483 — Deferred compensation investments 4,359 — 4,359 — $ 18,744 $ 3,271 $ 4,842 $ 10,631 Liabilities: Commodities contracts 12,644 — 12,644 — Interest rate swap contracts 18,370 — 18,370 — $ 31,014 $ — $ 31,014 $ — Fair value as of December 31, 2014 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 25 $ 25 $ — $ — Supplemental Executive Retirement Plan investments 2,635 2,635 — — Qualifying insurance policies 10,401 — — 10,401 Foreign currency contracts 1,159 — 1,159 — Deferred compensation investments 4,674 — 4,674 — $ 18,894 $ 2,660 $ 5,833 $ 10,401 Liabilities: Commodities contracts 9,886 — 9,886 — Interest rate swap contracts 31,415 — 31,415 — $ 41,301 $ — $ 41,301 $ — |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-Based Compensation Expense | The following table summarizes the share-based compensation expense recognized for the Company’s equity and liability award classified plans in the years ended December 31, 2015, 2014, and 2013. Year ended December 31, 2015 2014 2013 (In thousands) Share-based compensation expense: Equity awards: WhiteWave Stock options $ 11,038 $ 10,741 $ 8,371 WhiteWave RSUs 16,069 15,907 9,060 WhiteWave PSUs 5,382 — — Equity awards share-based compensation expense 32,489 26,648 17,431 Liability awards: WhiteWave Phantom shares 908 2,658 6,607 WhiteWave SARs 4,929 1,134 859 Liability awards share-based compensation expense $ 5,837 $ 3,792 $ 7,466 Total share-based compensation expense $ 38,326 $ 30,440 $ 24,897 |
Schedule of Valuation Assumptions | The fair value of each option award is estimated on the date of grant using the Black-Scholes valuation model with the following assumptions: Year ended December 31, 2015 2014 2013 Expected volatility 28% - 29% 28% - 29% 28% Expected dividend yield 0% 0% 0% Expected option term 6 years 6 years 6 years Risk-free rate of return 1.45% to 1.91% 1.82% to 2.10% 1.13% to 1.66% Forfeiture rate 0% 0% 3% |
Schedule of Stock Option Activity | The following table summarizes stock option activity during the year ended December 31, 2015: Number of options Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value Options outstanding at January 1, 2015 11,349,286 $ 18.03 Granted 714,385 39.57 Forfeited, canceled and expired (1) (32,166 ) 27.64 Exercised (2,590,702 ) 19.80 Options outstanding at December 31, 2015 9,440,803 $ 19.14 5.94 $ 187,165,044 Options vested and expected to vest at December 31, 2015 9,440,803 $ 19.14 5.94 $ 187,165,044 Options exercisable at December 31, 2015 7,640,471 $ 16.82 5.38 $ 168,746,335 ___________________________ (1) Pursuant to the terms of the 2012 SIP, options that are forfeited, canceled or expired may be available for future grants; however shares delivered to or withheld by the Company for the payment of the exercise price of an option and/or tax withholding related to an exercise, and shares subject to an option that are not issued upon the net exercise of such option, are not added back to the pool of shares available for future awards. |
Schedule of Options Outstanding and Exercisable | he following table summarizes information about options outstanding at December 31, 2015: Options outstanding Options exercisable Range of exercise prices Number outstanding Weighted average remaining contractual life in years Weighted average exercise price Number exercisable Weighted average exercise price $9.38 to 9.52 827,187 5.05 $ 9.50 827,187 $ 9.50 11.10 1,270,336 6.13 11.10 1,270,336 11.10 13.39 to 13.76 348,079 4.16 13.40 348,079 13.40 15.16 1,122,261 7.13 15.16 741,312 15.16 15.17 to 16.91 64,365 6.59 15.86 56,306 15.71 17.00 2,152,183 6.82 17.00 2,152,183 17.00 18.05 to 23.33 1,414,252 3.11 20.98 1,319,882 20.87 23.62 to 26.91 985,779 7.76 26.78 380,003 26.58 27.69 to 38.96 1,194,639 5.79 33.89 545,183 28.56 40.17 to 51.62 61,722 9.70 47.18 — — |
Schedule of Additional Information on Stock Option Activity | Year ended December 31, 2015 2014 2013 (in thousands, except per share amounts) Weighted average grant date fair value per share of options granted $ 12.32 $ 8.62 $ 4.42 Intrinsic value of options exercised 66,036 12,158 2,616 Fair value of shares vested 11,666 6,281 4,006 Tax benefit related to stock option expense 3,816 3,864 2,769 |
Schedule of Restricted Stock Unit Activity | The following table summarizes RSU activity during the year ended December 31, 2015: RSUs outstanding January 1, 2015 1,347,855 RSUs granted 343,496 Shares issued upon vesting of RSUs (including tax withholding) (1) (826,976 ) RSUs canceled (1) (25,123 ) RSUs outstanding at December 31, 2015 839,252 Weighted average grant date fair value per share $ 30.02 ___________________________ (1) Pursuant to the terms of the 2012 SIP, RSUs that are canceled or forfeited before they vest may be available for future grants; however shares delivered to or withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are not added back to the pool of shares available for future awards. |
Schedule of Nonvested Restricted Stock Unit Activity | The following table summarizes nonvested RSU activity during the year ended December 31, 2015: Nonvested RSUs outstanding January 1, 2015 1,096,611 RSUs granted 343,496 RSUs vested (595,688 ) RSUs canceled (1) (25,123 ) Nonvested RSUs outstanding at December 31, 2015 819,296 Weighted average grant date fair value per share $ 30.22 ___________________________ (1) Pursuant to the terms of the SIP, employees have the option of withholding RSUs to cover their tax withholding when shares are issued. RSUs that are canceled or forfeited may be available for future grants. |
Schedule of Additional Information on Restricted Stock Unit Activity | The following table summarizes information about our RSU grants and related tax benefit during the years ended December 31, 2015, 2014 and 2013: Year ended December 31, 2015 2014 2013 (in thousands, except per share amounts) Weighted average grant date fair value per RSU granted $ 39.41 $ 26.79 $ 15.20 Tax benefit related to RSU expense 5,033 5,109 1,408 |
Schedule of Phantom Share Activity | The following table summarizes the phantom share activity during the year ended December 31, 2015: Shares Weighted average grant date fair value per share Outstanding at January 1, 2015 32,146 $ 16.19 Granted — — Converted/paid (25,065 ) 16.48 Forfeited (514 ) 15.16 Outstanding at December 31, 2015 6,567 $ 15.16 The following table summarizes nonvested phantom share activity during the year ended December 31, 2015: Nonvested phantom shares outstanding at January 1, 2015 32,146 Phantom shares granted — Phantom shares vested (25,065 ) Phantom shares canceled or forfeited (514 ) Nonvested phantom shares outstanding at December 31, 2015 6,567 Weighted average grant date fair value per share $ 15.16 |
Schedule of Valuation Assumptions for Stock Appreciation Rights | The fair value of each SAR is estimated on the date of grant using the Black-Scholes valuation model with the following assumptions: Year ended December 31, 2015 2014 2013 Expected volatility — — 28% Expected dividend yield — — 0% Expected option term 0 years 0 years 6 years Risk-free rate of return — — 1.13% to 1.66% |
Schedule of Stock Appreciation Rights Activity | The following table summarizes SAR activity during the year ended December 31, 2015: Number of SARs Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value SARs outstanding at January 1, 2015 263,520 $ 16.49 Granted — — Forfeited and canceled (1) (1,863 ) 15.16 Exercised (139,626 ) 16.54 SARs outstanding at December 31, 2015 122,031 $ 16.45 6.91 $ 2,741,426 SARs vested and expected to vest at December 31, 2015 122,031 $ 16.45 6.91 $ 2,741,426 SARs exercisable at December 31, 2015 98,235 $ 16.76 6.86 $ 2,176,271 ___________________________ (1) Pursuant to the terms of the SIP, SARs that are canceled or forfeited may be available for future grants. |
Schedule of Stock Appreciation Rights Award Activity | The following table summarizes nonvested SARs activity during the year ended December 31, 2015: Nonvested SARs outstanding at January 1, 2015 116,480 SARs granted — SARs vested (90,821 ) SARs canceled or forfeited (1,863 ) Nonvested SARs outstanding at December 31, 2015 23,796 Weighted average grant date fair value per share $ 15.16 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss by component for the years ended December 31, 2015 and 2014 were as follows (net of tax): Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2015 $ 774 $ (2,050 ) $ (59,842 ) $ (61,118 ) Other comprehensive income (loss) before reclassifications (1,791 ) 1,374 (71,436 ) (71,853 ) Amounts reclassified from accumulated other comprehensive income (loss) 1,522 (85 ) — 1,437 Other comprehensive income (loss), net of taxes of ($321) (269 ) 1,289 (71,436 ) (70,416 ) Balance at December 31, 2015 $ 505 $ (761 ) $ (131,278 ) $ (131,534 ) Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2014 $ 205 $ (793 ) $ (7,852 ) $ (8,440 ) Other comprehensive income (loss) before reclassifications (183 ) (2,080 ) (51,990 ) (54,253 ) Amounts reclassified from accumulated other comprehensive income (loss) 752 823 — 1,575 Other comprehensive income (loss), net of taxes of ($406) 569 (1,257 ) (51,990 ) (52,678 ) Balance at December 31, 2014 $ 774 $ (2,050 ) $ (59,842 ) $ (61,118 ) Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2013 $ (294 ) $ (1,818 ) $ (25,576 ) $ (27,688 ) Other comprehensive income before reclassifications 1,888 1,115 17,724 20,727 Amounts reclassified from accumulated other comprehensive income (loss) (1,389 ) (90 ) — (1,479 ) Other comprehensive income (loss), net of taxes of $796 499 1,025 17,724 19,248 Balance at December 31, 2013 $ 205 $ (793 ) $ (7,852 ) $ (8,440 ) ___________________________ (1) The accumulated other comprehensive loss reclassification components affect cost of sales and selling, distribution and marketing. See Note 10 “Derivative Financial Instruments and Fair Value Measurement.” (2) The accumulated other comprehensive loss reclassification components are related to amortization of unrecognized actuarial losses and prior service costs which are both included in the computation of net periodic pension cost. See Note 13 “Employee Retirement Plans.” |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Retirement Plans Expenses | During 2015, 2014, and 2013, our retirement plans expenses were as follows: Year ended December 31, 2015 2014 2013 (In thousands) Defined contribution plans $ 4,877 $ 3,397 $ 3,163 Defined benefit plans 1,776 951 2,050 Multiemployer pension and certain union plans 1,820 1,758 1,683 Total $ 8,473 $ 6,106 $ 6,896 |
Schedule of Reconciliation of Projected Benefit Obligation and Fair Value of Plan Assets | The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2015 and 2014, and the funded status of the plans at December 31, 2015 and 2014, is as follows: Year ended December 31, 2015 2014 (In thousands) Change in Benefit Obligation: Benefit obligation at beginning of the year $ 16,735 $ 17,009 Service cost 1,630 1,636 Interest cost 310 545 Plan curtailments — (882 ) Plan settlements — (1,439 ) Actuarial (gain)/loss (1,571 ) 2,537 Benefits paid (58 ) (511 ) Expenses paid (17 ) (17 ) Exchange rate changes (1,718 ) (2,143 ) Benefit obligation, end of year 15,311 16,735 Change in Plan Assets: Fair value of plan assets at beginning of year 10,401 11,731 Actual return on plan assets 263 648 Employer contributions to plan 1,134 1,361 Plan settlements — (1,439 ) Benefits paid (58 ) (511 ) Expenses paid (17 ) (17 ) Exchange rate changes (1,092 ) (1,372 ) Fair value of plan assets, end of year 10,631 10,401 Funded status at end of year $ (4,680 ) $ (6,334 ) |
Schedule of Assumptions Used to Determine Benefit Obligations | A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2015 and 2014 is as follows: Year ended December 31, 2015 2014 Weighted average discount rate 2.50 % 2.03 % Rate of compensation increase 3.92 % 3.92 % |
Schedule of Assumptions Used to Determine Net Periodic Benefit Cost | A summary of our key actuarial assumptions used to determine net periodic benefit cost for 2015, 2014, and 2013 is as follows: Year ended December 31, 2015 2014 2013 Weighted average discount rate 2.03 % 3.79 % 3.50 % Expected return on assets 2.50 % 3.79 % 3.71 % Rate of compensation increase 3.92 % 3.87 % 3.88 % |
Schedule of Net Periodic Benefit Cost | Year ended December 31, 2015 2014 2013 (In thousands) Components of net periodic benefit cost: Service cost $ 1,630 $ 1,636 $ 1,771 Interest cost 310 545 545 Expected return on plan assets (251 ) (407 ) (356 ) Amortization: Prior service cost (1 ) 2 17 Unrecognized net loss 88 3 73 Curtailment gain — (690 ) — Settlement gain — (138 ) — Net periodic benefit cost $ 1,776 $ 951 $ 2,050 |
Schedule of Pension Plans with Accumulated Benefit Obligation in Excess of Plan Assets | Pension plans with an accumulated benefit obligation in excess of plan assets are as follows: Year ended December 31, 2015 2014 2013 (In thousands) Projected benefit obligation $ 15,311 $ 16,735 $ 3,601 Accumulated benefit obligation 11,585 12,115 3,206 Fair value of plan assets 10,631 10,401 1,902 |
Schedule of Estimated Pension Plan Benefit Payments | Estimated pension plan benefit payments to our participants for the next ten years are as follows (in thousands): 2016 $ 224 2017 74 2018 203 2019 1,861 2020 198 Next five years 2,660 |
Schedule of Change in Fair Value Measurement of Defined Benefit Plans | A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) during the years ended December 31, 2015 and 2014 is as follows: Consolidated Assets (In thousands) Balance at January 1, 2014 $ 11,731 Actual return on plan assets relating to instruments still held at reporting date 648 Purchases, sales and settlements (net) (607 ) Exchange rate changes (1,371 ) Balance at December 31, 2014 10,401 Actual return on plan assets relating to instruments still held at reporting date 263 Purchases, sales and settlements (net) 1,059 Exchange rate changes (1,092 ) Balance at December 31, 2015 $ 10,631 |
Schedule of Information Regarding Participation in Multiemployer Pension Plans | The last column in the table lists the expiration date of the collective-bargaining agreement to which the plan is subject. Pension fund Employer identification number Pension plan number PPA Zone status FIP/RP status pending/ implemented Extended amortization provisions Expiration date of associated collective-bargaining agreement 2015 2014 Western Conference of Teamsters Pension Plan (1) 91-6145047 001 Green Green N/A No February 2020 ___________________________ (1) We are party to one collective bargaining agreement in this multiemployer Western Conference of Teamsters Pension Plan which requires contributions. We are also party to two other collective bargaining agreements whose defined contribution plans are 401(k) plans that require matching contributions. These agreements cover a large number of employee participants and expire in February of 2020. |
Schedule of Information Regarding Contribution in Multiemployer Pension Plans | Information regarding our contributions to our multiemployer pension plan is shown in the table below. There are no changes that materially affected the comparability of our contributions to the plan during the years ended December 31, 2015, 2014, and 2013 (in thousands). Employer identification number Pension plan number The WhiteWave Foods Company Surcharge imposed Pension fund 2015 2014 2013 Western Conference of Teamsters Pension Plan 91-6145047 001 $ 1,820 $ 1,758 $ 1,683 No |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Non-Cancelable Operating Leases | Future minimum payments at December 31, 2015, under non-cancelable operating leases with terms in excess of one year are summarized below: Operating leases (In thousands) 2016 $ 22,270 2017 18,189 2018 11,380 2019 8,881 2020 5,596 Thereafter 24,410 Total minimum lease payments $ 90,726 |
Segment, Geographic, and Cust43
Segment, Geographic, and Customer Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Summarized Income Statement Amounts by Segment | The following table presents the summarized income statement amounts by segment: Year ended December 31, 2015 2014 2013 (In thousands) Total net sales: Americas Foods & Beverages $ 2,767,857 $ 2,350,825 $ 2,123,997 Americas Fresh Foods 565,875 575,283 — Europe Foods & Beverages 532,563 510,497 418,066 Total $ 3,866,295 $ 3,436,605 $ 2,542,063 Operating income: Americas Foods & Beverages $ 333,957 $ 264,197 $ 215,155 Americas Fresh Foods 25,354 47,723 — Europe Foods & Beverages 67,506 52,673 20,879 Total reportable segment operating income 426,817 364,593 236,034 Corporate and other (94,611 ) (97,907 ) (78,602 ) Total operating income $ 332,206 $ 266,686 $ 157,432 Other expense (income): Interest expense 58,127 36,972 18,027 Other expense (income), net 6,343 5,266 (3,829 ) Income from continuing operations before income tax $ 267,736 $ 224,448 $ 143,234 Depreciation and amortization: Americas Foods & Beverages $ 72,334 $ 62,290 $ 59,717 Americas Fresh Foods 25,759 25,771 — Europe Foods & Beverages 19,734 21,143 21,628 Corporate 2,192 1,363 560 Total $ 120,019 $ 110,567 $ 81,905 |
Sales Amounts by Product Categories | The following tables present sales amounts by product categories: Year ended December 31, 2015 2014 2013 (In thousands) Total net sales: Americas Foods & Beverages Plant-based food and beverages $ 919,793 $ 715,667 $ 627,716 Coffee creamers and beverages 1,090,018 990,998 913,517 Premium dairy 758,046 644,160 582,764 Americas Foods & Beverages net sales 2,767,857 2,350,825 2,123,997 Americas Fresh Foods Organic salads, fruits and vegetables 565,875 575,283 — Americas Fresh Foods net sales 565,875 575,283 — Europe Foods & Beverages Europe Foods & Beverages net sales 532,563 510,497 418,066 Total net sales $ 3,866,295 $ 3,436,605 $ 2,542,063 |
Summarized Balance Sheet Amounts by Segment | The following tables present assets, long-lived assets, and capital expenditures by segment: As of December 31, 2015 2014 2013 (In thousands) Assets: Americas Foods & Beverages $ 2,823,108 $ 1,935,524 $ 1,588,104 Americas Fresh Foods 732,880 713,211 — Europe Foods & Beverages 605,843 561,852 559,785 Corporate 67,038 108,480 99,129 Total $ 4,228,869 $ 3,319,067 $ 2,247,018 Long-lived Assets: Americas Foods & Beverages $ 720,516 $ 638,618 $ 484,739 Americas Fresh Foods 173,716 157,079 — Europe Foods & Beverages 236,918 184,506 163,860 Corporate 6,371 13,004 11,084 Total $ 1,137,521 $ 993,207 $ 659,683 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Earnings Per Share, Basic and Diluted | The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings per share: Year ended December 31, 2015 2014 2013 (In thousands, except share and per share data) Basic earnings per share computation: Numerator: Net income $ 168,393 $ 140,185 $ 99,041 Denominator: Weighted average common shares 175,511,811 174,013,700 173,120,689 Basic earnings per share $ 0.96 $ 0.81 $ 0.57 Diluted earnings per share computation: Numerator: Net income $ 168,393 $ 140,185 $ 99,041 Denominator: Weighted average common shares — basic 175,511,811 174,013,700 173,120,689 Stock option conversion (1) 3,905,133 3,268,052 820,743 Stock units (2) 668,005 668,164 640,036 Weighted average common shares — diluted 180,084,949 177,949,916 174,581,468 Diluted earnings per share $ 0.94 $ 0.79 $ 0.57 ___________________________ (1) 387,325 , 3,599 , and 4,045,309 anti-dilutive options were excluded from the calculation for the years ended December 31, 2015, 2014, and 2013, respectively. (2) 4,872 , 1,344 , and 10 anti-dilutive RSUs were excluded from the calculation for the years ended December 31, 2015, 2014, and 2013, respectively. |
Supplemental Guarantor Financ45
Supplemental Guarantor Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidated Balance Sheets | Condensed Consolidating Balance Sheets December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ — $ 2,282 $ 36,328 $ — $ 38,610 Trade receivables, net of allowance 2,649 200,808 54,091 — 257,548 Inventories — 232,757 46,755 (8,775 ) 270,737 Prepaid expenses and other current assets 15,442 11,070 13,270 — 39,782 Intercompany receivables 1,878,299 686,469 37,962 (2,602,730 ) — Total current assets 1,896,390 1,133,386 188,406 (2,611,505 ) 606,677 Investment in unconsolidated entity 2,983 — 27,789 — 30,772 Investment in consolidated subsidiaries 2,156,856 943,501 — (3,100,357 ) — Property, plant, and equipment, net 6,169 893,594 237,758 — 1,137,521 Identifiable intangible and other assets, net 34,441 663,101 365,316 (24,281 ) 1,038,577 Goodwill — 991,085 424,237 — 1,415,322 Total Assets $ 4,096,839 $ 4,624,667 $ 1,243,506 $ (5,736,143 ) $ 4,228,869 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 47,713 $ 374,483 $ 127,517 $ — $ 549,713 Current portion of debt and capital lease obligations 45,000 1,415 5,034 — 51,449 Income taxes payable — — 3,043 — 3,043 Intercompany payables 710,984 1,866,496 25,250 (2,602,730 ) — Total current liabilities 803,697 2,242,394 160,844 (2,602,730 ) 604,205 Long-term debt and capital lease obligations, net of debt issuance costs 2,058,621 20,219 100 — 2,078,940 Deferred income taxes — 200,642 116,965 (24,281 ) 293,326 Other long-term liabilities 23,613 4,556 13,321 — 41,490 Total liabilities 2,885,931 2,467,811 291,230 (2,627,011 ) 3,017,961 Total shareholders' equity 1,210,908 2,156,856 952,276 (3,109,132 ) 1,210,908 Total Liabilities and Shareholders' Equity $ 4,096,839 $ 4,624,667 $ 1,243,506 $ (5,736,143 ) $ 4,228,869 Condensed Consolidating Balance Sheets December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ — $ 524 $ 49,716 $ — $ 50,240 Trade receivables, net of allowance 317 134,352 58,023 — 192,692 Inventories — 182,770 32,899 — 215,669 Prepaid expenses and other current assets 18,014 18,318 13,991 — 50,323 Intercompany receivables 1,087,095 504,442 — (1,591,537 ) — Total current assets 1,105,426 840,406 154,629 (1,591,537 ) 508,924 Equity method investments — 3,000 40,160 — 43,160 Investment in consolidated subsidiaries 1,968,899 438,832 — (2,407,731 ) — Property, plant, and equipment, net 7,953 795,696 189,558 — 993,207 Identifiable intangible and other assets, net 41,327 600,592 96,877 (33,296 ) 705,500 Goodwill — 916,482 151,794 — 1,068,276 Total Assets $ 3,123,605 $ 3,595,008 $ 633,018 $ (4,032,564 ) $ 3,319,067 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 41,478 $ 319,247 $ 109,039 $ — $ 469,764 Current portion of debt and capital lease obligations 20,000 1,158 — — 21,158 Income taxes payable — — 496 — 496 Intercompany payables 504,442 1,062,081 25,014 (1,591,537 ) — Total current liabilities 565,920 1,382,486 134,549 (1,591,537 ) 491,418 Long-term debt and capital lease obligations, net of debt issuance costs 1,451,384 20,822 — — 1,472,206 Deferred income taxes — 221,241 48,907 (33,296 ) 236,852 Other long-term liabilities 29,814 1,560 10,730 — 42,104 Total liabilities 2,047,118 1,626,109 194,186 (1,624,833 ) 2,242,580 Total shareholders' equity 1,076,487 1,968,899 438,832 (2,407,731 ) 1,076,487 Total Liabilities and Shareholders' Equity $ 3,123,605 $ 3,595,008 $ 633,018 $ (4,032,564 ) $ 3,319,067 |
Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 3,318,001 $ 584,486 $ (36,192 ) $ 3,866,295 Cost of sales — 2,241,359 334,437 (32,766 ) 2,543,030 Gross profit — 1,076,642 250,049 (3,426 ) 1,323,265 Operating expenses: Selling, distribution, and marketing — 582,859 123,065 — 705,924 General and administrative 84,263 137,215 63,657 — 285,135 Total operating expenses 84,263 720,074 186,722 — 991,059 Operating (loss) income (84,263 ) 356,568 63,327 (3,426 ) 332,206 Other expense (income): Interest expense 56,779 989 359 — 58,127 Other (income) expense, net (138,816 ) 141,279 3,880 — 6,343 Total other expense (income) (82,037 ) 142,268 4,239 — 64,470 Income (loss) before income taxes and equity in earnings of subsidiaries (2,226 ) 214,300 59,088 (3,426 ) 267,736 Income tax (benefit) expense (4,822 ) 81,152 11,578 — 87,908 Income (loss) before loss in equity method investments and equity in earnings of subsidiaries 2,596 133,148 47,510 (3,426 ) 179,828 Loss in equity method investments 718 — 10,717 — 11,435 Equity in earnings of consolidated subsidiaries 166,515 33,367 — (199,882 ) — Net income 168,393 166,515 36,793 (203,308 ) 168,393 Other comprehensive loss, net of tax (70,416 ) (70,416 ) (70,416 ) 140,832 (70,416 ) Comprehensive income (loss) $ 97,977 $ 96,099 $ (33,623 ) $ (62,476 ) $ 97,977 Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 2,926,108 $ 510,497 $ — $ 3,436,605 Cost of sales — 1,991,748 291,693 — 2,283,441 Gross profit — 934,360 218,804 — 1,153,164 Operating expenses: Selling, distribution, and marketing — 505,567 116,299 — 621,866 General and administrative 92,122 117,938 55,618 — 265,678 Asset disposal and exit costs — (1,066 ) — — (1,066 ) Total operating expenses 92,122 622,439 171,917 — 886,478 Operating (loss) income (92,122 ) 311,921 46,887 — 266,686 Other (income) expense: Interest expense 35,555 1,219 198 — 36,972 Other (income) expense, net (131,251 ) 134,037 2,480 — 5,266 Total other (income) expense (95,696 ) 135,256 2,678 — 42,238 Income from operations before income taxes and equity in earnings of subsidiaries 3,574 176,665 44,209 — 224,448 Income tax expense 9,378 60,010 8,891 — 78,279 Income (loss) before loss in equity method investments and equity in earnings of subsidiaries (5,804 ) 116,655 35,318 — 146,169 Loss in equity method investments — — 5,984 — 5,984 Equity in earnings of consolidated subsidiaries 145,989 29,334 — (175,323 ) — Net income 140,185 145,989 29,334 (175,323 ) 140,185 Other comprehensive loss, net of tax (52,678 ) (52,678 ) (53,247 ) 105,925 (52,678 ) Comprehensive income (loss) $ 87,507 $ 93,311 $ (23,913 ) $ (69,398 ) $ 87,507 Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 2,085,421 $ 418,066 $ — $ 2,503,487 Net sales to related parties — 37,063 — — 37,063 Transitional sales fees — 1,513 — — 1,513 Total net sales — 2,123,997 418,066 — 2,542,063 Cost of sales — 1,386,336 248,310 — 1,634,646 Gross profit — 737,661 169,756 — 907,417 Operating expenses: Selling, distribution, and marketing — 435,120 93,113 — 528,233 General and administrative 76,178 72,960 48,388 — 197,526 Asset disposal and exit costs — 14,426 9,800 — 24,226 Total operating expenses 76,178 522,506 151,301 — 749,985 Operating income (loss) (76,178 ) 215,155 18,455 — 157,432 Other (income) expense: Interest expense 17,944 — 83 — 18,027 Other (income) expense, net (90,608 ) 84,776 2,003 — (3,829 ) Total other (income) expense (72,664 ) 84,776 2,086 — 14,198 Income (loss) before income taxes and equity in earnings of subsidiaries (3,514 ) 130,379 16,369 — 143,234 Income tax (benefit) expense (1,102 ) 44,655 640 — 44,193 Income (loss) before equity in earnings of subsidiaries (2,412 ) 85,724 15,729 — 99,041 Equity in earnings of consolidated subsidiaries 101,453 15,729 — (117,182 ) — Net income 99,041 101,453 15,729 (117,182 ) 99,041 Other comprehensive income, net of tax 19,248 19,248 18,520 (37,768 ) 19,248 Comprehensive income $ 118,289 $ 120,701 $ 34,249 $ (154,950 ) $ 118,289 |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statements of Cash Flows Year ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by operating activities $ 44,087 $ 210,307 $ 60,912 $ — $ 315,306 CASH FLOWS FROM INVESTING ACTIVITIES: Investment in equity method investments (701 ) — — — (701 ) Payments for acquisitions, net of cash acquired — (159,208 ) (548,397 ) — (707,605 ) Payments for property, plant, and equipment (178 ) (177,074 ) (81,236 ) — (258,488 ) Intercompany contributions (674,864 ) — — 674,864 — Proceeds from sale of fixed assets — 2,183 6,779 — 8,962 Other — 346 — — 346 Net cash used in investing activities (675,743 ) (333,753 ) (622,854 ) 674,864 (957,486 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — 126,308 548,556 (674,864 ) — Proceeds from the issuance of debt 520,000 — — — 520,000 Repayment of debt (15,000 ) — — — (15,000 ) Payments of capital lease obligations — (1,104 ) — — (1,104 ) Proceeds from revolver line of credit 1,232,695 — 66,412 — 1,299,107 Payments for revolver line of credit (1,105,695 ) — (61,066 ) — (1,166,761 ) Proceeds from exercise of stock options 14,716 — — — 14,716 Minimum tax withholding paid on behalf of employees for stock based compensation (32,556 ) — — — (32,556 ) Excess tax benefit from share-based compensation 21,559 — 13 — 21,572 Payment of deferred financing costs (4,063 ) — — — (4,063 ) Net cash provided by financing activities 631,656 125,204 553,915 (674,864 ) 635,911 Effect of exchange rate changes on cash and cash equivalents — — (5,361 ) — (5,361 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS — 1,758 (13,388 ) — (11,630 ) Cash and cash equivalents, beginning of year — 524 49,716 — 50,240 Cash and cash equivalents, end of year $ — $ 2,282 $ 36,328 $ — $ 38,610 Condensed Consolidating Statements of Cash Flows Year ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (6,140 ) $ 230,511 $ 60,242 $ — $ 284,613 CASH FLOWS FROM INVESTING ACTIVITIES: Investment in equity method investments — (3,000 ) (47,285 ) — (50,285 ) Payments for acquisitions, net of cash acquired — (798,446 ) — — (798,446 ) Payments for property, plant, and equipment (42,106 ) (191,160 ) (59,091 ) — (292,357 ) Intercompany contributions (766,016 ) — — 766,016 — Proceeds from sale of fixed assets — 464 — — 464 Net cash used in investing activities (808,122 ) (992,142 ) (106,376 ) 766,016 (1,140,624 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — 762,526 3,490 (766,016 ) — Proceeds from the issuance of debt 1,025,000 — — — 1,025,000 Repayment of debt (15,000 ) — — — (15,000 ) Payments of capital lease obligations — (1,044 ) — — (1,044 ) Proceeds from revolver line of credit 625,400 — — — 625,400 Payments for revolver line of credit (803,050 ) — — — (803,050 ) Proceeds from exercise of stock options 6,740 — — — 6,740 Minimum tax withholding paid on behalf of employees for stock based compensation (11,094 ) — — — (11,094 ) Excess tax benefit from share-based compensation 4,466 — — — 4,466 Payment of deferred financing costs (18,200 ) — — — (18,200 ) Net cash provided by financing activities 814,262 761,482 3,490 (766,016 ) 813,218 Effect of exchange rate changes on cash and cash equivalents — — (8,072 ) — (8,072 ) DECREASE IN CASH AND CASH EQUIVALENTS — (149 ) (50,716 ) — (50,865 ) Cash and cash equivalents, beginning of year — 673 100,432 — 101,105 Cash and cash equivalents, end of year $ — $ 524 $ 49,716 $ — $ 50,240 Condensed Consolidating Statements of Cash Flows Year ended December 31, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (42,336 ) $ 179,293 $ 47,984 $ — $ 184,941 CASH FLOWS FROM INVESTING ACTIVITIES: Payments for property, plant, and equipment (5,499 ) (109,250 ) (17,020 ) — (131,769 ) Intercompany contributions — (161,645 ) — 161,645 — Proceeds from sale of fixed assets — 92,352 — — 92,352 Net cash used in investing activities (5,499 ) (178,543 ) (17,020 ) 161,645 (39,417 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions 158,092 — 3,553 (161,645 ) — Distributions to Dean Foods, net (829 ) (126 ) 84 — (871 ) Repayment of debt (15,000 ) — — — (15,000 ) Proceeds from revolver line of credit 624,150 — — — 624,150 Payments for revolver line of credit (727,050 ) — — — (727,050 ) Proceeds from exercise of stock options 1,298 — — — 1,298 Excess tax benefit from share-based compensation 515 — — — 515 Payment of deferred financing costs (16 ) — — — (16 ) Net cash provided by (used in) financing activities 41,160 (126 ) 3,637 (161,645 ) (116,974 ) Effect of exchange rate changes on cash and cash equivalents — — 3,182 — 3,182 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (6,675 ) 624 37,783 — 31,732 Cash and cash equivalents, beginning of year 6,675 49 62,649 — 69,373 Cash and cash equivalents, end of year $ — $ 673 $ 100,432 $ — $ 101,105 |
Quarterly Results of Operatio46
Quarterly Results of Operations (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results of Operations | The following is a summary of our unaudited quarterly results of operations for 2015 and 2014: Quarter First Second Third Fourth (In thousands, except share and per share data) 2015 Net sales $ 911,142 $ 923,632 $ 1,003,888 $ 1,027,633 Gross profit 308,575 326,158 351,131 337,401 Net income 33,347 37,444 50,022 47,580 (2 ) Earnings per common share (1) : Basic $ 0.19 $ 0.21 $ 0.28 $ 0.28 Diluted $ 0.19 $ 0.21 $ 0.28 $ 0.26 2014 Net sales $ 830,223 $ 837,926 $ 857,467 $ 910,989 Gross profit 273,214 285,260 292,756 301,934 Net income 32,360 34,407 40,857 32,561 Earnings per common share (1) : Basic $ 0.19 $ 0.20 $ 0.23 $ 0.19 Diluted $ 0.18 $ 0.19 $ 0.23 $ 0.18 ___________________________ (1) Earnings per common share calculations for each of the quarters were based on the basic and diluted weighted average number of shares outstanding for each quarter. The sum of the quarters may not necessarily be equal to the full year earnings per common share amount. (2) Net income for the fourth quarter of 2015 was negatively impacted by the impact of the SAP implementation at Earthbound Farm by $8.2 million . |
Business and Basis of Present47
Business and Basis of Presentation (Additional Information) (Detail) $ / shares in Units, $ in Thousands | Sep. 24, 2013shares | Jul. 25, 2013shares | May. 21, 2013$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($) | Jan. 05, 2014 |
Business And Basis Of Presentation [Line Items] | |||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 67,913,310 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||
Shares outstanding (in shares) | 176,246,199 | 174,388,132 | |||||
Common Stock, Conversion Basis, Conversion Ratio | 1 | ||||||
Common Stock, Conversion Basis | one-for-one basis | ||||||
Net sales to related parties | $ | $ 0 | $ 0 | $ 37,063 | ||||
Dean Foods Net Investment [Member] | |||||||
Business And Basis Of Presentation [Line Items] | |||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ | 2,200 | 19,000 | |||||
Net sales to related parties | $ | $ 500 | $ 700 | $ 3,000 | ||||
Dean Foods Net Investment [Member] | Common Stock - Class B [Member] | |||||||
Business And Basis Of Presentation [Line Items] | |||||||
Entity Listing, Par Value Per Share | $ / shares | $ 0.01 | ||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 82,086,000 | ||||||
Common Stock Dividends, Shares | 0 | ||||||
Dean Foods Net Investment [Member] | Common Stock - Class A [Member] | |||||||
Business And Basis Of Presentation [Line Items] | |||||||
Entity Listing, Par Value Per Share | $ / shares | $ 0.01 | ||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 82,086,000 | ||||||
Common Stock Dividends, Shares | 47,686,000 | ||||||
Common Stock, Conversion Basis | 34,400,000 | ||||||
Sale of Stock, Number of Shares Issued in Transaction | 34,400,000 | ||||||
Zhengzhou [Member] | |||||||
Business And Basis Of Presentation [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | |||||
Joint Venture Ownership Percentage By Partner | 51.00% |
Summary of Significant Accoun48
Summary of Significant Accounting Policies (Estimated Useful Lives of Property, Plant, and Equipment) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Buildings [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 15 years |
Buildings [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 40 years |
Machinery and equipment [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 3 years |
Machinery and equipment [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 20 years |
Computer Software [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 3 years |
Computer Software [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 8 years |
Leasehold Improvements [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | Over the shorter of the term of the applicable lease agreement or useful life |
Summary of Significant Accoun49
Summary of Significant Accounting Policies (Estimated Useful Lives of Intangible Assets) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Customer lists and relationships [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 3 years |
Customer lists and relationships [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 15 years |
Finite-lived trademarks [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 5 years |
Finite-lived trademarks [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 15 years |
Summary of Significant Accoun50
Summary of Significant Accounting Policies (Additional Information) (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)yr | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Unamortized Debt Issuance Expense | $ (23,379) | $ (23,616) | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Fully Vested, Minimum Age at Retirement | 65 years | ||
Advertising expense | $ 216,700 | 194,400 | $ 169,500 |
Prepaid advertising | 900 | 1,700 | |
Shipping and handling cost | 321,500 | 279,600 | 247,500 |
Accrued liabilities related to retained risk based on claims | 8,400 | 7,300 | |
Research and development expense | $ 19,000 | 15,600 | $ 13,400 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 10 years | ||
Age Requirement For Vesting Provision After Service Period | yr | 55 | ||
Deferred Tax Assets, Net, Current | 30,200 | ||
Deferred Tax Assets, Net, Noncurrent | $ 26,600 |
Acquisitions, Divestitures an51
Acquisitions, Divestitures and Joint Venture (Schedule of Allocation of Purchase Price) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Aug. 30, 2015 | Aug. 01, 2015 | May. 29, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | Jan. 02, 2014 | Dec. 31, 2013 |
Liabilities assumed: | ||||||||
Goodwill | $ 1,415,322 | $ 1,068,276 | $ 772,343 | |||||
EIEIO, Inc [Member] | ||||||||
Assets acquired: | ||||||||
Cash and cash equivalents | $ 1,546 | |||||||
Inventories | 3,130 | |||||||
Other current assets | 1,931 | |||||||
Property, plant and equipment | 554 | |||||||
Trademarks | 11,600 | |||||||
Intangible assets with finite lives | 10,160 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 0 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and other accruals | 2,296 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 0 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 49 | |||||||
Total identifiable net assets | 26,576 | |||||||
Goodwill | 13,626 | |||||||
Total purchase price | $ 40,202 | |||||||
Vega [Member] | ||||||||
Assets acquired: | ||||||||
Cash and cash equivalents | $ 5,235 | |||||||
Inventories | 17,949 | |||||||
Other current assets | 13,244 | |||||||
Property, plant and equipment | 650 | |||||||
Trademarks | 189,963 | |||||||
Intangible assets with finite lives | 106,920 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 2,978 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and other accruals | 13,179 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 77,033 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 6,419 | |||||||
Total identifiable net assets | 240,308 | |||||||
Goodwill | 313,324 | |||||||
Total purchase price | $ 553,632 | |||||||
Wallaby Yogurt Company, Inc [Member] | ||||||||
Assets acquired: | ||||||||
Cash and cash equivalents | $ 1,740 | |||||||
Inventories | 2,253 | |||||||
Other current assets | 5,349 | |||||||
Property, plant and equipment | 11,492 | |||||||
Trademarks | 48,036 | |||||||
Intangible assets with finite lives | 2,652 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 50 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and other accruals | 1,596 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 0 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 1,031 | |||||||
Total identifiable net assets | 68,945 | |||||||
Goodwill | 53,347 | |||||||
Total purchase price | $ 122,292 | |||||||
So Delicious Dairy Free [Member] | ||||||||
Assets acquired: | ||||||||
Cash and cash equivalents | $ 1,552 | |||||||
Inventories | 21,382 | |||||||
Other current assets | 10,843 | |||||||
Property, plant and equipment | 8,504 | |||||||
Trademarks | 53,216 | |||||||
Intangible assets with finite lives | 29,768 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and other accruals | 11,050 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 0 | |||||||
Obligations under capital leases | 429 | |||||||
Total identifiable net assets | 113,786 | |||||||
Goodwill | 82,839 | |||||||
Total purchase price | $ 196,625 | |||||||
Earthbound Farm [Member] | ||||||||
Assets acquired: | ||||||||
Cash and cash equivalents | $ 5,638 | |||||||
Inventories | 22,299 | |||||||
Other current assets | 54,260 | |||||||
Property, plant and equipment | 147,390 | |||||||
Trademarks | 150,700 | |||||||
Intangible assets with finite lives | 104,900 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and other accruals | 58,328 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 26,857 | |||||||
Obligations under capital leases | 22,646 | |||||||
Total identifiable net assets | 377,356 | |||||||
Goodwill | 231,309 | |||||||
Total purchase price | $ 608,665 |
Acquisitions, Divestitures an52
Acquisitions, Divestitures and Joint Venture (Schedule of Unaudited Supplemental Pro Forma) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | |||
Business Acquisition, Pro Forma Revenue | $ 3,983,327 | $ 3,689,478 | $ 3,180,763 |
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations before Changes in Accounting and Extraordinary Items, Net of Tax | $ 286,028 | $ 221,026 | $ 169,370 |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ 1.03 | $ 0.79 | $ 0.69 |
Acquisitions, Divestitures an53
Acquisitions, Divestitures and Joint Venture (Schedule of Liabilities Recorded) (Detail) - Idaho Dairy Farm [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Restructuring Reserve [Roll Forward] | |
Accrued charges at December 31, 2013 | $ 3,306 |
Costs paid or otherwise settled | (2,790) |
Reversal of prior expense | (516) |
Accrued charges at December 31, 2014 | 0 |
Lease Liability [Member] | |
Restructuring Reserve [Roll Forward] | |
Accrued charges at December 31, 2013 | 2,674 |
Costs paid or otherwise settled | (2,192) |
Reversal of prior expense | (482) |
Accrued charges at December 31, 2014 | 0 |
Severance and related costs [Member] | |
Restructuring Reserve [Roll Forward] | |
Accrued charges at December 31, 2013 | 632 |
Costs paid or otherwise settled | (598) |
Reversal of prior expense | (34) |
Accrued charges at December 31, 2014 | $ 0 |
Acquisitions, Divestitures an54
Acquisitions, Divestitures and Joint Venture (Acquisitions) (Narrative) (Details) $ in Thousands, ¥ in Millions | Aug. 31, 2015USD ($) | Aug. 01, 2015USD ($) | May. 29, 2015USD ($) | May. 29, 2015USD ($) | Oct. 31, 2014USD ($) | Jan. 05, 2014CNY (¥) | Jan. 05, 2014USD ($) | Jan. 02, 2014USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2015USD ($) | Aug. 30, 2015USD ($) |
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Asset disposal and exit costs | $ 9,800 | $ 0 | $ (1,066) | $ 24,226 | |||||||||||||||||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 87,200 | ||||||||||||||||||||||||||
Intangible assets acquired | 255,600 | ||||||||||||||||||||||||||
Amortization of Intangible Assets | $ 104,900 | 15,200 | 10,700 | 2,900 | |||||||||||||||||||||||
Amortization period of intangible assets | 15 years | 15 years | |||||||||||||||||||||||||
Goodwill, Purchase Accounting Adjustments | (2,019) | ||||||||||||||||||||||||||
Net sales | $ 1,027,633 | $ 1,003,888 | $ 923,632 | $ 911,142 | $ 910,989 | $ 857,467 | $ 837,926 | $ 830,223 | $ 3,866,295 | 3,436,605 | 2,503,487 | ||||||||||||||||
EIEIO, Inc [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | 21.8 | ||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 40,202 | $ 40,202 | |||||||||||||||||||||||||
Purchase price of business | 40,200 | ||||||||||||||||||||||||||
Intangible assets acquired | $ 10,200 | ||||||||||||||||||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 300 | ||||||||||||||||||||||||||
Net sales | $ 13,700 | ||||||||||||||||||||||||||
Vega [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | 296.9 | ||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 553,632 | ||||||||||||||||||||||||||
Purchase price of business | 553,600 | ||||||||||||||||||||||||||
Intangible assets acquired | 106,900 | ||||||||||||||||||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 7,400 | ||||||||||||||||||||||||||
Net sales | $ 51,400 | ||||||||||||||||||||||||||
Wallaby Yogurt Company, Inc [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | 50.7 | ||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 122,292 | ||||||||||||||||||||||||||
Purchase price of business | $ 122,300 | ||||||||||||||||||||||||||
Intangible assets acquired | $ 2,600 | ||||||||||||||||||||||||||
Amortization period of intangible assets | 15 years | ||||||||||||||||||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 2,100 | ||||||||||||||||||||||||||
Net sales | $ 20,300 | ||||||||||||||||||||||||||
Earthbound Farm [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 608,665 | ||||||||||||||||||||||||||
Purchase price of business | 608,700 | ||||||||||||||||||||||||||
Goodwill, Purchase Accounting Adjustments | 7,900 | ||||||||||||||||||||||||||
Due diligence, investment advisors and regulatory matters expenses | 6,800 | $ 3,300 | |||||||||||||||||||||||||
Net sales | 575,300 | ||||||||||||||||||||||||||
So Delicious Dairy Free [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Purchase price | $ 196,600 | ||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 196,625 | ||||||||||||||||||||||||||
Intangible assets acquired | 83,000 | ||||||||||||||||||||||||||
Amortization of Intangible Assets | $ 29,800 | ||||||||||||||||||||||||||
Goodwill, Purchase Accounting Adjustments | $ 2,000 | ||||||||||||||||||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 5,300 | ||||||||||||||||||||||||||
Net sales | $ 22,700 | ||||||||||||||||||||||||||
Senior Secured Credit Facility [Member] | Earthbound Farm [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Borrowing of senior secured credit facilities | $ 615,000 | ||||||||||||||||||||||||||
Zhengzhou [Member] | |||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||
Other Borrowings | ¥ 120 | $ 19,000 | |||||||||||||||||||||||||
Purchase price | ¥ 504 | $ 80,900 |
Acquisitions, Divestitures an55
Acquisitions, Divestitures and Joint Venture (Divestitures) (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Write-down of assets held for sale | $ 9,800 | $ 0 | $ (1,066) | $ 24,226 |
Proceeds from sale of fixed assets | $ 8,962 | $ 464 | 92,352 | |
Idaho Dairy Farm [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Asset Impairment Charges | 11,100 | |||
Proceeds from sale of fixed assets | 31,000 | |||
Note receivable | $ 6,400 | 6,400 | ||
Lease termination and other related costs | $ 3,300 |
Acquisitions, Divestitures an56
Acquisitions, Divestitures and Joint Venture (Joint Venture) (Narrative) (Details) | Jan. 05, 2014CNY (¥) | Jan. 05, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2015USD ($) | Jan. 05, 2014USD ($) |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Income (loss) in equity method investments | $ (11,435,000) | $ (5,984,000) | $ 0 | |||||
Collaborative Arrangement, Product [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Due diligence, investment advisors and regulatory matters expenses | 300,000 | $ 5,000,000 | ||||||
Service Management Costs | 3,700,000 | 5,700,000 | ||||||
Income (loss) in equity method investments | (11,400,000) | (6,000,000) | ||||||
Zhengzhou [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Joint Venture Ownership Percentage By Partner | 51.00% | 51.00% | ||||||
Other Borrowings | ¥ 120,000,000 | $ 19,000,000 | ||||||
Purchase price | ¥ 504,000,000 | $ 80,900,000 | ||||||
Equity Method Investment Summarized Financial Information, Equity | ¥ 376,700,000 | $ 60,300,000 | ||||||
Payments to Acquire Interest in Joint Venture | $ 0 | $ 47,300,000 | ||||||
Foreign Line of Credit [Member] | Zhengzhou [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Line of Credit Facility, Amount Guaranteed | ¥ | 58,800,000 | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | ¥ | ¥ 120,000,000 | |||||||
Line of Credit Facility, Percentage Guaranteed | 49.00% | 49.00% | ||||||
United States of America, Dollars | Foreign Line of Credit [Member] | Zhengzhou [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Line of Credit Facility, Amount Guaranteed | $ 9,100,000 | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 18,500,000 |
Inventories (Schedule of Invent
Inventories (Schedule of Inventories) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 120,922 | $ 101,418 |
Finished goods | 149,815 | 114,251 |
Total | $ 270,737 | $ 215,669 |
Property, Plant, and Equipmen58
Property, Plant, and Equipment (Schedule of Property, Plant and Equipment) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 104,800 | $ 99,800 | $ 79,000 |
Property plant and equipment, Gross | 1,741,715 | 1,507,459 | |
Less accumulated depreciation | (604,194) | (514,252) | |
Total | 1,137,521 | 993,207 | |
Interest Costs Capitalized | 1,400 | 1,500 | $ 800 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property plant and equipment, Gross | 51,686 | 51,408 | |
Buildings [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property plant and equipment, Gross | 433,652 | 408,617 | |
Machinery and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property plant and equipment, Gross | 1,109,004 | 909,457 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property plant and equipment, Gross | 44,474 | 15,058 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property plant and equipment, Gross | $ 102,899 | $ 122,919 |
Property, Plant, and Equipmen59
Property, Plant, and Equipment (Additional Information) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 104.8 | $ 99.8 | $ 79 |
Interest related to borrowings | $ 1.4 | $ 1.5 | $ 0.8 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets (Changes in Carrying Amount of Goodwill) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 1,068,276 | $ 772,343 |
Acquisitions | 380,297 | 316,166 |
Goodwill, Purchase Accounting Adjustments | (2,019) | |
Foreign currency translation | (31,232) | (20,233) |
Goodwill, ending balance | 1,415,322 | 1,068,276 |
Americas Foods and Beverages [Member] | North America [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 685,173 | 600,316 |
Acquisitions | 380,297 | 84,857 |
Goodwill, Purchase Accounting Adjustments | (2,019) | |
Foreign currency translation | (16,007) | 0 |
Goodwill, ending balance | 1,047,444 | 685,173 |
Americas Fresh Foods [Member] | North America [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 231,309 | 0 |
Acquisitions | 0 | 231,309 |
Goodwill, Purchase Accounting Adjustments | 0 | |
Foreign currency translation | 0 | 0 |
Goodwill, ending balance | 231,309 | 231,309 |
Europe Foods and Beverages [Member] | Europe [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 151,794 | 172,027 |
Acquisitions | 0 | 0 |
Goodwill, Purchase Accounting Adjustments | 0 | |
Foreign currency translation | (15,225) | (20,233) |
Goodwill, ending balance | $ 136,569 | $ 151,794 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets (Additional Information) (Detail) - USD ($) | Jan. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Accumulated goodwill impairment charges | $ 0 | $ 0 | ||
Amortization of intangible assets | $ 104,900,000 | $ 15,200,000 | $ 10,700,000 | $ 2,900,000 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets (Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | $ 1,062,754 | $ 718,942 |
Accumulated amortization, Intangible assets with finite lives | (43,305) | (28,801) |
Net carrying amount, Intangible assets with finite lives | 1,019,449 | 690,141 |
Customer-related and other [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 270,801 | 158,302 |
Accumulated amortization, Intangible assets with finite lives | (39,828) | (26,677) |
Net carrying amount, Intangible assets with finite lives | 230,973 | 131,625 |
Supplier Relationships [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 12,000 | 12,000 |
Accumulated amortization, Intangible assets with finite lives | (1,920) | (960) |
Net carrying amount, Intangible assets with finite lives | 10,080 | 11,040 |
Noncompete Agreements [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 1,267 | 600 |
Accumulated amortization, Intangible assets with finite lives | (592) | (200) |
Net carrying amount, Intangible assets with finite lives | 675 | 400 |
Trademarks [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with indefinite lives | 777,718 | 547,072 |
Gross carrying amount, Intangible assets with finite lives | 968 | 968 |
Accumulated amortization, Intangible assets with finite lives | (965) | (964) |
Net carrying amount, Intangible assets with finite lives | $ 3 | $ 4 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets (Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense) (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,015 | $ 19,915 |
2,016 | 19,704 |
2,017 | 19,573 |
2,018 | 18,294 |
2,019 | $ 18,294 |
Accounts Payable and Accrued 64
Accounts Payable and Accrued Expenses (Components of Accounts Payable and Accrued Expenses) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 365,223 | $ 297,140 |
Payroll and benefits | 79,267 | 77,726 |
Derivative liability | 25,900 | 27,448 |
Other accrued liabilities | 79,323 | 67,450 |
Total | $ 549,713 | $ 469,764 |
Income Taxes (Additional Inform
Income Taxes (Additional Information) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | |||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | $ 99,700 | $ 83,600 | |
Operating Loss Carryforwards, Valuation Allowance | 24,000 | ||
Deferred Tax Assets, Capital Loss Carryforwards | 4,613 | 0 | |
Contribution/(Reduction) reflected in contributions to equity | $ 39,463 | ||
State and foreign net operating loss carryforwards | 29,179 | 24,232 | |
Valuation allowance | 31,228 | 24,079 | |
Accumulated Foreign Earnings | 163,400 | ||
Income tax expense | 300 | 400 | 100 |
Accrued interest | 900 | 600 | |
Deferred Tax Assets and Liabilities [Member] | |||
Income Taxes [Line Items] | |||
Contribution/(Reduction) reflected in contributions to equity | 13,300 | ||
Income Taxes Payable [Member] | |||
Income Taxes [Line Items] | |||
Contribution/(Reduction) reflected in contributions to equity | $ 3,500 | ||
State and Local Jurisdiction [Member] | |||
Income Taxes [Line Items] | |||
State and foreign net operating loss carryforwards | 10,900 | 4,800 | |
Valuation allowance | 200 | 100 | |
UNITED KINGDOM | United Kingdom, Pounds | |||
Income Taxes [Line Items] | |||
Deferred Tax Assets, Capital Loss Carryforwards | 17,400 | $ 0 | |
UNITED KINGDOM | United States of America, Dollars | |||
Income Taxes [Line Items] | |||
Deferred Tax Assets, Capital Loss Carryforwards | $ 25,600 |
Income Taxes (Income from Conti
Income Taxes (Income from Continuing Operations before Income Taxes) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 213,873 | $ 174,594 | $ 124,441 |
Foreign | 53,863 | 49,854 | 18,793 |
Income before income taxes | $ 267,736 | $ 224,448 | $ 143,234 |
Income Taxes (Component of Inco
Income Taxes (Component of Income Tax Expense) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current income taxes: | |||
Federal | $ 69,745 | $ 53,843 | $ 34,219 |
State | 14,713 | 9,750 | 7,937 |
Foreign | 13,805 | 8,502 | 2,082 |
Total current income tax expense | 98,263 | 72,095 | 44,238 |
Deferred income taxes: | |||
Federal | (9,638) | 3,629 | 2,072 |
State | (230) | 10 | (1,990) |
Foreign | (487) | 2,545 | (127) |
Total deferred income tax expense (benefit) | (10,355) | 6,184 | (45) |
Total income tax expense | $ 87,908 | $ 78,279 | $ 44,193 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Income Taxes) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Tax expense at statutory rate of 35% | 35.00% | 35.00% | 35.00% |
Foreign taxes versus U.S. statutory rate | 3.10% | 2.70% | 3.50% |
State income taxes, net of federal benefit | (3.10%) | (3.10%) | (5.30%) |
U.S. manufacturing deduction | (1.50%) | (2.10%) | (2.40%) |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Research and Development, Percent | (0.90%) | (0.30%) | (0.40%) |
Research & development tax credits | 0.80% | 1.70% | (0.10%) |
Uncertain tax positions | 0.40% | 0.50% | 0.00% |
Non deductible transaction costs | 0.00% | (0.40%) | (1.80%) |
Deferred tax rate adjustments | 0.00% | 0.00% | 2.40% |
SoFine write-down | (1.00%) | 0.90% | 0.00% |
Other | 32.80% | 34.90% | 30.90% |
Income Taxes (Deferred Income T
Income Taxes (Deferred Income Tax Assets (Liabilities)) (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Income Taxes [Line Items] | ||
Deferred Tax Asset, Net, Noncurrent and Not Offset | $ 131 | $ 105 |
Deferred income tax assets: | ||
Net operating loss carryforwards | 29,179,000 | 24,232,000 |
Deferred Tax Assets, Capital Loss Carryforwards | 4,613,000 | 0 |
Share-based compensation | 23,418,000 | 23,415,000 |
Derivative instruments | 11,524,000 | 14,979,000 |
Accrued liabilities | 24,075,000 | 12,790,000 |
Inventories | 4,988,000 | 3,291,000 |
Receivables | 2,333,000 | 4,146,000 |
Deferred Tax Assets, Other | 4,008,000 | 4,293,000 |
Valuation allowances | (31,228,000) | (24,079,000) |
Total deferred income tax assets | 72,910,000 | 63,067,000 |
Deferred income tax liabilities: | ||
Intangible assets | (238,740,000) | (163,548,000) |
Property, plant and equipment | (88,717,000) | (102,605,000) |
Partnership basis difference | (38,648,000) | (33,661,000) |
Deferred Tax Liabilities, Gross | 366,105,000 | 299,814,000 |
Total deferred income tax liabilities | $ (293,195,000) | $ (236,747,000) |
Income Taxes (Reconciliation 70
Income Taxes (Reconciliation of Gross Unrecognized Tax Benefits) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1 | $ 7,535 | $ 3,875 | $ 10,433 |
Increases in tax positions for current year | 9,185 | 2,524 | 1,756 |
Increases in tax positions for prior years | 881 | 2,332 | 1,562 |
Decreases in tax positions for prior years | (780) | 0 | (2,565) |
Settlement of tax matters | (102) | (640) | (5,992) |
Lapse of applicable statutes of limitations | (216) | (556) | (1,319) |
Balance at December 31 | $ 16,503 | $ 7,535 | $ 3,875 |
Debt and Capital Lease Obliga71
Debt and Capital Lease Obligations (Schedule of Outstanding Debt) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 2,153,768 | |
Capital Lease Obligations | $ 21,635 | $ 21,980 |
Interest rate | 2.54% | 2.11% |
Interest rate | 5.38% | 5.375% |
Less current portion | $ (51,449) | $ (21,158) |
Unamortized Debt Issuance Expense | (23,379) | (23,616) |
Total long-term debt | 2,078,940 | 1,472,206 |
Senior Secured Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 1,627,000 | 995,000 |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 500,000 | 500,000 |
Borrowings [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 5,133 | $ 0 |
Interest rate | 3.70% |
Debt and Capital Lease Obliga72
Debt and Capital Lease Obligations (Schedule of Maturities of Long-Term Debt) (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
2,016 | $ 51,449,000 | |
2,017 | 46,380,000 | |
2,018 | 46,469,000 | |
2,019 | 46,565,000 | |
2,020 | 735,465,000 | |
Thereafter | 1,227,440,000 | |
Total outstanding debt | 2,153,768,000 | |
Term Loan A-1 [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 37,500,000 | |
2,017 | 37,500,000 | |
2,018 | 37,500,000 | |
2,019 | 37,500,000 | |
2,020 | 600,000,000 | |
Thereafter | 0 | |
Total outstanding debt | 750,000,000 | |
Term Loan A-2 [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 7,500,000 | |
2,017 | 7,500,000 | |
2,018 | 7,500,000 | |
2,019 | 7,500,000 | |
2,020 | 7,500,000 | |
Thereafter | 712,500,000 | |
Total outstanding debt | 750,000,000 | |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
Thereafter | 500,000,000 | |
Total outstanding debt | 500,000,000 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 1,415,000 | |
2,017 | 1,380,000 | |
2,018 | 1,469,000 | |
2,019 | 1,565,000 | |
2,020 | 965,000 | |
Thereafter | 14,841,000 | |
Total outstanding debt | 21,635,000 | |
Borrowings [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 5,034,000 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
Thereafter | 99,000 | |
Total outstanding debt | 5,133,000 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
2,016 | 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 127,000,000 | |
Thereafter | 0 | |
Total outstanding debt | 127,000,000 | |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total outstanding debt | $ 500,000,000 | $ 500,000,000 |
Debt and Capital Lease Obliga73
Debt and Capital Lease Obligations (Senior Secured Credit Facilities) (Narrative) (Details) | Aug. 29, 2014USD ($) | Jan. 02, 2014USD ($) | Oct. 12, 2012USD ($) | Mar. 31, 2016 | Dec. 31, 2015USD ($) | Nov. 06, 2015USD ($) | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||||||
Interest rate | 5.38% | 5.375% | |||||
Line of Credit Facility, Consolidated Net Leverage Ratio, Maximum | 5 | ||||||
Capitalized deferred financing fees | $ 12,400,000 | ||||||
Write off of Deferred Debt Issuance Cost | $ 800,000 | ||||||
Deferred Finance Costs, Gross | $ 10,100,000 | ||||||
Amended Senior Credit Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Consolidated Senior Secured Net Leverage Ratio, Maximum | 4 | 3.75 | |||||
Deferred Finance Costs, Gross | $ 4,800,000 | ||||||
4th Amendment Senior Credit Facility Agreement [Member] [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Consolidated Senior Secured Net Leverage Ratio, Maximum | 4 | ||||||
Deferred Finance Costs, Gross | $ 3,500,000 | ||||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt facility | 5 years | ||||||
Aggregate principal amount of senior secured credit facilities | 850,000,000 | $ 850,000,000 | |||||
Line Of Credit Facility Additional Borrowing Capacity | $ 865,400,000 | ||||||
Revolving Credit Facility [Member] | 4th Amendment Senior Credit Facility Agreement Term A-1 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Current Borrowing Capacity | 750,000,000 | ||||||
Line of Credit Facility, Increase in Borrowing Capacity | 512,500,000 | ||||||
Revolving Credit Facility [Member] | Amended Senior Credit Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount of senior secured credit facilities | 1,000,000,000 | ||||||
Revolving Credit Facility [Member] | 4th Amendment Senior Credit Facility Agreement Term A-2 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Current Borrowing Capacity | 750,000,000 | ||||||
Line of Credit Facility, Increase in Borrowing Capacity | $ 7,500,000 | ||||||
Revolving Credit Facility and Term A-1 Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate | 2.00% | ||||||
Term Loan A-1 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt facility | 5 years | ||||||
Aggregate principal amount of senior secured credit facilities | $ 250,000,000 | ||||||
Term Loan A-2 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt facility | 7 years | ||||||
Aggregate principal amount of senior secured credit facilities | $ 250,000,000 | ||||||
Interest rate | 2.25% | ||||||
Term Loan A-3 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term of debt facility | 7 years | ||||||
Debt Instrument, Face Amount | $ 500,000,000 | ||||||
Capitalized deferred financing fees | 3,300,000 | ||||||
Accordion Feature [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line Of Credit Facility Additional Borrowing Capacity | 500,000,000 | ||||||
Swing Line Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount of senior secured credit facilities | $ 85,000,000 | ||||||
Swing Line Loan Facility [Member] | Amended Senior Credit Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount of senior secured credit facilities | 100,000,000 | ||||||
Letter of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 7,600,000 | ||||||
Letter of Credit [Member] | Amended Senior Credit Facility Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 100,000,000 | ||||||
Senior Secured Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount of senior secured credit facilities | 2,500,000,000 | ||||||
Line of Credit Facility, Fair Value of Amount Outstanding | 1,600,000,000 | ||||||
Line Of Credit Facility Additional Borrowing Capacity | $ 568,000,000 |
Debt and Capital Lease Obliga74
Debt and Capital Lease Obligations (Senior Unsecured Notes) (Narrative) (Details) CAD in Millions | Sep. 17, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2015CAD | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||||
Interest rate | 5.38% | 5.38% | 5.375% | |
Senior Notes [Member] | Senior Notes Due 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 500,000,000 | |||
Interest rate | 5.375% | |||
Proceeds from the issuance of debt | $ 490,700,000 | |||
Vega [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Line of Credit | $ 5,100,000 | CAD 7.1 |
Debt and Capital Lease Obliga75
Debt and Capital Lease Obligations (Alpro Resolving Credit Facility) (Narrative) (Details) € in Millions, CAD in Millions | Dec. 31, 2015USD ($) | Dec. 31, 2015CAD | Sep. 30, 2015EUR (€) | Aug. 27, 2015USD ($) | Aug. 27, 2015CAD | Jun. 29, 2015USD ($) | Aug. 29, 2014USD ($) | Oct. 12, 2012USD ($) |
Letter of Credit [Member] | Alpro [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount of senior secured credit facilities | € 30 | $ 32,600,000 | ||||||
Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount of senior secured credit facilities | $ 850,000,000 | $ 850,000,000 | ||||||
Revolving Credit Facility [Member] | Alpro [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount of senior secured credit facilities | € 30 | $ 32,600,000 | ||||||
Revolving Credit Facility [Member] | Vega [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount of senior secured credit facilities | $ 7,200,000 | CAD 10 | ||||||
Outstanding borrowings | $ 5,100,000 | CAD 7.1 |
Debt and Capital Lease Obliga76
Debt and Capital Lease Obligations (Allocated Portion of Dean Foods' Debt (Senior Secured Credit Facility)) (Details) - USD ($) $ in Thousands | Nov. 06, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Debt Instrument, Refinance Fee | $ 1,500 | ||
Senior secured credit facility for acquisition | $ 2,078,940 | $ 1,472,206 |
Debt and Capital Lease Obliga77
Debt and Capital Lease Obligations (Capital Lease Obligations) (Narrative) (Details) - USD ($) $ in Millions | Jan. 02, 2014 | Dec. 31, 2015 |
Earthbound Farm [Member] | ||
Debt Instrument [Line Items] | ||
Capital Lease Expiration Year | 2,033 | |
Earthbound Farm [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Capital Lease Interest Rate | 3.10% | |
Earthbound Farm [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Capital Lease Interest Rate | 8.00% | |
Property, Plant and Equipment [Member] | ||
Debt Instrument [Line Items] | ||
Capital lease obligations | $ 22.2 |
Debt and Capital Lease Obliga78
Debt and Capital Lease Obligations 4th Amendment to Senior Secured Credit Facility (Details) | Nov. 06, 2015USD ($) | Mar. 31, 2016 | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Aug. 29, 2014USD ($) |
Line of Credit Facility [Line Items] | |||||
Deferred Finance Costs, Gross | $ 10,100,000 | ||||
Unamortized Debt Issuance Expense | $ (23,379,000) | $ (23,616,000) | |||
Debt Instrument, Refinance Fee | $ 1,500,000 | ||||
4th Amendment Senior Credit Facility Agreement [Member] [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Proceeds from the issuance of Term A-1 and Term A-2 facilities | $ 520 | ||||
Debt Instrument, Interest Rate, Reduction | 0.00% | ||||
4th Amendment Senior Credit Facility Agreement Term A-1 [Member] | Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Increase in Borrowing Capacity | $ 512,500,000 | ||||
Line of Credit Facility, Current Borrowing Capacity | $ 750,000,000 | ||||
Debt Instrument, Payment Term | 5.00% | ||||
4th Amendment Senior Credit Facility Agreement Term A-2 [Member] | Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Increase in Borrowing Capacity | $ 7,500,000 | ||||
Line of Credit Facility, Current Borrowing Capacity | $ 750,000,000 | ||||
Debt Instrument, Payment Term | 1.00% | ||||
4th Amendment Senior Credit Facility Agreement [Member] [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Deferred Finance Costs, Gross | $ 3,500,000 | ||||
Line of Credit Facility, Covenant Terms | 4 | ||||
Amended Senior Credit Facility Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Deferred Finance Costs, Gross | $ 4,800,000 | ||||
Line of Credit Facility, Covenant Terms | 3.75 | 4 |
Debt and Capital Lease Obliga79
Debt and Capital Lease Obligations Vega Revolving Credit Facility (Details) CAD in Millions | Dec. 31, 2015USD ($) | Dec. 31, 2015CAD | Aug. 27, 2015USD ($) | Aug. 27, 2015CAD | Dec. 31, 2014 | Aug. 29, 2014USD ($) | Oct. 12, 2012USD ($) |
Debt Instrument [Line Items] | |||||||
Interest rate | 2.54% | 2.54% | 2.11% | ||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 850,000,000 | $ 850,000,000 | |||||
Vega [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 7,200,000 | CAD 10 | |||||
Long-term Line of Credit | $ 5,100,000 | CAD 7.1 | |||||
Borrowings [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate | 3.70% | 3.70% |
Derivative Financial Instrume80
Derivative Financial Instruments and Fair Value Measurement (Schedule of Interest Rate Swap Agreements) (Detail) - Interest Rate Swap [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Derivative [Line Items] | |
Fixed Interest Rates, Low | 2.75% |
Fixed Interest Rates, High | 3.19% |
Expiration Date | Mar. 31, 2017 |
Notional Amount | $ 650,000 |
Derivative Financial Instrume81
Derivative Financial Instruments and Fair Value Measurement (Schedule of Derivatives Recorded at Fair Value in Consolidated Balance Sheets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | $ 600 | $ 1,200 |
Derivative Liability, Current | 25,900 | 27,448 |
Derivatives Liabilities | 31,100 | 41,300 |
Derivative Asset, Fair Value, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election | 483 | 1,159 |
Derivative Liability, Fair Value, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election | 31,014 | 41,301 |
Current [Member] | Foreign Currency Contract [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 483 | 1,159 |
Derivatives Liabilities | 0 | 0 |
Current [Member] | Commodities Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | |
Derivative Liability, Current | 11,093 | 9,886 |
Derivative Asset, Current | 0 | |
Derivative Asset, Noncurrent | 0 | 0 |
Derivative Liability, Noncurrent | 1,551 | 0 |
Current [Member] | Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | 0 |
Derivatives Liabilities | 15,228 | 17,562 |
Non Current [Member] | Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | 0 |
Derivatives Liabilities | $ 3,142 | $ 13,853 |
Derivative Financial Instrume82
Derivative Financial Instruments and Fair Value Measurement (Schedule of Gains and Losses on Derivatives Designated as Cash Flow Hedges) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||
(Gains)/losses on foreign currency contracts | $ (1,522) | $ 547 | $ 358 |
(Gains)/losses on commodities contracts | $ 0 | $ (1,299) | $ 1,031 |
Derivative Financial Instrume83
Derivative Financial Instruments and Fair Value Measurement (Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
ASSETS | |||
Defined Benefit Plan, Fair Value of Plan Assets | $ 10,631 | $ 10,401 | $ 11,731 |
Level 3 [Member] | |||
ASSETS | |||
Defined Benefit Plan, Fair Value of Plan Assets | 10,631 | 10,401 | $ 11,731 |
Fair Value, Measurements, Recurring [Member] | |||
ASSETS | |||
Cash equivalents | 107 | 25 | |
Qualifying insurance policies | 10,631 | ||
Assets, Fair Value Disclosure, Recurring | 18,744 | 18,894 | |
Liabilities [Abstract] | |||
Liabilities, Fair Value Disclosure, Recurring | 31,014 | 41,301 | |
Fair Value, Measurements, Recurring [Member] | Foreign Exchange Contract [Member] | |||
ASSETS | |||
Foreign currency contracts | 483 | ||
Fair Value, Measurements, Recurring [Member] | Commodities Contracts [Member] | |||
ASSETS | |||
Foreign currency contracts | 1,159 | ||
Liabilities [Abstract] | |||
Contracts | 12,644 | 9,886 | |
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | |||
Liabilities [Abstract] | |||
Contracts | 18,370 | 31,415 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | |||
ASSETS | |||
Cash equivalents | 107 | 25 | |
Qualifying insurance policies | 0 | ||
Assets, Fair Value Disclosure, Recurring | 3,271 | 2,660 | |
Liabilities [Abstract] | |||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Foreign Exchange Contract [Member] | |||
ASSETS | |||
Foreign currency contracts | 0 | ||
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Commodities Contracts [Member] | |||
ASSETS | |||
Foreign currency contracts | 0 | ||
Liabilities [Abstract] | |||
Contracts | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Interest Rate Swap [Member] | |||
Liabilities [Abstract] | |||
Contracts | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
ASSETS | |||
Cash equivalents | 0 | 0 | |
Qualifying insurance policies | 0 | ||
Assets, Fair Value Disclosure, Recurring | 4,842 | 5,833 | |
Liabilities [Abstract] | |||
Liabilities, Fair Value Disclosure, Recurring | 31,014 | 41,301 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Foreign Exchange Contract [Member] | |||
ASSETS | |||
Foreign currency contracts | 483 | ||
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Commodities Contracts [Member] | |||
ASSETS | |||
Foreign currency contracts | 1,159 | ||
Liabilities [Abstract] | |||
Contracts | 12,644 | 9,886 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Interest Rate Swap [Member] | |||
Liabilities [Abstract] | |||
Contracts | 18,370 | 31,415 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | |||
ASSETS | |||
Cash equivalents | 0 | 0 | |
Assets, Fair Value Disclosure, Recurring | 10,631 | 10,401 | |
Liabilities [Abstract] | |||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Foreign Exchange Contract [Member] | |||
ASSETS | |||
Foreign currency contracts | 0 | ||
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Commodities Contracts [Member] | |||
ASSETS | |||
Foreign currency contracts | 0 | ||
Liabilities [Abstract] | |||
Contracts | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Interest Rate Swap [Member] | |||
Liabilities [Abstract] | |||
Contracts | 0 | 0 | |
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Fair Value, Measurements, Recurring [Member] | |||
ASSETS | |||
Investments | 3,164 | 2,635 | |
Qualifying insurance policies | 10,401 | ||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | |||
ASSETS | |||
Investments | 3,164 | 2,635 | |
Qualifying insurance policies | 0 | ||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
ASSETS | |||
Investments | 0 | 0 | |
Qualifying insurance policies | 0 | ||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | |||
ASSETS | |||
Investments | 0 | 0 | |
Qualifying insurance policies | 10,401 | ||
Deferred Compensation Plan [Member] | Fair Value, Measurements, Recurring [Member] | |||
ASSETS | |||
Investments | 4,359 | 4,674 | |
Deferred Compensation Plan [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | |||
ASSETS | |||
Investments | 0 | 0 | |
Deferred Compensation Plan [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
ASSETS | |||
Investments | 4,359 | 4,674 | |
Deferred Compensation Plan [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | |||
ASSETS | |||
Investments | $ 0 | $ 0 |
Derivative Financial Instrume84
Derivative Financial Instruments and Fair Value Measurement (Additional Information) (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2012 | |
Derivative [Line Items] | ||||
Material hedge ineffectiveness related to commodity contracts | $ 0 | $ 0 | ||
Foreign currency contract hedging activity to be reclassified within next 12 months | $ 500,000 | |||
Minimum employee compensation required under deferred compensation plans | 150,000 | |||
Senior Notes | 521,300,000 | 516,300,000 | ||
Interest Rate Swap [Member] | ||||
Derivative [Line Items] | ||||
Interest rate swaps value | $ 650,000,000 | |||
Interest rate swaps maturity date | Mar. 31, 2017 | |||
Gains (losses) on derivative contracts | $ (5,500,000) | $ (5,300,000) | $ 3,400,000 | |
Interest Rate Swap [Member] | Dean Foods Net Investment [Member] | ||||
Derivative [Line Items] | ||||
Interest rate swaps value | $ 650,000,000 | |||
Interest rate swaps maturity date | Mar. 31, 2017 | |||
Long Lived Assets [Member] | International [Member] | ||||
Derivative [Line Items] | ||||
Percentage of international operations representing net sales | 21.00% | 19.00% | ||
Sales [Member] | International [Member] | ||||
Derivative [Line Items] | ||||
Percentage of international operations representing net sales | 18.00% | 19.00% | 19.00% | |
Fuel [Member] | ||||
Derivative [Line Items] | ||||
Derivative Instruments Not Designated as Hedging Instruments, Loss | $ 17,600,000 | $ 10,900,000 | $ 0 |
Derivative Financial Instrume85
Derivative Financial Instruments and Fair Value Measurement Derivative Offsetting (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Derivative Instruments and Hedging Activities Disclosure - Offsetting [Abstract] | ||
Derivative Asset, Collateral, Obligation to Return Cash, Offset | $ 0.1 | |
Derivative Liability, Collateral, Right to Reclaim Cash, Offset | 0 | |
Derivative Asset, Fair Value, Gross Asset | 0.6 | $ 1.2 |
Derivative Liability, Fair Value, Gross Liability | $ 31.1 | $ 41.3 |
Share-Based Compensation (Addit
Share-Based Compensation (Additional Information) (Detail) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Dec. 31, 2015USD ($)yr | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Aug. 07, 2012shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Fully Vested, Minimum Age at Retirement | 65 years | ||||
Options vested and expected to vest | 5 years 11 months 9 days | ||||
Allocated Share-based Compensation Expense | $ 38,326 | $ 30,440 | $ 24,897 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 10 years | ||||
Age Requirement For Vesting Provision After Service Period | yr | 55 | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Look back period of stock price volatility | 6 years | ||||
Cash received from stock option exercises | $ 14,700 | ||||
Total unrecognized stock option expense | $ 7,100 | ||||
Unrecognized compensation expense expected to be recognized period, years | 1 year 4 months 10 days | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Forfeiture Rate | 0.00% | 0.00% | 3.00% | ||
Stock Options [Member] | Whitewave Foods Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 11,038 | $ 10,741 | $ 8,371 | ||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized stock option expense | $ 11,700 | ||||
Unrecognized compensation expense expected to be recognized period, years | 1 year 4 months 20 days | ||||
Stock units vesting period | 3 years | ||||
Restricted Stock Units (RSUs) [Member] | Whitewave Foods Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 16,069 | 15,907 | 9,060 | ||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized stock option expense | $ 1,400 | ||||
Unrecognized compensation expense expected to be recognized period, years | 1 year 4 months 17 days | ||||
Performance Shares [Member] | Whitewave Foods Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 5,382 | 0 | 0 | ||
Phantom Share Units (PSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation liability, current | 200 | 800 | |||
Employee Service Share-based Compensation, Cash Flow Effect, Cash Used to Settle Awards | 1,000 | ||||
Phantom Share Units (PSUs) [Member] | Whitewave Foods Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 908 | 2,658 | 6,607 | ||
Stock Appreciation Rights (SARs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Look back period of stock price volatility | 6 years | ||||
Stock units vesting period | 3 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 6 years 10 months 28 days | ||||
Share based compensation liability, current | $ 2,700 | 1,100 | |||
Stock Appreciation Rights (SARs) [Member] | Whitewave Foods Co [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 4,929 | $ 1,134 | $ 859 | ||
Dean Foods Net Investment [Member] | Performance Shares [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Payout Range Cash Performance Units | 0.00% | ||||
Dean Foods Net Investment [Member] | Performance Shares [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Payout Range Cash Performance Units | 200.00% | ||||
2012 Stock Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Fully Vested, Minimum Age at Retirement | 65 years | ||||
Percentage of award vesting on the first anniversary of the grant date | 33.00% | ||||
Percentage of award vesting on the second anniversary of the grant date | 33.00% | ||||
Percentage of award vesting on the third anniversary of the grant date | 33.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 10 years | ||||
Age Requirement For Vesting Provision After Service Period | yr | 55 | ||||
2012 Stock Incentive Plan [Member] | Common Stock - Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | shares | 26,850,000 | ||||
Vesting Tranche 1 [Member] | Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units vesting period | 1 year | ||||
Allocated Share-based Compensation Expense, Expected Percentage of Award Recognized | 100.00% | ||||
Allocated Share-based Compensation Expense, Expected Payout Percentage | 200.00% | ||||
Vesting Tranche 2 [Member] | Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units vesting period | 2 years | ||||
Allocated Share-based Compensation Expense, Expected Percentage of Award Recognized | 50.00% | ||||
Allocated Share-based Compensation Expense, Expected Payout Percentage | 150.00% | ||||
Vesting Tranche 3 [Member] | Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units vesting period | 3 years | ||||
Allocated Share-based Compensation Expense, Expected Percentage of Award Recognized | 33.30% | ||||
Allocated Share-based Compensation Expense, Expected Payout Percentage | 133.00% |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Share-Based Compensation Expense) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 38,326 | $ 30,440 | $ 24,897 |
Equity [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 32,489 | 26,648 | 17,431 |
Liability [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 5,837 | 3,792 | 7,466 |
Whitewave Foods Co [Member] | Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 11,038 | 10,741 | 8,371 |
Whitewave Foods Co [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 16,069 | 15,907 | 9,060 |
Whitewave Foods Co [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 5,382 | 0 | 0 |
Whitewave Foods Co [Member] | Phantom Share Units (PSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 908 | 2,658 | 6,607 |
Whitewave Foods Co [Member] | Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 4,929 | $ 1,134 | $ 859 |
Share-Based Compensation (Sch88
Share-Based Compensation (Schedule of Valuation Assumptions) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 28.00% | ||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected option term | 6 years | 6 years | 6 years |
Risk-free rate of return minimum | 1.45% | 1.82% | 1.13% |
Risk-free rate of return maximum | 1.91% | 2.10% | 1.66% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Forfeiture Rate | 0.00% | 0.00% | 3.00% |
Stock Options [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 28.00% | 28.00% | |
Stock Options [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 29.00% | 29.00% | |
Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 0.00% | 0.00% | 28.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected option term | 0 years | 0 years | 6 years |
Risk-free rate of return | 0.00% | ||
Risk-free rate of return minimum | 1.13% | ||
Risk-free rate of return maximum | 1.66% |
Share-Based Compensation (Sch89
Share-Based Compensation (Schedule of Stock Option Activity) (Detail) | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Options outstanding, beginning balance (in shares) | shares | 11,349,286 |
Granted (in shares) | shares | 714,385 |
Forfeited, canceled and expired (in shares) | shares | (32,166) |
Exercised (in shares) | shares | (2,590,702) |
Options outstanding, ending balance (in shares) | shares | 9,440,803 |
Options vested and expected to vest (in shares) | shares | 9,440,803 |
Options exercisable, ending balance (in shares) | shares | 7,640,471 |
Weighted average exercise price | |
Options outstanding, beginning balance (in dollars per share) | $ / shares | $ 18.03 |
Granted (in dollars per share) | $ / shares | 39.57 |
Forfeited, canceled and expired (in dollars per share) | $ / shares | 27.64 |
Exercised (in dollars per share) | $ / shares | 19.80 |
Options outstanding, ending balance (in dollars per share) | $ / shares | 19.14 |
Options vested and expected to vest (in dollars per share) | $ / shares | 19.14 |
Options exercisable, ending balance (in dollars per share) | $ / shares | $ 16.82 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Options outstanding | 5 years 11 months 9 days |
Options vested and expected to vest | 5 years 11 months 9 days |
Options exercisable | 5 years 4 months 17 days |
Options outstanding | $ | $ 187,165,044 |
Options vested and expected to vest | $ | 187,165,044 |
Options exercisable, ending balance | $ | $ 168,746,335 |
Share-Based Compensation (Sch90
Share-Based Compensation (Schedule of Options Outstanding and Exercisable) (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
$9.38 to 9.52 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | $ 9.38 | |
Exercise price range, Upper limit (in dollars per share) | $ 9.52 | |
Number Outstanding, Options Outstanding (in shares) | 827,187 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 5 years 18 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 9.50 | |
Number Exercisable, Options Exercisable (in shares) | 827,187 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 9.50 | |
11.10 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | $ 11.10 | |
Number Outstanding, Options Outstanding (in shares) | 1,270,336 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 6 years 1 month 17 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 11.10 | |
Number Exercisable, Options Exercisable (in shares) | 1,270,336 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 11.10 | |
11.12 to 14.71 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 13.39 | |
Exercise price range, Upper limit (in dollars per share) | $ 13.76 | |
Number Outstanding, Options Outstanding (in shares) | 348,079 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 4 years 1 month 28 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 13.40 | |
Number Exercisable, Options Exercisable (in shares) | 348,079 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 13.40 | |
15.16 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 15.16 | |
Number Outstanding, Options Outstanding (in shares) | 1,122,261 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 7 years 1 month 17 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 15.16 | |
Number Exercisable, Options Exercisable (in shares) | 741,312 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 15.16 | |
15.17 to 16.91 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 15.17 | |
Exercise price range, Upper limit (in dollars per share) | $ 16.91 | |
Number Outstanding, Options Outstanding (in shares) | 64,365 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 6 years 7 months 2 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 15.86 | |
Number Exercisable, Options Exercisable (in shares) | 56,306 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 15.71 | |
17.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | $ 17 | |
Number Outstanding, Options Outstanding (in shares) | 2,152,183 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 6 years 9 months 26 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 17 | |
Number Exercisable, Options Exercisable (in shares) | 2,152,183 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 17 | |
17.19 to 23.33 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 18.05 | |
Exercise price range, Upper limit (in dollars per share) | $ 23.33 | |
Number Outstanding, Options Outstanding (in shares) | 1,414,252 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 3 years 1 month 10 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 20.98 | |
Number Exercisable, Options Exercisable (in shares) | 1,319,882 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 20.87 | |
23.35 to 26.91 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 23.62 | |
Exercise price range, Upper limit (in dollars per share) | $ 26.91 | |
Number Outstanding, Options Outstanding (in shares) | 985,779 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 7 years 9 months 4 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 26.78 | |
Number Exercisable, Options Exercisable (in shares) | 380,003 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 26.58 | |
27.69 to 32.12 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 27.69 | |
Exercise price range, Upper limit (in dollars per share) | $ 38.96 | |
Number Outstanding, Options Outstanding (in shares) | 1,194,639 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 5 years 9 months 15 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 33.89 | |
Number Exercisable, Options Exercisable (in shares) | 545,183 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 28.56 | |
34.90 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price range, Lower limit (in dollars per share) | 40.17 | |
Exercise price range, Upper limit (in dollars per share) | $ 51.62 | |
Number Outstanding, Options Outstanding (in shares) | 61,722 | |
Weighted-Average Remaining Contractual Life, Options Outstanding | 9 years 8 months 12 days | |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 47.18 | |
Number Exercisable, Options Exercisable (in shares) | 0 | |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 0 |
Share-Based Compensation (Sch91
Share-Based Compensation (Schedule of Additional Information on Stock Option Activity) (Detail) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share of options granted (in dollars per share) | $ 12.32 | $ 8.62 | $ 4.42 |
Intrinsic value of options exercised | $ 66,036 | $ 12,158 | $ 2,616 |
Fair value of shares vested | 11,666 | 6,281 | 4,006 |
Tax benefit related to stock option expense | $ 3,816 | $ 3,864 | $ 2,769 |
Share-Based Compensation (Sch92
Share-Based Compensation (Schedule of Restricted Stock Unit Activity) (Detail) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding Beginning Balance (in shares) | 1,347,855 |
RSUs issued (in shares) | 343,496 |
Shares issued upon vesting of RSUs (in shares) | (826,976) |
RSUs cancelled or forfeited (in shares) | (25,123) |
Outstanding Ending Balance (in shares) | 839,252 |
Weighted average grant date fair value per share (in dollars per share) | $ / shares | $ 30.02 |
Share-Based Compensation (Sch93
Share-Based Compensation (Schedule of Nonvested Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding beginning balance (in shares) | 1,096,611 |
RSUs granted (in shares) | 343,496 |
RSUs vested (in shares) | (595,688) |
RSUs cancelled or forfeited (in shares) | (25,123) |
Outstanding at ending balance (in shares) | 819,296 |
Weighted average grant date fair value per share (in dollars per share) | $ / shares | $ 30.22 |
Share-Based Compensation (Sch94
Share-Based Compensation (Schedule of Additional Information on Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share, granted (in dollars per share) | $ 39.41 | $ 26.79 | $ 15.20 |
Tax benefit related to RSU expense | $ 5,033 | $ 5,109 | $ 1,408 |
Share-Based Compensation (Sch95
Share-Based Compensation (Schedule of Phantom Share Activity) (Detail) - Phantom Share Units (PSUs) [Member] | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding beginning balance (in shares) | shares | 32,146 |
Granted (in shares) | shares | 0 |
Converted/paid (in shares) | shares | (25,065) |
Forfeited (in shares) | shares | (514) |
Outstanding at ending balance (in shares) | shares | 6,567 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-average grant date fair value per share, beginning balance (in dollars per share) | $ / shares | $ 16.19 |
Weighted-average grant date fair value per share, granted (in dollars per share) | $ / shares | 0 |
Weighted-average grant date fair value per share, Converted/paid (in dollars per share) | $ / shares | 16.48 |
Weighted-average grant date fair value per share, Forfeited (in dollars per share) | $ / shares | 15.16 |
Weighted-average grant date fair value per share, ending balance (in dollars per share) | $ / shares | $ 15.16 |
Share-Based Compensation (Sch96
Share-Based Compensation (Schedule of Stock Appreciation Rights Activity) (Detail) - Stock Appreciation Rights (SARs) [Member] | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding Beginning Balance (in shares) | shares | 263,520 |
Granted (in shares) | shares | 0 |
Forfeited and canceled (in shares) | shares | (1,863) |
Exercised (in shares) | shares | (139,626) |
Outstanding Ending Balance (in shares) | shares | 122,031 |
SARs vested and expected to vest (in shares) | shares | 122,031 |
SARs exercisable, ending balance (in shares) | shares | 98,235 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-average grant date fair value per share, beginning balance (in dollars per share) | $ / shares | $ 16.49 |
Granted, Weighted average exercise price (in dollars per share) | $ / shares | 0 |
Forfeited and cancelled, Weighted average exercise price (in dollars per share) | $ / shares | 15.16 |
Exercised, Weighted average exercise price (in dollars per share) | $ / shares | 16.54 |
Weighted-average grant date fair value per share, ending balance (in dollars per share) | $ / shares | 16.45 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price | $ / shares | 16.45 |
SARs exercisable, Weighted average exercise price (in dollars per share) | $ / shares | $ 16.76 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | |
SARs outstanding, Weighted average contractual life | 6 years 10 months 28 days |
SARs vested and expected to vest, Weighted average contractual life | 6 years 10 months 28 days |
SARs exercisable, Weighted average contractual life | 6 years 10 months 10 days |
SARs outstanding, Aggregate intrinsic value | $ | $ 2,741,426 |
SARs vested and expected to vest, Aggregate intrinsic value | $ | 2,741,426 |
SARs exercisable, Aggregate intrinsic value | $ | $ 2,176,271 |
Share-Based Compensation (Sch97
Share-Based Compensation (Schedule of Stock Appreciation Rights Award Activity) (Details) - Stock Appreciation Rights (SARs) [Member] | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding beginning balance (in shares) | 116,480 |
Granted (in shares) | 0 |
Converted/paid (in shares) | (90,821) |
Forfeited (in shares) | (1,863) |
Outstanding at ending balance (in shares) | 23,796 |
Weighted average grant date fair value per share (in dollars per share) | $ / shares | $ 15.16 |
Share-Based Compensation Schedu
Share-Based Compensation Schedule of Performance Share Unit Activity (Details) - Performance Shares [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 107,358 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 107,358 | 0 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price | $ 38.96 |
Share-Based Compensation Sche99
Share-Based Compensation Schedule of nonvested Performance Share Unit activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 107,358 | 0 |
Granted (in shares) | 107,358 | |
Converted/paid (in shares) | 0 | |
Forfeited (in shares) | 0 | |
Weighted average grant date fair value per share (in dollars per share) | $ 38.96 |
Share-Based Compensation Sch100
Share-Based Compensation Schedule of additional information Performance Stock Unit (Details) - Performance Shares [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 38.96 |
Tax benefit related to RSU expense | $ | $ 1,880 |
Accumulated Other Comprehens101
Accumulated Other Comprehensive Loss (Changes in Accumulated Other Comprehensive Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | $ (61,118) | $ (8,440) | $ (27,688) |
Other comprehensive income/(loss) before reclassifications | (71,853) | (54,253) | 20,727 |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,437 | 1,575 | (1,479) |
Other comprehensive income (loss), net of tax | (70,416) | (52,678) | 19,248 |
Balance, Ending | (131,534) | (61,118) | (8,440) |
Other comprehensive income/(loss), tax expense (benefit) | (321) | (406) | 796 |
Derivative instruments [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | 774 | 205 | (294) |
Other comprehensive income/(loss) before reclassifications | (1,791) | (183) | 1,888 |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,522 | 752 | (1,389) |
Other comprehensive income (loss), net of tax | (269) | 569 | 499 |
Balance, Ending | 505 | 774 | 205 |
Defined benefit plans adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | (2,050) | (793) | (1,818) |
Other comprehensive income/(loss) before reclassifications | 1,374 | (2,080) | 1,115 |
Amounts reclassified from accumulated other comprehensive income (loss) | (85) | 823 | (90) |
Other comprehensive income (loss), net of tax | 1,289 | (1,257) | 1,025 |
Balance, Ending | (761) | (2,050) | (793) |
Cumulative translation adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | (59,842) | (7,852) | (25,576) |
Other comprehensive income/(loss) before reclassifications | (71,436) | (51,990) | 17,724 |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Other comprehensive income (loss), net of tax | (71,436) | (51,990) | 17,724 |
Balance, Ending | $ (131,278) | $ (59,842) | $ (7,852) |
Employee Retirement Plans (Addi
Employee Retirement Plans (Additional Information) (Detail) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)planEmployees | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 0.00% | |||||
Minimum requisite service period | 1 year | |||||
Underfunded status of the plans | $ 4,680,000 | $ 6,334,000 | ||||
Employer contribution in 2014 | $ 1,200,000 | |||||
Accumulated benefit obligation | $ 11,600,000 | $ 12,100,000 | $ 12,300,000 | |||
Weighted average discount rate | 2.50% | 2.03% | ||||
Percentage of insurance contracts financed by employer premiums | 90.00% | |||||
Percentage of insurance contracts financed by employer and employee contribution | 10.00% | |||||
Multiemployer pension plan, number of employees covered | Employees | 250 | |||||
Number of Deferred Compensation Plans Sponsored | plan | 2 | |||||
Minimum employee compensation required under deferred compensation plan | $ 150,000 | |||||
Amounts payable, including accrued deemed interest | 4,800,000 | $ 4,700,000 | ||||
Earthbound Farm [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 0.00% | |||||
Range One [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Benefit Plan, Contributions by Plan Participants | $ 0.01 | 0.01 | ||||
Range One [Member] | Earthbound Farm [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Benefit Plan, Contributions by Plan Participants | $ 0.01 | |||||
Range Two [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Benefit Plan, Contributions by Plan Participants | $ 0.20 | $ 0.50 | ||||
Range Two [Member] | Earthbound Farm [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Benefit Plan, Contributions by Plan Participants | $ 0.60 | |||||
Minimum [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 0.00% | |||||
Plans in green zone | 80.00% | |||||
Maximum [Member] | ||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 0.00% | |||||
Plans in red zone (less than) | 65.00% | |||||
Plans in yellow zone (less than) | 80.00% | |||||
Contribution to plans | 5.00% | 5.00% | 5.00% |
Employee Retirement Plans (Sche
Employee Retirement Plans (Schedule of Retirement Plans Expenses) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined contribution plans | $ 4,877 | $ 3,397 | $ 3,163 |
Defined benefit plans | 1,776 | 951 | 2,050 |
Multiemployer pension and certain union plans | 1,820 | 1,758 | 1,683 |
Total | $ 8,473 | $ 6,106 | $ 6,896 |
Employee Retirement Plans (S104
Employee Retirement Plans (Schedule of Reconciliation of Projected Benefit Obligation and Fair Value of Plan Assets) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss), Net Actuarial Gain (Loss), before Tax | $ 1,571 | $ (2,537) |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||
Benefit obligation at beginning of the year | 16,735 | 17,009 |
Service cost | 1,630 | 1,636 |
Interest cost | 310 | 545 |
Plan curtailments | 0 | (882) |
Plan settlements | 0 | (1,439) |
Benefits paid | (58) | (511) |
Expenses paid | (17) | (17) |
Exchange rate changes | (1,718) | (2,143) |
Benefit obligation, end of year | 15,311 | 16,735 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of year | 10,401 | 11,731 |
Actual return on plan assets | 263 | 648 |
Employer contributions to plan | 1,134 | 1,361 |
Plan settlements | 0 | (1,439) |
Benefits paid | (58) | (511) |
Expenses paid | (17) | (17) |
Exchange rate changes | (1,092) | (1,372) |
Fair value of plan assets, end of year | 10,631 | 10,401 |
Funded status at end of year | $ (4,680) | $ (6,334) |
Employee Retirement Plans (S105
Employee Retirement Plans (Schedule of Assumptions Used to Determine Benefit Obligations) (Detail) | Dec. 31, 2015 | Dec. 31, 2014 |
Compensation and Retirement Disclosure [Abstract] | ||
Weighted average discount rate | 2.50% | 2.03% |
Rate of compensation increase | 3.92% | 3.92% |
Employee Retirement Plans (S106
Employee Retirement Plans (Schedule of Assumptions Used to Determine Net Periodic Benefit Cost) (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Weighted average discount rate | 2.03% | 3.79% | 3.50% |
Expected return on assets | 2.50% | 3.79% | 3.71% |
Rate of compensation increase | 3.92% | 3.87% | 3.88% |
Employee Retirement Plans (S107
Employee Retirement Plans (Schedule of Net Periodic Benefit Cost) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 1,630,000 | $ 1,636,000 | |
Interest cost | 310,000 | 545,000 | |
Prior service cost | 2,700 | 3,200 | $ (129,500) |
Net periodic benefit cost | 1,776,000 | 951,000 | 2,050,000 |
Pension Plan, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 1,630,000 | 1,636,000 | 1,771,000 |
Interest cost | 310,000 | 545,000 | 545,000 |
Expected return on plan assets | (251,000) | (407,000) | (356,000) |
Prior service cost | (1,000) | 2,000 | 17,000 |
Unrecognized net loss | 88,000 | 3,000 | 73,000 |
Curtailment gain | 0 | (690,000) | 0 |
Settlement gain | 0 | (138,000) | 0 |
Net periodic benefit cost | $ 1,776,000 | $ 951,000 | $ 2,050,000 |
Employee Retirement Plans (S108
Employee Retirement Plans (Schedule of Pension Plans with Accumulated Benefit Obligation in Excess of Plan Assets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Compensation and Retirement Disclosure [Abstract] | |||
Projected benefit obligation | $ 15,311 | $ 16,735 | $ 3,601 |
Accumulated benefit obligation | 11,585 | 12,115 | 3,206 |
Fair value of plan assets | $ 10,631 | $ 10,401 | $ 1,902 |
Employee Retirement Plans (S109
Employee Retirement Plans (Schedule of Estimated Pension Plan Benefit Payments) (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Compensation and Retirement Disclosure [Abstract] | |
2,015 | $ 224 |
2,016 | 74 |
2,017 | 203 |
2,018 | 1,861 |
2,019 | 198 |
Next five years | $ 2,660 |
Employee Retirement Plans (S110
Employee Retirement Plans (Schedule of Change in Fair Value Measurement of Defined Benefit Plans) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of year | $ 10,401 | $ 11,731 |
Fair value of plan assets, end of year | 10,631 | 10,401 |
Exchange rate changes | (1,092) | (1,372) |
Level 3 [Member] | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of year | 10,401 | 11,731 |
Relating to instruments still held at reporting date | 263 | 648 |
Purchases, sales and settlements (net) | 1,059 | (607) |
Fair value of plan assets, end of year | 10,631 | 10,401 |
Exchange rate changes | $ (1,092) | $ (1,371) |
Employee Retirement Plans (S111
Employee Retirement Plans (Schedule of Information Regarding Participation in Multiemployer Pension Plans) (Detail) - agreement | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||
Pension plan number | 1 | |
PPA Zone status | Green | Green |
FIP/RP status pending/ implemented | NA | |
Extended amortization provisions | false | |
Expiration date of associated collective-bargaining agreement | Feb. 28, 2015 | |
Expiration date of associated collective-bargaining agreement | Jan. 28, 2017 | |
Number of additional collective bargaining agreements | 2 |
Employee Retirement Plans (S112
Employee Retirement Plans (Schedule of Information Regarding Contribution in Multiemployer Pension Plans) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Pension plan number | 1 | ||
Total contribution | $ 1,820 | $ 1,758 | $ 1,683 |
Surcharge imposed | No |
Employee Retirement Plans (S113
Employee Retirement Plans (Schedule of Defined Benefit Plan) (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Prior service cost | $ 2,700 | $ 3,200 | $ (129,500) | |
Defined Benefit Plan, Amortization of Prior Service Cost (Credit), Tax | 1,400 | 1,600 | (60,600) | |
Defined Benefit Plan, Actuarial Gain (Loss) | 751,300 | 2,042,300 | 676,900 | |
Defined Benefit Plan, Actuarial Gain (Loss), Tax | $ 384,200 | $ 1,042,800 | $ 317,100 | |
Scenario, Forecast [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Prior service cost | $ 200 | |||
Defined Benefit Plan, Amortization of Prior Service Cost (Credit), Tax | 100 | |||
Defined Benefit Plan, Actuarial Gain (Loss) | (3,100) | |||
Defined Benefit Plan, Actuarial Gain (Loss), Tax | $ 1,600 |
Commitments and Contingencie114
Commitments and Contingencies (Additional Information) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Contingencies And Commitments [Line Items] | |||
Rent expense | $ 34.2 | $ 16.7 | $ 15.6 |
Minimum [Member] | |||
Contingencies And Commitments [Line Items] | |||
Lease term | 1 year | ||
Maximum [Member] | |||
Contingencies And Commitments [Line Items] | |||
Lease term | 20 years |
Commitments and Contingencie115
Commitments and Contingencies (Future Minimum Payments Under Non-Cancelable Operating Leases) (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 22,270 |
2,017 | 18,189 |
2,018 | 11,380 |
2,019 | 8,881 |
2,020 | 5,596 |
Thereafter | 24,410 |
Total minimum lease payments | $ 90,726 |
Segment, Geographic, and Cus116
Segment, Geographic, and Customer Information (Additional Information) (Detail) | 12 Months Ended | ||
Dec. 31, 2015PlantFacility | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||
Number of Reportable Segments | Plant | 3 | ||
Number of manufacturing facilities | Facility | 11 | ||
Net Sales [Member] | North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Major customer, percentage of sales | 13.70% | 14.60% | 17.50% |
North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of co-packers | Facility | 3 | ||
Europe [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of manufacturing facilities | Plant | 3 |
Segment, Geographic, and Cus117
Segment, Geographic, and Customer Information (Summarized Income Statement Amounts by Segment) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Total net sales: | |||
Net sales | $ 3,866,295 | $ 3,436,605 | $ 2,542,063 |
Operating income: | |||
Operating income (loss) | 332,206 | 266,686 | 157,432 |
Other expense (income): | |||
Interest expense | 58,127 | 36,972 | 18,027 |
Other expense (income), net | 6,343 | 5,266 | (3,829) |
Income before income taxes | 267,736 | 224,448 | 143,234 |
Depreciation and amortization: | |||
Depreciation and amortization | 120,019 | 110,567 | 81,905 |
Americas Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | 2,767,857 | 2,350,825 | 2,123,997 |
Americas Fresh Foods [Member] | |||
Total net sales: | |||
Net sales | 565,875 | 575,283 | 0 |
Europe Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | 532,563 | 510,497 | 418,066 |
Operating Segments [Member] | |||
Total net sales: | |||
Net sales | 3,866,295 | 3,436,605 | 2,542,063 |
Operating income: | |||
Operating income (loss) | 332,206 | 266,686 | 157,432 |
Other expense (income): | |||
Interest expense | 58,127 | 36,972 | 18,027 |
Income before income taxes | 267,736 | 224,448 | 143,234 |
Operating Segments [Member] | Americas Foods and Beverages [Member] | |||
Operating income: | |||
Operating income (loss) | 333,957 | 264,197 | 215,155 |
Depreciation and amortization: | |||
Depreciation and amortization | 72,334 | 62,290 | 59,717 |
Operating Segments [Member] | Americas Fresh Foods [Member] | |||
Operating income: | |||
Operating income (loss) | 25,354 | 47,723 | 0 |
Depreciation and amortization: | |||
Depreciation and amortization | 25,759 | 25,771 | 0 |
Operating Segments [Member] | Europe Foods and Beverages [Member] | |||
Operating income: | |||
Operating income (loss) | 67,506 | 52,673 | 20,879 |
Depreciation and amortization: | |||
Depreciation and amortization | 19,734 | 21,143 | 21,628 |
Reportable Segment [Member] | |||
Operating income: | |||
Operating income (loss) | 426,817 | 364,593 | 236,034 |
Corporate [Member] | |||
Operating income: | |||
Operating income (loss) | (94,611) | (97,907) | (78,602) |
Depreciation and amortization: | |||
Depreciation and amortization | $ 2,192 | $ 1,363 | $ 560 |
Segment, Geographic, and Cus118
Segment, Geographic, and Customer Information (Sales Amounts by Product Categories) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Total net sales: | |||
Net sales | $ 3,866,295 | $ 3,436,605 | $ 2,542,063 |
Americas Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | 2,767,857 | 2,350,825 | 2,123,997 |
Americas Foods and Beverages [Member] | Plantbased Food And Beverages [Member] | |||
Total net sales: | |||
Net sales | 919,793 | 715,667 | 627,716 |
Americas Foods and Beverages [Member] | Coffee Creamers And Beverages [Member] | |||
Total net sales: | |||
Net sales | 1,090,018 | 990,998 | 913,517 |
Americas Foods and Beverages [Member] | Premium Dairy [Member] | |||
Total net sales: | |||
Net sales | 758,046 | 644,160 | 582,764 |
Americas Fresh Foods [Member] | |||
Total net sales: | |||
Net sales | 565,875 | 575,283 | 0 |
Americas Fresh Foods [Member] | Organic Salads, Fruits, and Vegetables [Member] | |||
Total net sales: | |||
Net sales | 565,875 | 575,283 | 0 |
Europe Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | $ 532,563 | $ 510,497 | $ 418,066 |
Segment, Geographic, and Cus119
Segment, Geographic, and Customer Information (Summarized Balance Sheet Amounts by Segment) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Assets: | |||
Assets | $ 4,228,869 | $ 3,319,067 | $ 2,247,018 |
Long-lived Assets: | |||
Long-lived Assets | 1,137,521 | 993,207 | 659,683 |
Capital expenditures: | |||
Capital expenditures | 261,674 | 302,274 | 155,478 |
Operating Segments [Member] | |||
Assets: | |||
Assets | 4,228,869 | 3,319,067 | |
Operating Segments [Member] | Americas Foods and Beverages [Member] | |||
Assets: | |||
Assets | 2,823,108 | 1,935,524 | 1,588,104 |
Long-lived Assets: | |||
Long-lived Assets | 720,516 | 638,618 | 484,739 |
Capital expenditures: | |||
Capital expenditures | 135,038 | 208,623 | 128,877 |
Operating Segments [Member] | Americas Fresh Foods [Member] | |||
Assets: | |||
Assets | 732,880 | 713,211 | 0 |
Long-lived Assets: | |||
Long-lived Assets | 173,716 | 157,079 | 0 |
Capital expenditures: | |||
Capital expenditures | 37,258 | 28,497 | 0 |
Operating Segments [Member] | Europe Foods and Beverages [Member] | |||
Assets: | |||
Assets | 605,843 | 561,852 | 559,785 |
Long-lived Assets: | |||
Long-lived Assets | 236,918 | 184,506 | 163,860 |
Capital expenditures: | |||
Capital expenditures | 89,000 | 62,147 | 20,732 |
Corporate [Member] | |||
Assets: | |||
Assets | 67,038 | 108,480 | 99,129 |
Long-lived Assets: | |||
Long-lived Assets | 6,371 | 13,004 | 11,084 |
Capital expenditures: | |||
Capital expenditures | $ 378 | $ 3,007 | $ 5,869 |
Related Party Transactions (Add
Related Party Transactions (Additional Information) (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)SubsidiaryRenewals | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Related Party Transaction [Line Items] | |||
Number of subsidiaries involved in agreement | Subsidiary | 2 | ||
Renewal of agreement | 1 year | ||
Net sales to related parties | $ 0 | $ 0 | $ 37,063 |
Suiza Dairy Group LLC and Dean Dairy Holdings LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Number of renewal options | Renewals | 4 | ||
Agreement term | 1 year | ||
Dean Foods Net Investment [Member] | |||
Related Party Transaction [Line Items] | |||
Expenses related to transaction with related party | 2,200 | 19,000 | |
Net sales to related parties | $ 500 | $ 700 | $ 3,000 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Calculation of Earnings Per Share, Basic and Diluted) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Numerator: | |||
Net income | $ 168,393 | $ 140,185 | $ 99,041 |
Denominator: | |||
Weighted average common shares (in shares) | 175,511,811 | 174,013,700 | 173,120,689 |
Basic earnings per share from continuing operations (in dollars per share) | $ 0.96 | $ 0.81 | $ 0.57 |
Numerator: | |||
Net income | $ 168,393 | $ 140,185 | $ 99,041 |
Denominator: | |||
Weighted average common shares — basic (in shares) | 175,511,811 | 174,013,700 | 173,120,689 |
Weighted average common shares — diluted (in shares) | 180,084,949 | 177,949,916 | 174,581,468 |
Basic earnings per share from continuing operations (in dollars per share) | $ 0.94 | $ 0.79 | $ 0.57 |
Stock Options [Member] | |||
Denominator: | |||
Stock option conversion and Stock units (in shares) | 3,905,133 | 3,268,052 | 820,743 |
Restricted Stock Units (RSUs) [Member] | |||
Denominator: | |||
Stock option conversion and Stock units (in shares) | 668,005 | 668,164 | 640,036 |
Stock Options [Member] | |||
Denominator: | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 387,325 | 3,599 | 4,045,309 |
Restricted Stock Units (RSUs) [Member] | |||
Denominator: | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,872 | 1,344 | 10 |
Supplemental Guarantor Finan122
Supplemental Guarantor Financial Information (Balance Sheet) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ||||
Cash and cash equivalents | $ 38,610 | $ 50,240 | $ 101,105 | $ 69,373 |
Trade receivables, net of allowance | 257,548 | 192,692 | ||
Inventories | 270,737 | 215,669 | ||
Prepaid expenses and other current assets | 39,782 | 50,323 | ||
Total current assets | 606,677 | 508,924 | ||
Investment in unconsolidated entity | 30,772 | 43,160 | ||
Property, plant, and equipment, net | 1,137,521 | 993,207 | ||
Identifiable intangible and other assets, net | 1,038,577 | 705,500 | ||
Goodwill | 1,415,322 | 1,068,276 | 772,343 | |
Total Assets | 4,228,869 | 3,319,067 | 2,247,018 | |
Current liabilities: | ||||
Accounts payable and accrued expenses | 549,713 | 469,764 | ||
Current portion of debt and capital lease obligations | 51,449 | 21,158 | ||
Income taxes payable | 3,043 | 496 | ||
Total current liabilities | 604,205 | 491,418 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,078,940 | 1,472,206 | ||
Deferred income taxes | 293,326 | 236,852 | ||
Other long-term liabilities | 41,490 | 42,104 | ||
Total liabilities | 3,017,961 | 2,242,580 | ||
Total shareholders’ equity | 1,210,908 | 1,076,487 | 961,439 | 784,956 |
Total Liabilities and Shareholders’ Equity | 4,228,869 | 3,319,067 | ||
Operating Segments [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 38,610 | 50,240 | 101,105 | 69,373 |
Trade receivables, net of allowance | 257,548 | 192,692 | ||
Inventories | 270,737 | 215,669 | ||
Prepaid expenses and other current assets | 39,782 | 50,323 | ||
Intercompany receivables | 0 | 0 | ||
Total current assets | 606,677 | 508,924 | ||
Investment in unconsolidated entity | 30,772 | 43,160 | ||
Investment in consolidated subsidiaries | 0 | 0 | ||
Property, plant, and equipment, net | 1,137,521 | 993,207 | ||
Identifiable intangible and other assets, net | 1,038,577 | 705,500 | ||
Goodwill | 1,415,322 | 1,068,276 | ||
Total Assets | 4,228,869 | 3,319,067 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 549,713 | 469,764 | ||
Current portion of debt and capital lease obligations | 51,449 | 21,158 | ||
Income taxes payable | 3,043 | 496 | ||
Intercompany payables | 0 | 0 | ||
Total current liabilities | 604,205 | 491,418 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,078,940 | 1,472,206 | ||
Deferred income taxes | 293,326 | 236,852 | ||
Other long-term liabilities | 41,490 | 42,104 | ||
Total liabilities | 3,017,961 | 2,242,580 | ||
Total shareholders’ equity | 1,210,908 | 1,076,487 | ||
Total Liabilities and Shareholders’ Equity | 4,228,869 | 3,319,067 | ||
Operating Segments [Member] | Whitewave Foods Co [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 6,675 |
Trade receivables, net of allowance | 2,649 | 317 | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other current assets | 15,442 | 18,014 | ||
Intercompany receivables | 1,878,299 | 1,087,095 | ||
Total current assets | 1,896,390 | 1,105,426 | ||
Investment in unconsolidated entity | 2,983 | 0 | ||
Investment in consolidated subsidiaries | 2,156,856 | 1,968,899 | ||
Property, plant, and equipment, net | 6,169 | 7,953 | ||
Identifiable intangible and other assets, net | 34,441 | 41,327 | ||
Goodwill | 0 | 0 | ||
Total Assets | 4,096,839 | 3,123,605 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 47,713 | 41,478 | ||
Current portion of debt and capital lease obligations | 45,000 | 20,000 | ||
Income taxes payable | 0 | 0 | ||
Intercompany payables | 710,984 | 504,442 | ||
Total current liabilities | 803,697 | 565,920 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,058,621 | 1,451,384 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 23,613 | 29,814 | ||
Total liabilities | 2,885,931 | 2,047,118 | ||
Total shareholders’ equity | 1,210,908 | 1,076,487 | ||
Total Liabilities and Shareholders’ Equity | 4,096,839 | 3,123,605 | ||
Operating Segments [Member] | Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 2,282 | 524 | 673 | 49 |
Trade receivables, net of allowance | 200,808 | 134,352 | ||
Inventories | 232,757 | 182,770 | ||
Prepaid expenses and other current assets | 11,070 | 18,318 | ||
Intercompany receivables | 686,469 | 504,442 | ||
Total current assets | 1,133,386 | 840,406 | ||
Investment in unconsolidated entity | 0 | 3,000 | ||
Investment in consolidated subsidiaries | 943,501 | 438,832 | ||
Property, plant, and equipment, net | 893,594 | 795,696 | ||
Identifiable intangible and other assets, net | 663,101 | 600,592 | ||
Goodwill | 991,085 | 916,482 | ||
Total Assets | 4,624,667 | 3,595,008 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 374,483 | 319,247 | ||
Current portion of debt and capital lease obligations | 1,415 | 1,158 | ||
Income taxes payable | 0 | 0 | ||
Intercompany payables | 1,866,496 | 1,062,081 | ||
Total current liabilities | 2,242,394 | 1,382,486 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 20,219 | 20,822 | ||
Deferred income taxes | 200,642 | 221,241 | ||
Other long-term liabilities | 4,556 | 1,560 | ||
Total liabilities | 2,467,811 | 1,626,109 | ||
Total shareholders’ equity | 2,156,856 | 1,968,899 | ||
Total Liabilities and Shareholders’ Equity | 4,624,667 | 3,595,008 | ||
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 36,328 | 49,716 | 100,432 | 62,649 |
Trade receivables, net of allowance | 54,091 | 58,023 | ||
Inventories | 46,755 | 32,899 | ||
Prepaid expenses and other current assets | 13,270 | 13,991 | ||
Intercompany receivables | 37,962 | 0 | ||
Total current assets | 188,406 | 154,629 | ||
Investment in unconsolidated entity | 27,789 | 40,160 | ||
Investment in consolidated subsidiaries | 0 | 0 | ||
Property, plant, and equipment, net | 237,758 | 189,558 | ||
Identifiable intangible and other assets, net | 365,316 | 96,877 | ||
Goodwill | 424,237 | 151,794 | ||
Total Assets | 1,243,506 | 633,018 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 127,517 | 109,039 | ||
Current portion of debt and capital lease obligations | 5,034 | 0 | ||
Income taxes payable | 3,043 | 496 | ||
Intercompany payables | 25,250 | 25,014 | ||
Total current liabilities | 160,844 | 134,549 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 100 | 0 | ||
Deferred income taxes | 116,965 | 48,907 | ||
Other long-term liabilities | 13,321 | 10,730 | ||
Total liabilities | 291,230 | 194,186 | ||
Total shareholders’ equity | 952,276 | 438,832 | ||
Total Liabilities and Shareholders’ Equity | 1,243,506 | 633,018 | ||
Consolidation, Eliminations [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Trade receivables, net of allowance | 0 | 0 | ||
Inventories | (8,775) | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Intercompany receivables | (2,602,730) | (1,591,537) | ||
Total current assets | (2,611,505) | (1,591,537) | ||
Investment in unconsolidated entity | 0 | 0 | ||
Investment in consolidated subsidiaries | (3,100,357) | (2,407,731) | ||
Property, plant, and equipment, net | 0 | 0 | ||
Identifiable intangible and other assets, net | (24,281) | (33,296) | ||
Goodwill | 0 | 0 | ||
Total Assets | (5,736,143) | (4,032,564) | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 0 | 0 | ||
Current portion of debt and capital lease obligations | 0 | 0 | ||
Income taxes payable | 0 | 0 | ||
Intercompany payables | (2,602,730) | (1,591,537) | ||
Total current liabilities | (2,602,730) | (1,591,537) | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 0 | 0 | ||
Deferred income taxes | (24,281) | (33,296) | ||
Other long-term liabilities | 0 | 0 | ||
Total liabilities | (2,627,011) | (1,624,833) | ||
Total shareholders’ equity | (3,109,132) | (2,407,731) | ||
Total Liabilities and Shareholders’ Equity | $ (5,736,143) | $ (4,032,564) |
Supplemental Guarantor Finan123
Supplemental Guarantor Financial Information (Condensed Consolidating Statements of Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | $ 1,027,633 | $ 1,003,888 | $ 923,632 | $ 911,142 | $ 910,989 | $ 857,467 | $ 837,926 | $ 830,223 | $ 3,866,295 | $ 3,436,605 | $ 2,503,487 | |
Net sales to related parties | 0 | 0 | 37,063 | |||||||||
Transitional sales fees | 0 | 0 | 1,513 | |||||||||
Total net sales | 3,866,295 | 3,436,605 | 2,542,063 | |||||||||
Cost of sales | 2,543,030 | 2,283,441 | 1,634,646 | |||||||||
Gross profit | $ 337,401 | $ 351,131 | $ 326,158 | $ 308,575 | $ 301,934 | $ 292,756 | $ 285,260 | $ 273,214 | 1,323,265 | 1,153,164 | 907,417 | |
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 705,924 | 621,866 | 528,233 | |||||||||
General and administrative | 285,135 | 265,678 | 197,526 | |||||||||
Asset disposal and exit costs | $ 9,800 | 0 | (1,066) | 24,226 | ||||||||
Total operating expenses | 991,059 | 886,478 | 749,985 | |||||||||
Operating (loss) income | 332,206 | 266,686 | 157,432 | |||||||||
Other expense: | ||||||||||||
Interest expense | 58,127 | 36,972 | 18,027 | |||||||||
Other expense (income), net | 6,343 | 5,266 | (3,829) | |||||||||
Total other expense | 64,470 | 42,238 | 14,198 | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | 267,736 | 224,448 | 143,234 | |||||||||
Income tax (benefit) expense | 87,908 | 78,279 | 44,193 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 11,435 | 5,984 | 0 | |||||||||
Net income (loss) | 168,393 | 140,185 | 99,041 | |||||||||
Other comprehensive income, net of tax | (70,416) | (52,678) | 19,248 | |||||||||
Comprehensive income | 97,977 | 87,507 | 118,289 | |||||||||
Operating Segments [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | 2,503,487 | |||||||||||
Net sales to related parties | 37,063 | |||||||||||
Transitional sales fees | 1,513 | |||||||||||
Total net sales | 3,866,295 | 3,436,605 | 2,542,063 | |||||||||
Cost of sales | 2,543,030 | 2,283,441 | 1,634,646 | |||||||||
Gross profit | 1,323,265 | 1,153,164 | 907,417 | |||||||||
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 705,924 | 621,866 | 528,233 | |||||||||
General and administrative | 285,135 | 265,678 | 197,526 | |||||||||
Asset disposal and exit costs | (1,066) | 24,226 | ||||||||||
Total operating expenses | 991,059 | 886,478 | 749,985 | |||||||||
Operating (loss) income | 332,206 | 266,686 | 157,432 | |||||||||
Other expense: | ||||||||||||
Interest expense | 58,127 | 36,972 | 18,027 | |||||||||
Other expense (income), net | 6,343 | 5,266 | (3,829) | |||||||||
Total other expense | 64,470 | 42,238 | 14,198 | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | 267,736 | 224,448 | 143,234 | |||||||||
Income tax (benefit) expense | 87,908 | 78,279 | 44,193 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 179,828 | (146,169) | ||||||||||
Equity in earnings of consolidated subsidiaries | 11,435 | 5,984 | 0 | |||||||||
Income (loss) before equity in earnings of subsidiaries | 0 | 0 | 99,041 | |||||||||
Net income (loss) | 168,393 | 140,185 | 99,041 | |||||||||
Other comprehensive income, net of tax | (70,416) | (52,678) | 19,248 | |||||||||
Comprehensive income | 97,977 | 87,507 | 118,289 | |||||||||
Consolidation, Eliminations [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | 0 | |||||||||||
Net sales to related parties | 0 | |||||||||||
Transitional sales fees | 0 | |||||||||||
Total net sales | (36,192) | 0 | 0 | |||||||||
Cost of sales | (32,766) | 0 | 0 | |||||||||
Gross profit | (3,426) | 0 | 0 | |||||||||
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 0 | 0 | 0 | |||||||||
General and administrative | 0 | 0 | 0 | |||||||||
Asset disposal and exit costs | 0 | 0 | ||||||||||
Total operating expenses | 0 | 0 | 0 | |||||||||
Operating (loss) income | (3,426) | 0 | 0 | |||||||||
Other expense: | ||||||||||||
Interest expense | 0 | 0 | 0 | |||||||||
Other expense (income), net | 0 | 0 | 0 | |||||||||
Total other expense | 0 | 0 | 0 | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | (3,426) | 0 | 0 | |||||||||
Income tax (benefit) expense | 0 | 0 | 0 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | (3,426) | 0 | ||||||||||
Equity in earnings of consolidated subsidiaries | 0 | 0 | (117,182) | |||||||||
Income (loss) before equity in earnings of subsidiaries | (199,882) | (175,323) | 0 | |||||||||
Net income (loss) | (203,308) | (175,323) | (117,182) | |||||||||
Other comprehensive income, net of tax | 140,832 | 105,925 | (37,768) | |||||||||
Comprehensive income | (62,476) | (69,398) | (154,950) | |||||||||
Whitewave Foods Co [Member] | Operating Segments [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | 0 | |||||||||||
Net sales to related parties | 0 | |||||||||||
Transitional sales fees | 0 | |||||||||||
Total net sales | 0 | 0 | 0 | |||||||||
Cost of sales | 0 | 0 | 0 | |||||||||
Gross profit | 0 | 0 | 0 | |||||||||
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 0 | 0 | 0 | |||||||||
General and administrative | 84,263 | 92,122 | 76,178 | |||||||||
Asset disposal and exit costs | 0 | 0 | ||||||||||
Total operating expenses | 84,263 | 92,122 | 76,178 | |||||||||
Operating (loss) income | (84,263) | (92,122) | (76,178) | |||||||||
Other expense: | ||||||||||||
Interest expense | 56,779 | 35,555 | 17,944 | |||||||||
Other expense (income), net | (138,816) | (131,251) | (90,608) | |||||||||
Total other expense | (82,037) | (95,696) | (72,664) | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | (2,226) | 3,574 | (3,514) | |||||||||
Income tax (benefit) expense | (4,822) | 9,378 | (1,102) | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 2,596 | 5,804 | ||||||||||
Equity in earnings of consolidated subsidiaries | 718 | 0 | 101,453 | |||||||||
Income (loss) before equity in earnings of subsidiaries | 166,515 | 145,989 | (2,412) | |||||||||
Net income (loss) | 168,393 | 140,185 | 99,041 | |||||||||
Other comprehensive income, net of tax | (70,416) | (52,678) | 19,248 | |||||||||
Comprehensive income | 97,977 | 87,507 | 118,289 | |||||||||
Guarantor Subsidiaries [Member] | Operating Segments [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | 2,085,421 | |||||||||||
Net sales to related parties | 37,063 | |||||||||||
Transitional sales fees | 1,513 | |||||||||||
Total net sales | 3,318,001 | 2,926,108 | 2,123,997 | |||||||||
Cost of sales | 2,241,359 | 1,991,748 | 1,386,336 | |||||||||
Gross profit | 1,076,642 | 934,360 | 737,661 | |||||||||
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 582,859 | 505,567 | 435,120 | |||||||||
General and administrative | 137,215 | 117,938 | 72,960 | |||||||||
Asset disposal and exit costs | (1,066) | 14,426 | ||||||||||
Total operating expenses | 720,074 | 622,439 | 522,506 | |||||||||
Operating (loss) income | 356,568 | 311,921 | 215,155 | |||||||||
Other expense: | ||||||||||||
Interest expense | 989 | 1,219 | 0 | |||||||||
Other expense (income), net | 141,279 | 134,037 | 84,776 | |||||||||
Total other expense | 142,268 | 135,256 | 84,776 | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | 214,300 | 176,665 | 130,379 | |||||||||
Income tax (benefit) expense | 81,152 | 60,010 | 44,655 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 133,148 | (116,655) | ||||||||||
Equity in earnings of consolidated subsidiaries | 0 | 0 | 15,729 | |||||||||
Income (loss) before equity in earnings of subsidiaries | 33,367 | 29,334 | 85,724 | |||||||||
Net income (loss) | 166,515 | 145,989 | 101,453 | |||||||||
Other comprehensive income, net of tax | (70,416) | (52,678) | 19,248 | |||||||||
Comprehensive income | 96,099 | 93,311 | 120,701 | |||||||||
Non-Guarantor Subsidiaries [Member] | Operating Segments [Member] | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Net sales | 418,066 | |||||||||||
Net sales to related parties | 0 | |||||||||||
Transitional sales fees | 0 | |||||||||||
Total net sales | 584,486 | 510,497 | 418,066 | |||||||||
Cost of sales | 334,437 | 291,693 | 248,310 | |||||||||
Gross profit | 250,049 | 218,804 | 169,756 | |||||||||
Operating expenses: | ||||||||||||
Selling, distribution, and marketing | 123,065 | 116,299 | 93,113 | |||||||||
General and administrative | 63,657 | 55,618 | 48,388 | |||||||||
Asset disposal and exit costs | 0 | 9,800 | ||||||||||
Total operating expenses | 186,722 | 171,917 | 151,301 | |||||||||
Operating (loss) income | 63,327 | 46,887 | 18,455 | |||||||||
Other expense: | ||||||||||||
Interest expense | 359 | 198 | 83 | |||||||||
Other expense (income), net | 3,880 | 2,480 | 2,003 | |||||||||
Total other expense | 4,239 | 2,678 | 2,086 | |||||||||
Income (loss) before income taxes and equity in earnings of subsidiaries | 59,088 | 44,209 | 16,369 | |||||||||
Income tax (benefit) expense | 11,578 | 8,891 | 640 | |||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 47,510 | (35,318) | ||||||||||
Equity in earnings of consolidated subsidiaries | 10,717 | 5,984 | 0 | |||||||||
Income (loss) before equity in earnings of subsidiaries | 0 | 0 | 15,729 | |||||||||
Net income (loss) | 36,793 | 29,334 | 15,729 | |||||||||
Other comprehensive income, net of tax | (70,416) | (53,247) | 18,520 | |||||||||
Comprehensive income | $ (33,623) | $ (23,913) | $ 34,249 |
Supplemental Guarantor Finan124
Supplemental Guarantor Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | $ 315,306 | $ 284,613 | $ 184,941 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Payments for acquisitions, net of cash acquired | (707,605) | (798,446) | 0 |
Payments for property, plant, and equipment | (258,488) | (292,357) | (131,769) |
Proceeds from sale of fixed assets | 8,962 | 464 | 92,352 |
Other | 346 | 0 | 0 |
Net cash used in investing activities | (957,486) | (1,140,624) | (39,417) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Distributions to Dean Foods, net | 0 | 0 | (871) |
Payments of capital lease obligations | (1,104) | (1,044) | 0 |
Proceeds from revolver line of credit | 1,299,107 | 625,400 | 624,150 |
Payments for revolver line of credit | (1,166,761) | (803,050) | (727,050) |
Proceeds from exercise of stock options | 14,716 | 6,740 | 1,298 |
Excess tax benefit from share-based compensation | 21,572 | 4,466 | 515 |
Payment of deferred financing costs | (4,063) | (18,200) | (16) |
Net cash provided by (used in) financing activities | 635,911 | 813,218 | (116,974) |
Effect of exchange rate changes on cash and cash equivalents | (5,361) | (8,072) | 3,182 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (11,630) | (50,865) | 31,732 |
Cash and cash equivalents, beginning of year | 50,240 | 101,105 | 69,373 |
Cash and cash equivalents, end of year | 38,610 | 50,240 | 101,105 |
Operating Segments [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | 315,306 | 284,613 | 184,941 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | (701) | (50,285) | |
Payments for acquisitions, net of cash acquired | (707,605) | (798,446) | |
Payments for property, plant, and equipment | (258,488) | (292,357) | (131,769) |
Intercompany contributions | 0 | 0 | 0 |
Proceeds from sale of fixed assets | 8,962 | 464 | 92,352 |
Other | 346 | ||
Net cash used in investing activities | (957,486) | (1,140,624) | (39,417) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Intercompany contributions | 0 | 0 | 0 |
Distributions to Dean Foods, net | (871) | ||
Proceeds from the issuance of debt | 520,000 | 1,025,000 | |
Repayment of debt | (15,000) | (15,000) | (15,000) |
Payments of capital lease obligations | (1,104) | (1,044) | |
Proceeds from revolver line of credit | 1,299,107 | 625,400 | 624,150 |
Payments for revolver line of credit | (1,166,761) | (803,050) | (727,050) |
Proceeds from exercise of stock options | 14,716 | 6,740 | 1,298 |
Minimum tax withholding paid on behalf of employees for stock based compensation | (32,556) | (11,094) | |
Excess tax benefit from share-based compensation | 21,572 | 4,466 | 515 |
Payment of deferred financing costs | (4,063) | (18,200) | (16) |
Net cash provided by (used in) financing activities | 635,911 | 813,218 | (116,974) |
Effect of exchange rate changes on cash and cash equivalents | (5,361) | (8,072) | 3,182 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (11,630) | (50,865) | 31,732 |
Cash and cash equivalents, beginning of year | 50,240 | 101,105 | 69,373 |
Cash and cash equivalents, end of year | 38,610 | 50,240 | 101,105 |
Consolidation, Eliminations [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | 0 | 0 | 0 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | 0 | 0 | |
Payments for acquisitions, net of cash acquired | 0 | 0 | |
Payments for property, plant, and equipment | 0 | 0 | 0 |
Intercompany contributions | 674,864 | 766,016 | 161,645 |
Proceeds from sale of fixed assets | 0 | 0 | 0 |
Other | 0 | ||
Net cash used in investing activities | 674,864 | 766,016 | 161,645 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Intercompany contributions | (674,864) | (766,016) | (161,645) |
Distributions to Dean Foods, net | 0 | ||
Proceeds from the issuance of debt | 0 | 0 | |
Repayment of debt | 0 | 0 | 0 |
Payments of capital lease obligations | 0 | 0 | |
Proceeds from revolver line of credit | 0 | 0 | 0 |
Payments for revolver line of credit | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Minimum tax withholding paid on behalf of employees for stock based compensation | 0 | 0 | |
Excess tax benefit from share-based compensation | 0 | 0 | 0 |
Payment of deferred financing costs | 0 | 0 | 0 |
Net cash provided by (used in) financing activities | (674,864) | (766,016) | (161,645) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 0 | 0 | 0 |
Cash and cash equivalents, beginning of year | 0 | 0 | 0 |
Cash and cash equivalents, end of year | 0 | 0 | 0 |
Whitewave Foods Co [Member] | Operating Segments [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | 44,087 | (6,140) | (42,336) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | (701) | 0 | |
Payments for acquisitions, net of cash acquired | 0 | 0 | |
Payments for property, plant, and equipment | (178) | (42,106) | (5,499) |
Intercompany contributions | (674,864) | (766,016) | 0 |
Proceeds from sale of fixed assets | 0 | 0 | 0 |
Other | 0 | ||
Net cash used in investing activities | (675,743) | (808,122) | (5,499) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Intercompany contributions | 0 | 0 | 158,092 |
Distributions to Dean Foods, net | (829) | ||
Proceeds from the issuance of debt | 520,000 | 1,025,000 | |
Repayment of debt | (15,000) | (15,000) | (15,000) |
Payments of capital lease obligations | 0 | 0 | |
Proceeds from revolver line of credit | 1,232,695 | 625,400 | 624,150 |
Payments for revolver line of credit | (1,105,695) | (803,050) | (727,050) |
Proceeds from exercise of stock options | 14,716 | 6,740 | 1,298 |
Minimum tax withholding paid on behalf of employees for stock based compensation | (32,556) | (11,094) | |
Excess tax benefit from share-based compensation | 21,559 | 4,466 | 515 |
Payment of deferred financing costs | (4,063) | (18,200) | (16) |
Net cash provided by (used in) financing activities | 631,656 | 814,262 | 41,160 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 0 | 0 | (6,675) |
Cash and cash equivalents, beginning of year | 0 | 0 | 6,675 |
Cash and cash equivalents, end of year | 0 | 0 | 0 |
Guarantor Subsidiaries [Member] | Operating Segments [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | 210,307 | 230,511 | 179,293 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | 0 | (3,000) | |
Payments for acquisitions, net of cash acquired | (159,208) | (798,446) | |
Payments for property, plant, and equipment | (177,074) | (191,160) | (109,250) |
Intercompany contributions | 0 | 0 | (161,645) |
Proceeds from sale of fixed assets | 2,183 | 464 | 92,352 |
Other | 346 | ||
Net cash used in investing activities | (333,753) | (992,142) | (178,543) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Intercompany contributions | 126,308 | 762,526 | 0 |
Distributions to Dean Foods, net | (126) | ||
Proceeds from the issuance of debt | 0 | 0 | |
Repayment of debt | 0 | 0 | 0 |
Payments of capital lease obligations | (1,104) | (1,044) | |
Proceeds from revolver line of credit | 0 | 0 | 0 |
Payments for revolver line of credit | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Minimum tax withholding paid on behalf of employees for stock based compensation | 0 | 0 | |
Excess tax benefit from share-based compensation | 0 | 0 | 0 |
Payment of deferred financing costs | 0 | 0 | 0 |
Net cash provided by (used in) financing activities | 125,204 | 761,482 | (126) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 1,758 | (149) | 624 |
Cash and cash equivalents, beginning of year | 524 | 673 | 49 |
Cash and cash equivalents, end of year | 2,282 | 524 | 673 |
Non-Guarantor Subsidiaries [Member] | Operating Segments [Member] | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net cash provided by operating activities | 60,912 | 60,242 | 47,984 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | 0 | (47,285) | |
Payments for acquisitions, net of cash acquired | (548,397) | 0 | |
Payments for property, plant, and equipment | (81,236) | (59,091) | (17,020) |
Intercompany contributions | 0 | 0 | 0 |
Proceeds from sale of fixed assets | 6,779 | 0 | 0 |
Other | 0 | ||
Net cash used in investing activities | (622,854) | (106,376) | (17,020) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Intercompany contributions | 548,556 | 3,490 | 3,553 |
Distributions to Dean Foods, net | 84 | ||
Proceeds from the issuance of debt | 0 | 0 | |
Repayment of debt | 0 | 0 | 0 |
Payments of capital lease obligations | 0 | 0 | |
Proceeds from revolver line of credit | 66,412 | 0 | 0 |
Payments for revolver line of credit | (61,066) | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Minimum tax withholding paid on behalf of employees for stock based compensation | 0 | 0 | |
Excess tax benefit from share-based compensation | 13 | 0 | 0 |
Payment of deferred financing costs | 0 | 0 | 0 |
Net cash provided by (used in) financing activities | 553,915 | 3,490 | 3,637 |
Effect of exchange rate changes on cash and cash equivalents | (5,361) | (8,072) | 3,182 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (13,388) | (50,716) | 37,783 |
Cash and cash equivalents, beginning of year | 49,716 | 100,432 | 62,649 |
Cash and cash equivalents, end of year | $ 36,328 | $ 49,716 | $ 100,432 |
Quarterly Results of Operati125
Quarterly Results of Operations (unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 02, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Net sales | $ 1,027,633 | $ 1,003,888 | $ 923,632 | $ 911,142 | $ 910,989 | $ 857,467 | $ 837,926 | $ 830,223 | $ 3,866,295 | $ 3,436,605 | $ 2,503,487 | |
Gross profit | 337,401 | 351,131 | 326,158 | 308,575 | 301,934 | 292,756 | 285,260 | 273,214 | 1,323,265 | 1,153,164 | 907,417 | |
Net income | $ 47,580 | $ 50,022 | $ 37,444 | $ 33,347 | $ 32,561 | $ 40,857 | $ 34,407 | $ 32,360 | $ 168,393 | $ 140,185 | $ 99,041 | |
Net income per share: | ||||||||||||
Net income per common share (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.21 | $ 0.19 | $ 0.19 | $ 0.23 | $ 0.20 | $ 0.19 | $ 0.94 | $ 0.79 | $ 0.57 | |
Diluted earnings per common share: | ||||||||||||
Net income per common share (in dollars per share) | $ 0.26 | $ 0.28 | $ 0.21 | $ 0.19 | $ 0.18 | $ 0.23 | $ 0.19 | $ 0.18 | ||||
Earthbound Farm [Member] | ||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Net sales | $ 575,300 | |||||||||||
Quarterly Financial Data [Line Items] | ||||||||||||
Profit (Loss), Impact from Implementation | $ 8,200 |