Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | WHITEWAVE FOODS Co | ||
Entity Central Index Key | 1,555,365 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WWAV | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 177,370,743 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 8.1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 45,828 | $ 38,610 |
Trade receivables, net of allowance of $2,639 and $2,127 | 283,698 | 257,548 |
Inventories | 296,360 | 270,737 |
Prepaid expenses and other current assets | 78,055 | 39,782 |
Total current assets | 703,941 | 606,677 |
Equity method investments | 19,277 | 30,772 |
Property, plant, and equipment, net | 1,294,710 | 1,137,521 |
Identifiable intangible and other assets, net | 1,034,893 | 1,038,577 |
Goodwill | 1,416,067 | 1,415,322 |
Total Assets | 4,468,888 | 4,228,869 |
Current liabilities: | ||
Accounts payable and accrued expenses | 539,083 | 549,713 |
Current portion of debt and capital lease obligations | 58,585 | 51,449 |
Income taxes payable | 2,973 | 3,043 |
Total current liabilities | 600,641 | 604,205 |
Long-term debt and capital lease obligations, net of debt issuance costs | 2,081,756 | 2,078,940 |
Deferred income taxes | 304,347 | 293,326 |
Other long-term liabilities | 51,448 | 41,490 |
Total liabilities | 3,038,192 | 3,017,961 |
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, 2016 and 2015 | 0 | 0 |
Common stock, $0.01 par value; 1,700,000,000 shares authorized, 177,251,251 issued and outstanding at December 31, 2016; 176,246,199 issued and outstanding at December 31, 2015 | 1,773 | 1,762 |
Additional paid-in capital | 950,273 | 914,975 |
Retained earnings | 640,259 | 425,705 |
Accumulated other comprehensive loss | (161,609) | (131,534) |
Total shareholders’ equity | 1,430,696 | 1,210,908 |
Total Liabilities and Shareholders’ Equity | $ 4,468,888 | $ 4,228,869 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowance | $ 2,639 | $ 2,127 |
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) | 177,251,251 | 176,246,199 |
Common stock, shares outstanding (in shares) | 177,251,251 | 176,246,199 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||||||||||
Net sales | $ 4,198,099 | $ 3,866,295 | $ 3,436,605 | ||||||||
Cost of sales | 2,745,203 | 2,543,030 | 2,283,441 | ||||||||
Gross profit | $ 347,602 | $ 381,119 | $ 370,408 | $ 353,767 | $ 337,401 | $ 351,131 | $ 326,158 | $ 308,575 | 1,452,896 | 1,323,265 | 1,153,164 |
Operating expenses: | |||||||||||
Selling, distribution and marketing | 729,520 | 705,924 | 621,866 | ||||||||
General and administrative | 321,627 | 285,135 | 265,678 | ||||||||
Asset disposal and exit costs | 0 | 0 | (1,066) | ||||||||
Total operating expenses | 1,051,147 | 991,059 | 886,478 | ||||||||
Operating (loss) income | 401,749 | 332,206 | 266,686 | ||||||||
Other expense: | |||||||||||
Interest expense | 69,183 | 58,127 | 36,972 | ||||||||
Other expense, net | 5,381 | 6,343 | 5,266 | ||||||||
Total other expense | 74,564 | 64,470 | 42,238 | ||||||||
Income before income taxes | 327,185 | 267,736 | 224,448 | ||||||||
Income tax expense | 102,410 | 87,908 | 78,279 | ||||||||
Loss in equity method investments | 10,221 | 11,435 | 5,984 | ||||||||
Net income | $ 214,554 | $ 168,393 | $ 140,185 | ||||||||
Weighted average common shares: | |||||||||||
Basic (in shares) | 176,984,906 | 175,511,811 | 174,013,700 | ||||||||
Diluted (in shares) | 181,174,379 | 180,084,949 | 177,949,916 | ||||||||
Net income per share: | |||||||||||
Basic (in dollars per share) | $ 0.35 | $ 0.33 | $ 0.29 | $ 0.24 | $ 0.28 | $ 0.28 | $ 0.21 | $ 0.19 | $ 1.21 | $ 0.96 | $ 0.81 |
Diluted (in dollars per share) | $ 0.34 | $ 0.32 | $ 0.29 | $ 0.24 | $ 0.26 | $ 0.28 | $ 0.21 | $ 0.19 | $ 1.18 | $ 0.94 | $ 0.79 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 214,554 | $ 168,393 | $ 140,185 |
Other comprehensive income (loss), net of tax | |||
Change in defined benefit pension plan, net of tax benefit (expense) of $856, ($659), and $640 | (1,679) | 1,289 | (1,257) |
Foreign currency translation adjustment | (28,745) | (71,436) | (51,990) |
Change in fair value of derivative instruments, net of tax benefit (expense) of $(280), $338, and ($234) | 349 | (269) | 569 |
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) |
Comprehensive income | $ 184,479 | $ 97,977 | $ 87,507 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Tax effect on Change in minimum pension liability - (expense) / benefit | $ 856 | $ (659) | $ 640 |
Tax effect due to Change in fair value of derivative instruments - (expense) / benefit | $ (280) | $ 338 | $ (234) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning balance at Dec. 31, 2013 | $ 961,439 | $ 1,735 | $ 851,017 | $ 117,127 | $ (8,440) |
Beginning balance (in shares) at Dec. 31, 2013 | 173,452,896 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 140,185 | 140,185 | |||
Share-based compensation | 26,648 | 26,648 | |||
Excess tax benefit from share-based compensation | 4,282 | 4,282 | |||
Shares issued in connection with share-based compensation (in shares) | 935,236 | ||||
Shares issued in connection with share-based compensation | 6,749 | $ 9 | 6,740 | ||
Minimum tax withholdings related to net share settlements of share-based compensation (Note 11) | (11,094) | (11,094) | |||
Conversion of phantom shares into restricted stock units | 956 | 956 | |||
Other comprehensive loss | (52,678) | (52,678) | |||
Ending balance (in shares) at Dec. 31, 2014 | 174,388,132 | ||||
Ending balance at Dec. 31, 2014 | 1,076,487 | $ 1,744 | 878,549 | 257,312 | (61,118) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 168,393 | 168,393 | |||
Share-based compensation | 32,489 | 32,489 | |||
Excess tax benefit from share-based compensation | 21,567 | 21,567 | |||
Shares issued in connection with share-based compensation (in shares) | 1,858,067 | ||||
Shares issued in connection with share-based compensation | 14,944 | $ 18 | 14,926 | ||
Minimum tax withholdings related to net share settlements of share-based compensation (Note 11) | (32,556) | (32,556) | |||
Other comprehensive loss | $ (70,416) | (70,416) | |||
Ending balance (in shares) at Dec. 31, 2015 | 176,246,199 | 176,246,199 | |||
Ending balance at Dec. 31, 2015 | $ 1,210,908 | $ 1,762 | 914,975 | 425,705 | (131,534) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 214,554 | 214,554 | |||
Share-based compensation | 30,411 | 30,411 | |||
Excess tax benefit from share-based compensation | 7,794 | 7,794 | |||
Shares issued in connection with share-based compensation (in shares) | 1,005,052 | ||||
Shares issued in connection with share-based compensation | 10,096 | $ 11 | 10,085 | ||
Minimum tax withholdings related to net share settlements of share-based compensation (Note 11) | (12,992) | (12,992) | |||
Other comprehensive loss | $ (30,075) | (30,075) | |||
Ending balance (in shares) at Dec. 31, 2016 | 177,251,251 | 177,251,251 | |||
Ending balance at Dec. 31, 2016 | $ 1,430,696 | $ 1,773 | $ 950,273 | $ 640,259 | $ (161,609) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 214,554 | $ 168,393 | $ 140,185 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 138,814 | 120,019 | 110,567 |
Share-based compensation expense | 30,411 | 32,489 | 26,648 |
Amortization of debt issuance costs | 4,242 | 4,192 | 3,173 |
Loss (gain) on disposals and other, net | 6,626 | (1,348) | 2,914 |
Deferred income taxes | 9,196 | (10,355) | 6,184 |
Unrealized loss (gain) on derivative instruments | (9,422) | 8,277 | 15,159 |
Loss in equity method investments | 10,221 | 11,435 | 5,984 |
Gain on Earthbound settlement | 0 | (4,200) | 0 |
Other | (1,314) | (1,253) | (1,282) |
Net change in operating assets and liabilities, net of acquisitions | |||
Trade receivables | (28,936) | (53,496) | (4,310) |
Inventories | (23,673) | (36,044) | (17,866) |
Prepaid expenses and other assets | (23,153) | 9,803 | (4,037) |
Accounts payable, accrued expenses, and other long-term liabilities | (10,984) | 60,479 | 29,783 |
Income taxes payable | (101) | 6,915 | (28,489) |
Net cash provided by operating activities | 316,481 | 315,306 | 284,613 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Investment in equity method investments | 0 | (701) | (50,285) |
Payments for acquisitions, net of cash acquired of $833, $8,521 and $7,190 | (17,263) | (707,605) | (798,446) |
Payments for property, plant, and equipment | (290,808) | (258,488) | (292,357) |
Proceeds from sale of fixed assets | 310 | 8,962 | 464 |
Proceeds from acquisition adjustments | 0 | 346 | 0 |
Net cash used in investing activities | (307,761) | (957,486) | (1,140,624) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from the issuance of debt | 0 | 520,000 | 1,025,000 |
Repayment of debt | (45,000) | (15,000) | (15,000) |
Payments on capital lease obligations | (1,293) | (1,104) | (1,044) |
Proceeds from revolver line of credit | 952,062 | 1,299,107 | 625,400 |
Payments on revolver line of credit | (899,704) | (1,166,761) | (803,050) |
Proceeds from exercise of stock options | 10,085 | 14,716 | 6,740 |
Minimum tax withholding paid on behalf of employees for share-based compensation | (12,992) | (32,556) | (11,094) |
Excess tax benefit from share-based compensation | 8,058 | 21,572 | 4,466 |
Payment of deferred financing costs | (557) | (4,063) | (18,200) |
Net cash provided by financing activities | 10,659 | 635,911 | 813,218 |
Effect of exchange rate changes on cash and cash equivalents | (12,161) | (5,361) | (8,072) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 7,218 | (11,630) | (50,865) |
Cash and cash equivalents, beginning of year | 38,610 | 50,240 | 101,105 |
Cash and cash equivalents, end of year | 45,828 | 38,610 | 50,240 |
SUPPLEMENTAL CASH FLOW INFORMATION | |||
Cash paid for interest, net of capitalized interest | 69,879 | 58,893 | 25,864 |
Cash paid for taxes | 97,247 | 64,576 | 94,089 |
Non-cash activity — Unpaid purchases of plant and equipment | 39,665 | 34,759 | 33,500 |
Non-cash activity — Conversion of phantom shares to restricted stock units | $ 0 | $ 0 | $ 956 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Cash Flows [Abstract] | |||
Cash acquired | $ 833 | $ 8,521 | $ 7,190 |
Business and Basis of Presentat
Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
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, and sell branded plant-based foods and beverages, coffee creamers and beverages, premium dairy products and organic produce. We sell products primarily in North America, Europe and through a joint venture in China. We focus on providing consumers with innovative, great-tasting food and beverage choices that meet their increasing desires for nutritious, flavorful, convenient, and responsibly-produced products. Our widely-recognized, leading brands distributed in North America include Silk , So Delicious and Vega plant-based foods and beverages, International Delight and LAND O LAKES coffee creamers and beverages, Horizon Organic and Wallaby Organic premium dairy products and Earthbound Farm organic salads, fruits and vegetables. Our popular plant-based foods and beverages brands in Europe include Alpro and Provamel . Effective January 1, 2016, we report results of operations through two reportable segments: Americas Foods & Beverages and Europe Foods & Beverages. This reporting structure aligns with the way our Chief Operating Decision Maker ("CODM"), our CEO, monitors operating performance, allocates resources, and deploys capital. In 2015 and 2014, we reported results of operations through three reportable segments: Americas Foods & Beverages, Americas Fresh Foods and Europe Foods & Beverages. In connection with our management restructure that was effective in early 2016, we combined the historical Americas Foods & Beverages and Americas Fresh Foods segments into a single Americas Foods & Beverages segment. Accordingly, segment data from prior years has been recast to reflect this new segment structure. 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. 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, 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. Basis of Presentation 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. As discussed in Note 19 "The Proposed Merger with Danone", on July 6, 2016 the Company entered into an Agreement and Plan of Merger with Danone S.A. and July Merger Sub Inc., an indirect wholly-owned subsidiary of Danone, pursuant to which the Company will be acquired by Danone S.A., a leading global food company headquartered in Paris, France. Since the merger has not yet been completed, none of the consolidated financial statements and related disclosures in this Form 10-K consider the potential impact of the pending merger. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation in Note 6 "Goodwill and Intangible Assets" and Note 15 “Segment and Customer Information”. These reclassifications did not impact previously reported amounts in the Company’s consolidated balance sheets, consolidated statements of income, consolidated statements of cash flows, or consolidated statements of shareholders' equity. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
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 amounts reported in the financial statements and accompanying footnotes. Actual results could differ from these estimates under different assumptions or conditions. Cash and Cash Equivalents As of December 31, 2016 and 2015 , cash is comprised of cash held in bank accounts. We consider temporary investments that are highly liquid 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 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. Goodwill is allocated and tested at the reporting unit level, which is an operating segment or one level below (known as a component). Our identified reporting units are based on how segment management views performance and the similarity of those businesses. A quantitative assessment of goodwill was performed in 2014 and a qualitative assessment of goodwill was performed in 2015 and 2016. As part of the qualitative assessment performed in 2016 we assessed economic conditions and industry and market considerations, in addition to the overall historical and forecasted financial performance of each of our reporting units. We consider all evidence in our qualitative assessment, both positive and negative, and the weight of such evidence as well as mitigating factors, when determining whether it is more likely than not the fair value of our reporting units is less than the carrying amounts. 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 2016 , 2015 , or 2014 . A quantitative assessment of indefinite-lived intangibles was performed in 2015 and a qualitative assessment of indefinite-lived intangibles was performed in 2014 and 2016. As part of the qualitative assessment performed in 2016 we assessed economic conditions and industry and market considerations, in addition to the overall historical and forecasted 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 2016 , 2015 , or 2014 . 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. No material impairments were recorded in 2016 , 2015 , or 2014 . 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. In addition, 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 commodity 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 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 in the following 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) an employee with 10 years of service retires after reaching the age of 55 , or (iv) upon a change of control, except for PSUs and all equity awards granted after 2014 to the Company's executive officers. 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, 2016 , 2015 , and 2014 were not material. Estimated product returns historically have not been material. 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 and farming. 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 $227.7 million , $216.7 million , and $194.4 million in 2016 , 2015 , and 2014 , respectively, and is included in selling, distribution and marketing expense in our consolidated statements of income. Prepaid advertising was $2.5 million and $0.9 million as of December 31, 2016 and 2015 , 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 $307.4 million , $321.5 million , and $279.6 million in 2016 , 2015 , and 2014 , 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 actuaries. At December 31, 2016 and 2015 , we recorded accrued liabilities related to these retained risks in the amounts of $9.0 million and $8.4 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 $21.2 million , $ 19.0 million and $15.6 million for 2016 , 2015 , and 2014 , 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 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 January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Simplifying the Test for Goodwill Impairment , which eliminated Step 2 from the goodwill impairment test. Previously under Step 2, to determine the implied fair value for goodwill, first an entity had to perform a hypothetical purchase price allocation of the reporting unit. Under the new ASU, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance should be applied on a prospective basis, and is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the standard, but we do not expect that the adoption of this guidance will have any impact on the Company's consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments , which provides clarification on the treatment of certain cash receipts and cash payments on the statement of cash flows. The pronouncement provides clarification guidance on eight specific cash flow presentation issues that have developed due to diversity in practice. The issues include, but are not limited to, debt prepayment or extinguishment costs, proceeds from the settlement of insurance claims, and distributions received from equity method investees. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. Adoption will require a retrospective transition method in which all amendments must be reflected in all periods presented, unless impracticable to do so. We are currently evaluating transition date, but we do not expect that the adoption of this guidance will have any impact on the Company's consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments, which provides changes on how companies measure and recognize credit losses on financial instruments. The new guidance will require companies to immediately recognize an estimate of credit losses expected to occur over the remaining life of financial assets that are in the scope of the standard. The new standard is effective for public companies in fiscal years beginning after December 31, 2019. We expect that the adoption of this guidance will not have any impact on the Company's consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The new guidance will require companies to include excess tax benefits (deficiencies) as a component of income tax expense rather than additional paid-in capital. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. The impact ASU No. 2016-09 will have on the Company’s consolidated financial statements upon adoption will mainly depend on the occurrence of future events, including the timing and value realized for future share-based transactions upon exercise/vesting versus the fair value at grant date, and will create additional benefit or expense to our consolidated statements of income. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU 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 and financial statement disclosures. We expect this adoption will result in a material increase in the assets and liabilities on our consolidated balance sheets and will likely have an insignificant impact on our consolidated statements of earnings. 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 expect that the adoption of this guidance will not have any impact on the Company's consolidated financial statements. 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 approved a one-year deferral of the effective date of ASU 2014-09. In 2016, the FASB has issued the following additional guidance: i) ASU No. 2016-08, Principal Versus Agent Considerations (Reporting Revenue Gross Versus Net), which provides clarification when assessing whether an entity is a principal or agent in a revenue transaction, and impacts whether an entity reports revenue on a gross or net basis, ii) ASU No. 2016-10, Identifying Performance Obligations and Licensing , which amends the guidance in ASU 2014-09 regarding the identification of performance obligations and accounting for licenses of intellectual property, iii) ASU No. 2016-11, Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 Emerging Issues Task Force Meeting, which rescinds specific SEC guidance related to revenue recognition currently codified in US GAAP as a result of the new revenue standard, iv) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients, which amends the guidance in ASU 2014-09 by providing practical expedients to simplify the transition to the new revenue standard and clarify certain aspects of the standard, and ASU No 2016-19 & 20, Technical Corrections and Improvements . 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. The standard includes a five step model to determine when revenue should be recognized, which is when promised goods or services are transferred to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The standard allows several methods of adoption including either a full retrospective adoption, meaning the standard is applied to all of the periods presented, or modified retrospective adoption, meaning the standard is applied only to the most current period presented in the financial statements. As the Company does not have significant varying revenue streams, in general, we expect to identify a single performance obligation for product shipments to our customers at a point in time. We are still evaluating the transition method and impact the adoption of the new standard may have on our consolidated financial statements and related disclosures, including any private label revenue streams where there is no alternative use of the product and an enforceable right of payment. Recently Adopted Accounting Pronouncements 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. Adoption requires establishing a going concern assessment process to meet the standard. We have adopted this guidance as of December 31, 2016 and the adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements. |
Acquisitions and Joint Venture
Acquisitions and Joint Venture | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Joint Venture | Acquisitions and Joint Venture 2016 Acquisitions IPP On June 2, 2016, the Company acquired Innovation Packaging and Process, S.A. de C.V. ("IPP"). Founded in 2007, IPP is an aseptic beverage co-packer based in San Luis Potosi, Mexico. The Company purchased IPP for total cash consideration of $18.1 million . We funded this acquisition through cash provided from operations. IPP produces products for WhiteWave and third parties. The acquisition of IPP provides the ability to grow in Latin American markets by providing in-house manufacturing. Our preliminary purchase price allocation includes goodwill of $9.3 million , property, plant, and equipment of $9.1 million , intangible assets subject to amortization of $0.6 million related to customer relationships, and liabilities assumed net of working capital items of $0.9 million . Customer relationships are being amortized over a 3 year term. We have included IPP's results of operations in our consolidated statements of income in 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 preliminary fair values. Certain estimated values for the acquisition are not yet finalized pending the final purchase price allocations, and as a result, the Company's estimates and assumptions are subject to change within the measurement period as valuations are finalized. We expect to finalize the allocation of the purchase price within one year of the acquisition. During 2016, we recorded $3.5 million of purchase accounting adjustments to goodwill primarily related to potential tax risks, for which we are partially indemnified, and the recording of deferred income taxes. See Note 6 "Goodwill and Intangible Assets." 2015 Acquisitions Wallaby On August 30, 2015, we completed our acquisition of Wallaby Yogurt Company, Inc. ("Wallaby") for approximately $122.4 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 provided us with additional West Coast 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. None of these acquisition related costs were incurred in 2016. 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 determined by management based in part on an independent valuation of assets acquired, which includes intangible assets of approximately $57.1 million and relate primarily to tradenames. Estimated intangible assets subject to amortization of approximately $9.1 million are being amortized over a 15 year term and relate primarily to customer relationships. During 2016, we recorded $6.3 million of purchase accounting adjustments to goodwill primarily related to the finalization of the fair value of certain intangible assets. See Note 6 "Goodwill and Intangible Assets." During the third quarter of 2016, the Company finalized its purchase price allocations related to the acquisition of Wallaby. Vega On August 1, 2015, we completed our acquisition of Sequel Naturals Ltd, the company that owns the Vega brand ("Vega") 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. 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 and $0.3 million in expenses for the year ended December 31, 2015 and 2016, respectively, 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 from 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 and customer relationships. Intangible assets subject to amortization of approximately $106.9 million are being amortized over a 15 year term and relate primarily to customer relationships. During 2016, we recorded $4.4 million of purchase accounting adjustments to goodwill primarily related to the finalization of certain income tax matters. See Note 6 "Goodwill and Intangible Assets." As of June 30, 2016, the Company has finalized its purchase price allocations related to the acquisition of Sequel Naturals Ltd. EIEIO On May 29, 2015, the Company acquired substantially all of the assets and liabilities of EIEIO, Inc. ("EIEIO") the company that owns the Magicow brand and other brands, for $40.2 million in cash. We funded this acquisition with borrowings under our credit facility. EIEIO, 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 EIEIO 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 EIEIO, we incurred $0.3 million in expenses for the year ended December 31, 2015, related to due diligence, investment advisors and regulatory matters. No acquisition related costs were incurred in 2016. 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. EIEIO'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 and customer relationships. Intangible assets subject to amortization of approximately $10.2 million are being amortized over a 15 year term and relate primarily to customer relationships. During the second quarter of 2016, the Company finalized its purchase price allocations related to the acquisition of EIEIO. The following table summarizes allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the fiscal 2015 acquisitions. 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 3,050 18,379 2,252 Other current assets 1,951 18,886 5,245 Property, plant and equipment 554 650 11,492 Trademarks 11,600 189,963 48,036 Intangible assets with finite lives 10,160 106,920 9,058 Other long-term assets — 1,779 50 Liabilities assumed: Accounts payable and other accruals 2,296 12,802 1,542 Deferred taxes — 76,739 — Other long-term liabilities 173 7,581 1,031 Total identifiable net assets 26,392 244,690 75,300 Goodwill 13,810 308,942 47,052 Total purchase price $ 40,202 $ 553,632 $ 122,352 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 acquired businesses into our operations. Goodwill related to the 2016 and 2015 acquisitions is recorded in the Americas Foods & Beverages segment. Goodwill related to EIEIO and Wallaby is tax deductible. None of the goodwill recorded in the Vega or IPP acquisitions is tax deductible. 2014 Acquisitions So Delicious Dairy Free On October 31, 2014, we completed our acquisition of the company that owns So Delicious Dairy Free ("So Delicious") 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. 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 Foods & Beverages 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 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 unaudited supplemental pro forma consolidated results of operations as if we acquired So Delicious, EIEIO, Vega and Wallaby on January 1, 2014. No pro forma unaudited consolidated results of operations is presented for the twelve months ended December 31, 2016 or the corresponding prior period related to the IPP acquisition as their results are not material to the consolidated results of the Company. Year ended December 31, 2015 2014 (In thousands, except share data) Net sales $ 3,983,327 $ 3,689,478 Income before income taxes 286,028 221,026 Diluted earnings per common share $ 1.03 $ 0.79 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 acquisitions on January 1, 2014. 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 depreciation and amortization expense, interest expense, tax expense and acquisition related costs. 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 in China. Under the terms of the agreement, the Company owns a 49% stake in the venture while Mengniu owns a 51% stake. 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 years ended December 31, 2016 and 2015 . The joint venture has a credit facility with Mengniu of CNY 120 million ( $17.3 million USD) and, in 2016, entered into a new credit facility with Mengniu for up to an additional CNY of 90 million ( $13.0 million USD), for total capacity of CNY 210 million ( $30.3 million USD). The current facility is expected to support its liquidity requirements into first quarter 2017. We guarantee up to 49% on the total commitment amount of this credit facility or CNY 102.9 million ( $14.8 million USD). As of December 31, 2016 , the joint venture had borrowed Chinese CNY 200 million ( $28.8 million USD) under the facility. In connection with the formation of the joint venture, we incurred $0.3 million in expenses for the year ended December 31, 2014, 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 2016 , 2015 , and 2014 we incurred $3.9 million , $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, 2016 , 2015 , and 2014 we recorded a loss in investment in equity method investments of $10.2 million , $11.4 million , and $6.0 million respectively. Losses incurred by the joint venture with Mengniu are in line with the growth and operating targets set by the joint venture. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: December 31, 2016 2015 (In thousands) Raw materials and supplies $ 139,796 $ 120,922 Finished goods 156,564 149,815 Total $ 296,360 $ 270,737 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment consisted of the following: December 31, 2016 2015 (In thousands) Land $ 60,304 $ 51,686 Buildings 463,907 433,652 Machinery and equipment 1,218,675 1,109,004 Leasehold improvements 45,645 44,474 Construction in progress 197,402 102,899 1,985,933 1,741,715 Less accumulated depreciation (691,223 ) (604,194 ) Total $ 1,294,710 $ 1,137,521 Depreciation expense was $118.4 million , $104.8 million , and $99.8 million in 2016 , 2015 , and 2014 , respectively. For 2016 , 2015 , and 2014 , we capitalized $1.1 million , $1.4 million , and $1.5 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. Included in property, plant, and equipment, net, on the consolidated balance sheets is $21.0 million of capital leases. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 are as follows: Americas Foods & Beverages Europe Foods & Beverages Total (In thousands) Balance at January 1, 2015 $ 916,482 $ 151,794 $ 1,068,276 Acquisitions 380,297 — 380,297 Purchase price adjustments (1) (2,019 ) — (2,019 ) Foreign currency translation (16,007 ) (15,225 ) (31,232 ) Balance at December 31, 2015 $ 1,278,753 $ 136,569 $ 1,415,322 Acquisitions 9,259 — 9,259 Purchase price adjustments (1) (10,493 ) — (10,493 ) Foreign currency translation 7,099 (5,120 ) 1,979 Balance at December 31, 2016 $ 1,284,618 $ 131,449 $ 1,416,067 ____________________________________ (1) Purchase price adjustments are the result of adjustments made for the finalization of the fair value of certain intangible assets and, in 2016, also includes the finalization of certain income tax matters. There were no impairment charges related to goodwill since inception of the Company. The gross carrying amount and accumulated amortization of our intangible assets, other than goodwill, as of December 31, 2016 and 2015 are as follows: December 31, 2016 2015 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) $ 780,790 $ — $ 780,790 $ 777,718 $ — $ 777,718 Intangible assets with finite lives: Customer-related and other (1) 279,572 (58,236 ) 221,336 270,801 (39,828 ) 230,973 Supplier relationships 12,000 (2,880 ) 9,120 12,000 (1,920 ) 10,080 Non-compete agreements (1) 1,326 (941 ) 385 1,267 (592 ) 675 Trademarks 968 (966 ) 2 968 (965 ) 3 Total $ 1,074,656 $ (63,023 ) $ 1,011,633 $ 1,062,754 $ (43,305 ) $ 1,019,449 _____________________ (1) The change in the carrying amount is also the result of foreign currency translation, acquisitions, and purchase accounting adjustments. Amortization expense on finite-lived intangible assets for the years ended December 31, 2016 , 2015 , and 2014 was $20.4 million , $15.2 million , and $10.7 million , respectively. Estimated aggregate finite-lived intangible asset amortization expense for the next five years is as follows (in thousands): 2017 $ 19,960 2018 19,831 2019 18,687 2020 18,351 2021 18,338 Thereafter 135,676 Total $ 230,843 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 (In thousands) Accounts payable $ 381,186 $ 365,223 Payroll and benefits 72,085 79,267 Derivative liability (Note 10) 8,309 25,900 Other accrued liabilities 77,503 79,323 Total $ 539,083 $ 549,713 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income before income taxes is comprised of the following: Year Ended December 31, 2016 2015 2014 (In thousands) Domestic $ 276,371 $ 213,873 $ 174,594 Foreign 50,814 53,863 49,854 Income before income taxes $ 327,185 $ 267,736 $ 224,448 Income tax expense consists of the following components: Year Ended December 31, 2016 2015 2014 (In thousands) Current income taxes: Federal $ 67,834 $ 69,745 $ 53,843 State 8,460 14,713 9,750 Foreign 16,920 13,805 8,502 Total current income tax expense 93,214 98,263 72,095 Deferred income taxes: Federal 8,722 (9,638 ) 3,629 State (369 ) (230 ) 10 Foreign 843 (487 ) 2,545 Total deferred income tax expense (benefit) 9,196 (10,355 ) 6,184 Total income tax expense $ 102,410 $ 87,908 $ 78,279 A reconciliation of the statutory U.S. federal tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2016 2015 2014 Tax expense at statutory rate of 35% 35.0 % 35.0 % 35.0 % Foreign taxes versus U.S. statutory rate (3.8 )% (3.1 )% (3.1 )% State income taxes, net of federal benefit 2.5 % 3.1 % 2.7 % U.S. manufacturing deduction (1.9 )% (1.5 )% (2.1 )% Uncertain tax positions 1.0 % 0.8 % 1.7 % Research & development tax credits (0.6 )% (0.9 )% (0.3 )% Deferred tax rate adjustments (0.6 )% 0.0 % (0.4 )% Non-deductible transaction costs 0.1 % 0.4 % 0.5 % Other (0.4 )% (1.0 )% 0.9 % Effective tax rate 31.3 % 32.8 % 34.9 % 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, 2016 2015 (In thousands) Deferred income tax assets: Net operating loss carryforwards $ 28,766 $ 29,179 Capital loss carryforwards 3,481 4,613 Share-based compensation 24,551 23,418 Accrued liabilities 19,776 24,075 Inventories 4,806 4,988 Receivables 4,110 2,333 Derivative instruments 217 11,524 Other 6,070 4,008 Valuation allowances (30,694 ) (31,228 ) Total deferred income tax assets 61,083 72,910 Deferred income tax liabilities: Intangible assets (237,411 ) (238,740 ) Property, plant and equipment (83,437 ) (88,717 ) Partnership basis difference (43,780 ) (38,648 ) Total deferred income tax liabilities (364,628 ) (366,105 ) Net deferred income tax liability (1) $ (303,545 ) $ (293,195 ) __________________________ (1) Net deferred income tax liability also includes deferred tax assets of $802 and $131 recorded in Identifiable intangible and other assets, net in our consolidated balance sheets for the periods ended December 31, 2016 and 2015 , respectively. At December 31, 2016 and 2015 , we had $110.7 million and $99.7 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. We assess the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the foreign net operating loss carryforwards. The amount of the related deferred tax asset considered realizable could be adjusted if future taxable income increases. At December 31, 2016 and 2015 , we had GBP 16.6 million ( $20.5 million ) and GBP 17.4 million ( $25.6 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, 2016 and 2015 , we had $8.2 million and $10.9 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 our subsidiaries' state net operating losses is generally limited to future taxable income from the same subsidiary. We do not anticipate that these limitations will affect utilization of the carryforwards prior to their expiration. However, a valuation allowance of $0.2 million and $0.2 million has been recorded against the state net operating loss carryforwards at December 31, 2016 and 2015 , 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, 2016 , no provision had been made for U.S. federal or state income tax on approximately $201.0 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, 2016 2015 2014 (In thousands) Balance at January 1 $ 16,503 $ 7,535 $ 3,875 Increases in tax positions for current year 3,499 9,185 2,524 Increases in tax positions for prior years 3,776 881 2,332 Decreases in tax positions for prior years (519 ) (780 ) — Settlement of tax matters (15 ) (102 ) (640 ) Lapse of applicable statutes of limitations (247 ) (216 ) (556 ) Balance at December 31 $ 22,997 $ 16,503 $ 7,535 The additions to unrecognized tax benefits are primarily attributable to foreign tax matters and, to a lesser extent, U.S. federal and state tax matters. Of the balance of unrecognized tax benefits at December 31, 2016 , 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 2016 , 2015 , and 2014 included interest expense of $1.6 million , $0.3 million and $0.4 million , respectively. Our liability for uncertain tax positions included accrued interest of $2.5 million and $0.9 million at December 31, 2016 and 2015 , respectively. Accounts payable and accrued expenses include accrued penalties of $0.5 million and nil at December 31, 2016 and 2015 , 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 to the extent a redetermination relates to the other company’s business. |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Debt and Capital Lease Obligations December 31, 2016 2015 Amount outstanding Interest rate Amount outstanding Interest rate (In thousands, except percentages) Senior secured credit facilities $ 1,627,600 2.63 % * $ 1,627,000 2.54 % * Senior unsecured notes 500,000 5.38 % 500,000 5.38 % Capital lease obligations 20,244 21,635 Other borrowings 12,191 1.68 % * 5,133 3.70 % Less current portion (58,585 ) (51,449 ) Less debt issuance costs (19,694 ) (23,379 ) Total long-term debt $ 2,081,756 $ 2,078,940 ___________________________ * Represents a weighted average rate, including applicable interest rate margins. 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"). The Credit Agreement governed our senior secured credit facilities, consisting of a five -year revolving credit facility in a principal amount of $850.0 million , an original five -year $250.0 million term loan A-1, and an original seven -year $250.0 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. 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”). 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 commitment fees under the Credit Agreement were not modified. The Third Amendment, among other things: • consolidated the term loan A-3 into the term loan A-2 • increased the revolving commitment to $1.0 billion , 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 covenant of 5.00 to 1.00 and an initial maximum consolidated senior secured net leverage ratio covenant of 4.00 to 1.00 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 levels • modified the maximum consolidated senior secured net leverage ratio covenant to be 4.00 to 1.0 at all times We utilized the incremental $520 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, 2016 , we had outstanding borrowings of $1.6 billion under our current $2.5 billion senior secured credit facilities consisting of $172.6 million outstanding under the revolving credit facility, a $712.5 million principal balance under term loan A-1, and a $742.5 million principal balance under term loan A-2. We had $9.0 million in outstanding letters of credit issued under our revolving credit facilities and $818.4 million of additional availability under our $1 billion revolving credit facility commitment. The senior secured credit facilities are collateralized by interests and liens on substantially all of our domestic assets, and are guaranteed by our material domestic subsidiaries. As of December 31, 2016 , borrowings under the revolving credit facility and term loan A-1 bore interest at a rate of LIBOR plus 1.75% per annum and the term loan A-2 at a rate of LIBOR plus 2.00% 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 17 "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, 2016 , were as follows (in thousands): Total Term Loan A-1 Term Loan A-2 Revolver Senior Unsecured Notes Capital Lease Obligations Other Borrowings 2017 $ 58,585 $ 37,500 $ 7,500 $ — $ — $ 1,394 $ 12,191 2018 46,485 37,500 7,500 — — 1,485 — 2019 46,581 37,500 7,500 — — 1,581 — 2020 781,073 600,000 7,500 172,600 — 973 — 2021 8,283 — 7,500 — — 783 — Thereafter 1,219,028 — 705,000 — 500,000 14,028 — Total outstanding debt $ 2,160,035 $ 712,500 $ 742,500 $ 172,600 $ 500,000 $ 20,244 $ 12,191 Alpro Revolving Credit Facility On June 29, 2015, Alpro entered into a new revolving credit facility not to exceed €30.0 million 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 letters of credit up to €30.0 million or its currency equivalent. At December 31, 2016 Alpro had €11.0 million ( $11.6 million USD) of borrowings outstanding at an interest rate of 1.38% due upon maturity on June 29, 2017. There were no outstanding borrowings as of December 31, 2015 . Vega Revolving Credit Facility On August 27, 2015, Vega entered into an uncommitted revolving credit facility not to exceed $10.0 million CAD or its currency equivalent and in April 2016, Vega increased the limit on its uncommitted revolving credit facility to not exceed $15.0 million CAD 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 Vega and currently bears interest at a rate of 3.70% . At December 31, 2016 , there were no outstanding borrowings under this facility. 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 . |
Derivative Financial Instrument
Derivative Financial Instruments and Fair Value Measurement | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Fair Value Measurement | Derivative Financial Instruments and Fair Value Measurement The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed by derivative instruments include interest rate risk, foreign currency risk and commodity price risk. Derivative contracts are entered into for periods consistent with the related underlying exposure and do not constitute positions independent of those exposures. The Company does not enter into derivative instruments for trading or speculative purposes. Credit risk under these arrangements is believed to be remote as the counterparties to the derivatives are major financial institutions; however, if any of the counterparties to the derivative agreements become unable to fulfill their obligation, we may lose the financial benefits of these arrangements. 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 . The 2017 swaps effectively change the interest payments on a portion of our debt from variable-rate, based on short term LIBOR, to fixed-rate payments. We are the sole counterparty to the financial institutions under these swap agreements and are directly responsible for any required 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 2017 swaps. The following table summarizes the terms of the 2017 swaps as of December 31, 2016 : 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 2017 swaps are marked to market at the end of each reporting period and a derivative asset or liability is recorded in our consolidated balance sheets. We recorded losses on these contracts of $2.0 million , $5.5 million , and $5.3 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Gains and losses are recorded in other expense, 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, 2016 and 2015 is included in the fair value table below. 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 eighteen month'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. For the years ended December 31, 2016 and 2015 , there were no commodity cash flow hedges into which we entered. 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. We recorded gains/(losses) on these contracts of $3.3 million , $(17.6) million , and $(10.9) million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. As of December 31, 2016 , the Company had outstanding contracts for the purchase of 15.0 million gallons of diesel expiring throughout 2017. A summary of our open commodities contracts recorded at fair value in our consolidated balance sheets at December 31, 2016 and 2015 is included in the fair value table below. 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 19% , 18% , and 19% of our net sales for the years ended December 31, 2016 , 2015 , and 2014 , 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, British pound, Canadian dollar, Mexican peso, and Chinese yuan 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. These contracts are designated as cash flow hedges and are recorded as an asset or liability in our consolidated balance sheets at fair value with an offset to accumulated other comprehensive loss to the extent the hedge is effective. Derivative gains and losses included in accumulated other comprehensive loss are reclassified into earnings as the underlying transaction occurs. As of December 31, 2016 , the Company had an aggregate notional U.S. dollar equivalent of $241.1 million of U.S. dollar foreign currency contracts outstanding, expiring throughout 2017 for an intercompany note receivable and commodity purchases denominated in a currency other than the functional currency. Any ineffectiveness in our foreign currency exchange hedges is recorded as an adjustment to cost of goods sold or other expense, net, depending on nature, in our consolidated statements of income. There was no material hedge ineffectiveness related to our foreign currency exchange contracts designated as hedging instruments during the years ended December 31, 2016 , 2015 , and 2014 . As of December 31, 2016 and 2015 , derivatives recorded at fair value, on a gross basis before considering any impacts of offsetting or master netting arrangements, in our consolidated balance sheets were as follows: December 31, Derivative assets Derivative liabilities 2016 2015 2016 2015 (In thousands) Derivatives designated as Hedging Instruments Foreign currency contracts — current (1)(3) $ 1,007 $ 483 $ 4,088 $ — Total 1,007 483 4,088 — Derivatives not designated as Hedging Instruments Interest rate swap contracts — current (1) — — 3,650 15,228 Commodities contracts — current (1) 2,738 — 571 11,093 Commodities contracts — noncurrent (2) — — — 1,551 Interest rate swap contracts — noncurrent (2) — — — 3,142 Total 2,738 — 4,221 31,014 Total derivatives $ 3,745 $ 483 $ 8,309 $ 31,014 ___________________________ (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 assets and liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in identifiable intangible and other assets, net and other long-term liabilities, respectively, in our consolidated balance sheets. (3) $(4.1) million and $0.4 million of the derivative asset/(liability) balance as of December 31, 2016 and 2015 , respectively relates to a foreign currency hedge on an intercompany note for which the change in fair value offsets the impact of the note being re-measured into the functional currency. Gains and losses on derivatives designated as cash flow hedges reclassified from accumulated other comprehensive loss into income for the years ended December 31, 2016 , 2015 , and 2014 were as follows: Year ended December 31 , 2016 2015 2014 (In thousands) Realized (gains)/losses on foreign currency contracts (1) $ (51 ) $ (1,522 ) $ 547 Realized (gains)/losses on commodities contracts (2) — — (1,299 ) ___________________________ (1) Recorded in cost of sales in our consolidated statements of income. See Note 12 "Accumulated Other Comprehensive Loss." (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 $3.1 million in net losses of hedging activity related to our foreign currency contracts will be reclassified from accumulated other comprehensive loss to operating results 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 financial assets and liabilities subject to recurring fair value measurements and the basis for that measurement according to the levels in the fair value hierarchy as of December 31, 2016 and 2015 is as follows: Fair value as of December 31, 2016 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 82 $ 82 $ — $ — Supplemental Executive Retirement Plan investments 3,747 3,747 — — Qualifying insurance policies 11,554 — — 11,554 Foreign currency contracts 1,007 — 1,007 — Commodities contracts 2,738 — 2,738 — Deferred compensation investments 5,513 — 5,513 — Total assets $ 24,641 $ 3,829 $ 9,258 $ 11,554 Liabilities: Foreign currency contracts $ 4,088 $ — $ 4,088 $ — Commodities contracts 571 — 571 — Interest rate swap contracts 3,650 — 3,650 — Total liabilities $ 8,309 $ — $ 8,309 $ — There were no transfers between the three levels of the fair value hierarchy during the year ended December 31, 2016. 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 — Total assets $ 18,744 $ 3,271 $ 4,842 $ 10,631 Liabilities: Commodities contracts $ 12,644 $ — $ 12,644 $ — Interest rate swap contracts 18,370 — 18,370 — Total liabilities $ 31,014 $ — $ 31,014 $ — 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 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 these plans are primarily invested in 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 quoted market prices in markets that are not active. As of December 31, 2016 , the carrying value and fair value of the Company's borrowings was $500.0 million and $549.4 million , respectively. See Note 9 "Debt and Capital Lease Obligations." As of December 31, 2015 , the carrying value and fair value of the Company's borrowings was $500.0 million and $521.3 million , respectively. If measured at fair value in our 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. 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, 2016 | |
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. 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. Awards granted to non-employee directors vest one year from the grant date, for awards granted in 2016, and ratably over three years , for awards granted before 2016. Unvested awards vest immediately in the following 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) an employee with 10 years of service retires after reaching the age of 55 , or (iv) upon a change of control, except for PSUs and all equity awards granted after 2014 to the Company's executive officers. Upon the completion of the acquisition of the Company by Danone S.A., all of the Company's outstanding share-based compensation awards will automatically be canceled for no consideration, and converted into the right to receive $56.25 per share in cash, without interest. See Note 19 "The Proposed Merger with Danone" for further discussion. Share-Based Compensation Expense The following table summarizes the share-based compensation expense recognized for the Company’s equity and liability classified plans in the years ended December 31, 2016 , 2015 , and 2014 : Year ended December 31, 2016 2015 2014 (In thousands) Equity awards: Stock options $ 8,797 $ 11,038 $ 10,741 RSUs 13,871 16,069 15,907 PSUs 7,743 5,382 — Equity awards share-based compensation expense 30,411 32,489 26,648 Liability awards: Phantom shares 13 908 2,658 SARs 1,182 4,929 1,134 Liability awards share-based compensation expense $ 1,195 $ 5,837 $ 3,792 Total share-based compensation expense $ 31,606 $ 38,326 $ 30,440 Share-based compensation expense is recorded within general and administrative expense. Except for PSUs, this expense is recognized 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 has reached the retirement age of 65 or is 55 years of age and has 10 years of service, in which case all share-based compensation expense is recognized at the time of grant. Stock Options Under the terms of the 2012 SIP, certain senior 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, which options have a 10 year contractual term. 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, 2016 2015 2014 Expected volatility 28% - 29% 28% - 29% 28% - 29% Expected dividend yield 0% 0% 0% Expected option term 6 years 6 years 6 years Risk-free rate of return 1.14% to 1.70% 1.45% to 1.91% 1.82% to 2.10% Forfeiture rate 0% 0% 0% 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. For stock options granted in 2015 and thereafter, the expected volatility assumption was calculated based on a blend of compensation peer group analysis of stock price volatility with a six -year look back period ending on the grant date, and the Company's current implied stock price volatility. For stock options granted prior to 2015, the expected volatility assumption was calculated based solely on a compensation peer group analysis of stock price volatility with a six -year look back period ending at 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, 2016 : Number of options Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value Options outstanding at January 1, 2016 9,440,803 $ 19.14 Granted 813,267 36.59 Forfeited, canceled and expired (1) (53,119 ) 40.59 Exercised (including tax withholding) (1) (1,146,704 ) 20.07 Options outstanding at December 31, 2016 9,054,247 $ 20.47 5.27 $ 318,110,209 Options vested and expected to vest at December 31, 2016 9,054,247 $ 20.47 5.27 $ 318,110,209 Options exercisable at December 31, 2016 7,475,892 $ 17.40 4.60 $ 285,613,983 ___________________________ (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, 2016 : 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 9.52 813,081 4.04 $ 9.50 813,081 $ 9.50 11.10 1,248,884 5.13 11.10 1,248,884 11.10 13.39 to 15.16 1,211,599 5.28 14.65 1,211,599 14.65 15.17 to 16.91 64,365 5.59 15.86 64,365 15.86 17.00 1,748,341 5.82 17.00 1,748,341 17.00 18.05 to 23.33 1,265,004 1.81 20.82 1,217,819 20.75 26.91 to 27.69 1,167,073 5.01 27.14 873,877 27.22 28.18 to 38.96 1,426,656 8.36 36.81 284,596 36.19 39.63 to 47.29 93,717 9.20 41.49 8,153 40.41 51.62 to 51.62 15,527 8.58 51.62 5,177 51.62 Year ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Weighted average grant date fair value per share of options granted $ 11.32 $ 12.32 $ 8.62 Intrinsic value of options exercised 25,501 66,036 12,158 Fair value of shares vested 7,875 11,666 6,281 Tax benefit related to stock option expense 2,857 3,816 3,864 During the year ended December 31, 2016 , we received $10.1 million of cash from stock option exercises. At December 31, 2016 , there was $6.9 million of total unrecognized stock option expense, all of which is related to non-vested awards. This compensation expense is expected to be recognized over the weighted average remaining vesting period of 1.41 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, 2016 : Number of shares Weighted average grant date fair value RSUs outstanding at January 1, 2016 (1) 839,252 30.02 RSUs granted 410,058 36.52 Shares issued upon vesting of RSUs (including tax withholding) (2) (446,141 ) 26.78 RSUs canceled (2) (34,886 ) 38.60 RSUs outstanding at December 31, 2016 (1) 768,283 34.99 ___________________________ (1) Non-vested RSUs outstanding as of December 31, 2015 and 2016 were 819,296 and 749,460 , respectively, with an ending 2016 weighted average grant date fair value per share of $35.29 . (2) 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 information about our RSU grants and related tax benefit during the years ended December 31, 2016 , 2015 and 2014 : Year ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Weighted average grant date fair value per RSU granted $ 36.52 $ 39.41 $ 26.79 Fair value of shares vested 11,947 17,287 11,999 Tax benefit related to RSU expense 4,658 5,033 5,109 At December 31, 2016 , there was $11.5 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 1.43 years. Performance Stock Units In February 2015 and 2016, 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, for the grant made each year 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. As of December 31, 2016 , based upon our assessment of our relative performance versus the S&P 500, the 2015 PSU awards have been expensed based upon a target payout assumption of 200% for the two year tranche (2015-2016) and 167% for the three year tranche (2015-2017). As of December 31, 2016 , the 2016 PSU awards have been expensed based upon a target payout assumption of 200% for the one year tranche (2016), 150% for the two year tranche (2016-2017) and 133% for three year tranche (2016-2018). The following table summarizes PSU activity for vested and non-vested shares during the year ended December 31, 2016 : Number of shares Weighted average grant date fair value PSUs outstanding at January 1, 2016 107,358 38.96 PSUs granted 155,846 36.75 Shares issued upon vesting of PSUs (1) (71,580 ) 38.96 PSUs canceled (1) — — PSUs outstanding at December 31, 2016 (1) 191,624 37.16 ___________________ (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. Shares issued upon vesting of PSUs on April 18, 2016 were 71,580 , which represented 200% payout. The following table summarizes information about our PSU grants and related tax benefit during the years ended December 31, 2016 and 2015 : Year ended December 31, 2016 2015 (in thousands, except per share amounts) Weighted average grant date fair value per PSU granted $ 36.75 $ 38.96 Fair value of shares vested 2,789 — Tax benefit related to PSU expense 2,661 1,880 At December 31, 2016 there was $1.8 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 1.15 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 was re-measured at each reporting period. As of March 31, 2016 all phantom shares had been cash settled. 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 and all outstanding SARs are fully vested. 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 $1.9 million and $2.7 million as of December 31, 2016 and 2015 , respectively. The following table summarizes SAR activity during the year ended December 31, 2016 : Number of SARs Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value SARs outstanding at January 1, 2016 (1) 122,031 $ 16.45 Granted — — Forfeited and canceled (2) — — Exercised (74,397 ) 16.44 SARs outstanding at December 31, 2016 (1) 47,634 $ 16.45 5.91 $ 1,864,760 SARs vested and expected to vest at December 31, 2016 47,634 $ 16.45 5.91 $ 1,864,760 SARs exercisable at December 31, 2016 47,634 $ 16.45 5.91 $ 1,864,760 ___________________________ (1) Non-vested SARs as of December 31, 2016 and 2015 were 0 and 23,796 , respectively. (2) Pursuant to the terms of the 2012 SIP, SARs that are canceled or forfeited may be available for future grants. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 , 2015 , and 2014 were as follows (net of taxes): Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2016 $ 505 $ (761 ) $ (131,278 ) $ (131,534 ) Other comprehensive income (loss) before reclassifications 400 (1,683 ) (28,745 ) (30,028 ) Amounts reclassified from accumulated other comprehensive loss (51 ) 4 — (47 ) Other comprehensive income (loss), net of taxes of $576 349 (1,679 ) (28,745 ) (30,075 ) Balance at December 31, 2016 $ 854 $ (2,440 ) $ (160,023 ) $ (161,609 ) 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 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 loss before reclassifications (183 ) (2,080 ) (51,990 ) (54,253 ) Amounts reclassified from accumulated other comprehensive 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 ) ___________________________ (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 primarily related to amortization of unrecognized actuarial losses which is 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, 2016 | |
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 2016 , 2015 , and 2014 , our retirement plans expenses were as follows: Year ended December 31, 2016 2015 2014 (In thousands) Defined contribution plans $ 6,588 $ 4,877 $ 3,397 Defined benefit plans 1,755 1,776 951 Multiemployer pension and certain union plans 1,834 1,820 1,758 Total $ 10,177 $ 8,473 $ 6,106 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, 2016 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 plan, which provide for employer matching contributions in various amounts ranging from 3% to 5% per pay period per participant. In 2014, our Earthbound Farm subsidiary maintained a separate 401(k) plan that 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 401(k) plan was merged into WhiteWave’s 401(k) plan as of January 1, 2015. As of December 31, 2016, 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 loss at December 31, 2016 , 2015 , and 2014 are the following amounts that have not yet been recognized in net periodic pension cost: December 31, 2016 2015 2014 (In thousands) Unrecognized actuarial losses and other, net of tax of $1,239, $383 and $1,041 2,427 748 2,039 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, 2017 are not material. 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, 2016 and 2015 , and the funded status of the plans at December 31, 2016 and 2015 , is as follows: Year ended December 31, 2016 2015 (In thousands) Change in Benefit Obligation: Benefit obligation at beginning of the year $ 15,311 $ 16,735 Service cost 1,650 1,630 Interest cost 388 310 Actuarial (gain)/loss 2,946 (1,571 ) Benefits paid (291 ) (58 ) Expenses paid (17 ) (17 ) Exchange rate changes (723 ) (1,718 ) Benefit obligation, end of year 19,264 15,311 Change in Plan Assets: Fair value of plan assets at beginning of year 10,631 10,401 Actual return on plan assets 522 263 Employer contributions to plan 1,115 1,134 Benefits paid (291 ) (58 ) Expenses paid (17 ) (17 ) Exchange rate changes (406 ) (1,092 ) Fair value of plan assets, end of year 11,554 10,631 Funded status at end of year $ (7,710 ) $ (4,680 ) The underfunded status of the plans of $7.7 million at December 31, 2016 is recognized in our consolidated balance sheet in other long-term liabilities. We do not expect any plan assets to be returned to us during the year ended December 31, 2017. We expect to contribute $1.3 million to the pension plans in 2017. A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2016 and 2015 is as follows: Year ended December 31, 2016 2015 Weighted average discount rate 1.75% 2.50% Rate of compensation increase 3.92% 3.92% A summary of our key actuarial assumptions used to determine net periodic benefit cost for 2016 , 2015 , and 2014 is as follows: Year ended December 31, 2016 2015 2014 Weighted average discount rate 2.50% 2.03% 3.79% Expected return on assets 2.52% 2.50% 3.79% Rate of compensation increase 3.92% 3.92% 3.87% Year ended December 31, 2016 2015 2014 (In thousands) Components of net periodic benefit cost: Service cost $ 1,650 $ 1,630 $ 1,636 Interest cost 388 310 545 Expected return on plan assets (287 ) (251 ) (407 ) Amortization: Unrecognized net loss and other 4 87 5 Curtailment gain — — (690 ) Settlement gain — — (138 ) Net periodic benefit cost $ 1,755 $ 1,776 $ 951 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, 2016 2015 (In thousands) Projected benefit obligation $ 19,264 $ 15,311 Accumulated benefit obligation 13,866 11,585 Fair value of plan assets 11,554 10,631 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 decreased from 2.5% at December 31, 2015 to 1.75% at December 31, 2016, which will increase the net periodic benefit cost in 2017. At December 31, 2016 , 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 2016 valuation included the following: Belgium - Standard official tables used MR/FR, Germany - Richttafeln 2005 G of Dr. Klaus Heubeck, Netherlands - Prognosetafel AG 2016 based on income class high-middle. Estimated pension plan benefit payments to our participants for the next ten years are as follows (in thousands): 2017 $ 99 2018 224 2019 1,922 2020 179 2021 465 Next five years 3,145 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, 2016 and 2015 is as follows: Consolidated Assets (In thousands) Balance at January 1, 2015 $ 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 Actual return on plan assets relating to instruments still held at reporting date 522 Purchases, sales and settlements (net) 807 Exchange rate changes (406 ) Balance at December 31, 2016 $ 11,554 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, 2016 is outlined in the table below. Unless otherwise noted, the most recent Pension Protection Act (“PPA”) Zone Status available in 2016 and 2015 is for the plan’s year-end at December 31, 2015 and December 31, 2014, 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 2016 2015 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 August 2019 & January 2022. 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, 2016 , 2015 , and 2014 (in thousands). Employer identification number Pension plan number The WhiteWave Foods Company Surcharge imposed Pension fund 2016 2015 2014 Western Conference of Teamsters Pension Plan 91-6145047 001 $ 1,834 $ 1,820 $ 1,758 No During the 2016 , 2015 , and 2014 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 $5.8 million and $4.8 million at December 31, 2016 and 2015 , 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, 2016 | |
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 operating leases, which are primarily for operating facilities, office space, and equipment, have lease terms ranging from one to 14 years . Rent expense was $37.9 million , $ 34.2 million , and $16.7 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The Company leases certain operating facilities and equipment under capital lease arrangements. A schedule of future minimum payments due under our capital lease arrangements is included at Note 9 "Debt and Capital Lease Obligations". These assets are included in property, plant, and equipment, net on the consolidated balance sheets. Future minimum payments at December 31, 2016 , under non-cancelable operating leases with terms in excess of one year are summarized below: Operating leases (In thousands) 2017 $ 32,139 2018 25,137 2019 14,255 2020 8,219 2021 7,069 Thereafter 12,036 Total minimum lease payments $ 98,855 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, including soybeans, almonds, and organic raw milk. We enter into these contracts from time to time to ensure a sufficient supply of raw materials. In addition, we have contractual obligations to purchase various services that are part of our production and distribution processes. 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, that 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 and Customer Informatio
Segment and Customer Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment and Customer Information | Segment and Customer Information Effective January 1, 2016, we report results of operations through two reportable segments, Americas Foods & Beverages, and Europe Foods & Beverages. This reporting structure aligns with the way our Chief Operating Decision Maker ("CODM"), our CEO, monitors operating performance, allocates resources, and deploys capital. In 2015, we reported results of operations through three reportable segments: Americas Foods & Beverages, Americas Fresh Foods and Europe Foods & Beverages. In connection with our management restructure that was effective in early 2016, we combined the historical Americas Foods & Beverages and Americas Fresh Foods segments into a single Americas Foods & Beverages segment. Accordingly, prior year segment data has been recast to reflect this new segment structure. The Americas Foods & Beverages segment offers products in the plant-based foods and beverages, coffee creamers and beverages, premium dairy products and organic produce categories throughout North America. 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, health food 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, independent brokers, regional brokers and distributors. We utilize twelve manufacturing plants, multiple distribution centers, and three strategic co-packers across North America. 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 net sales, gross profit 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, 2016 2015 2014 (In thousands) Total net sales: Americas Foods & Beverages $ 3,619,753 $ 3,333,732 $ 2,926,108 Europe Foods & Beverages 578,346 532,563 510,497 Total net sales $ 4,198,099 $ 3,866,295 $ 3,436,605 Total gross profit: Americas Foods & Beverages 1,209,306 1,089,459 934,360 Europe Foods & Beverages 243,590 233,806 218,804 Total gross profit 1,452,896 1,323,265 1,153,164 Operating income: Americas Foods & Beverages $ 438,496 $ 359,311 $ 311,920 Europe Foods & Beverages 69,153 67,506 52,673 Total reportable segment operating income 507,649 426,817 364,593 Corporate and other (105,900 ) (94,611 ) (97,907 ) Total operating income $ 401,749 $ 332,206 $ 266,686 Other expense: Interest expense $ 69,183 $ 58,127 $ 36,972 Other expense, net 5,381 6,343 5,266 Income before income taxes $ 327,185 $ 267,736 $ 224,448 Depreciation and amortization: Americas Foods & Beverages $ 111,416 $ 98,093 $ 88,061 Europe Foods & Beverages 25,080 19,734 21,143 Corporate and other 2,318 2,192 1,363 Total depreciation and amortization $ 138,814 $ 120,019 $ 110,567 The following tables present sales amounts by product categories: Year ended December 31, 2016 2015 2014 (In thousands) Total net sales: Americas Foods & Beverages Plant-based food and beverages $ 1,065,581 $ 919,793 $ 715,667 Coffee creamers and beverages 1,199,015 1,090,018 990,998 Premium dairy 812,529 758,046 644,160 Fresh foods 542,628 565,875 575,283 Americas Foods & Beverages net sales 3,619,753 3,333,732 2,926,108 Europe Foods & Beverages Plant-based food and beverages 578,346 532,563 510,497 Europe Foods & Beverages net sales 578,346 532,563 510,497 Total net sales $ 4,198,099 $ 3,866,295 $ 3,436,605 The following tables present assets, long-lived assets, and capital expenditures by segment: As of December 31, 2016 2015 2014 (In thousands) Assets: Americas Foods & Beverages $ 3,727,685 $ 3,555,988 $ 2,648,735 Europe Foods & Beverages 665,190 605,843 561,852 Corporate 76,013 67,038 108,480 Total $ 4,468,888 $ 4,228,869 $ 3,319,067 Long-lived Assets: Americas Foods & Beverages $ 977,491 $ 894,232 $ 795,697 Europe Foods & Beverages 310,475 236,918 184,506 Corporate 6,744 6,371 13,004 Total $ 1,294,710 $ 1,137,521 $ 993,207 Year ended December 31, 2016 2015 2014 (In thousands) Capital expenditures: Americas Foods & Beverages $ 179,795 $ 172,296 $ 237,120 Europe Foods & Beverages 108,685 89,000 62,147 Corporate 2,328 378 3,007 Total $ 290,808 $ 261,674 $ 302,274 Significant Customers The Company had a single customer that represented 13.3% , 13.7% , and 14.6% of our consolidated net sales in 2016 , 2015 , and 2014 , respectively. Sales to this customer were primarily included in our Americas Foods & Beverages segment. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 2014 (In thousands, except share and per share data) Basic earnings per share computation: Numerator: Net income $ 214,554 $ 168,393 $ 140,185 Denominator: Weighted average common shares 176,984,906 175,511,811 174,013,700 Basic earnings per share $ 1.21 $ 0.96 $ 0.81 Diluted earnings per share computation: Numerator: Net income $ 214,554 $ 168,393 $ 140,185 Denominator: Weighted average common shares — basic 176,984,906 175,511,811 174,013,700 Stock option conversion (1) 3,544,508 3,905,133 3,268,052 Stock units (2) 644,965 668,005 668,164 Weighted average common shares — diluted 181,174,379 180,084,949 177,949,916 Diluted earnings per share $ 1.18 $ 0.94 $ 0.79 (1) Anti-dilutive options excluded 91,137 387,325 3,599 (2) Anti-dilutive RSUs excluded 350 4,872 1,344 |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
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, the combined non-guarantor subsidiaries 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. All guarantors of our debt securities are also guarantors for our senior secured credit facilities. The guarantee is full and unconditional and joint and several. Our senior secured credit facilities are secured by security interest and liens on substantially all of our assets and the assets of our domestic subsidiaries and is presented in the Parent column of the accompanying condensed consolidating balance sheets as of December 31, 2016 and December 31, 2015. The following condensed consolidating financial information presents the balance sheets as of December 31, 2016 and 2015 , and the statements of comprehensive income and cash flows for each of the three years ended December 31, 2016 , 2015 , and 2014 for the Parent, guarantor subsidiaries and non-guarantor subsidiaries and elimination adjustments. Condensed Consolidating Balance Sheets December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 3 $ 2,555 $ 43,270 $ — $ 45,828 Trade receivables, net of allowance 1,189 204,503 78,006 — 283,698 Inventories — 251,405 51,265 (6,310 ) 296,360 Prepaid expenses and other current assets 34,148 22,317 21,590 — 78,055 Intercompany receivables 1,969,714 885,233 — (2,854,947 ) — Total current assets 2,005,054 1,366,013 194,131 (2,861,257 ) 703,941 Equity method investments 1,265 — 18,012 — 19,277 Investment in consolidated subsidiaries 2,435,711 966,825 — (3,402,536 ) — Property, plant, and equipment, net 6,596 965,706 322,408 — 1,294,710 Identifiable intangible and other assets, net 43,309 656,355 365,275 (30,046 ) 1,034,893 Goodwill — 982,922 433,145 — 1,416,067 Total Assets $ 4,491,935 $ 4,937,821 $ 1,332,971 $ (6,293,839 ) $ 4,468,888 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 44,454 $ 336,027 $ 158,602 $ — $ 539,083 Current portion of debt and capital lease obligations 45,000 1,394 12,191 — 58,585 Income taxes payable — — 2,973 — 2,973 Intercompany payables 885,233 1,929,060 40,654 (2,854,947 ) — Total current liabilities 974,687 2,266,481 214,420 (2,854,947 ) 600,641 Long-term debt and capital lease obligations, net of debt issuance costs 2,062,907 18,849 — — 2,081,756 Deferred income taxes — 214,497 119,896 (30,046 ) 304,347 Other long-term liabilities 23,645 2,283 25,520 — 51,448 Total liabilities 3,061,239 2,502,110 359,836 (2,884,993 ) 3,038,192 Total shareholders' equity 1,430,696 2,435,711 973,135 (3,408,846 ) 1,430,696 Total Liabilities and Shareholders' Equity $ 4,491,935 $ 4,937,821 $ 1,332,971 $ (6,293,839 ) $ 4,468,888 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 Equity method investments 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 Statements of Comprehensive Income Year ended December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 3,546,361 $ 780,849 $ (129,111 ) $ 4,198,099 Cost of sales — 2,411,778 463,405 (129,980 ) 2,745,203 Gross profit — 1,134,583 317,444 869 1,452,896 Operating expenses: Selling, distribution, and marketing — 571,533 157,987 — 729,520 General and administrative 95,243 147,040 79,344 — 321,627 Total operating expenses 95,243 718,573 237,331 — 1,051,147 Operating (loss) income (95,243 ) 416,010 80,113 869 401,749 Other (income) expense: Interest expense 67,835 981 367 — 69,183 Other (income) expense, net (150,924 ) 155,305 1,000 — 5,381 Total other (income) expense (83,089 ) 156,286 1,367 — 74,564 Income (loss) before income taxes and equity in earnings of subsidiaries (12,154 ) 259,724 78,746 869 327,185 Income tax expense 2,451 84,965 14,994 — 102,410 (Loss) income before loss in equity method investments and equity in earnings of subsidiaries (14,605 ) 174,759 63,752 869 224,775 Loss in equity method investments 1,720 — 8,501 — 10,221 Equity in earnings of consolidated subsidiaries 230,879 56,120 — (286,999 ) — Net income 214,554 230,879 55,251 (286,130 ) 214,554 Other comprehensive loss, net of tax (30,075 ) (30,075 ) (30,075 ) 60,150 (30,075 ) Comprehensive income $ 184,479 $ 200,804 $ 25,176 $ (225,980 ) $ 184,479 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 (income) expense: Interest expense 56,779 989 359 — 58,127 Other (income) expense, net (138,816 ) 141,279 3,880 — 6,343 Total other (income) expense (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 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 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 Cash Flows Year ended December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (7,460 ) $ 192,270 $ 131,671 $ — $ 316,481 CASH FLOWS FROM INVESTING ACTIVITIES: Payments for acquisitions, net of cash acquired of $833 — (60 ) (17,203 ) — (17,263 ) Payments for property, plant, and equipment (2,268 ) (176,216 ) (112,324 ) — (290,808 ) Intercompany contributions 4,543 — — (4,543 ) — Proceeds from sale of fixed assets — 303 7 — 310 Net cash provided by (used in) investing activities 2,275 (175,973 ) (129,520 ) (4,543 ) (307,761 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — (14,731 ) 10,188 4,543 — Repayment of debt (45,000 ) — — — (45,000 ) Payments on capital lease obligations — (1,293 ) — — (1,293 ) Proceeds from revolver line of credit 831,350 — 120,712 — 952,062 Payments on revolver line of credit (785,750 ) — (113,954 ) — (899,704 ) Proceeds from exercise of stock options 10,085 — — — 10,085 Minimum tax withholding paid on behalf of employees for share-based compensation (12,992 ) — — — (12,992 ) Excess tax benefit from share-based compensation 8,052 — 6 — 8,058 Payment of deferred financing costs (557 ) — — — (557 ) Net cash provided by (used in) financing activities 5,188 (16,024 ) 16,952 4,543 10,659 Effect of exchange rate changes on cash and cash equivalents — — (12,161 ) — (12,161 ) INCREASE IN CASH AND CASH EQUIVALENTS 3 273 6,942 — 7,218 Cash and cash equivalents, beginning of year — 2,282 36,328 — 38,610 Cash and cash equivalents, end of year $ 3 $ 2,555 $ 43,270 $ — $ 45,828 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 of $8,521 — (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 on capital lease obligations — (1,104 ) — — (1,104 ) Proceeds from revolver line of credit 1,232,695 — 66,412 — 1,299,107 Payments on 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 share-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 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 of $7,190 — (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 on capital lease obligations — (1,044 ) — — (1,044 ) Proceeds from revolver line of credit 625,400 — — — 625,400 Payments on 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 share-based compensation (11,094 ) — — — (11,094 ) Excess tax benefit from shared-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 |
Quarterly Results of Operations
Quarterly Results of Operations (unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
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 2016 and 2015 : Quarter First Second Third Fourth (In thousands, except share and per share data) 2016 Net sales $ 1,039,695 $ 1,049,648 $ 1,053,598 $ 1,055,158 Gross profit 353,767 370,408 381,119 347,602 Net income (2) (3) 42,600 51,769 58,037 62,148 Earnings per common share (1) : Basic $ 0.24 $ 0.29 $ 0.33 $ 0.35 Diluted $ 0.24 $ 0.29 $ 0.32 $ 0.34 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 (2) 33,347 37,444 50,022 47,580 Earnings per common share (1) : Basic $ 0.19 $ 0.21 $ 0.28 $ 0.28 Diluted $ 0.19 $ 0.21 $ 0.28 $ 0.26 ___________________________ (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 was negatively impacted by the SAP implementation costs and the related operational issues within the Fresh Foods platform by $8.2 million , $4.3 million and $3.2 million , for the fourth quarter of 2015, and the first and second quarter of 2016, respectively. (3) Net income was negatively impacted by transaction costs related to the planned Merger with Danone by $1.8 million , $4.6 million and $4.4 million , for the second, third and fourth quarter of 2016, respectively. See Note 19 "The Proposed Merger with Danone" for further discussion. |
The Proposed Merger with Danone
The Proposed Merger with Danone | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
The Proposed Merger with Danone | The Proposed Merger with Danone On July 6, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Danone S.A. and July Merger Sub Inc., an indirect wholly-owned subsidiary of Danone (“Merger Sub”), pursuant to which the Company will be acquired by Danone S.A., a leading global food company headquartered in Paris, France. The Merger Agreement provides that, among other things, Merger Sub will be merged with and into the Company, with the Company continuing as the surviving corporation (the "Merger"). As a result of the Merger, the Company will become a wholly-owned subsidiary of Danone. At the effective time of the Merger, each share of common stock of the Company, par value $0.01 per share, issued and outstanding (other than shares owned by the Company or any of its subsidiaries or Danone or any of its subsidiaries (including Merger Sub), will automatically be canceled for no consideration, and converted into the right to receive $56.25 per share in cash, without interest. If the Merger Agreement were to be terminated in specified circumstances, the Company would be required to pay Danone a termination fee of $310.0 million . The closing of the Merger is subject to the satisfaction of customary conditions, including the adoption of the Merger Agreement by the Company’s stockholders; the expiration or termination of all applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) and the Competition Act of Canada; and the approval of the Merger by the European Commission pursuant to the EU Merger Regulation. On October 4, 2016, our stockholders adopted the Merger Agreement. On September 13, 2016, the Canadian Commissioner of Competition issued an advance ruling certificate, which included a waiver of the parties’ notification requirement in Canada. On December 16, 2016, the parties obtained regulatory clearance of the Merger from the European Commission. The United States Department of Justice (“DOJ”) continues to review the Merger under the HSR Act. As we previously announced, each of the Company and Danone elected on January 6, 2017 to extend the Long Stop Date under the Merger Agreement by 90 days to facilitate the completion of the DOJ’s review. The Company currently expects the Merger to occur in first quarter 2017, although there can be no assurance regarding timing of completion of regulatory processes. During the year ended December 31, 2016 , the Company incurred $17.4 million of transaction costs and $1.0 million of integration planning costs related to the planned Merger, which were recorded in general and administrative expense in our consolidated statements of income. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation 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. As discussed in Note 19 "The Proposed Merger with Danone", on July 6, 2016 the Company entered into an Agreement and Plan of Merger with Danone S.A. and July Merger Sub Inc., an indirect wholly-owned subsidiary of Danone, pursuant to which the Company will be acquired by Danone S.A., a leading global food company headquartered in Paris, France. Since the merger has not yet been completed, none of the consolidated financial statements and related disclosures in this Form 10-K consider the potential impact of the pending merger. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation in Note 6 "Goodwill and Intangible Assets" and Note 15 “Segment and Customer Information”. These reclassifications did not impact previously reported amounts in the Company’s consolidated balance sheets, consolidated statements of income, consolidated statements of cash flows, or consolidated statements of shareholders' equity. |
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 amounts reported in the financial statements and accompanying footnotes. Actual results could differ from these estimates under different assumptions or conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents As of December 31, 2016 and 2015 , cash is comprised of cash held in bank accounts. We consider temporary investments that are highly liquid 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 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. Goodwill is allocated and tested at the reporting unit level, which is an operating segment or one level below (known as a component). Our identified reporting units are based on how segment management views performance and the similarity of those businesses. A quantitative assessment of goodwill was performed in 2014 and a qualitative assessment of goodwill was performed in 2015 and 2016. As part of the qualitative assessment performed in 2016 we assessed economic conditions and industry and market considerations, in addition to the overall historical and forecasted financial performance of each of our reporting units. We consider all evidence in our qualitative assessment, both positive and negative, and the weight of such evidence as well as mitigating factors, when determining whether it is more likely than not the fair value of our reporting units is less than the carrying amounts. 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 2016 , 2015 , or 2014 . A quantitative assessment of indefinite-lived intangibles was performed in 2015 and a qualitative assessment of indefinite-lived intangibles was performed in 2014 and 2016. As part of the qualitative assessment performed in 2016 we assessed economic conditions and industry and market considerations, in addition to the overall historical and forecasted 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 2016 , 2015 , or 2014 . 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. No material impairments were recorded in 2016 , 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. In addition, 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 commodity 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 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 in the following 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) an employee with 10 years of service retires after reaching the age of 55 , or (iv) upon a change of control, except for PSUs and all equity awards granted after 2014 to the Company's executive officers. 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 | 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. |
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 and farming. |
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 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 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 January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Simplifying the Test for Goodwill Impairment , which eliminated Step 2 from the goodwill impairment test. Previously under Step 2, to determine the implied fair value for goodwill, first an entity had to perform a hypothetical purchase price allocation of the reporting unit. Under the new ASU, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance should be applied on a prospective basis, and is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the standard, but we do not expect that the adoption of this guidance will have any impact on the Company's consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments , which provides clarification on the treatment of certain cash receipts and cash payments on the statement of cash flows. The pronouncement provides clarification guidance on eight specific cash flow presentation issues that have developed due to diversity in practice. The issues include, but are not limited to, debt prepayment or extinguishment costs, proceeds from the settlement of insurance claims, and distributions received from equity method investees. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. Adoption will require a retrospective transition method in which all amendments must be reflected in all periods presented, unless impracticable to do so. We are currently evaluating transition date, but we do not expect that the adoption of this guidance will have any impact on the Company's consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments, which provides changes on how companies measure and recognize credit losses on financial instruments. The new guidance will require companies to immediately recognize an estimate of credit losses expected to occur over the remaining life of financial assets that are in the scope of the standard. The new standard is effective for public companies in fiscal years beginning after December 31, 2019. We expect that the adoption of this guidance will not have any impact on the Company's consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The new guidance will require companies to include excess tax benefits (deficiencies) as a component of income tax expense rather than additional paid-in capital. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. The impact ASU No. 2016-09 will have on the Company’s consolidated financial statements upon adoption will mainly depend on the occurrence of future events, including the timing and value realized for future share-based transactions upon exercise/vesting versus the fair value at grant date, and will create additional benefit or expense to our consolidated statements of income. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU 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 and financial statement disclosures. We expect this adoption will result in a material increase in the assets and liabilities on our consolidated balance sheets and will likely have an insignificant impact on our consolidated statements of earnings. 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 expect that the adoption of this guidance will not have any impact on the Company's consolidated financial statements. 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 approved a one-year deferral of the effective date of ASU 2014-09. In 2016, the FASB has issued the following additional guidance: i) ASU No. 2016-08, Principal Versus Agent Considerations (Reporting Revenue Gross Versus Net), which provides clarification when assessing whether an entity is a principal or agent in a revenue transaction, and impacts whether an entity reports revenue on a gross or net basis, ii) ASU No. 2016-10, Identifying Performance Obligations and Licensing , which amends the guidance in ASU 2014-09 regarding the identification of performance obligations and accounting for licenses of intellectual property, iii) ASU No. 2016-11, Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 Emerging Issues Task Force Meeting, which rescinds specific SEC guidance related to revenue recognition currently codified in US GAAP as a result of the new revenue standard, iv) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients, which amends the guidance in ASU 2014-09 by providing practical expedients to simplify the transition to the new revenue standard and clarify certain aspects of the standard, and ASU No 2016-19 & 20, Technical Corrections and Improvements . 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. The standard includes a five step model to determine when revenue should be recognized, which is when promised goods or services are transferred to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The standard allows several methods of adoption including either a full retrospective adoption, meaning the standard is applied to all of the periods presented, or modified retrospective adoption, meaning the standard is applied only to the most current period presented in the financial statements. As the Company does not have significant varying revenue streams, in general, we expect to identify a single performance obligation for product shipments to our customers at a point in time. We are still evaluating the transition method and impact the adoption of the new standard may have on our consolidated financial statements and related disclosures, including any private label revenue streams where there is no alternative use of the product and an enforceable right of payment. Recently Adopted Accounting Pronouncements 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. Adoption requires establishing a going concern assessment process to meet the standard. We have adopted this guidance as of December 31, 2016 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 net sales, gross profit 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, 2016 | |
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 Property, plant, and equipment consisted of the following: December 31, 2016 2015 (In thousands) Land $ 60,304 $ 51,686 Buildings 463,907 433,652 Machinery and equipment 1,218,675 1,109,004 Leasehold improvements 45,645 44,474 Construction in progress 197,402 102,899 1,985,933 1,741,715 Less accumulated depreciation (691,223 ) (604,194 ) Total $ 1,294,710 $ 1,137,521 |
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 and Joint Venture
Acquisitions and Joint Venture (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [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. 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 3,050 18,379 2,252 Other current assets 1,951 18,886 5,245 Property, plant and equipment 554 650 11,492 Trademarks 11,600 189,963 48,036 Intangible assets with finite lives 10,160 106,920 9,058 Other long-term assets — 1,779 50 Liabilities assumed: Accounts payable and other accruals 2,296 12,802 1,542 Deferred taxes — 76,739 — Other long-term liabilities 173 7,581 1,031 Total identifiable net assets 26,392 244,690 75,300 Goodwill 13,810 308,942 47,052 Total purchase price $ 40,202 $ 553,632 $ 122,352 |
Schedule of Unaudited Supplemental Pro Forma | The following table summarizes unaudited supplemental pro forma consolidated results of operations as if we acquired So Delicious, EIEIO, Vega and Wallaby on January 1, 2014. No pro forma unaudited consolidated results of operations is presented for the twelve months ended December 31, 2016 or the corresponding prior period related to the IPP acquisition as their results are not material to the consolidated results of the Company. Year ended December 31, 2015 2014 (In thousands, except share data) Net sales $ 3,983,327 $ 3,689,478 Income before income taxes 286,028 221,026 Diluted earnings per common share $ 1.03 $ 0.79 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: December 31, 2016 2015 (In thousands) Raw materials and supplies $ 139,796 $ 120,922 Finished goods 156,564 149,815 Total $ 296,360 $ 270,737 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [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 Property, plant, and equipment consisted of the following: December 31, 2016 2015 (In thousands) Land $ 60,304 $ 51,686 Buildings 463,907 433,652 Machinery and equipment 1,218,675 1,109,004 Leasehold improvements 45,645 44,474 Construction in progress 197,402 102,899 1,985,933 1,741,715 Less accumulated depreciation (691,223 ) (604,194 ) Total $ 1,294,710 $ 1,137,521 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 are as follows: Americas Foods & Beverages Europe Foods & Beverages Total (In thousands) Balance at January 1, 2015 $ 916,482 $ 151,794 $ 1,068,276 Acquisitions 380,297 — 380,297 Purchase price adjustments (1) (2,019 ) — (2,019 ) Foreign currency translation (16,007 ) (15,225 ) (31,232 ) Balance at December 31, 2015 $ 1,278,753 $ 136,569 $ 1,415,322 Acquisitions 9,259 — 9,259 Purchase price adjustments (1) (10,493 ) — (10,493 ) Foreign currency translation 7,099 (5,120 ) 1,979 Balance at December 31, 2016 $ 1,284,618 $ 131,449 $ 1,416,067 ____________________________________ (1) Purchase price adjustments are the result of adjustments made for the finalization of the fair value of certain intangible assets and, in 2016, also includes the finalization of certain income tax matters. |
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, 2016 and 2015 are as follows: December 31, 2016 2015 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) $ 780,790 $ — $ 780,790 $ 777,718 $ — $ 777,718 Intangible assets with finite lives: Customer-related and other (1) 279,572 (58,236 ) 221,336 270,801 (39,828 ) 230,973 Supplier relationships 12,000 (2,880 ) 9,120 12,000 (1,920 ) 10,080 Non-compete agreements (1) 1,326 (941 ) 385 1,267 (592 ) 675 Trademarks 968 (966 ) 2 968 (965 ) 3 Total $ 1,074,656 $ (63,023 ) $ 1,011,633 $ 1,062,754 $ (43,305 ) $ 1,019,449 _____________________ (1) The change in the carrying amount is also the result of foreign currency translation, acquisitions, and purchase accounting adjustments. |
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): 2017 $ 19,960 2018 19,831 2019 18,687 2020 18,351 2021 18,338 Thereafter 135,676 Total $ 230,843 |
Accounts Payable and Accrued 35
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Components of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: December 31, 2016 2015 (In thousands) Accounts payable $ 381,186 $ 365,223 Payroll and benefits 72,085 79,267 Derivative liability (Note 10) 8,309 25,900 Other accrued liabilities 77,503 79,323 Total $ 539,083 $ 549,713 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income from Continuing Operations Before Income Taxes | Income before income taxes is comprised of the following: Year Ended December 31, 2016 2015 2014 (In thousands) Domestic $ 276,371 $ 213,873 $ 174,594 Foreign 50,814 53,863 49,854 Income before income taxes $ 327,185 $ 267,736 $ 224,448 |
Component of Income Tax Expense | Income tax expense consists of the following components: Year Ended December 31, 2016 2015 2014 (In thousands) Current income taxes: Federal $ 67,834 $ 69,745 $ 53,843 State 8,460 14,713 9,750 Foreign 16,920 13,805 8,502 Total current income tax expense 93,214 98,263 72,095 Deferred income taxes: Federal 8,722 (9,638 ) 3,629 State (369 ) (230 ) 10 Foreign 843 (487 ) 2,545 Total deferred income tax expense (benefit) 9,196 (10,355 ) 6,184 Total income tax expense $ 102,410 $ 87,908 $ 78,279 |
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, 2016 2015 2014 Tax expense at statutory rate of 35% 35.0 % 35.0 % 35.0 % Foreign taxes versus U.S. statutory rate (3.8 )% (3.1 )% (3.1 )% State income taxes, net of federal benefit 2.5 % 3.1 % 2.7 % U.S. manufacturing deduction (1.9 )% (1.5 )% (2.1 )% Uncertain tax positions 1.0 % 0.8 % 1.7 % Research & development tax credits (0.6 )% (0.9 )% (0.3 )% Deferred tax rate adjustments (0.6 )% 0.0 % (0.4 )% Non-deductible transaction costs 0.1 % 0.4 % 0.5 % Other (0.4 )% (1.0 )% 0.9 % Effective tax rate 31.3 % 32.8 % 34.9 % |
Deferred Income Tax Assets (Liabilities) | The tax effects of temporary differences giving rise to deferred income tax assets (liabilities) were: December 31, 2016 2015 (In thousands) Deferred income tax assets: Net operating loss carryforwards $ 28,766 $ 29,179 Capital loss carryforwards 3,481 4,613 Share-based compensation 24,551 23,418 Accrued liabilities 19,776 24,075 Inventories 4,806 4,988 Receivables 4,110 2,333 Derivative instruments 217 11,524 Other 6,070 4,008 Valuation allowances (30,694 ) (31,228 ) Total deferred income tax assets 61,083 72,910 Deferred income tax liabilities: Intangible assets (237,411 ) (238,740 ) Property, plant and equipment (83,437 ) (88,717 ) Partnership basis difference (43,780 ) (38,648 ) Total deferred income tax liabilities (364,628 ) (366,105 ) Net deferred income tax liability (1) $ (303,545 ) $ (293,195 ) __________________________ (1) Net deferred income tax liability also includes deferred tax assets of $802 and $131 recorded in Identifiable intangible and other assets, net in our consolidated balance sheets for the periods ended December 31, 2016 and 2015 , respectively. |
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, 2016 2015 2014 (In thousands) Balance at January 1 $ 16,503 $ 7,535 $ 3,875 Increases in tax positions for current year 3,499 9,185 2,524 Increases in tax positions for prior years 3,776 881 2,332 Decreases in tax positions for prior years (519 ) (780 ) — Settlement of tax matters (15 ) (102 ) (640 ) Lapse of applicable statutes of limitations (247 ) (216 ) (556 ) Balance at December 31 $ 22,997 $ 16,503 $ 7,535 |
Debt and Capital Lease Obliga37
Debt and Capital Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | December 31, 2016 2015 Amount outstanding Interest rate Amount outstanding Interest rate (In thousands, except percentages) Senior secured credit facilities $ 1,627,600 2.63 % * $ 1,627,000 2.54 % * Senior unsecured notes 500,000 5.38 % 500,000 5.38 % Capital lease obligations 20,244 21,635 Other borrowings 12,191 1.68 % * 5,133 3.70 % Less current portion (58,585 ) (51,449 ) Less debt issuance costs (19,694 ) (23,379 ) Total long-term debt $ 2,081,756 $ 2,078,940 ___________________________ * Represents a weighted average rate, including applicable interest rate margins. |
Schedule of Maturities of Long-Term Debt | The scheduled maturities of long-term debt at December 31, 2016 , were as follows (in thousands): Total Term Loan A-1 Term Loan A-2 Revolver Senior Unsecured Notes Capital Lease Obligations Other Borrowings 2017 $ 58,585 $ 37,500 $ 7,500 $ — $ — $ 1,394 $ 12,191 2018 46,485 37,500 7,500 — — 1,485 — 2019 46,581 37,500 7,500 — — 1,581 — 2020 781,073 600,000 7,500 172,600 — 973 — 2021 8,283 — 7,500 — — 783 — Thereafter 1,219,028 — 705,000 — 500,000 14,028 — Total outstanding debt $ 2,160,035 $ 712,500 $ 742,500 $ 172,600 $ 500,000 $ 20,244 $ 12,191 |
Derivative Financial Instrume38
Derivative Financial Instruments and Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap Agreements | The following table summarizes the terms of the 2017 swaps as of December 31, 2016 : 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, 2016 and 2015 , derivatives recorded at fair value, on a gross basis before considering any impacts of offsetting or master netting arrangements, in our consolidated balance sheets were as follows: December 31, Derivative assets Derivative liabilities 2016 2015 2016 2015 (In thousands) Derivatives designated as Hedging Instruments Foreign currency contracts — current (1)(3) $ 1,007 $ 483 $ 4,088 $ — Total 1,007 483 4,088 — Derivatives not designated as Hedging Instruments Interest rate swap contracts — current (1) — — 3,650 15,228 Commodities contracts — current (1) 2,738 — 571 11,093 Commodities contracts — noncurrent (2) — — — 1,551 Interest rate swap contracts — noncurrent (2) — — — 3,142 Total 2,738 — 4,221 31,014 Total derivatives $ 3,745 $ 483 $ 8,309 $ 31,014 ___________________________ (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 assets and liabilities that have settlement dates greater than 12 months from the respective balance sheet date were included in identifiable intangible and other assets, net and other long-term liabilities, respectively, in our consolidated balance sheets. (3) $(4.1) million and $0.4 million of the derivative asset/(liability) balance as of December 31, 2016 and 2015 , respectively relates to a foreign currency hedge on an intercompany note for which the change in fair value offsets the impact of the note being re-measured into the functional currency. |
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 for the years ended December 31, 2016 , 2015 , and 2014 were as follows: Year ended December 31 , 2016 2015 2014 (In thousands) Realized (gains)/losses on foreign currency contracts (1) $ (51 ) $ (1,522 ) $ 547 Realized (gains)/losses on commodities contracts (2) — — (1,299 ) ___________________________ (1) Recorded in cost of sales in our consolidated statements of income. See Note 12 "Accumulated Other Comprehensive Loss." (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 financial assets and liabilities subject to recurring fair value measurements and the basis for that measurement according to the levels in the fair value hierarchy as of December 31, 2016 and 2015 is as follows: Fair value as of December 31, 2016 Level 1 Level 2 Level 3 (In thousands) Assets: Cash equivalents $ 82 $ 82 $ — $ — Supplemental Executive Retirement Plan investments 3,747 3,747 — — Qualifying insurance policies 11,554 — — 11,554 Foreign currency contracts 1,007 — 1,007 — Commodities contracts 2,738 — 2,738 — Deferred compensation investments 5,513 — 5,513 — Total assets $ 24,641 $ 3,829 $ 9,258 $ 11,554 Liabilities: Foreign currency contracts $ 4,088 $ — $ 4,088 $ — Commodities contracts 571 — 571 — Interest rate swap contracts 3,650 — 3,650 — Total liabilities $ 8,309 $ — $ 8,309 $ — There were no transfers between the three levels of the fair value hierarchy during the year ended December 31, 2016. 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 — Total assets $ 18,744 $ 3,271 $ 4,842 $ 10,631 Liabilities: Commodities contracts $ 12,644 $ — $ 12,644 $ — Interest rate swap contracts 18,370 — 18,370 — Total liabilities $ 31,014 $ — $ 31,014 $ — |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 classified plans in the years ended December 31, 2016 , 2015 , and 2014 : Year ended December 31, 2016 2015 2014 (In thousands) Equity awards: Stock options $ 8,797 $ 11,038 $ 10,741 RSUs 13,871 16,069 15,907 PSUs 7,743 5,382 — Equity awards share-based compensation expense 30,411 32,489 26,648 Liability awards: Phantom shares 13 908 2,658 SARs 1,182 4,929 1,134 Liability awards share-based compensation expense $ 1,195 $ 5,837 $ 3,792 Total share-based compensation expense $ 31,606 $ 38,326 $ 30,440 |
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, 2016 2015 2014 Expected volatility 28% - 29% 28% - 29% 28% - 29% Expected dividend yield 0% 0% 0% Expected option term 6 years 6 years 6 years Risk-free rate of return 1.14% to 1.70% 1.45% to 1.91% 1.82% to 2.10% Forfeiture rate 0% 0% 0% |
Schedule of Stock Option Activity | The following table summarizes stock option activity during the year ended December 31, 2016 : Number of options Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value Options outstanding at January 1, 2016 9,440,803 $ 19.14 Granted 813,267 36.59 Forfeited, canceled and expired (1) (53,119 ) 40.59 Exercised (including tax withholding) (1) (1,146,704 ) 20.07 Options outstanding at December 31, 2016 9,054,247 $ 20.47 5.27 $ 318,110,209 Options vested and expected to vest at December 31, 2016 9,054,247 $ 20.47 5.27 $ 318,110,209 Options exercisable at December 31, 2016 7,475,892 $ 17.40 4.60 $ 285,613,983 ___________________________ (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 | The following table summarizes information about options outstanding at December 31, 2016 : 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 9.52 813,081 4.04 $ 9.50 813,081 $ 9.50 11.10 1,248,884 5.13 11.10 1,248,884 11.10 13.39 to 15.16 1,211,599 5.28 14.65 1,211,599 14.65 15.17 to 16.91 64,365 5.59 15.86 64,365 15.86 17.00 1,748,341 5.82 17.00 1,748,341 17.00 18.05 to 23.33 1,265,004 1.81 20.82 1,217,819 20.75 26.91 to 27.69 1,167,073 5.01 27.14 873,877 27.22 28.18 to 38.96 1,426,656 8.36 36.81 284,596 36.19 39.63 to 47.29 93,717 9.20 41.49 8,153 40.41 51.62 to 51.62 15,527 8.58 51.62 5,177 51.62 |
Schedule of Additional Information on Stock Option Activity | Year ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Weighted average grant date fair value per share of options granted $ 11.32 $ 12.32 $ 8.62 Intrinsic value of options exercised 25,501 66,036 12,158 Fair value of shares vested 7,875 11,666 6,281 Tax benefit related to stock option expense 2,857 3,816 3,864 |
Schedule of Restricted Stock Unit Activity | The following table summarizes RSU activity during the year ended December 31, 2016 : Number of shares Weighted average grant date fair value RSUs outstanding at January 1, 2016 (1) 839,252 30.02 RSUs granted 410,058 36.52 Shares issued upon vesting of RSUs (including tax withholding) (2) (446,141 ) 26.78 RSUs canceled (2) (34,886 ) 38.60 RSUs outstanding at December 31, 2016 (1) 768,283 34.99 ___________________________ (1) Non-vested RSUs outstanding as of December 31, 2015 and 2016 were 819,296 and 749,460 , respectively, with an ending 2016 weighted average grant date fair value per share of $35.29 . (2) 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 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, 2016 , 2015 and 2014 : Year ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Weighted average grant date fair value per RSU granted $ 36.52 $ 39.41 $ 26.79 Fair value of shares vested 11,947 17,287 11,999 Tax benefit related to RSU expense 4,658 5,033 5,109 |
Schedule of Performance Shares Award Outstanding Activity | The following table summarizes information about our PSU grants and related tax benefit during the years ended December 31, 2016 and 2015 : Year ended December 31, 2016 2015 (in thousands, except per share amounts) Weighted average grant date fair value per PSU granted $ 36.75 $ 38.96 Fair value of shares vested 2,789 — Tax benefit related to PSU expense 2,661 1,880 The following table summarizes PSU activity for vested and non-vested shares during the year ended December 31, 2016 : Number of shares Weighted average grant date fair value PSUs outstanding at January 1, 2016 107,358 38.96 PSUs granted 155,846 36.75 Shares issued upon vesting of PSUs (1) (71,580 ) 38.96 PSUs canceled (1) — — PSUs outstanding at December 31, 2016 (1) 191,624 37.16 ___________________ (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. Shares issued upon vesting of PSUs on April 18, 2016 were 71,580 , which represented 200% payout. |
Schedule of Stock Appreciation Rights Activity | The following table summarizes SAR activity during the year ended December 31, 2016 : Number of SARs Weighted average exercise price Weighted average contractual life in years Aggregate intrinsic value SARs outstanding at January 1, 2016 (1) 122,031 $ 16.45 Granted — — Forfeited and canceled (2) — — Exercised (74,397 ) 16.44 SARs outstanding at December 31, 2016 (1) 47,634 $ 16.45 5.91 $ 1,864,760 SARs vested and expected to vest at December 31, 2016 47,634 $ 16.45 5.91 $ 1,864,760 SARs exercisable at December 31, 2016 47,634 $ 16.45 5.91 $ 1,864,760 ___________________________ (1) Non-vested SARs as of December 31, 2016 and 2015 were 0 and 23,796 , respectively. (2) Pursuant to the terms of the 2012 SIP, SARs that are canceled or forfeited may be available for future grants. |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss by component for the years ended December 31, 2016 , 2015 , and 2014 were as follows (net of taxes): Derivative instruments (1) Defined benefit pension plan (2) Foreign currency translation adjustment Total (In thousands) Balance at January 1, 2016 $ 505 $ (761 ) $ (131,278 ) $ (131,534 ) Other comprehensive income (loss) before reclassifications 400 (1,683 ) (28,745 ) (30,028 ) Amounts reclassified from accumulated other comprehensive loss (51 ) 4 — (47 ) Other comprehensive income (loss), net of taxes of $576 349 (1,679 ) (28,745 ) (30,075 ) Balance at December 31, 2016 $ 854 $ (2,440 ) $ (160,023 ) $ (161,609 ) 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 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 loss before reclassifications (183 ) (2,080 ) (51,990 ) (54,253 ) Amounts reclassified from accumulated other comprehensive 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 ) ___________________________ (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 primarily related to amortization of unrecognized actuarial losses which is 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, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Retirement Plans Expenses | During 2016 , 2015 , and 2014 , our retirement plans expenses were as follows: Year ended December 31, 2016 2015 2014 (In thousands) Defined contribution plans $ 6,588 $ 4,877 $ 3,397 Defined benefit plans 1,755 1,776 951 Multiemployer pension and certain union plans 1,834 1,820 1,758 Total $ 10,177 $ 8,473 $ 6,106 |
Schedule of Net Periodic Benefit Cost Not yet Recognized | Included in accumulated other comprehensive loss at December 31, 2016 , 2015 , and 2014 are the following amounts that have not yet been recognized in net periodic pension cost: December 31, 2016 2015 2014 (In thousands) Unrecognized actuarial losses and other, net of tax of $1,239, $383 and $1,041 2,427 748 2,039 |
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, 2016 and 2015 , and the funded status of the plans at December 31, 2016 and 2015 , is as follows: Year ended December 31, 2016 2015 (In thousands) Change in Benefit Obligation: Benefit obligation at beginning of the year $ 15,311 $ 16,735 Service cost 1,650 1,630 Interest cost 388 310 Actuarial (gain)/loss 2,946 (1,571 ) Benefits paid (291 ) (58 ) Expenses paid (17 ) (17 ) Exchange rate changes (723 ) (1,718 ) Benefit obligation, end of year 19,264 15,311 Change in Plan Assets: Fair value of plan assets at beginning of year 10,631 10,401 Actual return on plan assets 522 263 Employer contributions to plan 1,115 1,134 Benefits paid (291 ) (58 ) Expenses paid (17 ) (17 ) Exchange rate changes (406 ) (1,092 ) Fair value of plan assets, end of year 11,554 10,631 Funded status at end of year $ (7,710 ) $ (4,680 ) |
Schedule of Assumptions Used to Determine Benefit Obligations | A summary of our key actuarial assumptions used to determine benefit obligations as of December 31, 2016 and 2015 is as follows: Year ended December 31, 2016 2015 Weighted average discount rate 1.75% 2.50% 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 2016 , 2015 , and 2014 is as follows: Year ended December 31, 2016 2015 2014 Weighted average discount rate 2.50% 2.03% 3.79% Expected return on assets 2.52% 2.50% 3.79% Rate of compensation increase 3.92% 3.92% 3.87% |
Schedule of Net Periodic Benefit Cost | Year ended December 31, 2016 2015 2014 (In thousands) Components of net periodic benefit cost: Service cost $ 1,650 $ 1,630 $ 1,636 Interest cost 388 310 545 Expected return on plan assets (287 ) (251 ) (407 ) Amortization: Unrecognized net loss and other 4 87 5 Curtailment gain — — (690 ) Settlement gain — — (138 ) Net periodic benefit cost $ 1,755 $ 1,776 $ 951 |
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, 2016 2015 (In thousands) Projected benefit obligation $ 19,264 $ 15,311 Accumulated benefit obligation 13,866 11,585 Fair value of plan assets 11,554 10,631 |
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): 2017 $ 99 2018 224 2019 1,922 2020 179 2021 465 Next five years 3,145 |
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, 2016 and 2015 is as follows: Consolidated Assets (In thousands) Balance at January 1, 2015 $ 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 Actual return on plan assets relating to instruments still held at reporting date 522 Purchases, sales and settlements (net) 807 Exchange rate changes (406 ) Balance at December 31, 2016 $ 11,554 |
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 2016 2015 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 August 2019 & January 2022. |
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, 2016 , 2015 , and 2014 (in thousands). Employer identification number Pension plan number The WhiteWave Foods Company Surcharge imposed Pension fund 2016 2015 2014 Western Conference of Teamsters Pension Plan 91-6145047 001 $ 1,834 $ 1,820 $ 1,758 No |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Non-Cancelable Operating Leases | Future minimum payments at December 31, 2016 , under non-cancelable operating leases with terms in excess of one year are summarized below: Operating leases (In thousands) 2017 $ 32,139 2018 25,137 2019 14,255 2020 8,219 2021 7,069 Thereafter 12,036 Total minimum lease payments $ 98,855 |
Segment and Customer Informat43
Segment and Customer Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Summarized Income Statement Amounts by Segment | The following table presents the summarized income statement amounts by segment: Year ended December 31, 2016 2015 2014 (In thousands) Total net sales: Americas Foods & Beverages $ 3,619,753 $ 3,333,732 $ 2,926,108 Europe Foods & Beverages 578,346 532,563 510,497 Total net sales $ 4,198,099 $ 3,866,295 $ 3,436,605 Total gross profit: Americas Foods & Beverages 1,209,306 1,089,459 934,360 Europe Foods & Beverages 243,590 233,806 218,804 Total gross profit 1,452,896 1,323,265 1,153,164 Operating income: Americas Foods & Beverages $ 438,496 $ 359,311 $ 311,920 Europe Foods & Beverages 69,153 67,506 52,673 Total reportable segment operating income 507,649 426,817 364,593 Corporate and other (105,900 ) (94,611 ) (97,907 ) Total operating income $ 401,749 $ 332,206 $ 266,686 Other expense: Interest expense $ 69,183 $ 58,127 $ 36,972 Other expense, net 5,381 6,343 5,266 Income before income taxes $ 327,185 $ 267,736 $ 224,448 Depreciation and amortization: Americas Foods & Beverages $ 111,416 $ 98,093 $ 88,061 Europe Foods & Beverages 25,080 19,734 21,143 Corporate and other 2,318 2,192 1,363 Total depreciation and amortization $ 138,814 $ 120,019 $ 110,567 |
Sales Amounts by Product Categories | The following tables present sales amounts by product categories: Year ended December 31, 2016 2015 2014 (In thousands) Total net sales: Americas Foods & Beverages Plant-based food and beverages $ 1,065,581 $ 919,793 $ 715,667 Coffee creamers and beverages 1,199,015 1,090,018 990,998 Premium dairy 812,529 758,046 644,160 Fresh foods 542,628 565,875 575,283 Americas Foods & Beverages net sales 3,619,753 3,333,732 2,926,108 Europe Foods & Beverages Plant-based food and beverages 578,346 532,563 510,497 Europe Foods & Beverages net sales 578,346 532,563 510,497 Total net sales $ 4,198,099 $ 3,866,295 $ 3,436,605 |
Summarized Balance Sheet Amounts by Segment | The following tables present assets, long-lived assets, and capital expenditures by segment: As of December 31, 2016 2015 2014 (In thousands) Assets: Americas Foods & Beverages $ 3,727,685 $ 3,555,988 $ 2,648,735 Europe Foods & Beverages 665,190 605,843 561,852 Corporate 76,013 67,038 108,480 Total $ 4,468,888 $ 4,228,869 $ 3,319,067 Long-lived Assets: Americas Foods & Beverages $ 977,491 $ 894,232 $ 795,697 Europe Foods & Beverages 310,475 236,918 184,506 Corporate 6,744 6,371 13,004 Total $ 1,294,710 $ 1,137,521 $ 993,207 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 2014 (In thousands, except share and per share data) Basic earnings per share computation: Numerator: Net income $ 214,554 $ 168,393 $ 140,185 Denominator: Weighted average common shares 176,984,906 175,511,811 174,013,700 Basic earnings per share $ 1.21 $ 0.96 $ 0.81 Diluted earnings per share computation: Numerator: Net income $ 214,554 $ 168,393 $ 140,185 Denominator: Weighted average common shares — basic 176,984,906 175,511,811 174,013,700 Stock option conversion (1) 3,544,508 3,905,133 3,268,052 Stock units (2) 644,965 668,005 668,164 Weighted average common shares — diluted 181,174,379 180,084,949 177,949,916 Diluted earnings per share $ 1.18 $ 0.94 $ 0.79 (1) Anti-dilutive options excluded 91,137 387,325 3,599 (2) Anti-dilutive RSUs excluded 350 4,872 1,344 |
Supplemental Guarantor Financ45
Supplemental Guarantor Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidated Balance Sheets | Condensed Consolidating Balance Sheets December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 3 $ 2,555 $ 43,270 $ — $ 45,828 Trade receivables, net of allowance 1,189 204,503 78,006 — 283,698 Inventories — 251,405 51,265 (6,310 ) 296,360 Prepaid expenses and other current assets 34,148 22,317 21,590 — 78,055 Intercompany receivables 1,969,714 885,233 — (2,854,947 ) — Total current assets 2,005,054 1,366,013 194,131 (2,861,257 ) 703,941 Equity method investments 1,265 — 18,012 — 19,277 Investment in consolidated subsidiaries 2,435,711 966,825 — (3,402,536 ) — Property, plant, and equipment, net 6,596 965,706 322,408 — 1,294,710 Identifiable intangible and other assets, net 43,309 656,355 365,275 (30,046 ) 1,034,893 Goodwill — 982,922 433,145 — 1,416,067 Total Assets $ 4,491,935 $ 4,937,821 $ 1,332,971 $ (6,293,839 ) $ 4,468,888 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 44,454 $ 336,027 $ 158,602 $ — $ 539,083 Current portion of debt and capital lease obligations 45,000 1,394 12,191 — 58,585 Income taxes payable — — 2,973 — 2,973 Intercompany payables 885,233 1,929,060 40,654 (2,854,947 ) — Total current liabilities 974,687 2,266,481 214,420 (2,854,947 ) 600,641 Long-term debt and capital lease obligations, net of debt issuance costs 2,062,907 18,849 — — 2,081,756 Deferred income taxes — 214,497 119,896 (30,046 ) 304,347 Other long-term liabilities 23,645 2,283 25,520 — 51,448 Total liabilities 3,061,239 2,502,110 359,836 (2,884,993 ) 3,038,192 Total shareholders' equity 1,430,696 2,435,711 973,135 (3,408,846 ) 1,430,696 Total Liabilities and Shareholders' Equity $ 4,491,935 $ 4,937,821 $ 1,332,971 $ (6,293,839 ) $ 4,468,888 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 Equity method investments 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 Statements of Comprehensive Income | Condensed Consolidating Statements of Comprehensive Income Year ended December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) Net sales $ — $ 3,546,361 $ 780,849 $ (129,111 ) $ 4,198,099 Cost of sales — 2,411,778 463,405 (129,980 ) 2,745,203 Gross profit — 1,134,583 317,444 869 1,452,896 Operating expenses: Selling, distribution, and marketing — 571,533 157,987 — 729,520 General and administrative 95,243 147,040 79,344 — 321,627 Total operating expenses 95,243 718,573 237,331 — 1,051,147 Operating (loss) income (95,243 ) 416,010 80,113 869 401,749 Other (income) expense: Interest expense 67,835 981 367 — 69,183 Other (income) expense, net (150,924 ) 155,305 1,000 — 5,381 Total other (income) expense (83,089 ) 156,286 1,367 — 74,564 Income (loss) before income taxes and equity in earnings of subsidiaries (12,154 ) 259,724 78,746 869 327,185 Income tax expense 2,451 84,965 14,994 — 102,410 (Loss) income before loss in equity method investments and equity in earnings of subsidiaries (14,605 ) 174,759 63,752 869 224,775 Loss in equity method investments 1,720 — 8,501 — 10,221 Equity in earnings of consolidated subsidiaries 230,879 56,120 — (286,999 ) — Net income 214,554 230,879 55,251 (286,130 ) 214,554 Other comprehensive loss, net of tax (30,075 ) (30,075 ) (30,075 ) 60,150 (30,075 ) Comprehensive income $ 184,479 $ 200,804 $ 25,176 $ (225,980 ) $ 184,479 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 (income) expense: Interest expense 56,779 989 359 — 58,127 Other (income) expense, net (138,816 ) 141,279 3,880 — 6,343 Total other (income) expense (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 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 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 Cash Flows | Condensed Consolidating Statements of Cash Flows Year ended December 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (7,460 ) $ 192,270 $ 131,671 $ — $ 316,481 CASH FLOWS FROM INVESTING ACTIVITIES: Payments for acquisitions, net of cash acquired of $833 — (60 ) (17,203 ) — (17,263 ) Payments for property, plant, and equipment (2,268 ) (176,216 ) (112,324 ) — (290,808 ) Intercompany contributions 4,543 — — (4,543 ) — Proceeds from sale of fixed assets — 303 7 — 310 Net cash provided by (used in) investing activities 2,275 (175,973 ) (129,520 ) (4,543 ) (307,761 ) CASH FLOWS FROM FINANCING ACTIVITIES: Intercompany contributions — (14,731 ) 10,188 4,543 — Repayment of debt (45,000 ) — — — (45,000 ) Payments on capital lease obligations — (1,293 ) — — (1,293 ) Proceeds from revolver line of credit 831,350 — 120,712 — 952,062 Payments on revolver line of credit (785,750 ) — (113,954 ) — (899,704 ) Proceeds from exercise of stock options 10,085 — — — 10,085 Minimum tax withholding paid on behalf of employees for share-based compensation (12,992 ) — — — (12,992 ) Excess tax benefit from share-based compensation 8,052 — 6 — 8,058 Payment of deferred financing costs (557 ) — — — (557 ) Net cash provided by (used in) financing activities 5,188 (16,024 ) 16,952 4,543 10,659 Effect of exchange rate changes on cash and cash equivalents — — (12,161 ) — (12,161 ) INCREASE IN CASH AND CASH EQUIVALENTS 3 273 6,942 — 7,218 Cash and cash equivalents, beginning of year — 2,282 36,328 — 38,610 Cash and cash equivalents, end of year $ 3 $ 2,555 $ 43,270 $ — $ 45,828 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 of $8,521 — (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 on capital lease obligations — (1,104 ) — — (1,104 ) Proceeds from revolver line of credit 1,232,695 — 66,412 — 1,299,107 Payments on 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 share-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 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 of $7,190 — (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 on capital lease obligations — (1,044 ) — — (1,044 ) Proceeds from revolver line of credit 625,400 — — — 625,400 Payments on 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 share-based compensation (11,094 ) — — — (11,094 ) Excess tax benefit from shared-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 |
Quarterly Results of Operatio46
Quarterly Results of Operations (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results of Operations | The following is a summary of our unaudited quarterly results of operations for 2016 and 2015 : Quarter First Second Third Fourth (In thousands, except share and per share data) 2016 Net sales $ 1,039,695 $ 1,049,648 $ 1,053,598 $ 1,055,158 Gross profit 353,767 370,408 381,119 347,602 Net income (2) (3) 42,600 51,769 58,037 62,148 Earnings per common share (1) : Basic $ 0.24 $ 0.29 $ 0.33 $ 0.35 Diluted $ 0.24 $ 0.29 $ 0.32 $ 0.34 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 (2) 33,347 37,444 50,022 47,580 Earnings per common share (1) : Basic $ 0.19 $ 0.21 $ 0.28 $ 0.28 Diluted $ 0.19 $ 0.21 $ 0.28 $ 0.26 ___________________________ (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 was negatively impacted by the SAP implementation costs and the related operational issues within the Fresh Foods platform by $8.2 million , $4.3 million and $3.2 million , for the fourth quarter of 2015, and the first and second quarter of 2016, respectively. (3) Net income was negatively impacted by transaction costs related to the planned Merger with Danone by $1.8 million , $4.6 million and $4.4 million , for the second, third and fourth quarter of 2016, respectively. See Note 19 "The Proposed Merger with Danone" for further discussion. |
Business and Basis of Present47
Business and Basis of Presentation (Additional Information) (Detail) - Segment | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of reportable segments | 2 | 3 | 3 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies (Estimated Useful Lives of Property, Plant, and Equipment) (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
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 |
Summary of Significant Accoun49
Summary of Significant Accounting Policies (Estimated Useful Lives of Intangible Assets) (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
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 |
Trademarks [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 5 years |
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) | 12 Months Ended | |||
Dec. 31, 2016USD ($)yrshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Aug. 07, 2012shares | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Goodwill impairment charges | $ 0 | $ 0 | $ 0 | |
Indefinite lived asset impairment charges | $ 0 | 0 | 0 | |
Award service period | 10 years | |||
Advertising expense | $ 227,700,000 | 216,700,000 | 194,400,000 | |
Prepaid advertising | 2,500,000 | 900,000 | ||
Shipping and handling cost | 307,400,000 | 321,500,000 | 279,600,000 | |
Accrued liabilities related to retained risk based on claims | 9,000,000 | 8,400,000 | ||
Research and development expense | $ 21,200,000 | $ 19,000,000 | $ 15,600,000 | |
2012 Stock Incentive Plan [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of award vesting on the first anniversary of the grant date | 33.33% | |||
Percentage of award vesting on the second anniversary of the grant date | 33.33% | |||
Percentage of award vesting on the third anniversary of the grant date | 33.33% | |||
Minimum age requirement for retirement | yr | 65 | |||
Award service period | 10 years | |||
Minimum age requirement after service period | yr | 55 | |||
2012 Stock Incentive Plan [Member] | Common Stock - Class A [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Stock reserved for future issuance (in shares) | shares | 26,850,000 | 26,850,000 | ||
Minimum [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Credit terms duration | 10 days | |||
Maximum [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Credit terms duration | 30 days |
Acquisitions and Joint Ventur51
Acquisitions and Joint Venture (2016 Acquisitions) (Details) - USD ($) $ in Thousands | Jun. 02, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,416,067 | $ 1,415,322 | $ 1,068,276 | |
Purchase price adjustments | 10,493 | $ 2,019 | ||
Innovation Packaging and Process, S.A. DE C.V. [Member] | ||||
Business Acquisition [Line Items] | ||||
Purchase price of business | $ 18,100 | |||
Goodwill | 9,300 | |||
Property, plant and equipment | 9,100 | |||
Working capital | $ 900 | |||
Duration of allocation of purchase price to be finalized (in years) | 1 year | |||
Purchase price adjustments | $ 3,500 | |||
Customer Relationships [Member] | Innovation Packaging and Process, S.A. DE C.V. [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | $ 600 | |||
Amortization period of intangible assets (in years) | 3 years |
Acquisitions and Joint Ventur52
Acquisitions and Joint Venture (2015 Acquisitions) (Details) - USD ($) | Aug. 31, 2015 | Aug. 30, 2015 | Aug. 01, 2015 | May 29, 2015 | May 29, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||||||
Amortization of intangible assets | $ 20,400,000 | $ 15,200,000 | $ 10,700,000 | ||||||||
Purchase price adjustments | 10,493,000 | 2,019,000 | |||||||||
Wallaby Yogurt Company, Inc [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price of business | $ 122,400,000 | ||||||||||
Due diligence, investment advisors and regulatory matters expenses | 0 | 2,100,000 | |||||||||
Net sales | $ 20,300,000 | ||||||||||
Intangible assets acquired | $ 57,100,000 | ||||||||||
Amortization of intangible assets | $ 9,100,000 | ||||||||||
Amortization period of intangible assets (in years) | 15 years | ||||||||||
Purchase price adjustments | 6,300,000 | ||||||||||
Vega [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price of business | $ 553,600,000 | ||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 51,400,000 | 300,000 | $ 7,400,000 | ||||||||
Intangible assets acquired | 296,900,000 | ||||||||||
Amortization of intangible assets | $ 106,900,000 | ||||||||||
Sequel Naturals Ltd [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price adjustments | $ 4,400,000 | ||||||||||
EIEIO, Inc [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price of business | $ 40,200,000 | ||||||||||
Due diligence, investment advisors and regulatory matters expenses | $ 300,000 | ||||||||||
Net sales | $ 13,700,000 | ||||||||||
Intangible assets acquired | $ 21,800,000 | ||||||||||
Amortization of intangible assets | $ 10,200,000 |
Acquisitions and Joint Ventur53
Acquisitions and Joint Venture (Schedule of Allocation of Purchase Price) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 30, 2015 | Aug. 01, 2015 | May 29, 2015 | Dec. 31, 2014 |
Liabilities assumed: | ||||||
Goodwill | $ 1,416,067 | $ 1,415,322 | $ 1,068,276 | |||
EIEIO, Inc [Member] | ||||||
Assets acquired: | ||||||
Cash and cash equivalents | $ 1,546 | |||||
Inventories | 3,050 | |||||
Other current assets | 1,951 | |||||
Property, plant and equipment | 554 | |||||
Trademarks | 11,600 | |||||
Intangible assets with finite lives | 10,160 | |||||
Other long-term assets | 0 | |||||
Liabilities assumed: | ||||||
Accounts payable and other accruals | 2,296 | |||||
Deferred taxes | 0 | |||||
Other long-term liabilities | 173 | |||||
Total identifiable net assets | 26,392 | |||||
Goodwill | 13,810 | |||||
Total purchase price | $ 40,202 | |||||
Vega [Member] | ||||||
Assets acquired: | ||||||
Cash and cash equivalents | $ 5,235 | |||||
Inventories | 18,379 | |||||
Other current assets | 18,886 | |||||
Property, plant and equipment | 650 | |||||
Trademarks | 189,963 | |||||
Intangible assets with finite lives | 106,920 | |||||
Other long-term assets | 1,779 | |||||
Liabilities assumed: | ||||||
Accounts payable and other accruals | 12,802 | |||||
Deferred taxes | 76,739 | |||||
Other long-term liabilities | 7,581 | |||||
Total identifiable net assets | 244,690 | |||||
Goodwill | 308,942 | |||||
Total purchase price | $ 553,632 | |||||
Wallaby Yogurt Company, Inc [Member] | ||||||
Assets acquired: | ||||||
Cash and cash equivalents | $ 1,740 | |||||
Inventories | 2,252 | |||||
Other current assets | 5,245 | |||||
Property, plant and equipment | 11,492 | |||||
Trademarks | 48,036 | |||||
Intangible assets with finite lives | 9,058 | |||||
Other long-term assets | 50 | |||||
Liabilities assumed: | ||||||
Accounts payable and other accruals | 1,542 | |||||
Deferred taxes | 0 | |||||
Other long-term liabilities | 1,031 | |||||
Total identifiable net assets | 75,300 | |||||
Goodwill | 47,052 | |||||
Total purchase price | $ 122,352 |
Acquisitions and Joint Ventur54
Acquisitions and Joint Venture (2014 Acquisitions) (Details) - USD ($) $ in Thousands | Nov. 06, 2015 | Oct. 31, 2014 | Jan. 02, 2014 | Dec. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||||
Amortization of intangible assets | $ 20,400 | $ 15,200 | $ 10,700 | |||||
Purchase price adjustments | $ 10,493 | $ 2,019 | ||||||
Borrowing of senior secured credit facilities | $ 520,000 | |||||||
So Delicious Dairy Free [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 196,600 | |||||||
Net sales | $ 22,700 | |||||||
Intangible assets acquired | 83,000 | |||||||
Amortization of intangible assets | $ 29,800 | |||||||
Amortization period of intangible assets (in years) | 15 years | |||||||
Purchase price adjustments | $ 2,000 | |||||||
Due diligence, investment advisors and regulatory matters expenses | 5,300 | |||||||
Earthbound Farm [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Net sales | 575,300 | |||||||
Intangible assets acquired | $ 255,600 | |||||||
Amortization of intangible assets | $ 104,900 | |||||||
Amortization period of intangible assets (in years) | 15 years | |||||||
Purchase price adjustments | $ 7,900 | |||||||
Due diligence, investment advisors and regulatory matters expenses | $ 6,800 | |||||||
Purchase price of business | $ 608,700 | |||||||
Senior Secured Credit Facility [Member] | Earthbound Farm [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Borrowing of senior secured credit facilities | $ 615,000 |
Acquisitions and Joint Ventur55
Acquisitions and Joint Venture (Schedule of Unaudited Supplemental Pro Forma) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Business Combinations [Abstract] | ||
Net sales | $ 3,983,327 | $ 3,689,478 |
Income before income taxes | $ 286,028 | $ 221,026 |
Diluted earnings per common share (in dollars per share) | $ 1.03 | $ 0.79 |
Acquisitions and Joint Ventur56
Acquisitions and Joint Venture (Joint Venture) (Narrative) (Details) | 12 Months Ended | |||||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Jan. 05, 2014 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Loss in equity method investments | $ 10,221,000 | $ 11,435,000 | $ 5,984,000 | |||
Collaborative Arrangement, Product [Member] | ||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Due diligence, investment advisors and regulatory matters expenses | 300,000 | |||||
Service management costs | 3,900,000 | 3,700,000 | 5,700,000 | |||
Loss in equity method investments | 10,200,000 | $ 11,400,000 | 6,000,000 | |||
Zhengzhou [Member] | ||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Ownership percentage | 49.00% | |||||
Joint venture ownership percentage by owner | 51.00% | |||||
Payments to acquire interest in joint venture | $ 0 | $ 47,300,000 | ||||
Other borrowings | ¥ 200,000,000 | $ 28,800,000 | ||||
Foreign Line of Credit [Member] | Zhengzhou [Member] | ||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Maximum borrowing capacity | ¥ | ¥ 120,000,000 | |||||
Percentage guaranteed | 49.00% | 49.00% | ||||
Amount guaranteed | ¥ | ¥ 102,900,000 | |||||
United States of America, Dollars [Member] | Foreign Line of Credit [Member] | Zhengzhou [Member] | ||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Maximum borrowing capacity | $ 17,283,594.9877574518 | |||||
Amount guaranteed | 14,800,000 | |||||
New Credit Facility [Member] | Foreign Line of Credit [Member] | Zhengzhou [Member] | ||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||
Maximum borrowing capacity | 210,000,000 | 30,300,000 | ||||
Additional borrowing capacity | ¥ 90,000,000 | $ 13,000,000 |
Inventories (Schedule of Invent
Inventories (Schedule of Inventories) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 139,796 | $ 120,922 |
Finished goods | 156,564 | 149,815 |
Total | $ 296,360 | $ 270,737 |
Property, Plant, and Equipmen58
Property, Plant, and Equipment (Schedule of Property, Plant and Equipment) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | $ 1,985,933 | $ 1,741,715 |
Less accumulated depreciation | (691,223) | (604,194) |
Total | 1,294,710 | 1,137,521 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | 60,304 | 51,686 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | 463,907 | 433,652 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | 1,218,675 | 1,109,004 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | 45,645 | 44,474 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, Gross | $ 197,402 | $ 102,899 |
Property, Plant, and Equipmen59
Property, Plant, and Equipment (Additional Information) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 118.4 | $ 104.8 | $ 99.8 |
Interest related to borrowings | 1.1 | $ 1.4 | $ 1.5 |
Property, Plant and Equipment, Net [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital leases | $ 21 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets (Changes in Carrying Amount of Goodwill) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 1,415,322 | $ 1,068,276 |
Acquisitions | 9,259 | 380,297 |
Purchase price adjustments | (10,493) | (2,019) |
Foreign currency translation | 1,979 | (31,232) |
Goodwill, ending balance | 1,416,067 | 1,415,322 |
Americas Foods and Beverages [Member] | North America [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 1,278,753 | 916,482 |
Acquisitions | 9,259 | 380,297 |
Purchase price adjustments | (10,493) | (2,019) |
Foreign currency translation | 7,099 | (16,007) |
Goodwill, ending balance | 1,284,618 | 1,278,753 |
Europe Foods and Beverages [Member] | Europe [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 136,569 | 151,794 |
Acquisitions | 0 | 0 |
Purchase price adjustments | 0 | 0 |
Foreign currency translation | (5,120) | (15,225) |
Goodwill, ending balance | $ 131,449 | $ 136,569 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets (Additional Information) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Accumulated goodwill impairment charges | $ 0 | $ 0 | $ 0 |
Amortization of intangible assets | $ 20,400,000 | $ 15,200,000 | $ 10,700,000 |
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, 2016 | Dec. 31, 2015 |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | $ 1,074,656 | $ 1,062,754 |
Accumulated amortization, Intangible assets with finite lives | (63,023) | (43,305) |
Net carrying amount, Intangible assets with finite lives | 1,011,633 | 1,019,449 |
Customer-related and other [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 279,572 | 270,801 |
Accumulated amortization, Intangible assets with finite lives | (58,236) | (39,828) |
Net carrying amount, Intangible assets with finite lives | 221,336 | 230,973 |
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 | (2,880) | (1,920) |
Net carrying amount, Intangible assets with finite lives | 9,120 | 10,080 |
Noncompete Agreements [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 1,326 | 1,267 |
Accumulated amortization, Intangible assets with finite lives | (941) | (592) |
Net carrying amount, Intangible assets with finite lives | 385 | 675 |
Trademarks [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with finite lives | 968 | 968 |
Accumulated amortization, Intangible assets with finite lives | (966) | (965) |
Net carrying amount, Intangible assets with finite lives | 2 | 3 |
Trademarks [Member] | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ||
Gross carrying amount, Intangible assets with indefinite lives | $ 780,790 | $ 777,718 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets (Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,017 | $ 19,960 |
2,018 | 19,831 |
2,019 | 18,687 |
2,020 | 18,351 |
2,021 | 18,338 |
Thereafter | 135,676 |
Total | $ 230,843 |
Accounts Payable and Accrued 64
Accounts Payable and Accrued Expenses (Components of Accounts Payable and Accrued Expenses) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 381,186 | $ 365,223 |
Payroll and benefits | 72,085 | 79,267 |
Derivative liability (Note 10) | 8,309 | 25,900 |
Other accrued liabilities | 77,503 | 79,323 |
Total | $ 539,083 | $ 549,713 |
Income Taxes (Income from Conti
Income Taxes (Income from Continuing Operations before Income Taxes) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 276,371 | $ 213,873 | $ 174,594 |
Foreign | 50,814 | 53,863 | 49,854 |
Income before income taxes | $ 327,185 | $ 267,736 | $ 224,448 |
Income Taxes (Component of Inco
Income Taxes (Component of Income Tax Expense) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current income taxes: | |||
Federal | $ 67,834 | $ 69,745 | $ 53,843 |
State | 8,460 | 14,713 | 9,750 |
Foreign | 16,920 | 13,805 | 8,502 |
Total current income tax expense | 93,214 | 98,263 | 72,095 |
Deferred income taxes: | |||
Federal | 8,722 | (9,638) | 3,629 |
State | (369) | (230) | 10 |
Foreign | 843 | (487) | 2,545 |
Total deferred income tax expense (benefit) | 9,196 | (10,355) | 6,184 |
Total income tax expense | $ 102,410 | $ 87,908 | $ 78,279 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Income Taxes) (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Tax expense at statutory rate of 35% | 35.00% | 35.00% | 35.00% |
Foreign taxes versus U.S. statutory rate | (3.80%) | (3.10%) | (3.10%) |
State income taxes, net of federal benefit | 2.50% | 3.10% | 2.70% |
U.S. manufacturing deduction | (1.90%) | (1.50%) | (2.10%) |
Uncertain tax positions | 1.00% | 0.80% | 1.70% |
Research & development tax credits | (0.60%) | (0.90%) | (0.30%) |
Deferred tax rate adjustments | (0.60%) | (0.00%) | (0.40%) |
Non-deductible transaction costs | 0.10% | 0.40% | 0.50% |
Other | (0.40%) | (1.00%) | 0.90% |
Effective tax rate | 31.30% | 32.80% | 34.90% |
Income Taxes (Deferred Income T
Income Taxes (Deferred Income Tax Assets (Liabilities)) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred income tax assets: | ||
Net operating loss carryforwards | $ 28,766 | $ 29,179 |
Capital loss carryforwards | 3,481 | 4,613 |
Share-based compensation | 24,551 | 23,418 |
Accrued liabilities | 19,776 | 24,075 |
Inventories | 4,806 | 4,988 |
Receivables | 4,110 | 2,333 |
Accrued liabilities | 217 | 11,524 |
Other | 6,070 | 4,008 |
Valuation allowances | (30,694) | (31,228) |
Total deferred income tax assets | 61,083 | 72,910 |
Deferred income tax liabilities: | ||
Intangible assets | (237,411) | (238,740) |
Property, plant and equipment | (83,437) | (88,717) |
Partnership basis difference | (43,780) | (38,648) |
Total deferred income tax liabilities | (364,628) | (366,105) |
Net deferred income tax liability | (303,545) | (293,195) |
Net deferred income tax liability not off set | $ 802 | $ 131 |
Income Taxes (Additional Inform
Income Taxes (Additional Information) (Detail) £ in Millions | 12 Months Ended | ||||||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016GBP (£) | Dec. 31, 2016USD ($) | Dec. 31, 2015GBP (£) | Dec. 31, 2015USD ($) | |
Income Taxes [Line Items] | |||||||
Foreign net operating loss carryforwards | $ 110,700,000 | $ 99,700,000 | |||||
Capital loss carryforwards | 3,481,000 | 4,613,000 | |||||
State and foreign net operating loss carryforwards | 28,766,000 | 29,179,000 | |||||
Valuation allowance | 30,694,000 | 31,228,000 | |||||
Accumulated foreign earnings | 201,000,000 | ||||||
Income tax expense | $ 1,600,000 | $ 300,000 | $ 400,000 | ||||
Accrued interest | 2,500,000 | 900,000 | |||||
State and Local Jurisdiction [Member] | |||||||
Income Taxes [Line Items] | |||||||
State and foreign net operating loss carryforwards | 8,200,000 | 10,900,000 | |||||
Valuation allowance | 200,000 | 200,000 | |||||
United Kingdom [Member] | United Kingdom, Pounds [Member] | |||||||
Income Taxes [Line Items] | |||||||
Capital loss carryforwards | £ 16.6 | £ 17.4 | 25,600,000 | ||||
United Kingdom [Member] | United States of America, Dollars [Member] | |||||||
Income Taxes [Line Items] | |||||||
Capital loss carryforwards | 20,500,000 | ||||||
Accounts Payable and Accrued Expenses [Member] | |||||||
Income Taxes [Line Items] | |||||||
Accrued penalties | $ 500,000 | $ 0 |
Income Taxes (Reconciliation 70
Income Taxes (Reconciliation of Gross Unrecognized Tax Benefits) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1 | $ 16,503 | $ 7,535 | $ 3,875 |
Increases in tax positions for current year | 3,499 | 9,185 | 2,524 |
Increases in tax positions for prior years | 3,776 | 881 | 2,332 |
Decreases in tax positions for prior years | (519) | (780) | 0 |
Settlement of tax matters | (15) | (102) | (640) |
Lapse of applicable statutes of limitations | (247) | (216) | (556) |
Balance at December 31 | $ 22,997 | $ 16,503 | $ 7,535 |
Debt and Capital Lease Obliga71
Debt and Capital Lease Obligations (Schedule of Outstanding Debt) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 2,160,035 | |
Capital lease obligations | 20,244 | $ 21,635 |
Other borrowings | 12,191 | 5,133 |
Less current portion | (58,585) | (51,449) |
Less debt issuance costs | (19,694) | (23,379) |
Total long-term debt | 2,081,756 | 2,078,940 |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 500,000 | $ 500,000 |
Interest rate | 5.38% | 5.38% |
Other Debt Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.68% | 3.70% |
Senior Secured Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,627,600 | $ 1,627,000 |
Interest rate | 2.63% | 2.54% |
Debt and Capital Lease Obliga72
Debt and Capital Lease Obligations (Senior Secured Credit Facilities) (Narrative) (Details) | Nov. 06, 2015USD ($) | Jan. 02, 2014USD ($) | Oct. 12, 2012USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015 | Aug. 29, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Consolidated net leverage ratio, maximum | 5 | |||||
Refinance fees | $ 1,500,000 | |||||
Unamortized deferred financing fees | $ 23,400,000 | |||||
Proceeds from the issuance of debt | $ 520,000,000 | |||||
Amended Senior Credit Facility Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Senior secured consolidated net leverage ratio | 4 | |||||
4th Amendment Senior Credit Facility Agreement [Member] [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Senior secured consolidated net leverage ratio | 4 | |||||
Deferred financing fees | $ 3,500,000 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term of debt facility | 5 years | |||||
Maximum borrowing capacity | $ 850,000,000 | |||||
Additional borrowing capacity | 818,400,000 | |||||
Fair value of amount outstanding | 172,600,000 | |||||
Revolving Credit Facility [Member] | Amended Senior Credit Facility Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 1,000,000,000 | |||||
Revolving Credit Facility [Member] | 4th Amendment Senior Credit Facility Agreement Term A-1 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | 750,000,000 | |||||
Increase in borrowing capacity | $ 512,500,000 | |||||
Percentage of principal payment requirements | 5.00% | |||||
Revolving Credit Facility [Member] | 4th Amendment Senior Credit Facility Agreement Term A-2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | $ 750,000,000 | |||||
Increase in borrowing capacity | $ 7,500,000 | |||||
Percentage of principal payment requirements | 1.00% | |||||
Term Loan A-1 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term of debt facility | 5 years | |||||
Maximum borrowing capacity | $ 250,000,000 | |||||
Outstanding borrowings | 712,500,000 | |||||
Term Loan A-2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term of debt facility | 7 years | |||||
Maximum borrowing capacity | $ 250,000,000 | |||||
Outstanding borrowings | $ 742,500,000 | |||||
Interest rate | 2.00% | |||||
Term Loan A-3 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term of debt facility | 7 years | |||||
Aggregate principal amount | $ 500,000,000 | |||||
Accordion Feature [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional borrowing capacity | 500,000,000 | |||||
Swing Line Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 85,000,000 | |||||
Swing Line Loan Facility [Member] | Amended Senior Credit Facility Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 100,000,000 | |||||
Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Fair value of amount outstanding | $ 9,000,000 | |||||
Letter of Credit [Member] | Amended Senior Credit Facility Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Fair value of amount outstanding | $ 100,000,000 | |||||
Senior Secured Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 2,500,000,000 | |||||
Fair value of amount outstanding | $ 1,600,000,000 | |||||
Interest rate | 2.63% | 2.54% | ||||
Revolving Credit Facility and Term A-1 Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 1.75% |
Debt and Capital Lease Obliga73
Debt and Capital Lease Obligations (Senior Unsecured Notes) (Narrative) (Details) - USD ($) | Nov. 06, 2015 | Sep. 17, 2014 |
Debt Instrument [Line Items] | ||
Proceeds from the issuance of debt | $ 520,000,000 | |
Senior Notes [Member] | Senior Notes Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 500,000,000 | |
Interest rate | 5.375% | |
Proceeds from the issuance of debt | $ 490,700,000 |
Debt and Capital Lease Obliga74
Debt and Capital Lease Obligations (Schedule of Maturities of Long-Term Debt) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
2,017 | $ 58,585 | |
2,018 | 46,485 | |
2,019 | 46,581 | |
2,020 | 781,073 | |
2,021 | 8,283 | |
Thereafter | 1,219,028 | |
Total outstanding debt | 2,160,035 | |
Term Loan A-1 [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 37,500 | |
2,018 | 37,500 | |
2,019 | 37,500 | |
2,020 | 600,000 | |
2,021 | 0 | |
Thereafter | 0 | |
Total outstanding debt | 712,500 | |
Term Loan A-2 [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 7,500 | |
2,018 | 7,500 | |
2,019 | 7,500 | |
2,020 | 7,500 | |
2,021 | 7,500 | |
Thereafter | 705,000 | |
Total outstanding debt | 742,500 | |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 500,000 | |
Total outstanding debt | 500,000 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 1,394 | |
2,018 | 1,485 | |
2,019 | 1,581 | |
2,020 | 973 | |
2,021 | 783 | |
Thereafter | 14,028 | |
Total outstanding debt | 20,244 | |
Other Borrowings [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 12,191 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
Thereafter | 0 | |
Total outstanding debt | 12,191 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 172,600 | |
2,021 | 0 | |
Thereafter | 0 | |
Total outstanding debt | 172,600 | |
Senior Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Total outstanding debt | $ 500,000 | $ 500,000 |
Debt and Capital Lease Obliga75
Debt and Capital Lease Obligations (Alpro Resolving Credit Facility) (Narrative) (Details) | Dec. 31, 2016USD ($) | Dec. 31, 2016EUR (€) | Dec. 31, 2015CAD | Jun. 29, 2015EUR (€) | Oct. 12, 2012USD ($) |
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ | $ 850,000,000 | ||||
Revolving Credit Facility [Member] | Alpro [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | € 30,000,000 | ||||
Outstanding borrowings | $ 11,600,000 | € 11,000,000 | CAD 0 | ||
Interest rate | 1.38% | 1.38% | |||
Letter of Credit [Member] | Alpro [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | € 30,000,000 |
Debt and Capital Lease Obliga76
Debt and Capital Lease Obligations (Vega Revolving Credit Facility) (Details) | Dec. 31, 2016USD ($) | Apr. 30, 2016CAD | Dec. 31, 2015USD ($) | Dec. 31, 2015CAD | Aug. 27, 2015CAD | Oct. 12, 2012USD ($) |
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ | $ 850,000,000 | |||||
Vega [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | CAD | CAD 15,000,000 | CAD 10,000,000 | ||||
Outstanding borrowings | $ 0 | $ 5,100,000 | CAD 7,100,000 | |||
Other Borrowings [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.70% |
Debt and Capital Lease Obliga77
Debt and Capital Lease Obligations (Capital Lease Obligations) (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Capital lease interest rate | 3.10% |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Capital lease interest rate | 8.00% |
Derivative Financial Instrume78
Derivative Financial Instruments and Fair Value Measurement (Additional Information) (Detail) gal in Millions | 12 Months Ended | |||
Dec. 31, 2016USD ($)plangal | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 31, 2012USD ($) | |
Derivative [Line Items] | ||||
Derivatives Assets, gross | $ 3,745,000 | $ 483,000 | ||
Number Of deferred compensation plans | plan | 2 | |||
Minimum employee compensation required under deferred compensation plans | $ 150,000 | |||
Long-term debt | 2,160,035,000 | |||
Interest Rate Swap [Member] | ||||
Derivative [Line Items] | ||||
Notional Amount | 650,000,000 | |||
Losses on derivative contracts | 2,000,000 | $ 5,500,000 | $ 5,300,000 | |
Interest Rate Swap [Member] | Dean Foods Net Investment [Member] | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 650,000,000 | |||
Foreign Exchange Contract [Member] | ||||
Derivative [Line Items] | ||||
Notional Amount | $ 241,100,000 | |||
Sales [Member] | International [Member] | ||||
Derivative [Line Items] | ||||
Percentage of international operations representing net sales | 19.00% | 18.00% | 19.00% | |
Fuel [Member] | ||||
Derivative [Line Items] | ||||
Gains (losses) on derivatives not designated as hedging instruments | $ 3,300,000 | $ (17,600,000) | $ (10,900,000) | |
Notional volume (in gallons) | gal | 15 | |||
Minimum [Member] | ||||
Derivative [Line Items] | ||||
Remaining maturity (in months) | 1 month | |||
Maximum [Member] | ||||
Derivative [Line Items] | ||||
Remaining maturity (in months) | 18 months | |||
Designated as Hedging Instrument [Member] | ||||
Derivative [Line Items] | ||||
Derivatives Assets, gross | $ 1,007,000 | 483,000 | ||
Designated as Hedging Instrument [Member] | Current [Member] | Foreign Exchange Contract [Member] | ||||
Derivative [Line Items] | ||||
Derivatives Assets, gross | 1,007,000 | 483,000 | ||
Designated as Hedging Instrument [Member] | Current [Member] | Foreign Currency Hedge on Intercompany Note [Member] | ||||
Derivative [Line Items] | ||||
Derivative Liability, gross | (4,100,000) | |||
Derivatives Assets, gross | 400,000 | |||
Net losses on hedging activity | 3,100,000 | |||
Senior Unsecured Notes [Member] | ||||
Derivative [Line Items] | ||||
Long-term debt | 500,000,000 | 500,000,000 | ||
Long-term debt, fair value | $ 549,400,000 | $ 521,300,000 |
Derivative Financial Instrume79
Derivative Financial Instruments and Fair Value Measurement (Schedule of Interest Rate Swap Agreements) (Detail) - Interest Rate Swap [Member] | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Derivative [Line Items] | |
Expiration Date | Mar. 31, 2017 |
Notional Amount | $ 650,000,000 |
Minimum [Member] | |
Derivative [Line Items] | |
Derivative, Fixed Interest Rate | 2.75% |
Maximum [Member] | |
Derivative [Line Items] | |
Derivative, Fixed Interest Rate | 3.19% |
Derivative Financial Instrume80
Derivative Financial Instruments and Fair Value Measurement (Schedule of Derivatives Recorded at Fair Value in Consolidated Balance Sheets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | $ 3,745 | $ 483 |
Derivatives Liabilities | 8,309 | 31,014 |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 1,007 | 483 |
Derivatives Liabilities | 4,088 | 0 |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 2,738 | 0 |
Derivatives Liabilities | 4,221 | 31,014 |
Current [Member] | Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 1,007 | 483 |
Derivatives Liabilities | 4,088 | 0 |
Current [Member] | Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | 0 |
Derivatives Liabilities | 3,650 | 15,228 |
Current [Member] | Commodities Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 2,738 | 0 |
Derivatives Liabilities | 571 | 11,093 |
Non Current [Member] | Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | 0 |
Derivatives Liabilities | 0 | 3,142 |
Non Current [Member] | Commodities Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives Assets | 0 | 0 |
Derivatives Liabilities | $ 0 | $ 1,551 |
Derivative Financial Instrume81
Derivative Financial Instruments and Fair Value Measurement (Derivative Offsetting) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivatives Assets, gross | $ 3,745 | $ 483 |
Derivatives Liabilities, gross | $ 8,309 | $ 31,014 |
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, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||
Realized (gains)/losses on foreign currency contracts | $ (51) | $ (1,522) | $ 547 |
Realized (gains)/losses on commodities contracts | $ 0 | $ 0 | $ (1,299) |
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, 2016 | Dec. 31, 2015 |
ASSETS | ||
Cash equivalents | $ 82 | $ 107 |
Total assets | 24,641 | 18,744 |
Liabilities: | ||
Total liabilities | 8,309 | 31,014 |
Qualifying Insurance Policies [Member] | ||
ASSETS | ||
Derivative asset | 11,554 | 10,631 |
Foreign Exchange Contract [Member] | ||
ASSETS | ||
Derivative asset | 1,007 | 483 |
Liabilities: | ||
Contracts | 4,088 | |
Commodities Contracts [Member] | ||
ASSETS | ||
Derivative asset | 2,738 | |
Liabilities: | ||
Contracts | 571 | 12,644 |
Interest Rate Swap [Member] | ||
Liabilities: | ||
Contracts | 3,650 | 18,370 |
Supplemental Executive Retirement Plan investments [Member] | ||
ASSETS | ||
Investments | 3,747 | 3,164 |
Deferred compensation investments [Member] | ||
ASSETS | ||
Investments | 5,513 | 4,359 |
Level 1 [Member] | ||
ASSETS | ||
Cash equivalents | 82 | 107 |
Total assets | 3,829 | 3,271 |
Liabilities: | ||
Total liabilities | 0 | 0 |
Level 1 [Member] | Qualifying Insurance Policies [Member] | ||
ASSETS | ||
Derivative asset | 0 | 0 |
Level 1 [Member] | Foreign Exchange Contract [Member] | ||
ASSETS | ||
Derivative asset | 0 | 0 |
Liabilities: | ||
Contracts | 0 | |
Level 1 [Member] | Commodities Contracts [Member] | ||
ASSETS | ||
Derivative asset | 0 | |
Liabilities: | ||
Contracts | 0 | 0 |
Level 1 [Member] | Interest Rate Swap [Member] | ||
Liabilities: | ||
Contracts | 0 | 0 |
Level 1 [Member] | Supplemental Executive Retirement Plan investments [Member] | ||
ASSETS | ||
Investments | 3,747 | 3,164 |
Level 1 [Member] | Deferred compensation investments [Member] | ||
ASSETS | ||
Investments | 0 | 0 |
Level 2 [Member] | ||
ASSETS | ||
Cash equivalents | 0 | 0 |
Total assets | 9,258 | 4,842 |
Liabilities: | ||
Total liabilities | 8,309 | 31,014 |
Level 2 [Member] | Qualifying Insurance Policies [Member] | ||
ASSETS | ||
Derivative asset | 0 | 0 |
Level 2 [Member] | Foreign Exchange Contract [Member] | ||
ASSETS | ||
Derivative asset | 1,007 | 483 |
Liabilities: | ||
Contracts | 4,088 | |
Level 2 [Member] | Commodities Contracts [Member] | ||
ASSETS | ||
Derivative asset | 2,738 | |
Liabilities: | ||
Contracts | 571 | 12,644 |
Level 2 [Member] | Interest Rate Swap [Member] | ||
Liabilities: | ||
Contracts | 3,650 | 18,370 |
Level 2 [Member] | Supplemental Executive Retirement Plan investments [Member] | ||
ASSETS | ||
Investments | 0 | 0 |
Level 2 [Member] | Deferred compensation investments [Member] | ||
ASSETS | ||
Investments | 5,513 | 4,359 |
Level 3 [Member] | ||
ASSETS | ||
Cash equivalents | 0 | 0 |
Total assets | 11,554 | 10,631 |
Liabilities: | ||
Total liabilities | 0 | 0 |
Level 3 [Member] | Qualifying Insurance Policies [Member] | ||
ASSETS | ||
Derivative asset | 11,554 | 10,631 |
Level 3 [Member] | Foreign Exchange Contract [Member] | ||
ASSETS | ||
Derivative asset | 0 | 0 |
Liabilities: | ||
Contracts | 0 | |
Level 3 [Member] | Commodities Contracts [Member] | ||
ASSETS | ||
Derivative asset | 0 | |
Liabilities: | ||
Contracts | 0 | 0 |
Level 3 [Member] | Interest Rate Swap [Member] | ||
Liabilities: | ||
Contracts | 0 | 0 |
Level 3 [Member] | Supplemental Executive Retirement Plan investments [Member] | ||
ASSETS | ||
Investments | 0 | 0 |
Level 3 [Member] | Deferred compensation investments [Member] | ||
ASSETS | ||
Investments | $ 0 | $ 0 |
Share-Based Compensation (Addit
Share-Based Compensation (Additional Information) (Detail) $ / shares in Units, $ in Millions | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2015 | Dec. 31, 2016USD ($)yr$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014 | Jul. 06, 2016$ / shares | Aug. 07, 2012shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award service period | 10 years | |||||
Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Look back period of stock price volatility | 6 years | 6 years | ||||
Forfeiture rate | 0.00% | 0.00% | 0.00% | |||
Cash received from stock option exercises | $ 10.1 | |||||
Total unrecognized stock option expense | $ 6.9 | |||||
Unrecognized compensation expense expected to be recognized period | 1 year 4 months 28 days | |||||
RSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 3 years | |||||
Total unrecognized stock option expense | $ 11.5 | |||||
Unrecognized compensation expense expected to be recognized period | 1 year 5 months 5 days | |||||
Nonvested shares outstanding (in shares) | shares | 819,296 | 749,460 | ||||
Weighted average grant date fair value per share (in dollars per share) | $ / shares | $ 35.29 | |||||
PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 3 years | |||||
Total unrecognized stock option expense | $ 1.8 | |||||
Unrecognized compensation expense expected to be recognized period | 1 year 1 month 24 days | |||||
Award performance period | 3 years | |||||
Shares issued upon vesting (in shares) | shares | 71,580 | |||||
Percentage of payout from shares issued upon vesting | 200.00% | |||||
Phantom Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 3 years | |||||
SARs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 3 years | |||||
Nonvested shares outstanding (in shares) | shares | 0 | 23,796 | ||||
Share based compensation liability, current | $ 1.9 | $ 2.7 | ||||
Dean Foods Net Investment [Member] | PSUs [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Payout range percentage | 0.00% | |||||
Dean Foods Net Investment [Member] | PSUs [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Payout range percentage | 200.00% | |||||
2012 Stock Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Minimum age requirement for retirement | yr | 65 | |||||
Award service period | 10 years | |||||
Minimum age requirement after service period | yr | 55 | |||||
Percentage of award vesting on the first anniversary of the grant date | 33.33% | |||||
Percentage of award vesting on the second anniversary of the grant date | 33.33% | |||||
Percentage of award vesting on the third anniversary of the grant date | 33.33% | |||||
2012 Stock Incentive Plan [Member] | Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Contractual term | 10 years | |||||
2012 Stock Incentive Plan [Member] | Common Stock - Class A [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock reserved for future issuance (in shares) | shares | 26,850,000 | 26,850,000 | ||||
Stock units vesting period | 1 year | 3 years | ||||
Tranche One [Member] | PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 1 year | |||||
Expected percentage of award recognized | 100.00% | |||||
Tranche One [Member] | 2016 Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected payout percentage | 200.00% | |||||
Tranche Two [Member] | PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock units vesting period | 2 years | |||||
Expected percentage of award recognized | 50.00% | |||||
Tranche Two [Member] | 2015 Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected payout percentage | 200.00% | |||||
Tranche Two [Member] | 2016 Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected payout percentage | 150.00% | |||||
Tranche Three [Member] | PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected percentage of award recognized | 33.30% | |||||
Tranche Three [Member] | 2015 Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected payout percentage | 167.00% | |||||
Tranche Three [Member] | 2016 Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected payout percentage | 133.00% | |||||
White Wave Foods [Member] | Danone [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Right to receive common stock in cash (in dollars per share) | $ / shares | $ 56.25 |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Share-Based Compensation Expense) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 31,606 | $ 38,326 | $ 30,440 |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 8,797 | 11,038 | 10,741 |
RSUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 13,871 | 16,069 | 15,907 |
PSUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 7,743 | 5,382 | 0 |
Equity Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 30,411 | 32,489 | 26,648 |
Phantom Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 13 | 908 | 2,658 |
SARs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 1,182 | 4,929 | 1,134 |
Liability Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 1,195 | $ 5,837 | $ 3,792 |
Share-Based Compensation (Sch86
Share-Based Compensation (Schedule of Valuation Assumptions) (Detail) - Stock Options [Member] | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected option term | 6 years | 6 years | 6 years |
Forfeiture rate | 0.00% | 0.00% | 0.00% |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 28.00% | 28.00% | 28.00% |
Risk-free rate of return | 1.14% | 1.45% | 1.82% |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 29.00% | 29.00% | 29.00% |
Risk-free rate of return | 1.70% | 1.91% | 2.10% |
Share-Based Compensation (Sch87
Share-Based Compensation (Schedule of Stock Option Activity) (Detail) | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Number of options | |
Options outstanding, beginning balance (in shares) | shares | 9,440,803 |
Granted (in shares) | shares | 813,267 |
Forfeited, canceled and expired (in shares) | shares | (53,119) |
Exercised (including tax withholding) (in shares) | shares | (1,146,704) |
Options outstanding, ending balance (in shares) | shares | 9,054,247 |
Options vested and expected to vest (in shares) | shares | 9,054,247 |
Options exercisable, ending balance (in shares) | shares | 7,475,892 |
Weighted average exercise price | |
Options outstanding, beginning balance (in dollars per share) | $ / shares | $ 19.14 |
Granted (in dollars per share) | $ / shares | 36.59 |
Forfeited, canceled and expired (in dollars per share) | $ / shares | 40.59 |
Exercised (including tax withholding) (in dollars per share) | $ / shares | 20.07 |
Options outstanding, ending balance (in dollars per share) | $ / shares | 20.47 |
Options vested and expected to vest (in dollars per share) | $ / shares | 20.47 |
Options exercisable, ending balance (in dollars per share) | $ / shares | $ 17.40 |
Weighted average contractual life, Options outstanding (in years) | 5 years 3 months 7 days |
Weighted average contractual life, Options vested and expected to vest (in years) | 5 years 3 months 7 days |
Weighted average contractual life, Options exercisable (in years) | 4 years 7 months 6 days |
Aggregate intrinsic value, Options outstanding | $ | $ 318,110,209 |
Aggregate intrinsic value, Options vested and expected to vest | $ | 318,110,209 |
Aggregate intrinsic value, Options exercisable | $ | $ 285,613,983 |
Share-Based Compensation (Sch88
Share-Based Compensation (Schedule of Options Outstanding and Exercisable) (Detail) | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
$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) | shares | 813,081 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 4 years 15 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 9.50 |
Number Exercisable, Options Exercisable (in shares) | shares | 813,081 |
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) | shares | 1,248,884 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 5 years 1 month 17 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 11.10 |
Number Exercisable, Options Exercisable (in shares) | shares | 1,248,884 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 11.10 |
13.39 to 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) | 13.39 |
Exercise price range, Upper limit (in dollars per share) | $ 15.16 |
Number Outstanding, Options Outstanding (in shares) | shares | 1,211,599 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 5 years 3 months 11 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 14.65 |
Number Exercisable, Options Exercisable (in shares) | shares | 1,211,599 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 14.65 |
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) | shares | 64,365 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 5 years 7 months 2 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 15.86 |
Number Exercisable, Options Exercisable (in shares) | shares | 64,365 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 15.86 |
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) | shares | 1,748,341 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 5 years 9 months 26 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 17 |
Number Exercisable, Options Exercisable (in shares) | shares | 1,748,341 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 17 |
18.05 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) | shares | 1,265,004 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 1 year 9 months 22 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 20.82 |
Number Exercisable, Options Exercisable (in shares) | shares | 1,217,819 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 20.75 |
26.91 to 27.69 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, Lower limit (in dollars per share) | 26.91 |
Exercise price range, Upper limit (in dollars per share) | $ 27.69 |
Number Outstanding, Options Outstanding (in shares) | shares | 1,167,073 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 5 years 4 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 27.14 |
Number Exercisable, Options Exercisable (in shares) | shares | 873,877 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 27.22 |
28.18 to 38.96 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, Lower limit (in dollars per share) | 28.18 |
Exercise price range, Upper limit (in dollars per share) | $ 38.96 |
Number Outstanding, Options Outstanding (in shares) | shares | 1,426,656 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 8 years 4 months 10 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 36.81 |
Number Exercisable, Options Exercisable (in shares) | shares | 284,596 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 36.19 |
39.63 to 47.29 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, Lower limit (in dollars per share) | 39.63 |
Exercise price range, Upper limit (in dollars per share) | $ 47.29 |
Number Outstanding, Options Outstanding (in shares) | shares | 93,717 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 9 years 2 months 12 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 41.49 |
Number Exercisable, Options Exercisable (in shares) | shares | 8,153 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 40.41 |
51.62 to 51.62 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, Lower limit (in dollars per share) | 51.62 |
Exercise price range, Upper limit (in dollars per share) | $ 51.62 |
Number Outstanding, Options Outstanding (in shares) | shares | 15,527 |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | 8 years 6 months 29 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 51.62 |
Number Exercisable, Options Exercisable (in shares) | shares | 5,177 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 51.62 |
Share-Based Compensation (Sch89
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, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
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) | $ 11.32 | $ 12.32 | $ 8.62 |
Intrinsic value of options exercised | $ 25,501 | $ 66,036 | $ 12,158 |
Fair value of shares vested | 7,875 | 11,666 | 6,281 |
Tax benefit related to stock option expense | $ 2,857 | $ 3,816 | $ 3,864 |
Share-Based Compensation (Sch90
Share-Based Compensation (Schedule of Restricted Stock Unit Activity) (Detail) - RSUs [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |||
Outstanding, Beginning Balance (in shares) | 839,252 | ||
Granted (in shares) | 410,058 | ||
Shares issued upon vesting of RSUs (including tax withholding) (in shares) | (446,141) | ||
Canceled (in shares) | (34,886) | ||
Outstanding, Ending Balance (in shares) | 768,283 | 839,252 | |
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, Beginning Balance (in dollars per share) | $ 30.02 | ||
Weighted average grant date fair value, Granted (in dollars per share) | 36.52 | $ 39.41 | $ 26.79 |
Weighted average grant date fair value, Shares issued upon vesting (including tax withholding) (in dollars per share) | 26.78 | ||
Weighted average grant date fair value, Canceled (in dollars per share) | 38.60 | ||
Weighted average grant date fair value, Ending Balance (in dollars per share) | $ 34.99 | $ 30.02 |
Share-Based Compensation (Sch91
Share-Based Compensation (Schedule of Additional Information on Restricted Stock Unit Activity) (Detail) - RSUs [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share, granted (in dollars per share) | $ 36.52 | $ 39.41 | $ 26.79 |
Fair value of shares vested | $ 11,947 | $ 17,287 | $ 11,999 |
Tax benefit related to RSU expense | $ 4,658 | $ 5,033 | $ 5,109 |
Share-Based Compensation (Sch92
Share-Based Compensation (Schedule of Performance Share Unit Activity) (Detail) - PSUs [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Outstanding, Beginning Balance (in shares) | 107,358 | |
Granted (in shares) | 155,846 | |
Shares issued upon vesting (in shares) | (71,580) | |
Canceled (in shares) | 0 | |
Outstanding, Ending Balance (in shares) | 191,624 | 107,358 |
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, Beginning Balance (in dollars per share) | $ 38.96 | |
Weighted average grant date fair value, Granted (in dollars per share) | 36.75 | $ 38.96 |
Weighted average grant date fair value, Shares issued upon vesting (in dollars per share) | 38.96 | |
Weighted average grant date fair value, Canceled (in dollars per share) | 0 | |
Weighted average grant date fair value, Ending Balance (in dollars per share) | $ 37.16 | $ 38.96 |
Share-Based Compensation (Sch93
Share-Based Compensation (Schedule of additional information Performance Stock Unit) (Detail) - PSUs [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant date fair value, Granted (in dollars per share) | $ 36.75 | $ 38.96 |
Fair value of shares vested | $ 2,789 | $ 0 |
Tax benefit related to PSU expense | $ 2,661 | $ 1,880 |
Share-Based Compensation (Sch94
Share-Based Compensation (Schedule of Stock Appreciation Rights Activity) (Detail) - SARs [Member] | 12 Months Ended |
Dec. 31, 2016USD ($)$ / 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 | 122,031 |
Granted (in shares) | shares | 0 |
Forfeited and canceled (in shares) | shares | 0 |
Exercised (in shares) | shares | (74,397) |
Outstanding, Ending Balance (in shares) | shares | 47,634 |
Vested and expected to vest (in shares) | shares | 47,634 |
Exercisable, ending balance (in shares) | shares | 47,634 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted average exercise price, beginning balance (in dollars per share) | $ / shares | $ 16.45 |
Weighted average exercise price, Granted (in dollars per share) | $ / shares | 0 |
Weighted average exercise price, Canceled and Forfeited (in dollars per share) | $ / shares | 0 |
Weighted average exercise price, Exercised (in dollars per share) | $ / shares | 16.44 |
Weighted average exercise price, ending balance (in dollars per share) | $ / shares | 16.45 |
Weighted average exercise price, vested and expected to vest (in dollars per share) | $ / shares | 16.45 |
Weighted average exercise price, exercisable (in dollars per share) | $ / shares | $ 16.45 |
Weighted average contractual life, outstanding (in years) | 5 years 10 months 28 days |
Weighted average contractual life, vested and expected to vest (in years) | 5 years 10 months 28 days |
Weighted average contractual life, exercisable (in years) | 5 years 10 months 28 days |
Aggregate intrinsic value, outstanding | $ | $ 1,864,760 |
Aggregate intrinsic value, vested and expected to vest | $ | 1,864,760 |
Aggregate intrinsic value, exercisable | $ | $ 1,864,760 |
Accumulated Other Comprehensi95
Accumulated Other Comprehensive Loss (Changes in Accumulated Other Comprehensive Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | $ (131,534) | $ (61,118) | $ (8,440) |
Other comprehensive income (loss) before reclassifications | (30,028) | (71,853) | (54,253) |
Amounts reclassified from accumulated other comprehensive loss | (47) | 1,437 | 1,575 |
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) |
Balance, Ending | (161,609) | (131,534) | (61,118) |
Other comprehensive income/(loss), tax expense (benefit) | 406 | (321) | 576 |
Derivative instruments [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | 505 | 774 | 205 |
Other comprehensive income (loss) before reclassifications | 400 | (1,791) | (183) |
Amounts reclassified from accumulated other comprehensive loss | (51) | 1,522 | 752 |
Other comprehensive loss, net of tax | 349 | (269) | 569 |
Balance, Ending | 854 | 505 | 774 |
Defined benefit pension plan [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | (761) | (2,050) | (793) |
Other comprehensive income (loss) before reclassifications | (1,683) | 1,374 | (2,080) |
Amounts reclassified from accumulated other comprehensive loss | 4 | (85) | 823 |
Other comprehensive loss, net of tax | (1,679) | 1,289 | (1,257) |
Balance, Ending | (2,440) | (761) | (2,050) |
Foreign currency translation adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Balance, Beginning | (131,278) | (59,842) | (7,852) |
Other comprehensive income (loss) before reclassifications | (28,745) | (71,436) | (51,990) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | 0 |
Other comprehensive loss, net of tax | (28,745) | (71,436) | (51,990) |
Balance, Ending | $ (160,023) | $ (131,278) | $ (59,842) |
Employee Retirement Plans (Addi
Employee Retirement Plans (Additional Information) (Detail) | 3 Months Ended | 12 Months Ended | 33 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2016USD ($)planEmployees | Dec. 31, 2015USD ($) | Dec. 31, 2014 | Dec. 31, 2016USD ($)plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Minimum requisite service period | 1 year | ||||
Percent of employer match | 4.00% | ||||
Underfunded status of the plans | $ 7,710,000 | $ 4,680,000 | $ 7,710,000 | ||
Employer contribution in 2017 | $ 1,300,000 | ||||
Weighted average discount rate | 1.75% | 2.50% | 1.75% | ||
Multiemployer pension plan, number of employees covered | Employees | 250 | ||||
Number of deferred compensation plans sponsored | plan | 2 | 2 | |||
Minimum employee compensation required under deferred compensation plan | $ 150,000 | ||||
Amounts payable, including accrued deemed interest | $ 5,800,000 | $ 4,800,000 | $ 5,800,000 | ||
Earthbound Farm [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Percent of employer match | 4.00% | ||||
Minimum [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Contribution percentage by participants | 1.00% | 1.00% | |||
Percent of employer match | 3.00% | ||||
Plans in green zone | 80.00% | ||||
Minimum [Member] | Earthbound Farm [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Contribution percentage by participants | 1.00% | ||||
Maximum [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Contribution percentage by participants | 20.00% | 50.00% | |||
Percent of employer match | 5.00% | ||||
Plans in red zone (less than) | 65.00% | ||||
Plans in yellow zone (less than) | 80.00% | ||||
Contribution to plans | 5.00% | 5.00% | |||
Maximum [Member] | Earthbound Farm [Member] | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Contribution percentage by participants | 60.00% |
Employee Retirement Plans (Sche
Employee Retirement Plans (Schedule of Retirement Plans Expenses) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined contribution plans | $ 6,588 | $ 4,877 | $ 3,397 |
Defined benefit plans | 1,755 | 1,776 | 951 |
Multiemployer pension and certain union plans | 1,834 | 1,820 | 1,758 |
Total | $ 10,177 | $ 8,473 | $ 6,106 |
Employee Retirement Plans (Sc98
Employee Retirement Plans (Schedule of Defined Benefit Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Unrecognized actuarial losses and other, net of tax of $1,239, $383 and $1,041 | $ 2,427 | $ 748 | $ 2,039 |
Actuarial losses, tax | $ 1,239 | $ 383 | $ 1,041 |
Employee Retirement Plans (Sc99
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, 2016 | Dec. 31, 2015 | |
Change in Benefit Obligation: | ||
Benefit obligation at beginning of the year | $ 15,311 | $ 16,735 |
Service cost | 1,650 | 1,630 |
Interest cost | 388 | 310 |
Actuarial (gain)/loss | 2,946 | (1,571) |
Benefits paid | (291) | (58) |
Expenses paid | (17) | (17) |
Exchange rate changes | (723) | (1,718) |
Benefit obligation, end of year | 19,264 | 15,311 |
Change in Plan Assets: | ||
Fair value of plan assets at beginning of year | 10,631 | 10,401 |
Actual return on plan assets | 263 | |
Employer contributions to plan | 1,115 | 1,134 |
Benefits paid | (291) | (58) |
Expenses paid | (17) | (17) |
Exchange rate changes | (406) | (1,092) |
Fair value of plan assets, end of year | 11,554 | 10,631 |
Funded status at end of year | $ (7,710) | $ (4,680) |
Employee Retirement Plans (S100
Employee Retirement Plans (Schedule of Assumptions Used to Determine Benefit Obligations) (Detail) | Dec. 31, 2016 | Dec. 31, 2015 |
Compensation and Retirement Disclosure [Abstract] | ||
Weighted average discount rate | 1.75% | 2.50% |
Rate of compensation increase | 3.92% | 3.92% |
Employee Retirement Plans (S101
Employee Retirement Plans (Schedule of Assumptions Used to Determine Net Periodic Benefit Cost) (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Weighted average discount rate | 2.50% | 2.03% | 3.79% |
Expected return on assets | 2.52% | 2.50% | 3.79% |
Rate of compensation increase | 3.92% | 3.92% | 3.87% |
Employee Retirement Plans (S102
Employee Retirement Plans (Schedule of Net Periodic Benefit Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 1,650 | $ 1,630 | |
Interest cost | 388 | 310 | |
Net periodic benefit cost | 1,755 | 1,776 | $ 951 |
Pension Plan, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 1,650 | 1,630 | 1,636 |
Interest cost | 388 | 310 | 545 |
Expected return on plan assets | (287) | (251) | (407) |
Unrecognized net loss and other | 4 | 87 | 5 |
Curtailment gain | 0 | 0 | (690) |
Settlement gain | $ 0 | 0 | (138) |
Net periodic benefit cost | $ 1,776 | $ 951 |
Employee Retirement Plans (S103
Employee Retirement Plans (Schedule of Pension Plans with Accumulated Benefit Obligation in Excess of Plan Assets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Compensation and Retirement Disclosure [Abstract] | ||
Projected benefit obligation | $ 19,264 | $ 15,311 |
Accumulated benefit obligation | 13,866 | 11,585 |
Fair value of plan assets | $ 11,554 | $ 10,631 |
Employee Retirement Plans (S104
Employee Retirement Plans (Schedule of Estimated Pension Plan Benefit Payments) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Compensation and Retirement Disclosure [Abstract] | |
2,017 | $ 99 |
2,018 | 224 |
2,019 | 1,922 |
2,020 | 179 |
2,021 | 465 |
Next five years | $ 3,145 |
Employee Retirement Plans (S105
Employee Retirement Plans (Schedule of Change in Fair Value Measurement of Defined Benefit Plans) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Change in Plan Assets: | ||
Fair value of plan assets at beginning of year | $ 10,631 | $ 10,401 |
Actual return on plan assets relating to instruments still held at reporting date | 263 | |
Exchange rate changes | (406) | (1,092) |
Fair value of plan assets, end of year | 11,554 | 10,631 |
Level 3 [Member] | ||
Change in Plan Assets: | ||
Fair value of plan assets at beginning of year | 10,631 | 10,401 |
Actual return on plan assets relating to instruments still held at reporting date | 522 | 263 |
Purchases, sales and settlements (net) | 807 | 1,059 |
Exchange rate changes | (1,092) | |
Fair value of plan assets, end of year | $ 11,554 | $ 10,631 |
Employee Retirement Plans (S106
Employee Retirement Plans (Schedule of Information Regarding Participation in Multiemployer Pension Plans) (Detail) - agreement | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | ||
PPA Zone status | Green | Green |
Number of additional collective bargaining agreements | 2 |
Employee Retirement Plans (S107
Employee Retirement Plans (Schedule of Information Regarding Contribution in Multiemployer Pension Plans) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Total contribution | $ 1,834 | $ 1,820 | $ 1,758 |
Surcharge imposed | No |
Commitments and Contingencie108
Commitments and Contingencies (Additional Information) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Contingencies And Commitments [Line Items] | |||
Rent expense | $ 37.9 | $ 34.2 | $ 16.7 |
Minimum [Member] | |||
Contingencies And Commitments [Line Items] | |||
Lease term | 1 year | ||
Maximum [Member] | |||
Contingencies And Commitments [Line Items] | |||
Lease term | 14 years |
Commitments and Contingencie109
Commitments and Contingencies (Future Minimum Payments Under Non-Cancelable Operating Leases) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 32,139 |
2,018 | 25,137 |
2,019 | 14,255 |
2,020 | 8,219 |
2,021 | 7,069 |
Thereafter | 12,036 |
Total minimum lease payments | $ 98,855 |
Segment and Customer Informa110
Segment and Customer Information (Additional Information) (Detail) | 12 Months Ended | ||
Dec. 31, 2016SegmentPlantFacility | Dec. 31, 2015Segment | Dec. 31, 2014Segment | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | Segment | 2 | 3 | 3 |
Net Sales [Member] | North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Major customer, percentage of sales | 13.30% | 13.70% | 14.60% |
North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of manufacturing facilities | 12 | ||
Number of co-packers | Facility | 3 | ||
Europe [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of manufacturing facilities | 3 |
Segment and Customer Informa111
Segment and Customer Information (Summarized Income Statement Amounts by Segment) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Total net sales: | |||||||||||
Net sales | $ 4,198,099 | $ 3,866,295 | $ 3,436,605 | ||||||||
Total gross profit: | |||||||||||
Gross profit | $ 347,602 | $ 381,119 | $ 370,408 | $ 353,767 | $ 337,401 | $ 351,131 | $ 326,158 | $ 308,575 | 1,452,896 | 1,323,265 | 1,153,164 |
Operating income: | |||||||||||
Operating income (loss) | 401,749 | 332,206 | 266,686 | ||||||||
Other expense: | |||||||||||
Interest expense | 69,183 | 58,127 | 36,972 | ||||||||
Other expense, net | 5,381 | 6,343 | 5,266 | ||||||||
Income before income taxes | 327,185 | 267,736 | 224,448 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 138,814 | 120,019 | 110,567 | ||||||||
Americas Foods and Beverages [Member] | |||||||||||
Total net sales: | |||||||||||
Net sales | 3,619,753 | 3,333,732 | 2,926,108 | ||||||||
Europe Foods and Beverages [Member] | |||||||||||
Total net sales: | |||||||||||
Net sales | 578,346 | 532,563 | 510,497 | ||||||||
Operating Segments [Member] | |||||||||||
Total net sales: | |||||||||||
Net sales | 4,198,099 | 3,866,295 | 3,436,605 | ||||||||
Total gross profit: | |||||||||||
Gross profit | 1,452,896 | 1,323,265 | 1,153,164 | ||||||||
Operating income: | |||||||||||
Total reportable segment operating income | 507,649 | 426,817 | 364,593 | ||||||||
Operating income (loss) | 401,749 | 332,206 | 266,686 | ||||||||
Other expense: | |||||||||||
Interest expense | 69,183 | 58,127 | 36,972 | ||||||||
Income before income taxes | 327,185 | 267,736 | 224,448 | ||||||||
Operating Segments [Member] | Americas Foods and Beverages [Member] | |||||||||||
Total net sales: | |||||||||||
Net sales | 3,619,753 | 3,333,732 | 2,926,108 | ||||||||
Total gross profit: | |||||||||||
Gross profit | 1,209,306 | 1,089,459 | 934,360 | ||||||||
Operating income: | |||||||||||
Operating income (loss) | 438,496 | 359,311 | 311,920 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 111,416 | 98,093 | 88,061 | ||||||||
Operating Segments [Member] | Europe Foods and Beverages [Member] | |||||||||||
Total net sales: | |||||||||||
Net sales | 578,346 | 532,563 | 510,497 | ||||||||
Total gross profit: | |||||||||||
Gross profit | 243,590 | 233,806 | 218,804 | ||||||||
Operating income: | |||||||||||
Operating income (loss) | 69,153 | 67,506 | 52,673 | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 25,080 | 19,734 | 21,143 | ||||||||
Corporate and Other [Member] | |||||||||||
Operating income: | |||||||||||
Operating income (loss) | (105,900) | (94,611) | (97,907) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | $ 2,318 | $ 2,192 | $ 1,363 |
Segment and Customer Informa112
Segment and Customer Information (Sales Amounts by Product Categories) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Total net sales: | |||
Net sales | $ 4,198,099 | $ 3,866,295 | $ 3,436,605 |
Americas Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | 3,619,753 | 3,333,732 | 2,926,108 |
Americas Foods and Beverages [Member] | Plantbased Food And Beverages [Member] | |||
Total net sales: | |||
Net sales | 1,065,581 | 919,793 | 715,667 |
Americas Foods and Beverages [Member] | Coffee Creamers And Beverages [Member] | |||
Total net sales: | |||
Net sales | 1,199,015 | 1,090,018 | 990,998 |
Americas Foods and Beverages [Member] | Premium Dairy [Member] | |||
Total net sales: | |||
Net sales | 812,529 | 758,046 | 644,160 |
Americas Foods and Beverages [Member] | Fresh Foods [Member] | |||
Total net sales: | |||
Net sales | 542,628 | 565,875 | 575,283 |
Europe Foods and Beverages [Member] | |||
Total net sales: | |||
Net sales | 578,346 | 532,563 | 510,497 |
Europe Foods and Beverages [Member] | Plantbased Food And Beverages [Member] | |||
Total net sales: | |||
Net sales | $ 578,346 | $ 532,563 | $ 510,497 |
Segment and Customer Informa113
Segment and Customer Information (Summarized Balance Sheet Amounts by Segment) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Assets: | |||
Assets | $ 4,468,888 | $ 4,228,869 | $ 3,319,067 |
Long-lived Assets: | |||
Long-lived Assets | 1,294,710 | 1,137,521 | 993,207 |
Capital expenditures: | |||
Capital expenditures | 290,808 | 261,674 | 302,274 |
Operating Segments [Member] | |||
Assets: | |||
Assets | 4,468,888 | 4,228,869 | |
Operating Segments [Member] | Americas Foods and Beverages [Member] | |||
Assets: | |||
Assets | 3,727,685 | 3,555,988 | 2,648,735 |
Long-lived Assets: | |||
Long-lived Assets | 977,491 | 894,232 | 795,697 |
Capital expenditures: | |||
Capital expenditures | 179,795 | 172,296 | 237,120 |
Operating Segments [Member] | Europe Foods and Beverages [Member] | |||
Assets: | |||
Assets | 665,190 | 605,843 | 561,852 |
Long-lived Assets: | |||
Long-lived Assets | 310,475 | 236,918 | 184,506 |
Capital expenditures: | |||
Capital expenditures | 108,685 | 89,000 | 62,147 |
Corporate [Member] | |||
Assets: | |||
Assets | 76,013 | 67,038 | 108,480 |
Long-lived Assets: | |||
Long-lived Assets | 6,744 | 6,371 | 13,004 |
Capital expenditures: | |||
Capital expenditures | $ 2,328 | $ 378 | $ 3,007 |
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, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||
Net income | $ 214,554 | $ 168,393 | $ 140,185 |
Denominator: | |||
Weighted average common shares (in shares) | 176,984,906 | 175,511,811 | 174,013,700 |
Basic earnings per share from continuing operations (in dollars per share) | $ 1.21 | $ 0.96 | $ 0.81 |
Numerator: | |||
Net income | $ 214,554 | $ 168,393 | $ 140,185 |
Denominator: | |||
Weighted average common shares — basic (in shares) | 176,984,906 | 175,511,811 | 174,013,700 |
Weighted average common shares — diluted (in shares) | 181,174,379 | 180,084,949 | 177,949,916 |
Diluted earnings per share from continuing operations (in dollars per share) | $ 1.18 | $ 0.94 | $ 0.79 |
Stock Options [Member] | |||
Denominator: | |||
Stock option conversion and Stock units (in shares) | 3,544,508 | 3,905,133 | 3,268,052 |
RSUs [Member] | |||
Denominator: | |||
Stock option conversion and Stock units (in shares) | 644,965 | 668,005 | 668,164 |
Stock Options [Member] | |||
Denominator: | |||
Anti-dilutive shares excluded (in shares) | 91,137 | 387,325 | 3,599 |
RSUs [Member] | |||
Denominator: | |||
Anti-dilutive shares excluded (in shares) | 350 | 4,872 | 1,344 |
Supplemental Guarantor Finan115
Supplemental Guarantor Financial Information (Balance Sheet) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 45,828 | $ 38,610 | $ 50,240 | $ 101,105 |
Trade receivables, net of allowance | 283,698 | 257,548 | ||
Inventories | 296,360 | 270,737 | ||
Prepaid expenses and other current assets | 78,055 | 39,782 | ||
Total current assets | 703,941 | 606,677 | ||
Equity method investments | 19,277 | 30,772 | ||
Property, plant, and equipment, net | 1,294,710 | 1,137,521 | ||
Identifiable intangible and other assets, net | 1,034,893 | 1,038,577 | ||
Goodwill | 1,416,067 | 1,415,322 | 1,068,276 | |
Total Assets | 4,468,888 | 4,228,869 | 3,319,067 | |
Current liabilities: | ||||
Accounts payable and accrued expenses | 539,083 | 549,713 | ||
Current portion of debt and capital lease obligations | 58,585 | 51,449 | ||
Income taxes payable | 2,973 | 3,043 | ||
Total current liabilities | 600,641 | 604,205 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,081,756 | 2,078,940 | ||
Deferred income taxes | 304,347 | 293,326 | ||
Other long-term liabilities | 51,448 | 41,490 | ||
Total liabilities | 3,038,192 | 3,017,961 | ||
Total shareholders’ equity | 1,430,696 | 1,210,908 | 1,076,487 | 961,439 |
Total Liabilities and Shareholders’ Equity | 4,468,888 | 4,228,869 | ||
Operating Segments [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 45,828 | 38,610 | 50,240 | 101,105 |
Trade receivables, net of allowance | 283,698 | 257,548 | ||
Inventories | 296,360 | 270,737 | ||
Prepaid expenses and other current assets | 78,055 | 39,782 | ||
Intercompany notes receivable | 0 | 0 | ||
Total current assets | 703,941 | 606,677 | ||
Equity method investments | 19,277 | 30,772 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Property, plant, and equipment, net | 1,294,710 | 1,137,521 | ||
Identifiable intangible and other assets, net | 1,034,893 | 1,038,577 | ||
Goodwill | 1,416,067 | 1,415,322 | ||
Total Assets | 4,468,888 | 4,228,869 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 539,083 | 549,713 | ||
Current portion of debt and capital lease obligations | 58,585 | 51,449 | ||
Income taxes payable | 2,973 | 3,043 | ||
Intercompany payables | 0 | 0 | ||
Total current liabilities | 600,641 | 604,205 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,081,756 | 2,078,940 | ||
Deferred income taxes | 304,347 | 293,326 | ||
Other long-term liabilities | 51,448 | 41,490 | ||
Total liabilities | 3,038,192 | 3,017,961 | ||
Total shareholders’ equity | 1,430,696 | 1,210,908 | ||
Total Liabilities and Shareholders’ Equity | 4,468,888 | 4,228,869 | ||
Operating Segments [Member] | Whitewave Foods Co [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 3 | 0 | 0 | 0 |
Trade receivables, net of allowance | 1,189 | 2,649 | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other current assets | 34,148 | 15,442 | ||
Intercompany notes receivable | 1,969,714 | 1,878,299 | ||
Total current assets | 2,005,054 | 1,896,390 | ||
Equity method investments | 1,265 | 2,983 | ||
Property, plant, and equipment, net | 2,435,711 | 2,156,856 | ||
Property, plant, and equipment, net | 6,596 | 6,169 | ||
Identifiable intangible and other assets, net | 43,309 | 34,441 | ||
Goodwill | 0 | 0 | ||
Total Assets | 4,491,935 | 4,096,839 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 44,454 | 47,713 | ||
Current portion of debt and capital lease obligations | 45,000 | 45,000 | ||
Income taxes payable | 0 | 0 | ||
Intercompany payables | 885,233 | 710,984 | ||
Total current liabilities | 974,687 | 803,697 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 2,062,907 | 2,058,621 | ||
Deferred income taxes | 0 | 0 | ||
Other long-term liabilities | 23,645 | 23,613 | ||
Total liabilities | 3,061,239 | 2,885,931 | ||
Total shareholders’ equity | 1,430,696 | 1,210,908 | ||
Total Liabilities and Shareholders’ Equity | 4,491,935 | 4,096,839 | ||
Operating Segments [Member] | Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 2,555 | 2,282 | 524 | 673 |
Trade receivables, net of allowance | 204,503 | 200,808 | ||
Inventories | 251,405 | 232,757 | ||
Prepaid expenses and other current assets | 22,317 | 11,070 | ||
Intercompany notes receivable | 885,233 | 686,469 | ||
Total current assets | 1,366,013 | 1,133,386 | ||
Equity method investments | 0 | 0 | ||
Property, plant, and equipment, net | 966,825 | 943,501 | ||
Property, plant, and equipment, net | 965,706 | 893,594 | ||
Identifiable intangible and other assets, net | 656,355 | 663,101 | ||
Goodwill | 982,922 | 991,085 | ||
Total Assets | 4,937,821 | 4,624,667 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 336,027 | 374,483 | ||
Current portion of debt and capital lease obligations | 1,394 | 1,415 | ||
Income taxes payable | 0 | 0 | ||
Intercompany payables | 1,929,060 | 1,866,496 | ||
Total current liabilities | 2,266,481 | 2,242,394 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 18,849 | 20,219 | ||
Deferred income taxes | 214,497 | 200,642 | ||
Other long-term liabilities | 2,283 | 4,556 | ||
Total liabilities | 2,502,110 | 2,467,811 | ||
Total shareholders’ equity | 2,435,711 | 2,156,856 | ||
Total Liabilities and Shareholders’ Equity | 4,937,821 | 4,624,667 | ||
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 43,270 | 36,328 | 49,716 | 100,432 |
Trade receivables, net of allowance | 78,006 | 54,091 | ||
Inventories | 51,265 | 46,755 | ||
Prepaid expenses and other current assets | 21,590 | 13,270 | ||
Intercompany notes receivable | 0 | 37,962 | ||
Total current assets | 194,131 | 188,406 | ||
Equity method investments | 18,012 | 27,789 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Property, plant, and equipment, net | 322,408 | 237,758 | ||
Identifiable intangible and other assets, net | 365,275 | 365,316 | ||
Goodwill | 433,145 | 424,237 | ||
Total Assets | 1,332,971 | 1,243,506 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 158,602 | 127,517 | ||
Current portion of debt and capital lease obligations | 12,191 | 5,034 | ||
Income taxes payable | 2,973 | 3,043 | ||
Intercompany payables | 40,654 | 25,250 | ||
Total current liabilities | 214,420 | 160,844 | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 0 | 100 | ||
Deferred income taxes | 119,896 | 116,965 | ||
Other long-term liabilities | 25,520 | 13,321 | ||
Total liabilities | 359,836 | 291,230 | ||
Total shareholders’ equity | 973,135 | 952,276 | ||
Total Liabilities and Shareholders’ Equity | 1,332,971 | 1,243,506 | ||
Consolidation, Eliminations [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Trade receivables, net of allowance | 0 | 0 | ||
Inventories | (6,310) | (8,775) | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Intercompany notes receivable | (2,854,947) | (2,602,730) | ||
Total current assets | (2,861,257) | (2,611,505) | ||
Equity method investments | 0 | 0 | ||
Property, plant, and equipment, net | (3,402,536) | (3,100,357) | ||
Property, plant, and equipment, net | 0 | 0 | ||
Identifiable intangible and other assets, net | (30,046) | (24,281) | ||
Goodwill | 0 | 0 | ||
Total Assets | (6,293,839) | (5,736,143) | ||
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 | (2,854,947) | (2,602,730) | ||
Total current liabilities | (2,854,947) | (2,602,730) | ||
Long-term debt and capital lease obligations, net of debt issuance costs | 0 | 0 | ||
Deferred income taxes | (30,046) | (24,281) | ||
Other long-term liabilities | 0 | 0 | ||
Total liabilities | (2,884,993) | (2,627,011) | ||
Total shareholders’ equity | (3,408,846) | (3,109,132) | ||
Total Liabilities and Shareholders’ Equity | $ (6,293,839) | $ (5,736,143) |
Supplemental Guarantor Finan116
Supplemental Guarantor Financial Information (Condensed Consolidating Statements of Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | $ 4,198,099 | $ 3,866,295 | $ 3,436,605 | ||||||||
Cost of sales | 2,745,203 | 2,543,030 | 2,283,441 | ||||||||
Gross profit | $ 347,602 | $ 381,119 | $ 370,408 | $ 353,767 | $ 337,401 | $ 351,131 | $ 326,158 | $ 308,575 | 1,452,896 | 1,323,265 | 1,153,164 |
Operating expenses: | |||||||||||
Selling, distribution, and marketing | 729,520 | 705,924 | 621,866 | ||||||||
General and administrative | 321,627 | 285,135 | 265,678 | ||||||||
Asset disposal and exit costs | 0 | 0 | (1,066) | ||||||||
Total operating expenses | 1,051,147 | 991,059 | 886,478 | ||||||||
Operating (loss) income | 401,749 | 332,206 | 266,686 | ||||||||
Other expense: | |||||||||||
Interest expense | 69,183 | 58,127 | 36,972 | ||||||||
Other expense, net | 5,381 | 6,343 | 5,266 | ||||||||
Total other expense | 74,564 | 64,470 | 42,238 | ||||||||
Income before income taxes | 327,185 | 267,736 | 224,448 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 102,410 | 87,908 | 78,279 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | 214,554 | 168,393 | 140,185 | ||||||||
Loss in equity method investments | 10,221 | 11,435 | 5,984 | ||||||||
Net income | 214,554 | 168,393 | 140,185 | ||||||||
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) | ||||||||
Comprehensive income | 184,479 | 97,977 | 87,507 | ||||||||
Operating Segments [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | 4,198,099 | 3,866,295 | 3,436,605 | ||||||||
Cost of sales | 2,745,203 | 2,543,030 | 2,283,441 | ||||||||
Gross profit | 1,452,896 | 1,323,265 | 1,153,164 | ||||||||
Operating expenses: | |||||||||||
Selling, distribution, and marketing | 729,520 | 705,924 | 621,866 | ||||||||
General and administrative | 321,627 | 285,135 | 265,678 | ||||||||
Asset disposal and exit costs | (1,066) | ||||||||||
Total operating expenses | 1,051,147 | 991,059 | 886,478 | ||||||||
Operating (loss) income | 401,749 | 332,206 | 266,686 | ||||||||
Other expense: | |||||||||||
Interest expense | 69,183 | 58,127 | 36,972 | ||||||||
Other expense, net | 5,381 | 6,343 | 5,266 | ||||||||
Total other expense | 74,564 | 64,470 | 42,238 | ||||||||
Income before income taxes | 327,185 | 267,736 | 224,448 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 102,410 | 87,908 | 78,279 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | 224,775 | 179,828 | 146,169 | ||||||||
Loss in equity method investments | 10,221 | 11,435 | 5,984 | ||||||||
Equity in earnings of consolidated subsidiaries | 0 | 0 | 0 | ||||||||
Net income | 214,554 | 168,393 | 140,185 | ||||||||
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) | ||||||||
Comprehensive income | 184,479 | 97,977 | 87,507 | ||||||||
Consolidation, Eliminations [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | (129,111) | (36,192) | 0 | ||||||||
Cost of sales | (129,980) | (32,766) | 0 | ||||||||
Gross profit | 869 | (3,426) | 0 | ||||||||
Operating expenses: | |||||||||||
Selling, distribution, and marketing | 0 | 0 | 0 | ||||||||
General and administrative | 0 | 0 | 0 | ||||||||
Asset disposal and exit costs | 0 | ||||||||||
Total operating expenses | 0 | 0 | 0 | ||||||||
Operating (loss) income | 869 | (3,426) | 0 | ||||||||
Other expense: | |||||||||||
Interest expense | 0 | 0 | 0 | ||||||||
Other expense, net | 0 | 0 | 0 | ||||||||
Total other expense | 0 | 0 | 0 | ||||||||
Income before income taxes | 869 | (3,426) | 0 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 0 | 0 | 0 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | 869 | (3,426) | 0 | ||||||||
Loss in equity method investments | 0 | 0 | 0 | ||||||||
Equity in earnings of consolidated subsidiaries | (286,999) | (199,882) | (175,323) | ||||||||
Net income | (286,130) | (203,308) | (175,323) | ||||||||
Other comprehensive loss, net of tax | 60,150 | 140,832 | 105,925 | ||||||||
Comprehensive income | (225,980) | (62,476) | (69,398) | ||||||||
Whitewave Foods Co [Member] | Operating Segments [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
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 | 95,243 | 84,263 | 92,122 | ||||||||
Asset disposal and exit costs | 0 | ||||||||||
Total operating expenses | 95,243 | 84,263 | 92,122 | ||||||||
Operating (loss) income | (95,243) | (84,263) | (92,122) | ||||||||
Other expense: | |||||||||||
Interest expense | 67,835 | 56,779 | 35,555 | ||||||||
Other expense, net | (150,924) | (138,816) | (131,251) | ||||||||
Total other expense | (83,089) | (82,037) | (95,696) | ||||||||
Income before income taxes | (12,154) | (2,226) | 3,574 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 2,451 | (4,822) | 9,378 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | (14,605) | 2,596 | (5,804) | ||||||||
Loss in equity method investments | 1,720 | 718 | 0 | ||||||||
Equity in earnings of consolidated subsidiaries | 230,879 | 166,515 | 145,989 | ||||||||
Net income | 214,554 | 168,393 | 140,185 | ||||||||
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) | ||||||||
Comprehensive income | 184,479 | 97,977 | 87,507 | ||||||||
Guarantor Subsidiaries [Member] | Operating Segments [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | 3,546,361 | 3,318,001 | 2,926,108 | ||||||||
Cost of sales | 2,411,778 | 2,241,359 | 1,991,748 | ||||||||
Gross profit | 1,134,583 | 1,076,642 | 934,360 | ||||||||
Operating expenses: | |||||||||||
Selling, distribution, and marketing | 571,533 | 582,859 | 505,567 | ||||||||
General and administrative | 147,040 | 137,215 | 117,938 | ||||||||
Asset disposal and exit costs | (1,066) | ||||||||||
Total operating expenses | 718,573 | 720,074 | 622,439 | ||||||||
Operating (loss) income | 416,010 | 356,568 | 311,921 | ||||||||
Other expense: | |||||||||||
Interest expense | 981 | 989 | 1,219 | ||||||||
Other expense, net | 155,305 | 141,279 | 134,037 | ||||||||
Total other expense | 156,286 | 142,268 | 135,256 | ||||||||
Income before income taxes | 259,724 | 214,300 | 176,665 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 84,965 | 81,152 | 60,010 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | 174,759 | 133,148 | 116,655 | ||||||||
Loss in equity method investments | 0 | 0 | 0 | ||||||||
Equity in earnings of consolidated subsidiaries | 56,120 | 33,367 | 29,334 | ||||||||
Net income | 230,879 | 166,515 | 145,989 | ||||||||
Other comprehensive loss, net of tax | (30,075) | (70,416) | (52,678) | ||||||||
Comprehensive income | 200,804 | 96,099 | 93,311 | ||||||||
Non-Guarantor Subsidiaries [Member] | Operating Segments [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | 780,849 | 584,486 | 510,497 | ||||||||
Cost of sales | 463,405 | 334,437 | 291,693 | ||||||||
Gross profit | 317,444 | 250,049 | 218,804 | ||||||||
Operating expenses: | |||||||||||
Selling, distribution, and marketing | 157,987 | 123,065 | 116,299 | ||||||||
General and administrative | 79,344 | 63,657 | 55,618 | ||||||||
Asset disposal and exit costs | 0 | ||||||||||
Total operating expenses | 237,331 | 186,722 | 171,917 | ||||||||
Operating (loss) income | 80,113 | 63,327 | 46,887 | ||||||||
Other expense: | |||||||||||
Interest expense | 367 | 359 | 198 | ||||||||
Other expense, net | 1,000 | 3,880 | 2,480 | ||||||||
Total other expense | 1,367 | 4,239 | 2,678 | ||||||||
Income before income taxes | 78,746 | 59,088 | 44,209 | ||||||||
Income (loss) before loss in equity method investments and equity in earnings of subsidiaries | 14,994 | 11,578 | 8,891 | ||||||||
Income before loss in equity method investments and equity in earnings of subsidiaries | 63,752 | 47,510 | 35,318 | ||||||||
Loss in equity method investments | 8,501 | 10,717 | 5,984 | ||||||||
Equity in earnings of consolidated subsidiaries | 0 | 0 | 0 | ||||||||
Net income | 55,251 | 36,793 | 29,334 | ||||||||
Other comprehensive loss, net of tax | (30,075) | (70,416) | (53,247) | ||||||||
Comprehensive income | $ 25,176 | $ (33,623) | $ (23,913) |
Supplemental Guarantor Finan117
Supplemental Guarantor Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) - USD ($) $ in Thousands | Nov. 06, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net cash provided by operating activities | $ 316,481 | $ 315,306 | $ 284,613 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Payments for acquisitions, net of cash acquired of $833 | (17,263) | (707,605) | (798,446) | |
Payments for property, plant, and equipment | (290,808) | (258,488) | (292,357) | |
Proceeds from sale of fixed assets | 310 | 8,962 | 464 | |
Net cash used in investing activities | (307,761) | (957,486) | (1,140,624) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Proceeds from the issuance of debt | $ 520,000 | |||
Payments on capital lease obligations | (1,293) | (1,104) | (1,044) | |
Proceeds from revolver line of credit | 952,062 | 1,299,107 | 625,400 | |
Payments on revolver line of credit | (899,704) | (1,166,761) | (803,050) | |
Proceeds from exercise of stock options | 10,085 | 14,716 | 6,740 | |
Excess tax benefit from share-based compensation | 8,058 | 21,572 | 4,466 | |
Payment of deferred financing costs | (557) | (4,063) | (18,200) | |
Net cash provided by financing activities | 10,659 | 635,911 | 813,218 | |
Effect of exchange rate changes on cash and cash equivalents | (12,161) | (5,361) | (8,072) | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 7,218 | (11,630) | (50,865) | |
Cash and cash equivalents, beginning of year | 38,610 | 50,240 | 101,105 | |
Cash and cash equivalents, end of year | 45,828 | 38,610 | 50,240 | |
Operating Segments [Member] | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net cash provided by operating activities | 316,481 | 315,306 | 284,613 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Investment in equity method investments | (701) | (50,285) | ||
Payments for acquisitions, net of cash acquired of $833 | (17,263) | (707,605) | (798,446) | |
Payments for property, plant, and equipment | (290,808) | (258,488) | (292,357) | |
Intercompany contributions | 0 | 0 | 0 | |
Proceeds from sale of fixed assets | 310 | 8,962 | 464 | |
Other | 346 | |||
Net cash used in investing activities | (307,761) | (957,486) | (1,140,624) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Intercompany contributions | 0 | 0 | 0 | |
Proceeds from the issuance of debt | 520,000 | 1,025,000 | ||
Repayment of debt | (45,000) | (15,000) | (15,000) | |
Payments on capital lease obligations | (1,293) | (1,104) | (1,044) | |
Proceeds from revolver line of credit | 952,062 | 1,299,107 | 625,400 | |
Payments on revolver line of credit | (899,704) | (1,166,761) | (803,050) | |
Proceeds from exercise of stock options | 10,085 | 14,716 | 6,740 | |
Minimum tax withholding paid on behalf of employees for share-based compensation | (12,992) | (32,556) | (11,094) | |
Excess tax benefit from share-based compensation | 8,058 | 21,572 | 4,466 | |
Payment of deferred financing costs | (557) | (4,063) | (18,200) | |
Net cash provided by financing activities | 10,659 | 635,911 | 813,218 | |
Effect of exchange rate changes on cash and cash equivalents | (12,161) | (5,361) | (8,072) | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 7,218 | (11,630) | (50,865) | |
Cash and cash equivalents, beginning of year | 38,610 | 50,240 | 101,105 | |
Cash and cash equivalents, end of year | 45,828 | 38,610 | 50,240 | |
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 of $833 | 0 | 0 | 0 | |
Payments for property, plant, and equipment | 0 | 0 | 0 | |
Intercompany contributions | (4,543) | 674,864 | 766,016 | |
Proceeds from sale of fixed assets | 0 | 0 | 0 | |
Other | 0 | |||
Net cash used in investing activities | (4,543) | 674,864 | 766,016 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Intercompany contributions | 4,543 | (674,864) | (766,016) | |
Proceeds from the issuance of debt | 0 | 0 | ||
Repayment of debt | 0 | 0 | 0 | |
Payments on capital lease obligations | 0 | 0 | 0 | |
Proceeds from revolver line of credit | 0 | 0 | 0 | |
Payments on 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 share-based compensation | 0 | 0 | 0 | |
Excess tax benefit from share-based compensation | 0 | 0 | 0 | |
Payment of deferred financing costs | 0 | 0 | 0 | |
Net cash provided by financing activities | 4,543 | (674,864) | (766,016) | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |
INCREASE (DECREASE) 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 | (7,460) | 44,087 | (6,140) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Investment in equity method investments | (701) | 0 | ||
Payments for acquisitions, net of cash acquired of $833 | 0 | 0 | 0 | |
Payments for property, plant, and equipment | (2,268) | (178) | (42,106) | |
Intercompany contributions | 4,543 | (674,864) | (766,016) | |
Proceeds from sale of fixed assets | 0 | 0 | 0 | |
Other | 0 | |||
Net cash used in investing activities | 2,275 | (675,743) | (808,122) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Intercompany contributions | 0 | 0 | 0 | |
Proceeds from the issuance of debt | 520,000 | 1,025,000 | ||
Repayment of debt | (45,000) | (15,000) | (15,000) | |
Payments on capital lease obligations | 0 | 0 | 0 | |
Proceeds from revolver line of credit | 831,350 | 1,232,695 | 625,400 | |
Payments on revolver line of credit | (785,750) | (1,105,695) | (803,050) | |
Proceeds from exercise of stock options | 10,085 | 14,716 | 6,740 | |
Minimum tax withholding paid on behalf of employees for share-based compensation | (12,992) | (32,556) | (11,094) | |
Excess tax benefit from share-based compensation | 8,052 | 21,559 | 4,466 | |
Payment of deferred financing costs | (557) | (4,063) | (18,200) | |
Net cash provided by financing activities | 5,188 | 631,656 | 814,262 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 3 | 0 | 0 | |
Cash and cash equivalents, beginning of year | 0 | 0 | 0 | |
Cash and cash equivalents, end of year | 3 | 0 | 0 | |
Guarantor Subsidiaries [Member] | Operating Segments [Member] | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net cash provided by operating activities | 192,270 | 210,307 | 230,511 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Investment in equity method investments | 0 | (3,000) | ||
Payments for acquisitions, net of cash acquired of $833 | (60) | (159,208) | (798,446) | |
Payments for property, plant, and equipment | (176,216) | (177,074) | (191,160) | |
Intercompany contributions | 0 | 0 | 0 | |
Proceeds from sale of fixed assets | 303 | 2,183 | 464 | |
Other | 346 | |||
Net cash used in investing activities | (175,973) | (333,753) | (992,142) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Intercompany contributions | (14,731) | 126,308 | 762,526 | |
Proceeds from the issuance of debt | 0 | 0 | ||
Repayment of debt | 0 | 0 | 0 | |
Payments on capital lease obligations | (1,293) | (1,104) | (1,044) | |
Proceeds from revolver line of credit | 0 | 0 | 0 | |
Payments on 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 share-based compensation | 0 | 0 | 0 | |
Excess tax benefit from share-based compensation | 0 | 0 | 0 | |
Payment of deferred financing costs | 0 | 0 | 0 | |
Net cash provided by financing activities | (16,024) | 125,204 | 761,482 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 273 | 1,758 | (149) | |
Cash and cash equivalents, beginning of year | 2,282 | 524 | 673 | |
Cash and cash equivalents, end of year | 2,555 | 2,282 | 524 | |
Non-Guarantor Subsidiaries [Member] | Operating Segments [Member] | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net cash provided by operating activities | 131,671 | 60,912 | 60,242 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Investment in equity method investments | 0 | (47,285) | ||
Payments for acquisitions, net of cash acquired of $833 | (17,203) | (548,397) | 0 | |
Payments for property, plant, and equipment | (112,324) | (81,236) | (59,091) | |
Intercompany contributions | 0 | 0 | 0 | |
Proceeds from sale of fixed assets | 7 | 6,779 | 0 | |
Other | 0 | |||
Net cash used in investing activities | (129,520) | (622,854) | (106,376) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Intercompany contributions | 10,188 | 548,556 | 3,490 | |
Proceeds from the issuance of debt | 0 | 0 | ||
Repayment of debt | 0 | 0 | 0 | |
Payments on capital lease obligations | 0 | 0 | 0 | |
Proceeds from revolver line of credit | 120,712 | 66,412 | 0 | |
Payments on revolver line of credit | (113,954) | (61,066) | 0 | |
Proceeds from exercise of stock options | 0 | 0 | 0 | |
Minimum tax withholding paid on behalf of employees for share-based compensation | 0 | 0 | 0 | |
Excess tax benefit from share-based compensation | 6 | 13 | 0 | |
Payment of deferred financing costs | 0 | 0 | 0 | |
Net cash provided by financing activities | 16,952 | 553,915 | 3,490 | |
Effect of exchange rate changes on cash and cash equivalents | (12,161) | (5,361) | (8,072) | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 6,942 | (13,388) | (50,716) | |
Cash and cash equivalents, beginning of year | 36,328 | 49,716 | 100,432 | |
Cash and cash equivalents, end of year | $ 43,270 | $ 36,328 | $ 49,716 |
Supplemental Guarantor Finan118
Supplemental Guarantor Financial Information (Cash Flows Additional Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |||
Cash acquired | $ 833 | $ 8,521 | $ 7,190 |
Quarterly Results of Operati119
Quarterly Results of Operations (unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 1,055,158 | $ 1,053,598 | $ 1,049,648 | $ 1,039,695 | $ 1,027,633 | $ 1,003,888 | $ 923,632 | $ 911,142 | |||
Gross profit | 347,602 | 381,119 | 370,408 | 353,767 | 337,401 | 351,131 | 326,158 | 308,575 | $ 1,452,896 | $ 1,323,265 | $ 1,153,164 |
Net income | $ 62,148 | $ 58,037 | $ 51,769 | $ 42,600 | $ 47,580 | $ 50,022 | $ 37,444 | $ 33,347 | $ 214,554 | $ 168,393 | $ 140,185 |
Earnings per common share: | |||||||||||
Basic (in dollars per share) | $ 0.35 | $ 0.33 | $ 0.29 | $ 0.24 | $ 0.28 | $ 0.28 | $ 0.21 | $ 0.19 | $ 1.21 | $ 0.96 | $ 0.81 |
Diluted (in dollars per share) | $ 0.34 | $ 0.32 | $ 0.29 | $ 0.24 | $ 0.26 | $ 0.28 | $ 0.21 | $ 0.19 | $ 1.18 | $ 0.94 | $ 0.79 |
Quarterly Financial Data [Line Items] | |||||||||||
Transaction costs related to planned merger | $ 4,400 | $ 4,600 | $ 1,800 | ||||||||
Earthbound Farm [Member] | |||||||||||
Quarterly Financial Data [Line Items] | |||||||||||
Net income impacted by SAP implementation | $ 3,200 | $ 4,300 | $ 8,200 |
The Proposed Merger with Dan120
The Proposed Merger with Danone - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 06, 2016 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Transactions costs associated with proposed merger | $ 17.4 | |||
Integration costs related to planned merger | $ 1 | |||
White Wave Foods [Member] | Danone [Member] | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Right to receive common stock in cash (in dollars per share) | $ 56.25 | |||
Termination fees in event of contract termination | $ 310 |