Guarantor And Nonguarantor Statements | 12 Months Ended |
Dec. 29, 2013 |
Guarantor And Nonguarantor Statements [Abstract] | ' |
Guarantor And Nonguarantor Statements | ' |
Guarantor and Nonguarantor Statements |
The 4.875% Senior Notes are general senior unsecured obligations of Pinnacle Foods Finance, effectively subordinated in right of payment to all existing and future senior secured indebtedness of Pinnacle Foods Finance and guaranteed on a full, unconditional, joint and several basis by the Company and Pinnacle Foods Finance's 100% owned domestic subsidiaries that guarantee other indebtedness of the Company. |
The following condensed consolidating financial information presents: |
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-1 | (a) Condensed consolidating balance sheets as of December 29, 2013 and December 30, 2012. | | | | | | | | | | | | | | | | | | | | | | |
(b) The related condensed consolidating statements of operations and comprehensive earnings for the Company, Pinnacle Foods Finance, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: |
i. Fiscal year ended December 29, 2013 |
ii. Fiscal year ended December 30, 2012; and |
iii. Fiscal year ended December 25, 2011. |
|
(c) The related condensed consolidating statements of cash flows for the Company, Pinnacle Foods Finance, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: |
i. Fiscal year ended December 29, 2013 |
ii. Fiscal year ended December 30, 2012; and |
iii. Fiscal year ended December 25, 2011. |
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-2 | Elimination entries necessary to consolidate the Company, Pinnacle Foods Finance with its guarantor subsidiaries and non-guarantor subsidiaries. | | | | | | | | | | | | | | | | | | | | | | |
Investments in subsidiaries are accounted for by the parent using the equity method of accounting. The guarantor subsidiaries are presented on a combined basis. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions and include a reclassification entry of net non-current deferred tax assets to non-current deferred tax liabilities. |
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Pinnacle Foods Inc. |
Condensed Consolidating Balance Sheet |
29-Dec-13 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle Foods Inc | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Subsidiaries | Subsidiaries | and | Total |
Finance LLC | | | Reclassifications | |
Current assets: | | | | | | | | | | | |
Cash and cash equivalents | $ | — | | | $ | — | | | $ | 104,345 | | | $ | 12,394 | | | $ | — | | | $ | 116,739 | |
|
Accounts receivable, net | — | | | — | | | 156,417 | | | 8,247 | | | — | | | 164,664 | |
|
Intercompany accounts receivable | 25,119 | | | — | | | 188,941 | | | — | | | (214,060 | ) | | — | |
|
Inventories, net | — | | | — | | | 355,685 | | | 6,187 | | | — | | | 361,872 | |
|
Other current assets | — | | | 850 | | | 6,931 | | | 111 | | | — | | | 7,892 | |
|
Deferred tax assets | — | | | — | | | 141,162 | | | (20 | ) | | — | | | 141,142 | |
|
Total current assets | 25,119 | | | 850 | | | 953,481 | | | 26,919 | | | (214,060 | ) | | 792,309 | |
|
Plant assets, net | — | | | — | | | 523,250 | | | 20 | | | — | | | 523,270 | |
|
Investment in subsidiaries | 1,598,041 | | | 2,027,337 | | | 12,453 | | | — | | | (3,637,831 | ) | | — | |
|
Intercompany note receivable | — | | | 1,984,956 | | | 7,270 | | | 9,800 | | | (2,002,026 | ) | | — | |
|
Tradenames | — | | | — | | | 1,951,392 | | | — | | | — | | | 1,951,392 | |
|
Other assets, net | — | | | 54,530 | | | 131,464 | | | 131 | | | — | | | 186,125 | |
|
Deferred tax assets | — | | | 284,606 | | | — | | | — | | | (284,606 | ) | | — | |
|
Goodwill | — | | | — | | | 1,628,095 | | | — | | | — | | | 1,628,095 | |
|
Total assets | $ | 1,623,160 | | | $ | 4,352,279 | | | $ | 5,207,405 | | | $ | 36,870 | | | $ | (6,138,523 | ) | | $ | 5,081,191 | |
|
Current liabilities: | | | | | | | | | | | |
Short-term borrowings | $ | — | | | $ | — | | | $ | 2,437 | | | $ | — | | | $ | — | | | $ | 2,437 | |
|
Current portion of long-term obligations | — | | | 21,550 | | | 3,030 | | | — | | | — | | | 24,580 | |
|
Accounts payable | — | | | 158 | | | 140,694 | | | 1,501 | | | — | | | 142,353 | |
|
Intercompany accounts payable | — | | | 207,123 | | | — | | | 6,937 | | | (214,060 | ) | | — | |
|
Accrued trade marketing expense | — | | | — | | | 32,627 | | | 4,433 | | | — | | | 37,060 | |
|
Accrued liabilities | — | | | 15,306 | | | 83,667 | | | 782 | | | — | | | 99,755 | |
|
Dividends payable | 25,119 | | | — | | | — | | | — | | | — | | | 25,119 | |
|
Total current liabilities | 25,119 | | | 244,137 | | | 262,455 | | | 13,653 | | | (214,060 | ) | | 331,304 | |
|
Long-term debt | — | | | 2,459,215 | | | 16,952 | | | — | | | — | | | 2,476,167 | |
|
Intercompany note payable | — | | | — | | | 1,994,163 | | | 7,863 | | | (2,002,026 | ) | | — | |
|
Pension and other postretirement benefits | — | | | — | | | 49,847 | | | — | | | — | | | 49,847 | |
|
Other long-term liabilities | — | | | 1,136 | | | 20,694 | | | 2,730 | | | — | | | 24,560 | |
|
Deferred tax liabilities | — | | | 49,750 | | | 835,957 | | | 171 | | | (284,606 | ) | | 601,272 | |
|
Total liabilities | 25,119 | | | 2,754,238 | | | 3,180,068 | | | 24,417 | | | (2,500,692 | ) | | 3,483,150 | |
|
Commitments and contingencies (Note 13) | | | | | | | | | | | |
|
Shareholder’s equity: | | | | | | | | | | | |
Pinnacle Common Stock | $ | 1,172 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | 1,172 | |
|
Additional paid-in-capital | 1,328,847 | | | 1,330,019 | | | 1,285,084 | | | 2,324 | | | (2,617,427 | ) | | 1,328,847 | |
|
Retained earnings | 275,519 | | | 275,519 | | | 768,718 | | | 10,504 | | | (1,054,741 | ) | | 275,519 | |
|
Accumulated other comprehensive loss | (7,497 | ) | | (7,497 | ) | | (26,465 | ) | | (375 | ) | | 34,337 | | | (7,497 | ) |
|
Total shareholders' equity | 1,598,041 | | | 1,598,041 | | | 2,027,337 | | | 12,453 | | | (3,637,831 | ) | | 1,598,041 | |
|
Total liabilities and shareholders' equity | $ | 1,623,160 | | | $ | 4,352,279 | | | $ | 5,207,405 | | | $ | 36,870 | | | $ | (6,138,523 | ) | | $ | 5,081,191 | |
|
|
|
Pinnacle Foods Inc. |
Condensed Consolidating Balance Sheet |
30-Dec-12 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle Foods Inc | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Subsidiaries | Subsidiaries | and | Total |
Finance LLC | | | Reclassifications | |
Current assets: | | | | | | | | | | | |
Cash and cash equivalents | $ | — | | | $ | — | | | $ | 83,123 | | | $ | 9,158 | | | $ | — | | | $ | 92,281 | |
|
Accounts receivable, net | — | | | — | | | 135,791 | | | 8,093 | | | — | | | 143,884 | |
|
Intercompany accounts receivable | — | | | — | | | 73,769 | | | — | | | (73,769 | ) | | — | |
|
Inventories, net | — | | | — | | | 350,922 | | | 7,129 | | | — | | | 358,051 | |
|
Other current assets | — | | | 1,130 | | | 10,546 | | | 186 | | | — | | | 11,862 | |
|
Deferred tax assets | — | | | — | | | 100,245 | | | 74 | | | (1,120 | ) | | 99,199 | |
|
Total current assets | — | | | 1,130 | | | 754,396 | | | 24,640 | | | (74,889 | ) | | 705,277 | |
|
Plant assets, net | — | | | — | | | 493,640 | | | 26 | | | — | | | 493,666 | |
|
Investment in subsidiaries | 888,726 | | | 1,840,632 | | | 11,222 | | | — | | | (2,740,580 | ) | | — | |
|
Intercompany note receivable | — | | | 1,469,135 | | | 7,270 | | | 9,800 | | | (1,486,205 | ) | | — | |
|
Tradenames | — | | | — | | | 1,603,992 | | | — | | | — | | | 1,603,992 | |
|
Other assets, net | — | | | 23,691 | | | 131,707 | | | 160 | | | — | | | 155,558 | |
|
Deferred tax assets | — | | | 239,347 | | | — | | | — | | | (239,347 | ) | | — | |
|
Goodwill | — | | | — | | | 1,441,495 | | | — | | | — | | | 1,441,495 | |
|
Total assets | $ | 888,726 | | | $ | 3,573,935 | | | $ | 4,443,722 | | | $ | 34,626 | | | $ | (4,541,021 | ) | | $ | 4,399,988 | |
|
Current liabilities: | | | | | | | | | | | |
Short-term borrowings | $ | — | | | $ | — | | | $ | 2,139 | | | $ | — | | | $ | — | | | $ | 2,139 | |
|
Current portion of long-term obligations | — | | | 27,411 | | | 3,008 | | | — | | | — | | | 30,419 | |
|
Accounts payable | — | | | 37 | | | 136,220 | | | 1,069 | | | — | | | 137,326 | |
|
Intercompany accounts payable | — | | | 65,888 | | | — | | | 7,881 | | | (73,769 | ) | | — | |
|
Accrued trade marketing expense | — | | | — | | | 41,396 | | | 3,175 | | | — | | | 44,571 | |
|
Accrued liabilities | — | | | 29,662 | | | 90,000 | | | 727 | | | (1,120 | ) | | 119,269 | |
|
Total current liabilities | — | | | 122,998 | | | 272,763 | | | 12,852 | | | (74,889 | ) | | 333,724 | |
|
Long-term debt | — | | | 2,558,404 | | | 17,982 | | | — | | | — | | | 2,576,386 | |
|
Intercompany note payable | — | | | — | | | 1,478,593 | | | 7,612 | | | (1,486,205 | ) | | — | |
|
Pension and other postretirement benefits | — | | | — | | | 100,918 | | | — | | | — | | | 100,918 | |
|
Other long-term liabilities | — | | | 3,807 | | | 22,168 | | | 2,730 | | | — | | | 28,705 | |
|
Deferred tax liabilities | — | | | — | | | 710,666 | | | 210 | | | (239,347 | ) | | 471,529 | |
|
Total liabilities | — | | | 2,685,209 | | | 2,603,090 | | | 23,404 | | | (1,800,441 | ) | | 3,511,262 | |
|
Commitments and contingencies (Note 13) | | | | | | | | | | | | | | | | |
|
Shareholder’s equity: | | | | | | | | | | | |
Pinnacle Common Stock | $ | 812 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | 812 | |
|
Additional paid-in-capital | 696,512 | | | 697,324 | | | 1,284,155 | | | 2,324 | | | (1,983,803 | ) | | 696,512 | |
|
Retained earnings | 252,955 | | | 252,955 | | | 608,788 | | | 8,842 | | | (870,585 | ) | | 252,955 | |
|
Accumulated other comprehensive loss | (61,553 | ) | | (61,553 | ) | | (52,311 | ) | | 56 | | | 113,808 | | | (61,553 | ) |
|
Total shareholders' equity | 888,726 | | | 888,726 | | | 1,840,632 | | | 11,222 | | | (2,740,580 | ) | | 888,726 | |
|
Total liabilities and shareholders' equity | $ | 888,726 | | | $ | 3,573,935 | | | $ | 4,443,722 | | | $ | 34,626 | | | $ | (4,541,021 | ) | | $ | 4,399,988 | |
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Pinnacle Foods Finance Inc |
Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) |
For the fiscal year ended December 29, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle Foods Inc | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Subsidiaries | Subsidiaries | Total |
Finance LLC | | | |
Net sales | $ | — | | | $ | — | | | $ | 2,439,888 | | | $ | 83,551 | | | $ | (59,637 | ) | | $ | 2,463,802 | |
|
Cost of products sold | — | | | 636 | | | 1,797,345 | | | 70,167 | | | (58,595 | ) | | 1,809,553 | |
|
Gross profit | — | | | (636 | ) | | 642,543 | | | 13,384 | | | (1,042 | ) | | 654,249 | |
|
Operating expenses | | | | | | | | | | | |
Marketing and selling expenses | — | | | 1,399 | | | 168,092 | | | 6,211 | | | — | | | 175,702 | |
|
Administrative expenses | — | | | 18,114 | | | 98,020 | | | 3,656 | | | — | | | 119,790 | |
|
Research and development expenses | — | | | 109 | | | 10,407 | | | — | | | — | | | 10,516 | |
|
Intercompany royalties | — | | | — | | | — | | | 47 | | | (47 | ) | | — | |
|
Intercompany technical service fees | — | | | — | | | — | | | 995 | | | (995 | ) | | — | |
|
Other expense (income), net | — | | | 34,180 | | | 21,024 | | | — | | | — | | | 55,204 | |
|
Equity in (earnings) loss of investees | (89,349 | ) | | (159,930 | ) | | (1,662 | ) | | — | | | 250,941 | | | — | |
|
Total operating expenses | (89,349 | ) | | (106,128 | ) | | 295,881 | | | 10,909 | | | 249,899 | | | 361,212 | |
|
Earnings (loss) before interest and taxes | 89,349 | | | 105,492 | | | 346,662 | | | 2,475 | | | (250,941 | ) | | 293,037 | |
|
Intercompany interest (income) expense | — | | | (68,983 | ) | | 68,850 | | | 133 | | | — | | | — | |
|
Interest expense | — | | | 130,386 | | | 1,939 | | | 29 | | | — | | | 132,354 | |
|
Interest income | — | | | — | | | 105 | | | 36 | | | — | | | 141 | |
|
Earnings (loss) before income taxes | 89,349 | | | 44,089 | | | 275,978 | | | 2,349 | | | (250,941 | ) | | 160,824 | |
|
Provision (benefit) for income taxes | — | | | (45,260 | ) | | 116,048 | | | 687 | | | — | | | 71,475 | |
|
Net earnings (loss) | $ | 89,349 | | | $ | 89,349 | | | $ | 159,930 | | | $ | 1,662 | | | $ | (250,941 | ) | | $ | 89,349 | |
|
| | | | | | | | | | | |
Total comprehensive earnings (loss) | $ | 143,405 | | | $ | 143,405 | | | $ | 185,544 | | | $ | 1,379 | | | $ | (330,328 | ) | | $ | 143,405 | |
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Pinnacle Foods Inc. |
Condensed Consolidating Statement of Operations and Comprehensive Earnings (Loss) |
For the fiscal year ended December 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle Foods Inc | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Subsidiaries | Subsidiaries | Total |
Finance LLC | | | |
Net sales | $ | — | | | $ | — | | | $ | 2,454,737 | | | $ | 84,708 | | | $ | (60,960 | ) | | $ | 2,478,485 | |
|
Cost of products sold | — | | | 120 | | | 1,880,692 | | | 73,090 | | | (59,966 | ) | | 1,893,936 | |
|
Gross profit | — | | | (120 | ) | | 574,045 | | | 11,618 | | | (994 | ) | | 584,549 | |
|
Operating expenses | | | | | | | | | | | |
Marketing and selling expenses | — | | | 342 | | | 163,567 | | | 5,827 | | | — | | | 169,736 | |
|
Administrative expenses | — | | | 3,415 | | | 82,643 | | | 3,356 | | | — | | | 89,414 | |
|
Research and development expenses | — | | | 25 | | | 12,006 | | | — | | | — | | | 12,031 | |
|
Intercompany royalties | — | | | — | | | — | | | 77 | | | (77 | ) | | — | |
|
Intercompany technical service fees | — | | | — | | | — | | | 917 | | | (917 | ) | | — | |
|
Other expense (income), net | — | | | 14,255 | | | 15,519 | | | — | | | — | | | 29,774 | |
|
Equity in (earnings) loss of investees | (52,519 | ) | | (124,967 | ) | | (831 | ) | | — | | | 178,317 | | | — | |
|
Total operating expenses | (52,519 | ) | | (106,930 | ) | | 272,904 | | | 10,177 | | | 177,323 | | | 300,955 | |
|
Earnings before interest and taxes | 52,519 | | | 106,810 | | | 301,141 | | | 1,441 | | | (178,317 | ) | | 283,594 | |
|
Intercompany interest (income) expense | — | | | (95,285 | ) | | 95,162 | | | 123 | | | — | | | — | |
|
Interest expense | — | | | 196,240 | | | 2,200 | | | 44 | | | — | | | 198,484 | |
|
Interest income | — | | | — | | | 110 | | | — | | | — | | | 110 | |
|
Earnings before income taxes | 52,519 | | | 5,855 | | | 203,889 | | | 1,274 | | | (178,317 | ) | | 85,220 | |
|
Provision (benefit) for income taxes | — | | | (46,664 | ) | | 78,922 | | | 443 | | | — | | | 32,701 | |
|
Net earnings | $ | 52,519 | | | $ | 52,519 | | | $ | 124,967 | | | $ | 831 | | | $ | (178,317 | ) | | $ | 52,519 | |
|
| | | | | | | | | | | |
Total comprehensive earnings | $ | 43,402 | | | $ | 43,402 | | | $ | 113,923 | | | $ | 787 | | | $ | (158,112 | ) | | $ | 43,402 | |
|
|
Pinnacle Foods Inc. |
Condensed Consolidating Statement of Operations and Comprehensive Earnings |
(Loss) |
For the fiscal year ended December 25, 2011 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle Foods Inc | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Subsidiaries | Subsidiaries | Total |
Finance LLC | | | |
Net sales | $ | — | | | $ | — | | | $ | 2,442,540 | | | $ | 84,832 | | | $ | (57,810 | ) | | $ | 2,469,562 | |
|
Cost of products sold | — | | | (148 | ) | | 1,839,000 | | | 72,716 | | | (56,872 | ) | | 1,854,696 | |
|
Gross profit | — | | | 148 | | | 603,540 | | | 12,116 | | | (938 | ) | | 614,866 | |
|
Operating expenses | | | | | | | | | | | |
Marketing and selling expenses | — | | | 463 | | | 165,172 | | | 6,006 | | | — | | | 171,641 | |
|
Administrative expenses | — | | | 3,463 | | | 73,522 | | | 3,475 | | | — | | | 80,460 | |
|
Research and development expenses | — | | | 34 | | | 7,987 | | | — | | | — | | | 8,021 | |
|
Intercompany royalties | — | | | — | | | — | | | 70 | | | (70 | ) | | — | |
|
Intercompany technical service fees | — | | | — | | | — | | | 868 | | | (868 | ) | | — | |
|
Goodwill impairment charge | — | | | — | | | 122,900 | | | — | | | — | | | 122,900 | |
|
Other expense (income), net | — | | | — | | | 48,578 | | | — | | | — | | | 48,578 | |
|
Equity in (earnings) loss of investees | 46,914 | | | (12,566 | ) | | (1,227 | ) | | — | | | (33,121 | ) | | — | |
|
Total operating expenses | 46,914 | | | (8,606 | ) | | 416,932 | | | 10,419 | | | (34,059 | ) | | 431,600 | |
|
Earnings (loss) before interest and taxes | (46,914 | ) | | 8,754 | | | 186,608 | | | 1,697 | | | 33,121 | | | 183,266 | |
|
Intercompany interest (income) expense | — | | | (111,919 | ) | | 111,874 | | | 45 | | | — | | | — | |
|
Interest expense | — | | | 206,581 | | | 1,726 | | | 12 | | | — | | | 208,319 | |
|
Interest income | — | | | — | | | 241 | | | 1 | | | — | | | 242 | |
|
Earnings (loss) before income taxes | (46,914 | ) | | (85,908 | ) | | 73,249 | | | 1,641 | | | 33,121 | | | (24,811 | ) |
|
Provision (benefit) for income taxes | — | | | (38,994 | ) | | 60,683 | | | 414 | | | — | | | 22,103 | |
|
Net earnings (loss) | $ | (46,914 | ) | | $ | (46,914 | ) | | $ | 12,566 | | | $ | 1,227 | | | $ | 33,121 | | | $ | (46,914 | ) |
|
| | | | | | | | | | | |
Total comprehensive earnings (loss) | $ | (49,818 | ) | | $ | (49,818 | ) | | $ | (3,446 | ) | | $ | 2,663 | | | $ | 50,601 | | | $ | (49,818 | ) |
|
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Pinnacle Foods Inc. |
Condensed Consolidating Statement of Cash Flows |
For the fiscal year ended December 29, 2013 |
| Pinnacle | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Foods | Subsidiaries | Subsidiaries | and | Total |
Inc. | Finance LLC | | | Reclassifications | |
Cash flows from operating activities | | | | | | | | | | | |
Net cash provided by (used in) operating activities | $ | — | | | $ | (26,559 | ) | | $ | 285,767 | | | $ | 3,034 | | | $ | — | | | $ | 262,242 | |
|
Cash flows from investing activities | | | | | | | | | | | |
Intercompany accounts receivable/payable | — | | | (452,268 | ) | | — | | | — | | | 452,268 | | | — | |
|
Repayments of intercompany loans | — | | | 59,827 | | | — | | | | | | (59,827 | ) | | — | |
|
Payments for business acquisition | — | | | — | | | (575,164 | ) | | — | | | — | | | (575,164 | ) |
|
Investment in subsidiary | (582,957 | ) | | — | | | — | | | — | | | 582,957 | | | — | |
|
Capital expenditures | — | | | — | | | (84,055 | ) | | — | | | — | | | (84,055 | ) |
|
Sale of plant assets | — | | | — | | | 6,853 | | | — | | | — | | | 6,853 | |
|
Net cash (used in) provided by investing activities | (582,957 | ) | | (392,441 | ) | | (652,366 | ) | | — | | | 975,398 | | | (652,366 | ) |
|
Cash flows from financing activities | | | | | | | | | | | |
Proceeds from issuance of common stock | 624,621 | | | — | | | 332 | | | — | | | — | | | 624,953 | |
|
Dividends paid | (41,664 | ) | | — | | | — | | | — | | | — | | | (41,664 | ) |
|
Proceeds from notes offering | — | | | 350,000 | | | — | | | — | | | — | | | 350,000 | |
|
Proceeds from bank term loans | — | | | 2,142,394 | | | — | | | — | | | — | | | 2,142,394 | |
|
Repayments of long-term obligations | — | | | (1,733,838 | ) | | (2,308 | ) | | — | | | — | | | (1,736,146 | ) |
|
Repurchase of notes | — | | | (899,180 | ) | | — | | | — | | | — | | | (899,180 | ) |
|
Proceeds from short-term borrowing | — | | | — | | | 5,078 | | | — | | | — | | | 5,078 | |
|
Repayments of short-term borrowing | — | | | — | | | (4,779 | ) | | — | | | — | | | (4,779 | ) |
|
Intercompany accounts receivable/payable | — | | | — | | | 452,268 | | | | | | (452,268 | ) | | — | |
|
Parent investment | — | | | 582,957 | | | — | | | — | | | (582,957 | ) | | — | |
|
Repayments of intercompany loans | — | | | — | | | (59,827 | ) | | — | | | 59,827 | | | — | |
|
Repayment of capital lease obligations | — | | | — | | | (2,943 | ) | | — | | | — | | | (2,943 | ) |
|
Parent reduction in investment in subsidiary | 191 | | | (191 | ) | | — | | | — | | | — | | | — | |
|
Repurchases of equity | (191 | ) | | — | | | — | | | — | | | — | | | (191 | ) |
|
Debt acquisition costs | — | | | (23,142 | ) | | — | | | — | | | — | | | (23,142 | ) |
|
Net cash (used in) provided by financing activities | 582,957 | | | 419,000 | | | 387,821 | | | — | | | (975,398 | ) | | 414,380 | |
|
Effect of exchange rate changes on cash | — | | | — | | | — | | | 202 | | | — | | | 202 | |
|
Net change in cash and cash equivalents | — | | | — | | | 21,222 | | | 3,236 | | | — | | | 24,458 | |
|
Cash and cash equivalents - beginning of period | — | | | — | | | 83,123 | | | 9,158 | | | — | | | 92,281 | |
|
Cash and cash equivalents - end of period | $ | — | | | $ | — | | | $ | 104,345 | | | $ | 12,394 | | | $ | — | | | $ | 116,739 | |
|
| | | | | | | | | | | |
Supplemental disclosures of cash flow information: | | | | | | | | | | | |
Interest paid | $ | — | | | $ | 118,437 | | | $ | 1,873 | | | $ | — | | | $ | — | | | $ | 120,310 | |
|
Interest received | — | | | — | | | 105 | | | 36 | | | — | | | 141 | |
|
Income taxes paid | — | | | — | | | 3,124 | | | 301 | | | — | | | 3,425 | |
|
Non-cash investing and financing activities: | | | | | | | | | | | |
New capital leases | — | | | — | | | 2,030 | | | — | | | — | | | 2,030 | |
|
Dividends payable | 25,119 | | | — | | | — | | | — | | | — | | | 25,119 | |
|
|
Pinnacle Foods Finance LLC |
Condensed Consolidating Statement of Cash Flows |
For the fiscal year ended December 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | |
| Pinnacle | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Foods | Subsidiaries | Subsidiaries | and | Total |
Inc. | Finance LLC | | | Reclassifications | |
Cash flows from operating activities | | | | | | | | | | | |
Net cash provided by (used in) operating activities | $ | — | | | $ | (87,051 | ) | | $ | 281,501 | | | $ | 8,403 | | | $ | — | | | $ | 202,853 | |
|
Cash flows from investing activities | | | | | | | | | | | |
Intercompany accounts receivable/payable | — | | | 100,590 | | | — | | | — | | | (100,590 | ) | | — | |
|
Repayments of intercompany loans | — | | | 167,492 | | | — | | | | | | (167,492 | ) | | — | |
|
Capital expenditures | — | | | — | | | (78,279 | ) | | — | | | — | | | (78,279 | ) |
|
Sale of plant assets held for sale | — | | | — | | | 570 | | | — | | | — | | | 570 | |
|
Net cash (used in) provided by investing activities | — | | | 268,082 | | | (77,709 | ) | | — | | | (268,082 | ) | | (77,709 | ) |
|
Cash flows from financing activities | | | | | | | | | | | |
Proceeds from bank term loans | — | | | 842,625 | | | — | | | — | | | — | | | 842,625 | |
|
Repayments of long-term obligations | — | | | (632,025 | ) | | — | | | — | | | — | | | (632,025 | ) |
|
Repurchase of notes | — | | | (373,255 | ) | | — | | | — | | | — | | | (373,255 | ) |
|
Proceeds from short-term borrowing | — | | | — | | | 4,294 | | | — | | | — | | | 4,294 | |
|
Repayments of short-term borrowing | — | | | — | | | (3,863 | ) | | — | | | — | | | (3,863 | ) |
|
Borrowings under revolving credit facility | — | | | 40,000 | | | — | | | — | | | — | | | 40,000 | |
|
Proceeds from revolving credit facility | — | | | (40,000 | ) | | — | | | — | | | — | | | (40,000 | ) |
|
Intercompany accounts receivable/payable | — | | | — | | | (100,590 | ) | | | | | 100,590 | | | — | |
|
Repayments of intercompany loans | — | | | — | | | (167,492 | ) | | — | | | 167,492 | | | — | |
|
Repayment of capital lease obligations | — | | | — | | | (3,511 | ) | | — | | | — | | | (3,511 | ) |
|
Debt acquisition costs | — | | | (17,498 | ) | | — | | | — | | | — | | | (17,498 | ) |
|
Equity contributions | — | | | — | | | — | | | — | | | — | | | — | |
|
Parent reduction in investment in subsidiary | 878 | | | (878 | ) | | — | | | — | | | — | | | — | |
|
Repurchases of equity | (878 | ) | | — | | | — | | | — | | | — | | | (878 | ) |
|
Net cash (used in) provided by financing activities | — | | | (181,031 | ) | | (271,162 | ) | | — | | | 268,082 | | | (184,111 | ) |
|
Effect of exchange rate changes on cash | — | | | — | | | — | | | 217 | | | — | | | 217 | |
|
Net change in cash and cash equivalents | — | | | — | | | (67,370 | ) | | 8,620 | | | — | | | (58,750 | ) |
|
Cash and cash equivalents - beginning of period | — | | | — | | | 150,493 | | | 538 | | | — | | | 151,031 | |
|
Cash and cash equivalents - end of period | $ | — | | | $ | — | | | $ | 83,123 | | | $ | 9,158 | | | $ | — | | | $ | 92,281 | |
|
| | | | | | | | | | | |
Supplemental disclosures of cash flow information: | | | | | | | | | | | |
Interest paid | $ | — | | | $ | 177,296 | | | $ | 2,131 | | | $ | — | | | $ | — | | | $ | 179,427 | |
|
Interest received | — | | | 1 | | | 109 | | | — | | | — | | | 110 | |
|
Income taxes paid | — | | | — | | | 1,638 | | | 343 | | | — | | | 1,981 | |
|
Non-cash investing and financing activities: | | | | | | | | | | | |
New capital leases | — | | | — | | | 1,548 | | | — | | | — | | | 1,548 | |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
Pinnacle Foods Inc. |
Condensed Consolidating Statement of Cash Flows |
For the fiscal year ended December 25, 2011 |
| Pinnacle | | Pinnacle | | Guarantor | | Nonguarantor | | Eliminations | | Consolidated |
Foods | Foods | Subsidiaries | Subsidiaries | and | Total |
Inc. | Finance LLC | | | Reclassifications | |
Cash flows from operating activities | | | | | | | | | | | |
Net cash provided by (used in) operating activities | $ | — | | | $ | (90,347 | ) | | $ | 299,953 | | | $ | (5,394 | ) | | $ | — | | | $ | 204,212 | |
|
Cash flows from investing activities | | | | | | | | | | | |
Intercompany accounts receivable/payable | — | | | (291,525 | ) | | — | | | — | | | 291,525 | | | — | |
|
Intercompany loans | — | | | — | | | (7,270 | ) | | (9,800 | ) | | 17,070 | | | — | |
|
Repayments of intercompany loans | — | | | 440,552 | | | — | | | | | | (440,552 | ) | | — | |
|
Capital expenditures | — | | | — | | | (117,306 | ) | | — | | | — | | | (117,306 | ) |
|
Sale of plant assets held for sale | — | | | — | | | 7,900 | | | — | | | — | | | 7,900 | |
|
Net cash (used in) provided by investing activities | — | | | 149,027 | | | (116,676 | ) | | (9,800 | ) | | (131,957 | ) | | (109,406 | ) |
|
Cash flows from financing activities | | | | | | | | | | | |
Repayments of long-term obligations | — | | | (57,547 | ) | | — | | | — | | | — | | | (57,547 | ) |
|
Proceeds from short-term borrowing | — | | | — | | | 3,070 | | | — | | | — | | | 3,070 | |
|
Repayments of short-term borrowing | — | | | — | | | (2,954 | ) | | — | | | — | | | (2,954 | ) |
|
Intercompany accounts receivable/payable | — | | | — | | | 291,525 | | | | | | (291,525 | ) | | — | |
|
Proceeds from intercompany loans | — | | | — | | | 9,800 | | | 7,270 | | | (17,070 | ) | | — | |
|
Repayments of intercompany loans | — | | | — | | | (440,552 | ) | | — | | | 440,552 | | | — | |
|
Repayment of capital lease obligations | — | | | — | | | (2,543 | ) | | — | | | — | | | (2,543 | ) |
|
Equity contributions | — | | | 558 | | | — | | | — | | | — | | | 558 | |
|
Parent reduction in investment in subsidiary | 1,624 | | | (1,624 | ) | | — | | | — | | | — | | | — | |
|
Repurchases of equity | (1,624 | ) | | — | | | — | | | — | | | — | | | (1,624 | ) |
|
Debt acquisition costs | — | | | (67 | ) | | (454 | ) | | (200 | ) | | — | | | (721 | ) |
|
Other financing | — | | | — | | | — | | | 2,730 | | | — | | | 2,730 | |
|
Net cash (used in) provided by financing activities | — | | | (58,680 | ) | | (142,108 | ) | | 9,800 | | | 131,957 | | | (59,031 | ) |
|
Effect of exchange rate changes on cash | — | | | — | | | — | | | (30 | ) | | — | | | (30 | ) |
|
Net change in cash and cash equivalents | — | | | — | | | 41,169 | | | (5,424 | ) | | — | | | 35,745 | |
|
Cash and cash equivalents - beginning of period | — | | | — | | | 109,324 | | | 5,962 | | | — | | | 115,286 | |
|
Cash and cash equivalents - end of period | $ | — | | | $ | — | | | $ | 150,493 | | | $ | 538 | | | $ | — | | | $ | 151,031 | |
|
| | | | | | | | | | | |
Supplemental disclosures of cash flow information: | | | | | | | | | | | |
Interest paid | $ | — | | | $ | 194,644 | | | $ | 1,695 | | | $ | — | | | $ | — | | | $ | 196,339 | |
|
Interest received | — | | | — | | | 240 | | | 1 | | | — | | | 241 | |
|
Income taxes paid (refunded) | — | | | — | | | (2,849 | ) | | 895 | | | — | | | (1,954 | ) |
|
Non-cash investing and financing activities: | | | | | | | | | | | |
New capital leases | — | | | — | | | 11,240 | | | — | | | — | | | 11,240 | |
|