Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 29, 2015 | Apr. 28, 2015 | |
Document And Entity Information [Abstract] [Abstract] | ||
Entity Registrant Name | Pinnacle Foods Inc. | |
Entity Central Index Key | 1564822 | |
Current Fiscal Year End Date | -15 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 29-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 116,553,704 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Income Statement [Abstract] | ||
Net sales | $665,281 | $644,039 |
Cost of products sold | 493,564 | 477,378 |
Gross profit | 171,717 | 166,661 |
Operating expenses | ||
Marketing and selling expenses | 47,009 | 44,128 |
Administrative expenses | 27,786 | 25,977 |
Research and development expenses | 3,052 | 2,482 |
Other expense (income), net | 5,401 | 3,983 |
Total operating (income) expenses | 83,248 | 76,570 |
Earnings before interest and taxes | 88,469 | 90,091 |
Interest expense | 21,628 | 24,367 |
Interest income | 153 | 26 |
Earnings before income taxes | 66,994 | 65,750 |
Provision for income taxes | 25,458 | 25,002 |
Net earnings | $41,536 | $40,748 |
Net loss per share | ||
Basic (in dollars per share) | $0.36 | $0.35 |
Weighted average shares outstanding- basic (in shares) | 115,906,031 | 115,592,299 |
Diluted (in dollars per share) | $0.35 | $0.35 |
Weighted average shares outstanding- diluted (in shares) | 117,036,406 | 116,686,901 |
Dividends per share | $0.24 | $0.21 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Earnings (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Net earnings | $41,536 | $40,748 |
Other comprehensive loss | ||
Foreign currency translation | -2,566 | -474 |
Net loss on financial instrument contracts | -12,616 | -7,741 |
Reclassifications into earnings: | ||
Financial instrument contracts | -310 | -372 |
Loss on pension actuarial assumption adjustments | 275 | 143 |
Tax benefit on other comprehensive earnings | 6,016 | 3,363 |
Total other comprehensive loss - net of tax | -9,201 | -5,081 |
Total comprehensive earnings | $32,335 | $35,667 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $50,567 | $38,477 |
Accounts receivable, net of allowances of $7,249 and $6,801, respectively | 211,632 | 190,754 |
Inventories | 344,686 | 356,467 |
Other current assets | 8,835 | 8,223 |
Deferred tax assets | 104,825 | 121,788 |
Total current assets | 720,545 | 715,709 |
Plant assets, net of accumulated depreciation of $366,148 and $349,639, respectively | 601,749 | 605,906 |
Tradenames | 2,001,461 | 2,001,874 |
Other assets, net | 148,664 | 157,896 |
Goodwill | 1,716,272 | 1,719,560 |
Total assets | 5,188,691 | 5,200,945 |
Current liabilities: | ||
Short-term borrowings | 2,263 | 2,396 |
Current portion of long-term obligations | 11,816 | 11,916 |
Accounts payable | 184,627 | 198,579 |
Accrued trade marketing expense | 41,075 | 36,210 |
Accrued liabilities | 97,448 | 106,488 |
Dividends payable | 27,924 | 27,847 |
Total current liabilities | 365,153 | 383,436 |
Long-term debt (includes $33,857 and $47,315 owed to related parties, respectively) | 2,283,740 | 2,285,984 |
Pension and other postretirement benefits | 59,471 | 61,830 |
Other long-term liabilities | 42,204 | 34,305 |
Deferred tax liabilities | 716,810 | 721,401 |
Total liabilities | 3,467,378 | 3,486,956 |
Commitments and contingencies (Note 12) | ||
Shareholders' equity: | ||
Pinnacle preferred stock: $.01 per share, 50,000,000 shares authorized, none issued | 0 | 0 |
Pinnacle common stock: par value $.01 per share, 500,000,000 shares authorized; issued 117,441,662 and 117,293,745, respectively | 1,174 | 1,173 |
Additional paid-in-capital | 1,365,533 | 1,363,129 |
Retained earnings | 433,651 | 419,531 |
Accumulated other comprehensive loss | -46,935 | -37,734 |
Capital stock in treasury, at cost, 1,000,000 common shares | -32,110 | -32,110 |
Total shareholders' equity | 1,721,313 | 1,713,989 |
Total liabilities and shareholders' equity | $5,188,691 | $5,200,945 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance (in dollars) | $7,249 | $6,801 |
Plant assets, accumulated depreciation (in dollars) | 366,148 | 349,639 |
Long-term debt, owed to related parties (in dollars) | $33,857 | $47,315 |
Preferred stock, par value (dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized (shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (dollars per share) | $0.01 | $0.01 |
Common Stock, Shares Authorized | 500,000,000 | 200,000,000 |
Common stock, shares issued (shares) | 117,441,662 | 117,293,745 |
Common stock, shares outstanding (shares) | 117,441,662 | 117,293,745 |
Treasury Stock, shares | 1,000,000 | 0 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Cash flows from operating activities | ||
Net earnings | $41,536 | $40,748 |
Non-cash charges (credits) to net earnings | ||
Depreciation and amortization | 20,867 | 20,380 |
Amortization of discount on term loan | 595 | 634 |
Amortization of debt acquisition costs | 994 | 1,024 |
Change in value of financial instruments | -110 | 422 |
Equity-based compensation charge | 3,469 | 2,112 |
Pension expense, net of contributions | -2,085 | -2,681 |
Other long-term liabilities | 54 | 383 |
Unrealized foreign exchange losses | 2,279 | 0 |
Deferred income taxes | 18,499 | 24,352 |
Changes in working capital | ||
Accounts receivable | -20,909 | -21,198 |
Inventories | 10,853 | 21,981 |
Accrued trade marketing expense | 5,122 | 3,179 |
Accounts payable | -1,763 | 12,045 |
Accrued liabilities | -8,565 | -9,115 |
Other current assets | 161 | -327 |
Net cash provided by operating activities | 70,997 | 93,939 |
Cash flows from investing activities | ||
Capital expenditures | -27,024 | -22,406 |
Net cash used in investing activities | -27,024 | -22,406 |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 508 | 73 |
Excess tax benefits on equity-based compensation | 802 | 0 |
Taxes paid related to net share settlement of equity awards | -2,374 | 0 |
Repayments of long-term obligations | -2,208 | -5,388 |
Proceeds from short-term borrowings | 963 | 960 |
Repayments of short-term borrowings | -1,096 | -978 |
Repayment of capital lease obligations | -730 | -674 |
Dividends paid | -27,289 | -24,310 |
Net cash used in financing activities | -31,424 | -30,317 |
Effect of exchange rate changes on cash | -459 | 81 |
Net change in cash and cash equivalents | 12,090 | 41,297 |
Cash and cash equivalents - beginning of period | 38,477 | 116,739 |
Cash and cash equivalents - end of period | 50,567 | 158,036 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 15,710 | 18,594 |
Interest received | 153 | 26 |
Income taxes paid | 8,319 | 957 |
Non-cash investing and financing activities: | ||
New capital leases | 0 | 282 |
Dividends payable | 27,924 | 25,415 |
Accrued plant asset additions | $13,166 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholder's Equity (USD $) | Total | Common Stock | Treasury Stock | Additional Paid In Capital | Retained earnings | Accumulated Other Comprehensive Loss | |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance, beginning at Dec. 29, 2013 | $1,598,041 | $1,172 | $1,328,847 | $275,519 | ($7,497) | ||
Balance ending (shares) at Dec. 29, 2013 | 117,231,853 | ||||||
Equity contribution: | |||||||
Equity-based compensation plans (shares) | -18,369 | ||||||
Equity-based compensation plans | 2,185 | 0 | 2,185 | ||||
Dividends (YTD 2015 - $0.235 and YTD 2014 - $0.21) | -24,623 | -24,623 | [1] | ||||
Comprehensive earnings | 35,667 | 40,748 | -5,081 | ||||
Balance, ending at Mar. 30, 2014 | 1,611,270 | 1,172 | 1,331,032 | 291,644 | -12,578 | ||
Balance beginning (shares) at Mar. 30, 2014 | 117,213,484 | ||||||
Balance, beginning at Dec. 28, 2014 | 1,713,989 | 1,173 | -32,110 | 1,363,129 | 419,531 | -37,734 | |
Balance ending (shares) at Dec. 28, 2014 | 117,293,745 | 117,293,745 | -1,000,000 | ||||
Equity contribution: | |||||||
Equity-based compensation plans (shares) | -147,917 | ||||||
Equity-based compensation plans | 2,405 | 1 | 2,404 | ||||
Dividends (YTD 2015 - $0.235 and YTD 2014 - $0.21) | -27,416 | -27,416 | [2] | ||||
Comprehensive earnings | 32,335 | 41,536 | -9,201 | ||||
Balance, ending at Mar. 29, 2015 | $1,721,313 | $1,174 | ($32,110) | $1,365,533 | $433,651 | ($46,935) | |
Balance beginning (shares) at Mar. 29, 2015 | 117,441,662 | 117,441,662 | -1,000,000 | ||||
[1] | $0.21 per share declared | ||||||
[2] | $0.235 per share declared February 201 |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholder's Equity (Parenthetical) (USD $) | 3 Months Ended | |
Mar. 29, 2015 | Mar. 30, 2014 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends per share | $0.24 | $0.21 |
Summary_of_Business_Activities
Summary of Business Activities | 3 Months Ended |
Mar. 29, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary Of Business Activities | Summary of Business Activities |
Business Overview | |
Pinnacle Foods Inc. (the "Company") is a leading manufacturer, marketer and distributor of high quality, branded convenience food products, the products and operations of which are reported in three operating segments: (i) Birds Eye Frozen, (ii) Duncan Hines Grocery and (iii) Specialty Foods. The Company’s United States retail frozen vegetables (Birds Eye), frozen complete bagged meals (Birds Eye Voila!), frozen seafood (Van de Kamp’s and Mrs. Paul’s), plant based protein frozen products (gardein), full-calorie single-serve frozen dinners and entrées (Hungry-Man), frozen breakfast (Aunt Jemima), frozen and refrigerated bagels (Lender’s), and frozen pizza for one (Celeste) are reported in the Birds Eye Frozen segment. The Company’s baking mixes and frostings (Duncan Hines), shelf-stable pickles (Vlasic), liquid and dry-mix salad dressings (Wish-Bone and Western), table syrups (Mrs. Butterworth’s and Log Cabin), canned meat (Armour, Nalley and Brooks), pie and pastry fillings (Duncan Hines Comstock and Wilderness), barbecue sauces (Open Pit) and Canadian operations excluding Garden Protein are reported in the Duncan Hines Grocery segment. The Specialty Foods segment consists of snack products (Tim’s Cascade and Snyder of Berlin) and the Company’s food service and private label businesses. | |
History and Current Ownership | |
On April 2, 2007, the Company was acquired by, and became a wholly owned subsidiary of Peak Holdings LLC (“Peak Holdings”), an entity controlled by investment funds affiliated with The Blackstone Group L.P. (“Blackstone”). We refer to this merger transaction and related financing transactions as the Blackstone Transaction. As a result of the Blackstone Transaction, Blackstone owned, through Peak Holdings, approximately 98% of the common stock of the Company. | |
Prior to our initial public offering on April 3, 2013 (the “IPO”), we were a controlled company as a result of the Blackstone Transaction, whereby Blackstone owned, through Peak Holdings, approximately 98% of our common stock. Effective September 12, 2014, as a result of Blackstone’s reduced ownership in the Company, we no longer qualified as a “controlled company” under applicable New York Stock Exchange ("NYSE") listing standards. On November 21, 2014, Blackstone sold additional shares, and the reduction in Blackstone’s ownership level to below 50% of its initial holdings, as well as Blackstone exceeding its internal rate of return vesting objective, triggered the immediate vesting of approximately 1.1 million non-vested shares and 0.2 million stock options and the recognition of approximately $23.7 million of equity-based compensation expense (the “Liquidity Event”). | |
On March 13, 2015, Blackstone sold an additional 14,224,145 shares in an underwritten public offering, which reduced their ownership to 5.0 million shares or 4.3% of the Company's outstanding common stock. The Company did not receive any proceeds from the sale. |
Interim_Financial_Statements
Interim Financial Statements | 3 Months Ended |
Mar. 29, 2015 | |
Interim Financial Statements [Abstract] | |
Interim Financial Statements | Interim Financial Statements |
Basis of Presentation | |
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting primarily of normal recurring adjustments) necessary for a fair statement of the Company’s financial position as of March 29, 2015, the results of operations for the three months ended March 29, 2015 and March 30, 2014, and the cash flows for the three months ended March 29, 2015 and March 30, 2014. The results of operations are not necessarily indicative of the results to be expected for the full fiscal year. The accompanying unaudited consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal year ended December 28, 2014. |
Acquisitions
Acquisitions | 3 Months Ended | |||
Mar. 29, 2015 | ||||
Business Combinations [Abstract] | ||||
Acquisitions | Acquisitions | |||
The Company accounts for business combinations by using the acquisition method of accounting. This provides that goodwill and other intangible assets with indefinite lives are not to be amortized, but tested for impairment on an annual basis, or more frequently as warranted. Acquisition costs are expensed as incurred. Both of the following acquisitions have been accounted for in accordance with these standards. | ||||
Acquisition of the Duncan Hines manufacturing business (the "Gilster acquisition") | ||||
On March 31, 2014, the Company acquired the Duncan Hines manufacturing business located in Centralia, Illinois, from Gilster Mary Lee Corporation (“Gilster”), the Company's primary co-packer of Duncan Hines products. The cost of the acquisition was $26.6 million, $11.7 million of which was paid in cash, with the balance due under a $14.9 million four-year note. For more information, see Note 9 to the Consolidated Financial Statements, Debt and Interest Expense. Goodwill, which is not subject to amortization, totaled $9.6 million (tax deductible goodwill of $7.5 million). The entire acquisition was allocated to the Duncan Hines Grocery segment. Other operating costs of approximately $0.3 million incurred in connection with the transaction were expensed as incurred and recorded in Cost of products sold in the Consolidated Statements of Operations. | ||||
The following table summarizes the allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: | ||||
Assets acquired: | ||||
Inventories | $ | 10,188 | ||
Building and land | 3,480 | |||
Plant assets | 2,302 | |||
Deferred tax assets | 1,278 | |||
Goodwill | 9,550 | |||
Fair value of assets acquired | 26,798 | |||
Liabilities assumed | ||||
Accrued liabilities | 178 | |||
Total cost of acquisition | $ | 26,620 | ||
Unaudited pro forma revenue and net earnings related to the acquisition are not presented because the pro forma impact is not material. | ||||
Acquisition of Garden Protein (the "Garden Protein acquisition") | ||||
On November 14, 2014, the Company acquired Garden Protein International Inc., a Canadian corporation, and the manufacturer of the plant-based protein brand gardein. The brand has a line of frozen products that serve as alternatives for traditional animal based protein formats such as chicken strips and tenders, ground beef and fish fillets. | ||||
The cost of the Garden Protein acquisition was $156,502, which included a first quarter 2015 post closing working capital adjustment that reduced the preliminary purchase price by $1,102. This adjustment to the purchase price allocation did not significantly impact previously reported amounts or results. The following table summarizes the preliminary allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: | ||||
Assets acquired: | ||||
Accounts receivable | $ | 5,226 | ||
Inventories | 6,798 | |||
Prepaid expenses and other assets | 572 | |||
Property and equipment | 13,895 | |||
Tradenames | 51,950 | |||
Distributor relationships | 3,098 | |||
Private label customer relationships | 1,328 | |||
Formulations | 7,611 | |||
Goodwill | 83,155 | |||
Fair value of assets acquired | 173,632 | |||
Liabilities assumed | ||||
Accounts payable and accrued liabilities | 5,007 | |||
Income tax payable | 7,878 | |||
Long term deferred tax liability | 1,532 | |||
Other long-term liabilities | 2,714 | |||
Total cost of acquisition | $ | 156,502 | ||
Based upon the allocation, the value assigned to intangible assets and goodwill totaled $147.1 million. The goodwill was generated primarily as a result of expected synergies to be achieved because of the acquisition. Distributor relationships and private label customer relationships are being amortized on an accelerated basis over 30 and 7 years, respectively. Formulations are being amortized on a straight line basis over 10 years. These useful lives are based on an attrition rate based on industry experience, which management believes is appropriate in the Company's circumstances. The Company has also assigned $51.9 million to the value of the tradename acquired, which is not subject to amortization but is reviewed annually for impairment. Goodwill, which is also not subject to amortization, totaled $83.2 million (tax deductible goodwill of $53.6 million resulted from the acquisition). The entire acquisition was allocated to the Birds Eye Frozen segment. | ||||
The acquisition was financed through cash on hand and borrowings of $40.0 million under our revolving credit facility which were repaid in full as of December 28, 2014. | ||||
Unaudited pro forma revenue and net earnings related to the acquisition are not presented because the pro forma impact is not material. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 29, 2015 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||
Fair Value Measurements [Text Block] | Fair Value Measurements | ||||||||||||||||||||||||||||||||
The authoritative guidance for financial assets and liabilities discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | |||||||||||||||||||||||||||||||||
Level 1: | Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. | ||||||||||||||||||||||||||||||||
Level 2: | Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. | ||||||||||||||||||||||||||||||||
Level 3: | Unobservable inputs that reflect the Company’s assumptions. | ||||||||||||||||||||||||||||||||
The Company’s financial assets and liabilities subject to recurring fair value measurements and the required disclosures are as follows: | |||||||||||||||||||||||||||||||||
Fair Value | Fair Value Measurements | Fair Value | Fair Value Measurements | ||||||||||||||||||||||||||||||
as of | Using Fair Value Hierarchy | as of | Using Fair Value Hierarchy | ||||||||||||||||||||||||||||||
29-Mar-15 | Level 1 | Level 2 | Level 3 | 28-Dec-14 | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||
Assets | |||||||||||||||||||||||||||||||||
Interest rate derivatives | $ | — | $ | — | $ | — | $ | — | $ | 6,420 | $ | — | $ | 6,420 | $ | — | |||||||||||||||||
Foreign currency derivatives | 2,104 | — | 2,104 | — | 1,294 | — | 1,294 | — | |||||||||||||||||||||||||
Commodity derivatives | 152 | — | 152 | — | — | — | — | — | |||||||||||||||||||||||||
Total assets at fair value | $ | 2,256 | $ | — | $ | 2,256 | $ | — | $ | 7,714 | $ | — | $ | 7,714 | $ | — | |||||||||||||||||
Liabilities | |||||||||||||||||||||||||||||||||
Interest rate derivatives | $ | 11,862 | $ | — | $ | 11,862 | $ | — | $ | 4,543 | $ | — | $ | 4,543 | $ | — | |||||||||||||||||
Commodity derivatives | 12,051 | — | 12,051 | — | 12,011 | — | 12,011 | — | |||||||||||||||||||||||||
Total liabilities at fair value | $ | 23,913 | $ | — | $ | 23,913 | $ | — | $ | 16,554 | $ | — | $ | 16,554 | $ | — | |||||||||||||||||
The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. The primary risks managed by using derivative instruments are interest rate risk, foreign currency exchange risk and commodity price risk. | |||||||||||||||||||||||||||||||||
The valuations of these instruments are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate, commodity, and foreign exchange forward curves. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments). The variable cash receipts (or payments) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. To comply with the provisions of the authoritative guidance for fair value disclosure, the Company incorporates credit valuation adjustments to appropriately reflect both its own non-performance risk and the respective counterparty’s non-performance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of non-performance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. The Company had no fair value measurements based upon significant unobservable inputs (Level 3) as of March 29, 2015 or December 28, 2014. | |||||||||||||||||||||||||||||||||
In addition to the instruments named above, the Company also makes fair value measurements in connection with its annual goodwill and trade name impairment testing. These measurements fall into Level 3 of the fair value hierarchy. |
Other_Expense_Income_Net
Other Expense (Income), Net | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Other Income and Expenses [Abstract] | ||||||||
Other Expense (Income), Net | Other Expense (Income), net | |||||||
Three months ended | ||||||||
March 29, | March 30, | |||||||
2015 | 2014 | |||||||
Other expense (income), net consists of: | ||||||||
Amortization of intangibles/other assets | $ | 3,362 | $ | 4,175 | ||||
Unrealized foreign exchange losses | 2,279 | — | ||||||
Royalty income and other | (240 | ) | (192 | ) | ||||
Total other expense (income), net | $ | 5,401 | $ | 3,983 | ||||
Unrealized foreign exchange losses. Represents foreign exchange losses from intra-entity loans resulting from the Garden Protein acquisition that are anticipated to be settled in the foreseeable future. |
Stockholders_Equity_EquityBase
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share | 3 Months Ended | ||||||||||
Mar. 29, 2015 | |||||||||||
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | |||||||||||
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share | olders' Equity, Equity-Based Compensation Expense and Earnings Per Share | ||||||||||
Equity-based Compensation | |||||||||||
The Company has two long-term incentive programs: The 2007 Stock Incentive Plan and the 2013 Omnibus Incentive Plan. Prior to March 28, 2013, Peak Holdings, the former parent of the Company, also had the 2007 Unit Plan, which was terminated in connection with the Company's IPO. Equity-based compensation expense recognized during the period is based on the value of the portion of equity-based payment awards that is ultimately expected to vest during the period. As equity-based compensation expense recognized in the Consolidated Statements of Operations is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. The authoritative guidance for equity compensation requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||
Expense Information | |||||||||||
The following table summarizes equity-based compensation expense which was allocated as follows: | |||||||||||
Three months ended | |||||||||||
March 29, 2015 | March 30, 2014 | ||||||||||
Cost of products sold | $ | 1,293 | $ | 197 | |||||||
Marketing and selling expenses | 514 | 271 | |||||||||
Administrative expenses | 1,544 | 1,603 | |||||||||
Research and development expenses | 118 | 41 | |||||||||
Pre-tax equity-based compensation expense | 3,469 | 2,112 | |||||||||
Income tax benefit | (1,272 | ) | (698 | ) | |||||||
Net equity-based compensation expense | $ | 2,197 | $ | 1,414 | |||||||
2007 Stock Incentive Plan | |||||||||||
The Company adopted an equity option plan (the “2007 Stock Incentive Plan”) providing for the issuance of the Company's common stock through the granting of nonqualified stock options. As a result of the Liquidity Event, the majority of the outstanding equity options became exercisable. Any unvested awards vest ratably over five years from the date of grant. Subsequent to the adoption of the 2013 Omnibus Incentive Plan (as further described below), there will be no more grants under the 2007 Stock Incentive Plan. | |||||||||||
2007 Unit Plan | |||||||||||
Peak Holdings, the former parent of the Company, adopted an equity plan (the “2007 Unit Plan”) providing for the issuance of profit interest units ("PIUs") in Peak Holdings. In connection with the Company's IPO, Peak Holdings was dissolved resulting in the termination of the 2007 Unit Plan and the adoption of the 2013 Omnibus Incentive Plan (as further described below). As a result of the dissolution, the assets of Peak Holdings were distributed to the unit holders of Peak Holdings. As the sole assets of Peak Holdings were shares of the Company's common stock, units were converted into shares of common stock. The number of shares of common stock delivered to the equity holder as a result of the conversion had the same intrinsic value as the Class A-2 Units held by the equity holder prior to such conversion. Additionally, in connection with the dissolution, all PIUs were converted into shares or restricted shares of the Company's common stock. Vested PIUs were converted into shares of common stock and unvested PIUs were converted into unvested restricted shares of our common stock, which are subject to vesting terms substantially similar to those applicable to the unvested PIUs immediately prior to the conversion. As a result of the Liquidity Event, the majority of the outstanding non-vested shares vested. Any unvested awards vest ratably over five years from the date of grant of the original PIU. | |||||||||||
2013 Omnibus Incentive Plan | |||||||||||
In connection with the IPO, the Company adopted an equity incentive plan (the “2013 Omnibus Incentive Plan”) providing for the issuance of up to 11,300,000 of the Company's common stock under (1) equity awards granted as a result of the conversion of unvested PIUs into restricted common stock of the Company, (2) stock options and other equity awards granted in connection with the completion of the IPO, and (3) awards granted by the Company under the 2013 Omnibus Incentive Plan following the completion of the IPO. Awards granted subsequent to the IPO include equity options, non-vested shares, restricted stock units ("RSU's"), the majority of which vest in full three years from the date of grant. The Company also granted non-vested performance shares ("PS's) and performance share units ("PSU's"), both of which vest based on achievement of total shareholder return performance goals over a three-year performance period. No awards were issued under this plan in the three months ended March 29, 2015. | |||||||||||
Other Comprehensive Earnings | |||||||||||
The following table presents amounts reclassified out of Accumulated Other Comprehensive Loss ("AOCL") and into Net earnings for the three months ended March 29, 2015 and March 30, 2014. | |||||||||||
Gain/(Loss) | Amounts Reclassified from AOCL | ||||||||||
Three months ended | |||||||||||
Details about Accumulated Other Comprehensive Earnings Components | March 29, 2015 | March 30, 2014 | Reclassified from AOCL to: | ||||||||
Gains and losses on financial instrument contracts | |||||||||||
Interest rate contracts | $ | (393 | ) | $ | (41 | ) | Interest expense | ||||
Foreign exchange contracts | 703 | 413 | Cost of products sold | ||||||||
Total pre-tax | 310 | 372 | |||||||||
Tax expense | (227 | ) | (207 | ) | Provision for income taxes | ||||||
Net of tax | 83 | 165 | |||||||||
Pension actuarial assumption adjustments | |||||||||||
Amortization of actuarial loss | (275 | ) | (143 | ) | (a) | Cost of products sold | |||||
Tax benefit | 105 | 55 | Provision for income taxes | ||||||||
Net of tax | (170 | ) | (88 | ) | |||||||
Net reclassifications into net earnings | $ | (87 | ) | $ | 77 | ||||||
(a) This is included in the computation of net periodic pension cost (see Note 10 for additional details). | |||||||||||
Earnings Per Share | |||||||||||
Basic earnings per common share is computed by dividing net earnings or loss for common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share are calculated by dividing net earnings by weighted-average common shares outstanding during the period plus dilutive potential common shares, which are determined as follows: | |||||||||||
Three months ended | |||||||||||
29-Mar-15 | 30-Mar-14 | ||||||||||
Weighted-average common shares | 115,906,031 | 115,592,299 | |||||||||
Effect of dilutive securities: | 1,130,375 | 1,094,602 | |||||||||
Dilutive potential common shares | 117,036,406 | 116,686,901 | |||||||||
Dilutive potential common shares are calculated in accordance with the treasury stock method, which assumes that proceeds from the exercise of all warrants and options are used to repurchase common stock at market value. The amount of shares remaining after the proceeds are exhausted represents the potentially dilutive effect of the securities. For the three months ended March 29, 2015 and March 30, 2014, conversion of stock options, non-vested shares, RSU's and PSU's totaling 10,258 and 216,648, respectively, into common share equivalents were excluded from this calculation as their effect would have been anti-dilutive. |
Balance_Sheet_Information
Balance Sheet Information | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Balance Sheet Information [Abstract] | ||||||||
Balance Sheet Information | Balance Sheet Information | |||||||
Accounts Receivable. Customer accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for cash discounts, returns and bad debts is the Company's best estimate of the amount of uncollectible amounts in its existing accounts receivable. The Company determines the allowance based on historical discounts taken and write-off experience. The Company reviews its allowance for doubtful accounts quarterly. Account balances are charged off against the allowance when the Company concludes it is probable the receivable will not be recovered. The Company does not have any off-balance sheet credit exposure related to its customers. Accounts receivable are as follows: | ||||||||
March 29, 2015 | December 28, 2014 | |||||||
Customers | $ | 211,793 | $ | 190,321 | ||||
Allowances for cash discounts, bad debts and returns | (7,249 | ) | (6,801 | ) | ||||
Subtotal | 204,544 | 183,520 | ||||||
Other receivables | 7,088 | 7,234 | ||||||
Total | $ | 211,632 | $ | 190,754 | ||||
Inventories. Inventories are as follows: | ||||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Raw materials, containers and supplies | $ | 79,572 | $ | 60,828 | ||||
Finished product | 265,114 | 295,639 | ||||||
Total | $ | 344,686 | $ | 356,467 | ||||
The Company has various purchase commitments for raw materials, containers, supplies and certain finished products incident to the ordinary course of business. Such commitments are not at prices in excess of current market. | ||||||||
Other Current Assets. Other Current Assets are as follows: | ||||||||
March 29, 2015 | December 28, 2014 | |||||||
Prepaid expenses and other | $ | 8,708 | $ | 8,139 | ||||
Prepaid income taxes | 127 | 84 | ||||||
Total | $ | 8,835 | $ | 8,223 | ||||
Plant Assets. Plant assets are as follows: | ||||||||
March 29, 2015 | December 28, 2014 | |||||||
Land | $ | 14,211 | $ | 14,211 | ||||
Buildings | 210,700 | 208,341 | ||||||
Machinery and equipment | 651,158 | 641,818 | ||||||
Projects in progress | 91,828 | 91,175 | ||||||
Subtotal | 967,897 | 955,545 | ||||||
Accumulated depreciation | (366,148 | ) | (349,639 | ) | ||||
Total | $ | 601,749 | $ | 605,906 | ||||
Depreciation was $17,505 and $16,205 during the three months ended March 29, 2015 and March 30, 2014, respectively. As of March 29, 2015 and December 28, 2014, Machinery and equipment included assets under capital lease with a book value of $18,520 and $18,127 (net of accumulated depreciation of $10,756 and $9,935), respectively. | ||||||||
Accrued Liabilities. Accrued liabilities are as follows: | ||||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Employee compensation and benefits | $ | 43,294 | $ | 52,404 | ||||
Interest payable | 16,190 | 12,239 | ||||||
Consumer coupons | 2,986 | 1,912 | ||||||
Accrued financial instrument contracts (see note 11) | 9,789 | 10,276 | ||||||
Other | 25,189 | 29,657 | ||||||
Total | $ | 97,448 | $ | 106,488 | ||||
Other Long-Term Liabilities. Other long-term liabilities are as follows: | ||||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Employee compensation and benefits | $ | 10,346 | $ | 9,506 | ||||
Long-term rent liability and deferred rent allowances | 8,189 | 8,431 | ||||||
Liability for uncertain tax positions | 2,089 | 2,064 | ||||||
Accrued financial instrument contracts (see note 11) | 14,124 | 6,280 | ||||||
Other | 7,456 | 8,024 | ||||||
Total | $ | 42,204 | $ | 34,305 | ||||
Goodwill_Tradename_and_Other_A
Goodwill, Tradename and Other Assets | 3 Months Ended | |||||||||||||||
Mar. 29, 2015 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Goodwill And Other Assets | Goodwill, Tradenames and Other Assets | |||||||||||||||
Goodwill | ||||||||||||||||
Goodwill by segment is as follows: | ||||||||||||||||
Birds Eye | Duncan | Specialty | Total | |||||||||||||
Frozen | Hines | Foods | ||||||||||||||
Grocery | ||||||||||||||||
Balance, December 28, 2014 | $ | 608,984 | $ | 936,615 | $ | 173,961 | $ | 1,719,560 | ||||||||
Foreign currency adjustment | (2,186 | ) | — | — | (2,186 | ) | ||||||||||
Purchase price adjustment (1) | (1,102 | ) | — | — | (1,102 | ) | ||||||||||
Balance, March 29, 2015 | $ | 605,696 | $ | 936,615 | $ | 173,961 | $ | 1,716,272 | ||||||||
(1) During the first quarter of 2015, a post closing working capital adjustment related to the Garden Protein acquisition was finalized which reduced the preliminary purchase price. | ||||||||||||||||
The authoritative guidance for business combinations requires that all business combinations be accounted for at fair value under the acquisition method of accounting. The authoritative guidance for goodwill provides that goodwill will not be amortized, but will be tested for impairment on an annual basis or more often when events indicate. During 2014, we changed the measurement date of our annual goodwill and trade names impairment tests from the fourth quarter to the third quarter. The Company completed its annual testing in the third quarter of 2014, resulting in no impairment. | ||||||||||||||||
Tradenames | ||||||||||||||||
Tradenames by segment are as follows: | ||||||||||||||||
Birds Eye | Duncan Hines | Specialty | ||||||||||||||
Frozen | Grocery | Foods | Total | |||||||||||||
Balance, December 28, 2014 | $ | 847,162 | $ | 1,118,712 | $ | 36,000 | $ | 2,001,874 | ||||||||
Foreign currency adjustment | (413 | ) | — | — | (413 | ) | ||||||||||
Balance, March 29, 2015 | $ | 846,749 | $ | 1,118,712 | $ | 36,000 | $ | 2,001,461 | ||||||||
The authoritative guidance for indefinite-lived assets provides that indefinite-lived assets will not be amortized, but will be tested for impairment on an annual basis or more often when events indicate. The Company completed its annual testing in the third quarter of 2014, resulting in no impairment. | ||||||||||||||||
Other Assets | ||||||||||||||||
March 29, 2015 | ||||||||||||||||
Weighted | Gross | Accumulated | Net | |||||||||||||
Avg Life | Carrying | Amortization | ||||||||||||||
Amount | ||||||||||||||||
Amortizable intangibles | ||||||||||||||||
Recipes | 10 | $ | 60,150 | $ | (42,543 | ) | $ | 17,607 | ||||||||
Customer relationships - Distributors | 35 | 142,142 | (42,065 | ) | 100,077 | |||||||||||
Customer relationships - Private Label | 7 | 1,290 | (131 | ) | 1,159 | |||||||||||
License | 7 | 6,175 | (4,871 | ) | 1,304 | |||||||||||
Total amortizable intangibles | $ | 209,757 | $ | (89,610 | ) | $ | 120,147 | |||||||||
Debt acquisition costs | 45,913 | (26,238 | ) | 19,675 | ||||||||||||
Financial instruments (see note 11) | 152 | — | 152 | |||||||||||||
Other (1) | 8,690 | — | 8,690 | |||||||||||||
Total other assets, net | $ | 148,664 | ||||||||||||||
Amortizable intangibles by segment | ||||||||||||||||
Birds Eye Frozen | $ | 65,726 | ||||||||||||||
Duncan Hines Grocery | 50,103 | |||||||||||||||
Specialty Foods | 4,318 | |||||||||||||||
$ | 120,147 | |||||||||||||||
December 28, 2014 | ||||||||||||||||
Weighted | Gross | Accumulated | Net | |||||||||||||
Avg Life | Carrying | Amortization | ||||||||||||||
Amount | ||||||||||||||||
Amortizable intangibles | ||||||||||||||||
Recipes | 10 | $ | 60,206 | $ | (41,027 | ) | $ | 19,179 | ||||||||
Customer relationships - Distributors | 35 | 142,156 | (40,616 | ) | 101,540 | |||||||||||
Customer relationships - Private Label | 7 | 1,290 | (43 | ) | 1,247 | |||||||||||
License | 7 | 6,175 | (4,563 | ) | 1,612 | |||||||||||
Total amortizable intangibles | $ | 209,827 | $ | (86,249 | ) | $ | 123,578 | |||||||||
Debt acquisition costs | 45,913 | (25,244 | ) | 20,669 | ||||||||||||
Financial instruments (see note 11) | 6,420 | — | 6,420 | |||||||||||||
Other (1) | 7,229 | — | 7,229 | |||||||||||||
Total other assets, net | $ | 157,896 | ||||||||||||||
Amortizable intangibles by segment | ||||||||||||||||
Birds Eye Frozen | $ | 67,525 | ||||||||||||||
Duncan Hines Grocery | 51,637 | |||||||||||||||
Specialty Foods | 4,416 | |||||||||||||||
$ | 123,578 | |||||||||||||||
(1) As of March 29, 2015 and December 28, 2014, Other primarily consists of security deposits and supplemental savings plan investments. | ||||||||||||||||
Amortization of intangible assets was $3,362 and $4,175 for the three months ended March 29, 2015 and March 30, 2014, respectively. Estimated amortization expense for each of the next five years and thereafter is as follows: remainder of 2015 - $10,100; 2016 - $12,200; 2017 - $7,400; 2018 - $5,800; 2019 - $5,500 and thereafter - $79,200. | ||||||||||||||||
Debt Acquisition Costs | ||||||||||||||||
All debt acquisition costs, which relate to the senior secured credit facility and Senior Notes (as defined below) are amortized into interest expense over the life of the related debt using the effective interest method. Amortization of debt acquisition costs was $994 and $1,024 during the three months ended March 29, 2015 and March 30, 2014, respectively. | ||||||||||||||||
The following summarizes debt acquisition cost activity: | ||||||||||||||||
Gross | Accumulated | Net | ||||||||||||||
Carrying | Amortization | |||||||||||||||
Amount | ||||||||||||||||
Balance, December 28, 2014 | $ | 45,913 | $ | (25,244 | ) | $ | 20,669 | |||||||||
Amortization | — | (994 | ) | (994 | ) | |||||||||||
Balance, March 29, 2015 | $ | 45,913 | $ | (26,238 | ) | $ | 19,675 | |||||||||
Debt_and_Interest_Expense
Debt and Interest Expense | 3 Months Ended | ||||||||
Mar. 29, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt And Interest Expense | Debt and Interest Expense | ||||||||
March 29, | December 28, | ||||||||
2015 | 2014 | ||||||||
Short-term borrowings | |||||||||
- Notes payable | $ | 2,263 | $ | 2,396 | |||||
Total short-term borrowings | $ | 2,263 | $ | 2,396 | |||||
Long-term debt | |||||||||
- Amended Credit Agreement - Tranche G Term Loans due 2020 | 1,409,625 | 1,409,625 | |||||||
- Amended Credit Agreement - Tranche H Term Loans due 2020 | 518,438 | 519,750 | |||||||
- 4.875% Senior Notes due 2021 | 350,000 | 350,000 | |||||||
- 3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 11,600 | 12,497 | |||||||
- Unamortized discount on long term debt | (12,133 | ) | (12,728 | ) | |||||
- Capital lease obligations | 18,026 | 18,756 | |||||||
2,295,556 | 2,297,900 | ||||||||
Less: current portion of long-term obligations | 11,816 | 11,916 | |||||||
Total long-term debt | $ | 2,283,740 | $ | 2,285,984 | |||||
Interest expense | Three months ended | ||||||||
March 29, | March 30, | ||||||||
2015 | 2014 | ||||||||
Interest expense, third party | $ | 19,965 | $ | 22,796 | |||||
Related party interest expense (Note 13) | 276 | 516 | |||||||
Amortization of debt acquisition costs (Note 8) | 994 | 1,024 | |||||||
Interest rate swap losses (Note 11) | 393 | 31 | |||||||
Total interest expense | $ | 21,628 | $ | 24,367 | |||||
Amended Credit Agreement | |||||||||
On July 8, 2014, the Company paid $200.0 million of the Tranche G Term Loans (defined below). As part of the pay down, the Company wrote off $0.9 million existing original issue discount and $1.0 million of debt acquisition costs. | |||||||||
As of September 28, 2014, Pinnacle Foods Finance LLC ("Pinnacle Foods Finance") achieved a total net leverage ratio of less than 4.25:1.0, which resulted in a 25 basis point reduction on the interest rate on our Amended Credit Agreement (defined below). The lower rate took effect in the fourth quarter of 2014. | |||||||||
On April 29, 2013, (the "2013 Refinancing"), Pinnacle Foods Finance, entered into the Second Amendment to the Amended and Restated Credit Agreement (the “Amended Credit Agreement”), which provided for a seven year term loan facility in the amount of $1,630.0 million (the "Tranche G Term Loans"). Pursuant to the terms of the Second Amended and Restated Credit Agreement, the Company replaced its previous credit agreement with a five year $150.0 million revolving credit facility. Additionally, Pinnacle Foods Finance issued 4.875% Senior Notes in the aggregate principal amount of $350.0 million (the "4.875% Senior Notes") due 2021. | |||||||||
To partially fund the Wish-Bone acquisition, on October 1, 2013, Pinnacle Foods Finance entered into an amendment to the Second Amended and Restated Credit Agreement (the “Amended Credit Agreement”) in the form of incremental term loans in the amount of $525.0 million (the “Tranche H Term Loans”). The Tranche H Term Loans have consistent terms with the Tranche G Term Loans. | |||||||||
Pinnacle Foods Finance's borrowings under the Amended Credit Agreement, bear interest at a floating rate and are maintained as base rate loans or as eurocurrency rate loans. Base rate loans bear interest at the base rate plus the applicable base rate margin, as described in the Amended Credit Agreement. The base rate is defined as the highest of (i) the administrative agent's prime rate, (ii) the federal funds effective rate plus 1/2 of 1% and (iii) the eurocurrency rate that would be payable on such day for a eurocurrency rate loan with a one-month interest period plus 1%. Eurocurrency rate loans bear interest at the adjusted eurocurrency rate plus the applicable eurocurrency rate margin, as described in the Amended Credit Agreement. The eurocurrency rate is determined by reference to the British Bankers Association "BBA" LIBOR rate for the interest period relevant to such borrowing. With respect to Tranche G Term Loans and Tranche H Term Loans, the eurocurrency rate shall be no less than 0.75% per annum and the base rate shall be no less than 1.75% per annum. The interest rate margin for Tranche G Term Loans and Tranche H Term Loans under the Amended Credit Agreement is 1.25%, in the case of the base rate loans and 2.25%, in the case of Eurocurrency rate loans. As previously mentioned, the margin is subject to a 25 basis point step down upon achievement by Pinnacle Foods Finance of a total net leverage ratio of less than 4.25:1.0 which was achieved as of September 28, 2014. In accordance with the Amended Credit Agreement, the lower rate took effect in the fourth quarter of 2014. | |||||||||
The obligations under the Amended Credit Agreement are unconditionally and irrevocably guaranteed by Peak Finance Holdings LLC, any subsidiary of Peak Finance Holdings LLC that directly or indirectly owns 100% of the issued and outstanding equity interests of Pinnacle Foods Finance, subject to certain exceptions, each of Pinnacle Foods Finance’s direct or indirect material 100% owned domestic subsidiaries (collectively, the “Guarantors”) and by the Company effective with the 2013 Refinancing. In addition, subject to certain exceptions and qualifications, borrowings under the Amended Credit Agreement are secured by first priority or equivalent security interests in (i) all the capital stock of, or other equity interests in, each direct or indirect domestic material subsidiary of Pinnacle Foods Finance and 65% of the capital stock of, or other equity interests in, each direct material "first tier" foreign subsidiary of Pinnacle Foods Finance and (ii) certain tangible and intangible assets of Pinnacle Foods Finance and the Guarantors (subject to certain exceptions and qualifications). | |||||||||
The total combined amount of the Amended Credit Agreement Loans that were owed to affiliates of Blackstone as of March 29, 2015 and December 28, 2014, was $33,857 and $47,315, respectively. | |||||||||
A commitment fee of 0.375% per annum based on current leverage ratios is applied to the unused portion of the revolving credit facility. There were no revolver borrowings during the three months ended March 29, 2015 or March 30, 2014. For the three months ended March 29, 2015 and March 30, 2014, the weighted average interest rate on the term loan components of the Amended Credit Agreement was 3.00% and 3.25%, respectively. As of March 29, 2015 and December 28, 2014 the eurocurrency interest rate on the term loan facilities was 3.00% and 3.00%, respectively. | |||||||||
Pinnacle Foods Finance pays a fee for all outstanding letters of credit drawn against the revolving credit facility at an annual rate equivalent to the applicable eurocurrency rate margin then in effect under the revolving credit facility, plus the fronting fee payable in respect of the applicable letter of credit. The fronting fee is equal to 0.125% per annum of the daily maximum amount then available to be drawn under such letter of credit. The fronting fees are computed on a quarterly basis in arrears. Total letters of credit issued under the revolving credit facility cannot exceed $50,000. As of March 29, 2015 and December 28, 2014, Pinnacle Foods Finance had utilized $30,289 and $32,162, respectively of the revolving credit facility for letters of credit. As of March 29, 2015 and December 28, 2014, respectively, there was $119,711 and $117,838 of borrowing capacity under the revolving credit facility, of which $19,711 and $17,838 was available to be used for letters of credit. | |||||||||
Under the terms of the Amended Credit Agreement, Pinnacle Foods Finance is required to use 50% of its “Excess Cash Flow” (as defined below) to prepay the term loans under the Amended Credit Agreement (which percentage will be reduced to 25% at a total net leverage ratio of between 4.50 and 5.49 and to 0% at a total net leverage ratio below 4.50). As of March 29, 2015, Pinnacle Foods Finance had a total net leverage ratio of 4.18 (pro forma adjusted for the Wish-Bone and Garden Protein acquisitions in compliance with the terms of the Amended Credit Agreement). Excess Cash Flow is defined as consolidated net income (as defined), as adjusted for certain items, including (1) all non-cash charges and credits included in arriving at consolidated net income, (2) changes in working capital, (3) capital expenditures (to the extent they were not financed with debt), (4) the aggregate amount of principal payments on indebtedness and (5) certain other items defined in the Amended Credit Agreement. For the 2014 reporting year, Pinnacle Foods Finance determined that there were no amounts due under the Excess Cash Flow requirements of the Amended Credit Agreement. | |||||||||
The term loans under the Amended Credit Agreement amortize in quarterly installments of 0.25% of their aggregate funded total principal amount. As a result of the July 8, 2014 payment, there are no scheduled principal payments of the Tranche G Term Loans until April 2020, when the balance is due in full. The scheduled principal payments of the Tranche H Term Loans outstanding as of March 29, 2015 are $3.9 million in the remainder of 2015, $5.3 million in 2016, $6.6 million in 2017, $3.9 million in 2018, $5.3 million in 2019 and $493.4 million thereafter. | |||||||||
Pursuant to the terms of the Amended Credit Agreement, Pinnacle Foods Finance is required to maintain a ratio of Net First Lien Secured Debt (as defined below) to Covenant Compliance EBITDA (as defined below) of no greater than 5.75 to 1.00. Net First Lien Secured Debt is defined as aggregate consolidated secured indebtedness, less the aggregate amount of all unrestricted cash and cash equivalents. In addition, under the Amended Credit Agreement and the indenture governing the Senior Notes (as defined below), Pinnacle Foods Finance's ability to engage in activities such as incurring additional indebtedness, making investments and paying dividends is tied to the Senior Secured Leverage Ratio (which is currently the same as the ratio of Net First Lien Secured Debt to Covenant Compliance EBITDA described above), in the case of the Amended Credit Agreement, or to the ratio of Covenant Compliance EBITDA to fixed charges for the most recently concluded four consecutive fiscal quarters, in the case of the Senior Notes. The Amended Credit Agreement also permits restricted payments up to an aggregate amount of (together with certain other amounts) the greater of $50 million and 2% of Pinnacle Foods Finance's consolidated total assets, so long as no default has occurred and is continuing and its pro forma Senior Secured Leverage Ratio would be no greater than 4.25 to 1.00. As of March 29, 2015 the Company is in compliance with all covenants and other obligations under the Amended Credit Agreement and the indenture governing the Senior Notes. | |||||||||
Senior and Other Notes | |||||||||
To partially fund the Gilster acquisition, on March 31, 2014 as described in Note 3, PFG LLC entered into a $14.9 million note payable to Gilster Mary Lee Corporation. The note has a four-year term with a maturity date of March 31, 2018 and bears interest at 3.0% per annum. | |||||||||
On April 29, 2013, as part of the 2013 Refinancing, Pinnacle Foods Finance, an indirect subsidiary of the Company, issued $350.0 million aggregate principal amount of 4.875% Senior Notes (the "Senior Notes") due 2021. | |||||||||
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 Pinnacle Foods Finance’s wholly-owned domestic subsidiaries that guarantee other indebtedness of Pinnacle Foods Finance and by the Company. See Note 17 for the condensed Consolidated Financial Statements for Guarantor and Nonguarantor Financial Statements. | |||||||||
Pinnacle Foods Finance may redeem some or all of the 4.875% Senior Notes at any time prior to May 1, 2016 at a price equal to 100% of the principal amount of notes redeemed plus the Applicable Premium (as defined below) as of, and accrued and unpaid interest to, the redemption date, subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date. The “Applicable Premium” is defined as the greater of (1) 1.0% of the principal amount of such note and (2) the excess, if any, of (a) the present value at such redemption date of (i) the redemption price of such 4.875% Senior Notes at May 1, 2016, plus (ii) all required interest payments due on such 4.875% Senior Notes through May 1, 2016 (excluding accrued but unpaid interest to the redemption date), computed using a discount rate equal to the treasury rate plus 50 basis points over (b) the principal amount of such note. | |||||||||
Pinnacle Foods Finance may redeem the 4.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on May 1st of each of the years indicated below: | |||||||||
Year | Percentage | ||||||||
2016 | 103.66% | ||||||||
2017 | 102.44% | ||||||||
2018 | 101.22% | ||||||||
2019 and thereafter | 100.00% | ||||||||
In addition, until May 1, 2016, Pinnacle Foods Finance may redeem up to 35% of the aggregate principal amount of the 4.875% Senior Notes at a redemption price equal to 104.875% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, subject to the right of holders of the 4.875% Senior Notes of record on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds received by Pinnacle Foods Finance from one or more equity offerings; provided that (i) at least 50% of the aggregate principal amount of the 4.875% Senior Notes originally issued under the indenture remains outstanding immediately after the occurrence of each such redemption and (ii) each such redemption occurs within 120 days of the date of closing of each such equity offering. | |||||||||
As market conditions warrant, Pinnacle Foods Finance and its subsidiaries, affiliates or significant equity holders (including Blackstone and its affiliates) may from time to time, in its or their sole discretion, purchase, repay, redeem or retire any of Pinnacle Foods Finance’s outstanding debt or equity securities (including any publicly issued debt or equity securities), in privately negotiated or open market transactions, by tender offer, exchange offer or otherwise. | |||||||||
The estimated fair value of the Company’s long-term debt, including the current portion, as of March 29, 2015, is as follows: | |||||||||
March 29, 2015 | |||||||||
Issue | Face Value | Fair Value | |||||||
Amended Credit Agreement - Tranche G Term Loans | $ | 1,409,625 | $ | 1,402,577 | |||||
Amended Credit Agreement - Tranche H Term Loans | 518,438 | 515,845 | |||||||
3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 11,600 | 11,600 | |||||||
4.875% Senior Notes | 350,000 | 350,000 | |||||||
$ | 2,289,663 | $ | 2,280,022 | ||||||
The estimated fair value of the Company’s long-term debt, including the current portion, as of December 28, 2014, is as follows: | |||||||||
December 28, 2014 | |||||||||
Issue | Face Value | Fair Value | |||||||
Amended Credit Agreement - Tranche G Term Loans | $ | 1,409,625 | $ | 1,367,336 | |||||
Amended Credit Agreement - Tranche H Term Loans | 519,750 | 504,158 | |||||||
3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 12,497 | 12,497 | |||||||
4.875% Senior Notes | 350,000 | 346,500 | |||||||
$ | 2,291,872 | $ | 2,230,491 | ||||||
The estimated fair values of the Company's long-term debt are classified as Level 2 in the fair value hierarchy. The fair value is based on the quoted market price for such notes and borrowing rates currently available to the Company for loans with similar terms and maturities. |
Pension_and_Retirement_Plans
Pension and Retirement Plans | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
General Discussion of Pension and Other Postretirement Benefits [Abstract] | ||||||||
Pension And Retirement Plans | Pension and Retirement Plans | |||||||
The Company accounts for pension and retirement plans in accordance with the authoritative guidance for retirement benefit compensation. This guidance requires recognition of the funded status of a benefit plan in the statement of financial position. The guidance also requires recognition in accumulated other comprehensive earnings of certain gains and losses that arise during the period but are deferred under pension accounting rules. | ||||||||
The Company uses a measurement date for the pension benefit plan that coincides with its year end. | ||||||||
The Company maintains a defined benefit plan, the Pinnacle Foods Group LLC Pension Plan (the "Plan"), which is frozen for future benefit accruals. The Company also has two qualified 401(k) plans, two non-qualified supplemental savings plans and participates in a multi-employer defined benefit plan. | ||||||||
Pinnacle Foods Group LLC Pension Plan | ||||||||
The Plan covers eligible union employees and provides benefits generally based on years of service and employees’ compensation. The Plan is frozen for future benefits. The Plan is funded in conformity with the funding requirements of applicable government regulations. The Plan assets consist principally of cash equivalents, equity and fixed income common collective trusts. The Plan assets do not include any of the Company’s own equity or debt securities. | ||||||||
The following represents the components of net periodic (benefit) cost: | ||||||||
Three months ended | ||||||||
Pension Benefits | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Interest cost | 2,828 | 2,902 | ||||||
Expected return on assets | (3,391 | ) | (3,292 | ) | ||||
Amortization of: | ||||||||
Actuarial loss | 269 | 32 | ||||||
Net periodic benefit | $ | (294 | ) | $ | (358 | ) | ||
Cash Flows | ||||||||
Contributions. In fiscal 2015, the Company expects to make contributions of $2.8 million to the Plan, of which minimum required payments of $1.7 million were made in the three months ended March 29, 2015. The Company made contributions to the pension plans totaling $7.8 million in fiscal 2014, of which $2.1 million was made in the three months ended March 30, 2014. | ||||||||
Multi-employer Plans | ||||||||
The Company contributes to the United Food and Commercial Workers International Union Industry Pension Fund (EIN 51-6055922) (the "UFCW Plan") under the terms of the collective-bargaining agreement with its Fort Madison employees. | ||||||||
For the three months ended March 29, 2015 and March 30, 2014, contributions to the UFCW Plan were $193 and $193, respectively. The contributions to this UFCW Plan are paid monthly based upon the number of employees. They represent less than 5% of the total contributions received by this UFCW Plan using available information during the most recent plan year. | ||||||||
The risks of participating in multi-employer plans are different from single-employer plans in the following aspects: (a) assets contributed to a multi-employer plan by one employer may be used to provide benefits to employees of other participating employers, (b) if a participating employer stops contributing to the multi-employer plan, the unfunded obligations of the plan may be borne by the remaining participating employers and (c) if the Company chooses to stop participating in the plan, the Company may be required to pay a withdrawal liability based on the underfunded status of the plan. | ||||||||
The UFCW Plan received a Pension Protection Act “green” zone status for the plan year ending June 30, 2014. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the "green" zone are at least 80 percent funded. The UFCW Plan did not utilize any extended amortization provisions that effect its placement in the "green" zone. The UFCW Plan has never been required to implement a funding improvement plan nor is one pending at this time. |
Financial_Instruments
Financial Instruments | 3 Months Ended | ||||||||||||||||||||||
Mar. 29, 2015 | |||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||
Financial Instruments | Financial Instruments | ||||||||||||||||||||||
Risk Management Objective of Using Derivatives | |||||||||||||||||||||||
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. The primary risks managed by using derivative instruments are interest rate risk, foreign currency exchange risk and commodity price risk. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates, foreign exchange rates or commodity prices. | |||||||||||||||||||||||
The Company manages interest rate risk based on the varying circumstances of anticipated borrowings and existing variable and fixed rate debt, including the Company’s revolving credit facility. Examples of interest rate management strategies include capping interest rates using targeted interest cost benchmarks, hedging portions of the total amount of debt, or hedging a period of months and not always hedging to maturity, and at other times locking in rates to fix interests costs. | |||||||||||||||||||||||
Certain parts of the Company’s foreign operations in Canada expose the Company to fluctuations in foreign exchange rates. The Company’s goal is to reduce its exposure to such foreign exchange risks on its foreign currency cash flows and fair value fluctuations on recognized foreign currency denominated assets, liabilities and unrecognized firm commitments to acceptable levels primarily through the use of foreign exchange-related derivative financial instruments. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency. The Company does not enter into these transactions for non-hedging purposes. | |||||||||||||||||||||||
The Company purchases raw materials in quantities expected to be used in a reasonable period of time in the normal course of business. The Company generally enters into agreements for either spot market delivery or forward delivery. The prices paid in the forward delivery contracts are generally fixed, but may also be variable within a capped or collared price range. Forward derivative contracts on certain commodities are entered into to manage the price risk associated with forecasted purchases of materials used in the Company’s manufacturing processes. | |||||||||||||||||||||||
Cash Flow Hedges of Interest Rate Risk | |||||||||||||||||||||||
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. During the three months ended March 29, 2015 and March 30, 2014, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. | |||||||||||||||||||||||
As of March 29, 2015, the Company had the following interest rate swaps that were designated as cash flow hedges of interest rate risk: | |||||||||||||||||||||||
Product | Number of | Current | Fixed Rate Range | Index | Trade Dates | Maturity | |||||||||||||||||
Instruments | Notional | Dates | |||||||||||||||||||||
Amount | |||||||||||||||||||||||
Interest Rate Swaps | 15 | $ | 1,497,450 | 0.84% - 2.97% | USD-LIBOR-BBA | Apr 2013 - Oct 2013 | Apr 2015 - Apr 2020 | ||||||||||||||||
The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated Other Comprehensive Loss ("AOCL") in the Consolidated Balance Sheets and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. Amounts reported in AOCL related to derivatives will be reclassified to Interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $2,537 will be reclassified as an increase to Interest expense. | |||||||||||||||||||||||
Cash Flow Hedges of Foreign Exchange Risk | |||||||||||||||||||||||
The Company’s operations in Canada expose the Company to changes in the U.S. Dollar – Canadian Dollar ("USD-CAD") foreign exchange rate. From time to time, the Company’s Canadian subsidiary purchases inventory denominated in U.S. Dollars ("USD"), a currency other than its functional currency. The subsidiary sells that inventory in Canadian dollars ("CAD"). The subsidiary uses currency forward and collar agreements to manage its exposure to fluctuations in the USD-CAD exchange rate. Currency forward agreements involve fixing the USD-CAD exchange rate for delivery of a specified amount of foreign currency on a specified date. Currency collar agreements involve the sale of Canadian Dollar ("CAD") currency in exchange for receiving USD if exchange rates rise above an agreed upon rate and purchase of USD currency in exchange for paying CAD currency if exchange rates fall below an agreed upon rate at specified dates. | |||||||||||||||||||||||
As of March 29, 2015, the Company had the following foreign currency exchange contracts (in aggregate) that were designated as cash flow hedges of foreign exchange risk: | |||||||||||||||||||||||
Product | Number of | Notional Sold in | Notional | USD to CAD | Trade Date | Maturity | |||||||||||||||||
Instruments | Aggregate in CAD | Purchased in | Exchange | Dates | |||||||||||||||||||
Aggregate in USD | Rates | ||||||||||||||||||||||
CAD $ Contracts | 9 | $ | 18,000 | $ | 16,372 | 1.096 - 1.102 | Aug-14 | May 2015 - Dec 2015 | |||||||||||||||
The effective portion of changes in the fair value of derivatives designated that qualify as cash flow hedges of foreign exchange risk is recorded in AOCL in the Consolidated Balance Sheets and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portions of the change in fair value of the derivative, as well as amounts excluded from the assessment of hedge effectiveness, are recognized directly in Cost of products sold in the Consolidated Statements of Operations. | |||||||||||||||||||||||
Non-designated Hedges of Commodity Risk | |||||||||||||||||||||||
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 diesel fuel, heating oil, natural gas and soybean oil purchases and other commodities at a future delivery date. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in Cost of products sold in the Consolidated Statements of Operations. | |||||||||||||||||||||||
As of March 29, 2015, the Company had the following derivative instruments that were not designated in qualifying hedging relationships: | |||||||||||||||||||||||
Commodity Contracts | Number of | Notional Purchased in Aggregate | Price/Index | Trade Dates | Maturity | ||||||||||||||||||
Instruments | Dates | ||||||||||||||||||||||
Diesel Fuel Contracts | 5 | 10,281,259 Gallons | $3.67 - $3.80 per Gallon | September 2014 - November 2014 | April 2015 - December 2016 | ||||||||||||||||||
Heating Oil Contracts | 1 | 1,935,550 Gallons | $1.82 Per Gallon | Jan-15 | Jan-16 | ||||||||||||||||||
- December 2016 | |||||||||||||||||||||||
Natural Gas Contracts | 2 | 671,960 MMBTU's | $4.12 - $4.40 per MMBTU | June 2014 - July 2014 | April 2015 - December 2015 | ||||||||||||||||||
Soybean Oil Contracts | 2 | 70,072,559 Pounds | $0.32 - $0.35 per Pound | December 2014 - March 2015 | April 2015 - December 2016 | ||||||||||||||||||
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification in the Consolidated Balance Sheets as of March 29, 2015 and December 28, 2014. | |||||||||||||||||||||||
Tabular Disclosure of Fair Values of Derivative Instruments | |||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||
Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||||||||||
as of | as of | ||||||||||||||||||||||
29-Mar-15 | 29-Mar-15 | ||||||||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||||||
Interest Rate Contracts | Accrued liabilities | $ | 905 | ||||||||||||||||||||
Other long-term liabilities | 10,957 | ||||||||||||||||||||||
Foreign Exchange Contracts | Other current assets | 2,104 | |||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 2,104 | $ | 11,862 | |||||||||||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||||||
Commodity Contracts | Other assets, net | $ | 152 | Accrued liabilities | 8,885 | ||||||||||||||||||
Other long-term liabilities | $ | 3,167 | |||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 152 | $ | 12,051 | |||||||||||||||||||
Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||||||||||
as of | as of | ||||||||||||||||||||||
28-Dec-14 | 28-Dec-14 | ||||||||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||||||
Interest Rate Contracts | Other assets, net | $ | 6,420 | Accrued liabilities | $ | 1,280 | |||||||||||||||||
Other long-term liabilities | 3,263 | ||||||||||||||||||||||
Foreign Exchange Contracts | Other current assets | 1,294 | |||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 7,714 | $ | 4,543 | |||||||||||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||||||
Commodity Contracts | Accrued liabilities | $ | 8,995 | ||||||||||||||||||||
Other long-term liabilities | 3,016 | ||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | — | $ | 12,011 | |||||||||||||||||||
The Company has elected not to offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. However, if the Company were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of March 29, 2015 and December 28, 2014 would be adjusted as detailed in the following table: | |||||||||||||||||||||||
March 29, 2015 | 28-Dec-14 | ||||||||||||||||||||||
Derivative Instrument | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | |||||||||||||||||
Total asset derivatives | $ | 2,256 | (2,256 | ) | $ | — | $ | 7,714 | (5,039 | ) | $ | 2,675 | |||||||||||
Total liability derivatives | $ | 23,913 | (2,256 | ) | 21,657 | $ | 16,554 | (5,039 | ) | $ | 11,515 | ||||||||||||
The table below presents the effect of the Company’s derivative financial instruments in the Consolidated Statements of Operations and AOCL for the three months ended March 29, 2015 and March 30, 2014. | |||||||||||||||||||||||
Tabular Disclosure of the Effect of Derivative Instruments | |||||||||||||||||||||||
Gain/(Loss) | |||||||||||||||||||||||
Derivatives in Cash Flow Hedging | Recognized in | Effective portion | Reclassified | Ineffective portion | Recognized in | ||||||||||||||||||
Relationships | AOCL on | reclassified from AOCL to: | from AOCL | recognized in Earnings in: | Earnings on | ||||||||||||||||||
Derivative | into Earnings | Derivative | |||||||||||||||||||||
(Effective | (Effective | (Ineffective | |||||||||||||||||||||
Portion) | Portion) | Portion) | |||||||||||||||||||||
Interest Rate Contracts | $ | (14,131 | ) | Interest expense | $ | (393 | ) | Interest expense | |||||||||||||||
Foreign Exchange Contracts | 1,515 | Cost of products sold | 703 | Cost of products sold | (2 | ) | |||||||||||||||||
Three months ended March 29, 2015 | $ | (12,616 | ) | $ | 310 | $ | (2 | ) | |||||||||||||||
Interest Rate Contracts | $ | (8,732 | ) | Interest expense | $ | (41 | ) | Interest expense | $ | — | |||||||||||||
Foreign Exchange Contracts | 991 | Cost of products sold | 413 | Cost of products sold | 3 | ||||||||||||||||||
Three months ended March 30, 2014 | $ | (7,741 | ) | $ | 372 | $ | 3 | ||||||||||||||||
Derivatives Not Designated as Hedging Instruments | Recognized in Earnings in: | Recognized in | |||||||||||||||||||||
Earnings on | |||||||||||||||||||||||
Derivative | |||||||||||||||||||||||
Commodity Contracts | Cost of products sold | $ | (2,008 | ) | |||||||||||||||||||
Three months ended March 29, 2015 | $ | (2,008 | ) | ||||||||||||||||||||
Commodity Contracts | Cost of products sold | $ | (354 | ) | |||||||||||||||||||
Interest Rate Contracts | Interest expense | $ | 11 | ||||||||||||||||||||
Three months ended March 30, 2014 | $ | (343 | ) | ||||||||||||||||||||
Credit risk-related contingent features | |||||||||||||||||||||||
The Company has agreements with certain counterparties that contain a provision whereby the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. As of March 29, 2015, the Company has not posted any collateral related to these agreements. If the Company had breached this provision at March 29, 2015, it could have been required to settle its obligations under the agreements at their termination value, which differs from the recorded fair value. The table below summarizes the aggregate fair values of those derivatives that contain credit risk-related contingent features as of March 29, 2015 and December 28, 2014. | |||||||||||||||||||||||
March 29, 2015 | |||||||||||||||||||||||
Asset/(Liability) | |||||||||||||||||||||||
Counterparty | Contract | Termination | Performance | Accrued | Fair Value | ||||||||||||||||||
Type | Value | Risk | Interest | (excluding | |||||||||||||||||||
Adjustment | interest) | ||||||||||||||||||||||
Barclays | Interest Rate Contracts | $ | (5,886 | ) | $ | 828 | $ | (88 | ) | $ | (4,970 | ) | |||||||||||
Foreign Exchange Contracts | 2,108 | (4 | ) | — | 2,104 | ||||||||||||||||||
Commodity Contracts | (6,350 | ) | — | — | (6,350 | ) | |||||||||||||||||
Bank of America | Interest Rate Contracts | (3,011 | ) | 776 | — | (2,235 | ) | ||||||||||||||||
Commodity Contracts | (22 | ) | — | — | (22 | ) | |||||||||||||||||
Credit Suisse | Interest Rate Contracts | (1,829 | ) | 82 | (88 | ) | (1,659 | ) | |||||||||||||||
Macquarie | Interest Rate Contracts | (3,160 | ) | 84 | (77 | ) | (2,999 | ) | |||||||||||||||
Commodity Contracts | (5,526 | ) | — | — | (5,526 | ) | |||||||||||||||||
Total | $ | (23,676 | ) | $ | 1,766 | $ | (253 | ) | $ | (21,657 | ) | ||||||||||||
December 28, 2014 | |||||||||||||||||||||||
Asset/(Liability) | |||||||||||||||||||||||
Counterparty | Contract | Termination | Performance | Accrued | Fair Value | ||||||||||||||||||
Type | Value | Risk | Interest | (excluding | |||||||||||||||||||
Adjustment | interest) | ||||||||||||||||||||||
Barclays | Interest Rate Contracts | $ | 550 | $ | 667 | $ | (90 | ) | $ | 1,307 | |||||||||||||
Foreign Exchange Contracts | 1,294 | — | — | 1,294 | |||||||||||||||||||
Commodity Contracts | (6,300 | ) | — | — | (6,300 | ) | |||||||||||||||||
Bank of America | Interest Rate Contracts | 1,578 | 627 | — | 2,205 | ||||||||||||||||||
Credit Suisse | Interest Rate Contracts | 322 | 58 | (90 | ) | 470 | |||||||||||||||||
Macquarie | Interest Rate Contracts | (2,262 | ) | 80 | (77 | ) | (2,105 | ) | |||||||||||||||
Commodity Contracts | (5,711 | ) | — | — | (5,711 | ) | |||||||||||||||||
Total | $ | (10,529 | ) | $ | 1,432 | $ | (257 | ) | $ | (8,840 | ) | ||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 29, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies |
General | |
From time to time, the Company and its operations are parties to, or targets of, lawsuits, claims, investigations, and proceedings, which are being handled and defended in the ordinary course of business. Although the outcome of such items cannot be determined with certainty, the Company’s general counsel and management are of the opinion that the final outcome of these matters will not have a material effect on the Company’s financial condition, results of operations or cash flows. | |
No single item individually is, nor are all of them in the aggregate, material. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 29, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
Customer Purchases | |
Performance Food Group Company, which is controlled by affiliates of Blackstone, is a foodservice supplier that purchases products from the Company. Sales to Performance Food Group Company were $1,414 and $1,075 in the three months ended March 29, 2015 and March 30, 2014, respectively. As of March 29, 2015 and December 28, 2014, amounts due from Performance Food Group Company were $385 and $230, respectively, and were recorded in Accounts receivable, net of allowances in the Consolidated Balance Sheets. | |
Interest Expense | |
For the three months ended March 29, 2015 and March 30, 2014, fees and interest expense recognized in the Consolidated Statements of Operations for debt owed to affiliates of Blackstone Advisors L.P. totaled $276 and $516, respectively. As of March 29, 2015 and December 28, 2014, debt owed to related parties was $33,857 and $47,315, respectively and was recorded in Long-term debt in the Consolidated Balance Sheets. As of March 29, 2015 and December 28, 2014, interest accrued on debt owed to related parties was $166 and $196, respectively, and was recorded in Accrued liabilities in the Consolidated Balance Sheets. |
Segments
Segments | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Segments | Segments | |||||||
The Company is a leading manufacturer, marketer and distributor of high quality, branded food products in North America. The Company manages the business in three operating segments: Birds Eye Frozen, Duncan Hines Grocery and Specialty Foods. | ||||||||
The Birds Eye Frozen segment is comprised of our Leadership Brands in the retail frozen vegetables (Birds Eye), frozen complete bagged meals (Birds Eye Voila!), plant based protein frozen products (gardein) and frozen prepared seafood (Van de Kamp’s and Mrs. Paul’s) categories, as well as our Foundation Brands in the full-calorie single-serve frozen dinners and entrées (Hungry-Man), frozen pancakes / waffles / French Toast (Aunt Jemima), frozen and refrigerated bagels (Lender’s) and frozen pizza for one (Celeste) categories. | ||||||||
The Duncan Hines Grocery segment is comprised of our Leadership Brands in the baking mixes and frostings (Duncan Hines), shelf-stable pickles (Vlasic), liquid and dry-mix salad dressings (Wish-Bone and Western), and table syrups (Mrs. Butterworth’s and Log Cabin) categories, and our Foundation Brands in the canned meat (Armour, Nalley and Brooks), pie and pastry fillings (Duncan Hines Comstock and Wilderness), and barbecue sauces (Open Pit) categories as well as Canadian operations excluding Garden Protein. | ||||||||
The Company refers to the sum of the Birds Eye Frozen segment and the Duncan Hines Grocery segment as the North America Retail businesses. | ||||||||
The Specialty Foods segment consists of snack products (Tim's Cascade and Snyder of Berlin), foodservice and private label businesses. | ||||||||
Segment performance is evaluated by the Company’s Chief Operating Decision Maker and is based on earnings before interest and taxes. Transfers between segments and geographic areas are recorded at cost plus markup or at market. Identifiable assets are those assets, including goodwill, which are identified with the operations in each segment or geographic region. Corporate assets consist of prepaid and deferred tax assets. Unallocated corporate expenses consist of corporate overhead such as executive management, finance and legal functions. | ||||||||
Three months ended | ||||||||
SEGMENT INFORMATION | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Net sales | ||||||||
Birds Eye Frozen | $ | 317,890 | $ | 294,278 | ||||
Duncan Hines Grocery | 261,198 | 264,904 | ||||||
Specialty Foods | 86,193 | 84,857 | ||||||
Total | $ | 665,281 | $ | 644,039 | ||||
Earnings before interest and taxes | ||||||||
Birds Eye Frozen | $ | 43,277 | $ | 46,728 | ||||
Duncan Hines Grocery | 43,207 | 42,673 | ||||||
Specialty Foods | 7,700 | 7,072 | ||||||
Unallocated corporate expenses | (5,715 | ) | (6,382 | ) | ||||
Total | $ | 88,469 | $ | 90,091 | ||||
Depreciation and amortization | ||||||||
Birds Eye Frozen | $ | 10,668 | $ | 9,949 | ||||
Duncan Hines Grocery | 7,000 | 6,462 | ||||||
Specialty Foods | 3,199 | 3,969 | ||||||
Total | $ | 20,867 | $ | 20,380 | ||||
Capital expenditures (1) | ||||||||
Birds Eye Frozen | $ | 4,540 | $ | 5,981 | ||||
Duncan Hines Grocery | 18,922 | 14,740 | ||||||
Specialty Foods | 3,562 | 1,967 | ||||||
Total | $ | 27,024 | $ | 22,688 | ||||
NET SALES BY PRODUCT TYPE | ||||||||
Net sales | ||||||||
Frozen | $ | 359,139 | $ | 337,234 | ||||
Meals and Meal Enhancers | 208,974 | 210,700 | ||||||
Desserts | 71,854 | 70,720 | ||||||
Snacks | 25,314 | 25,385 | ||||||
Total | $ | 665,281 | $ | 644,039 | ||||
GEOGRAPHIC INFORMATION | ||||||||
Net sales | ||||||||
United States | $ | 661,167 | $ | 639,817 | ||||
Canada | 29,498 | 20,191 | ||||||
Intercompany | (25,384 | ) | (15,969 | ) | ||||
Total | $ | 665,281 | $ | 644,039 | ||||
-1 | Includes new capital leases. | |||||||
SEGMENT INFORMATION | March 29, | December 28, | ||||||
2015 | 2014 | |||||||
Total assets | ||||||||
Birds Eye Frozen | $ | 2,118,614 | $ | 2,123,902 | ||||
Duncan Hines Grocery | 2,621,750 | 2,612,311 | ||||||
Specialty Foods | 344,801 | 343,177 | ||||||
Corporate | 103,526 | 121,555 | ||||||
Total | $ | 5,188,691 | $ | 5,200,945 | ||||
GEOGRAPHIC INFORMATION | ||||||||
Long-lived assets | ||||||||
United States | $ | 589,755 | $ | 592,541 | ||||
Canada | 11,994 | 13,365 | ||||||
Total | $ | 601,749 | $ | 605,906 | ||||
Provision_for_Income_Taxes
Provision for Income Taxes | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Provision for Income Taxes | Provision for Income Taxes | |||||||
The provision for income taxes and related effective tax rates for the three months ended March 29, 2015 and March 30, 2014, respectively, were as follows: | ||||||||
Three months ended | ||||||||
Provision for Income Taxes | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Current | $ | 6,959 | $ | 650 | ||||
Deferred | 18,499 | 24,352 | ||||||
Total | $ | 25,458 | $ | 25,002 | ||||
Effective tax rate | 38 | % | 38 | % | ||||
Income taxes are accounted for in accordance with the authoritative guidance for accounting for income taxes under which deferred tax assets and liabilities are determined based on the difference between their financial statement basis and tax basis, using enacted tax rates in effect for the year in which the differences are expected to reverse. | ||||||||
During the three months ended March 29, 2015, there were no significant items impacting the provision for income taxes. During the three months ended March 30, 2014, state legislation was enacted which resulted in a benefit of $0.6 million to the provision for income taxes. | ||||||||
The Company regularly evaluates its deferred tax assets for future realization. A valuation allowance is established when the Company believes that it is more likely than not that some portion of its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company's tax provision in the period of change. | ||||||||
As of March 29, 2015 and March 30, 2014, the Company maintained a valuation allowance for certain state net operating loss (“NOL”) carryovers, state tax credit carryovers and foreign loss carryovers. There was no change in the valuation allowance for either of the three month periods ended March 29, 2015 and March 30, 2014. | ||||||||
The Company is a loss corporation as defined by Internal Revenue Code (“the Code”) Section 382. Section 382 places an annual limitation on our ability to use our Net Operating Loss carryovers (NOLs) and other attributes to reduce future taxable income. The September 12, 2014 secondary offering resulted in an ownership change that placed an annual limitation of approximately $94.0 million on approximately $230.8 million of our federal NOL carryovers which previously were not subject to an annual limitation. The annual limitation which applies to our federal NOLs before the ownership change is approximately $17.0 million to $23.0 million. The Company does not anticipate that the new limitation will impact the realization of the NOL carryovers. Each of the NOL limitations is subject to adjustment for certain built in gain recognition items (as defined in Section 382 of the Code), subject to other rules and restrictions. |
Guarantor_and_Nonguarantor_Sta
Guarantor and Nonguarantor Statements | 3 Months Ended | |||||||||||||||||||||||
Mar. 29, 2015 | ||||||||||||||||||||||||
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 indenture governing the 4.875% Senior Notes contains customary exceptions under which a guarantee of a guarantor subsidiary will terminate, including (1) the sale, exchange or transfer (by merger or otherwise) of the capital stock or all of the assets of such guarantor subsidiary, (2) the release or discharge of the guarantee by such guarantor subsidiary of the Amended Credit Agreement or other guarantee that resulted in the creation of the guarantee, (3) the designation of such guarantor subsidiary as an “unrestricted subsidiary” in accordance with the indenture governing the 4.875% Senior Notes and (4) upon the legal defeasance or covenant defeasance or discharge of the indenture governing the 4.875% Senior Notes. | ||||||||||||||||||||||||
The following condensed consolidating financial information presents: | ||||||||||||||||||||||||
-1 | (a) Condensed consolidating balance sheets as of March 29, 2015 and December 28, 2014. | |||||||||||||||||||||||
(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. Three months ended March 29, 2015; and | ||||||||||||||||||||||||
ii. Three months ended March 30, 2014. | ||||||||||||||||||||||||
(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. Three months ended March 29, 2015; and | ||||||||||||||||||||||||
ii. Three months ended March 30, 2014. | ||||||||||||||||||||||||
-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. | ||||||||||||||||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||||||
29-Mar-15 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | and | Total | |||||||||||||||||||
Inc. | Finance LLC | Reclassifications | ||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | — | $ | 37,420 | $ | 13,147 | $ | — | $ | 50,567 | ||||||||||||
Accounts receivable, net | — | — | 196,957 | 14,675 | — | 211,632 | ||||||||||||||||||
Intercompany accounts receivable | 89,438 | — | 628,451 | — | (717,889 | ) | — | |||||||||||||||||
Inventories, net | — | — | 335,050 | 9,636 | — | 344,686 | ||||||||||||||||||
Other current assets | — | 2,105 | 6,269 | 461 | — | 8,835 | ||||||||||||||||||
Deferred tax assets | — | 1,015 | 103,780 | 30 | — | 104,825 | ||||||||||||||||||
Total current assets | 89,438 | 3,120 | 1,307,927 | 37,949 | (717,889 | ) | 720,545 | |||||||||||||||||
Plant assets, net | — | — | 589,755 | 11,994 | — | 601,749 | ||||||||||||||||||
Investment in subsidiaries | 1,659,799 | 2,239,394 | 27,184 | — | (3,926,377 | ) | — | |||||||||||||||||
Intercompany note receivable | — | 2,100,848 | 7,270 | 9,800 | (2,117,918 | ) | — | |||||||||||||||||
Tradenames | — | — | 1,996,800 | 4,661 | — | 2,001,461 | ||||||||||||||||||
Other assets, net | — | 19,518 | 128,139 | 1,007 | — | 148,664 | ||||||||||||||||||
Deferred tax assets | — | 309,825 | — | — | (309,825 | ) | — | |||||||||||||||||
Goodwill | — | — | 1,692,714 | 23,558 | — | 1,716,272 | ||||||||||||||||||
Total assets | $ | 1,749,237 | $ | 4,672,705 | $ | 5,749,789 | $ | 88,969 | $ | (7,072,009 | ) | $ | 5,188,691 | |||||||||||
Current liabilities: | ||||||||||||||||||||||||
Short-term borrowings | $ | — | $ | — | $ | 2,263 | $ | — | $ | — | $ | 2,263 | ||||||||||||
Current portion of long-term obligations | — | 5,250 | 6,640 | (74 | ) | — | 11,816 | |||||||||||||||||
Accounts payable | — | — | 180,621 | 4,006 | — | 184,627 | ||||||||||||||||||
Intercompany accounts payable | — | 707,287 | — | 10,602 | (717,889 | ) | — | |||||||||||||||||
Accrued trade marketing expense | — | — | 37,355 | 3,720 | — | 41,075 | ||||||||||||||||||
Accrued liabilities | — | 25,565 | 69,559 | 2,324 | — | 97,448 | ||||||||||||||||||
Dividends payable | 27,924 | — | — | — | — | 27,924 | ||||||||||||||||||
Total current liabilities | 27,924 | 738,102 | 296,438 | 20,578 | (717,889 | ) | 365,153 | |||||||||||||||||
Long-term debt | — | 2,260,680 | 22,657 | 403 | — | 2,283,740 | ||||||||||||||||||
Intercompany note payable | — | — | 2,082,043 | 35,875 | (2,117,918 | ) | — | |||||||||||||||||
Pension and other postretirement benefits | — | — | 59,471 | — | — | 59,471 | ||||||||||||||||||
Other long-term liabilities | — | 14,124 | 24,537 | 3,543 | — | 42,204 | ||||||||||||||||||
Deferred tax liabilities | — | — | 1,025,249 | 1,386 | (309,825 | ) | 716,810 | |||||||||||||||||
Total liabilities | 27,924 | 3,012,906 | 3,510,395 | 61,785 | (3,145,632 | ) | 3,467,378 | |||||||||||||||||
Commitments and contingencies (Note 12) | ||||||||||||||||||||||||
Shareholder’s equity: | ||||||||||||||||||||||||
Pinnacle common stock | 1,174 | — | — | — | — | 1,174 | ||||||||||||||||||
Additional paid-in-capital | 1,365,533 | 1,366,707 | 1,289,354 | 20,476 | (2,676,537 | ) | 1,365,533 | |||||||||||||||||
Retained earnings | 433,651 | 340,027 | 987,391 | 11,048 | (1,338,466 | ) | 433,651 | |||||||||||||||||
Accumulated other comprehensive loss | (46,935 | ) | (46,935 | ) | (37,351 | ) | (4,340 | ) | 88,626 | (46,935 | ) | |||||||||||||
Capital stock in treasury, at cost | (32,110 | ) | — | — | — | — | (32,110 | ) | ||||||||||||||||
Total Shareholders' equity | 1,721,313 | 1,659,799 | 2,239,394 | 27,184 | (3,926,377 | ) | 1,721,313 | |||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,749,237 | $ | 4,672,705 | $ | 5,749,789 | $ | 88,969 | $ | (7,072,009 | ) | $ | 5,188,691 | |||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||||||
28-Dec-14 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | and | Total | |||||||||||||||||||
Inc. | Finance LLC | Reclassifications | ||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | — | $ | 32,942 | $ | 5,535 | $ | — | $ | 38,477 | ||||||||||||
Accounts receivable, net | — | — | 176,822 | 13,932 | — | 190,754 | ||||||||||||||||||
Intercompany accounts receivable | 89,361 | — | 575,842 | — | (665,203 | ) | — | |||||||||||||||||
Inventories, net | — | — | 344,589 | 11,878 | — | 356,467 | ||||||||||||||||||
Other current assets | — | 1,294 | 6,756 | 173 | — | 8,223 | ||||||||||||||||||
Deferred tax assets | — | 1,015 | 120,488 | 285 | — | 121,788 | ||||||||||||||||||
Total current assets | 89,361 | 2,309 | 1,257,439 | 31,803 | (665,203 | ) | 715,709 | |||||||||||||||||
Plant assets, net | — | — | 592,541 | 13,365 | — | 605,906 | ||||||||||||||||||
Investment in subsidiaries | 1,652,475 | 2,188,789 | 75,740 | — | (3,917,004 | ) | — | |||||||||||||||||
Intercompany note receivable | — | 2,086,775 | 7,270 | 9,800 | (2,103,845 | ) | — | |||||||||||||||||
Tradenames | — | — | 1,951,392 | 50,482 | — | 2,001,874 | ||||||||||||||||||
Other assets, net | — | 26,757 | 119,336 | 11,803 | — | 157,896 | ||||||||||||||||||
Deferred tax assets | — | 307,584 | — | — | (307,584 | ) | — | |||||||||||||||||
Goodwill | — | — | 1,638,946 | 80,614 | — | 1,719,560 | ||||||||||||||||||
Total assets | $ | 1,741,836 | $ | 4,612,214 | $ | 5,642,664 | $ | 197,867 | $ | (6,993,636 | ) | $ | 5,200,945 | |||||||||||
Current liabilities: | ||||||||||||||||||||||||
Short-term borrowings | $ | — | $ | — | $ | 2,396 | $ | — | $ | — | $ | 2,396 | ||||||||||||
Current portion of long-term obligations | — | 5,250 | 6,746 | (80 | ) | — | 11,916 | |||||||||||||||||
Accounts payable | — | — | 194,671 | 3,908 | — | 198,579 | ||||||||||||||||||
Intercompany accounts payable | — | 664,675 | — | 528 | (665,203 | ) | — | |||||||||||||||||
Accrued trade marketing expense | — | — | 33,039 | 3,171 | — | 36,210 | ||||||||||||||||||
Accrued liabilities | — | 22,137 | 73,911 | 10,440 | — | 106,488 | ||||||||||||||||||
Dividends payable | 27,847 | — | — | — | — | 27,847 | ||||||||||||||||||
Total current liabilities | 27,847 | 692,062 | 310,763 | 17,967 | (665,203 | ) | 383,436 | |||||||||||||||||
Long-term debt | — | 2,261,397 | 24,142 | 445 | — | 2,285,984 | ||||||||||||||||||
Intercompany note payable | — | — | 2,005,593 | 98,252 | (2,103,845 | ) | — | |||||||||||||||||
Pension and other postretirement benefits | — | — | 61,830 | — | — | 61,830 | ||||||||||||||||||
Other long-term liabilities | — | 6,280 | 24,368 | 3,657 | — | 34,305 | ||||||||||||||||||
Deferred tax liabilities | — | — | 1,027,179 | 1,806 | (307,584 | ) | 721,401 | |||||||||||||||||
Total liabilities | 27,847 | 2,959,739 | 3,453,875 | 122,127 | (3,076,632 | ) | 3,486,956 | |||||||||||||||||
Commitments and contingencies (Note 12) | ||||||||||||||||||||||||
Shareholder’s equity: | ||||||||||||||||||||||||
Pinnacle common stock | 1,173 | — | — | — | — | 1,173 | ||||||||||||||||||
Additional paid-in-capital | 1,363,129 | 1,364,302 | 1,285,084 | 67,181 | (2,716,567 | ) | 1,363,129 | |||||||||||||||||
Retained earnings | 419,531 | 325,907 | 942,185 | 10,977 | (1,279,069 | ) | 419,531 | |||||||||||||||||
Accumulated other comprehensive loss | (37,734 | ) | (37,734 | ) | (38,480 | ) | (2,418 | ) | 78,632 | (37,734 | ) | |||||||||||||
Capital stock in treasury, at cost | (32,110 | ) | — | — | — | — | (32,110 | ) | ||||||||||||||||
Total Shareholders' equity | 1,713,989 | 1,652,475 | 2,188,789 | 75,740 | (3,917,004 | ) | 1,713,989 | |||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,741,836 | $ | 4,612,214 | $ | 5,642,664 | $ | 197,867 | $ | (6,993,636 | ) | $ | 5,200,945 | |||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Operations and Comprehensive Earnings | ||||||||||||||||||||||||
For the three months ended March 29, 2015 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | Total | ||||||||||||||||||||
Inc. | Finance LLC | |||||||||||||||||||||||
Net sales | $ | — | $ | — | $ | 661,167 | $ | 29,498 | $ | (25,384 | ) | $ | 665,281 | |||||||||||
Cost of products sold | — | 2 | 495,386 | 23,305 | (25,129 | ) | 493,564 | |||||||||||||||||
Gross profit | — | (2 | ) | 165,781 | 6,193 | (255 | ) | 171,717 | ||||||||||||||||
Marketing and selling expenses | — | — | 43,291 | 3,718 | — | 47,009 | ||||||||||||||||||
Administrative expenses | — | 132 | 25,940 | 1,714 | — | 27,786 | ||||||||||||||||||
Research and development expenses | — | — | 2,941 | 111 | — | 3,052 | ||||||||||||||||||
Intercompany royalties | — | — | — | 6 | (6 | ) | — | |||||||||||||||||
Intercompany technical service fees | — | — | — | 249 | (249 | ) | — | |||||||||||||||||
Other expense (income), net | 1,833 | 3,566 | 2 | — | 5,401 | |||||||||||||||||||
Equity in (earnings) loss of investees | (41,536 | ) | (45,206 | ) | (71 | ) | — | 86,813 | — | |||||||||||||||
(41,536 | ) | (43,241 | ) | 75,667 | 5,800 | 86,558 | 83,248 | |||||||||||||||||
Earnings before interest and taxes | 41,536 | 43,239 | 90,114 | 393 | (86,813 | ) | 88,469 | |||||||||||||||||
Intercompany interest (income) expense | — | (17,178 | ) | 16,921 | 257 | — | — | |||||||||||||||||
Interest expense | — | 21,121 | 496 | 11 | — | 21,628 | ||||||||||||||||||
Interest income | — | — | 145 | 8 | — | 153 | ||||||||||||||||||
Earnings (loss) before income taxes | 41,536 | 39,296 | 72,842 | 133 | (86,813 | ) | 66,994 | |||||||||||||||||
Provision (benefit) for income taxes | — | (2,240 | ) | 27,636 | 62 | — | 25,458 | |||||||||||||||||
Net earnings (loss) | $ | 41,536 | $ | 41,536 | $ | 45,206 | $ | 71 | $ | (86,813 | ) | $ | 41,536 | |||||||||||
Total comprehensive earnings (loss) | $ | 32,335 | $ | 32,335 | $ | 44,411 | $ | (894 | ) | $ | (75,852 | ) | $ | 32,335 | ||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Operations and Comprehensive Earnings | ||||||||||||||||||||||||
For the three months ended March 30, 2014 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | Total | ||||||||||||||||||||
Inc. | Finance LLC | |||||||||||||||||||||||
Net sales | $ | — | $ | — | $ | 639,817 | $ | 20,191 | $ | (15,969 | ) | $ | 644,039 | |||||||||||
Cost of products sold | — | 194 | 473,945 | 18,929 | (15,690 | ) | 477,378 | |||||||||||||||||
Gross profit | — | (194 | ) | 165,872 | 1,262 | (279 | ) | 166,661 | ||||||||||||||||
Marketing and selling expenses | — | 271 | 42,641 | 1,216 | — | 44,128 | ||||||||||||||||||
Administrative expenses | — | 1,696 | 23,105 | 1,176 | — | 25,977 | ||||||||||||||||||
Research and development expenses | — | 41 | 2,441 | — | — | 2,482 | ||||||||||||||||||
Intercompany royalties | — | — | — | 9 | (9 | ) | — | |||||||||||||||||
Intercompany technical service fees | — | — | — | 270 | (270 | ) | — | |||||||||||||||||
Other expense (income), net | — | — | 3,983 | — | — | 3,983 | ||||||||||||||||||
Equity in (earnings) loss of investees | (40,748 | ) | (46,403 | ) | 1,089 | — | 86,062 | — | ||||||||||||||||
(40,748 | ) | (44,395 | ) | 73,259 | 2,671 | 85,783 | 76,570 | |||||||||||||||||
Earnings before interest and taxes | 40,748 | 44,201 | 92,613 | (1,409 | ) | (86,062 | ) | 90,091 | ||||||||||||||||
Intercompany interest (income) expense | — | (16,890 | ) | 16,855 | 35 | — | — | |||||||||||||||||
Interest expense | — | 23,912 | 447 | 8 | — | 24,367 | ||||||||||||||||||
Interest income | — | — | 11 | 15 | — | 26 | ||||||||||||||||||
Earnings (loss) before income taxes | 40,748 | 37,179 | 75,322 | (1,437 | ) | (86,062 | ) | 65,750 | ||||||||||||||||
Provision (benefit) for income taxes | — | (3,569 | ) | 28,919 | (348 | ) | — | 25,002 | ||||||||||||||||
Net (loss) earnings | $ | 40,748 | $ | 40,748 | $ | 46,403 | $ | (1,089 | ) | $ | (86,062 | ) | $ | 40,748 | ||||||||||
Total comprehensive earnings (loss) | $ | 35,667 | $ | 35,667 | $ | 46,633 | $ | (948 | ) | $ | (81,352 | ) | $ | 35,667 | ||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||||||
For the three months ended March 29, 2015 | ||||||||||||||||||||||||
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 | $ | — | $ | 3,978 | $ | 72,661 | $ | (5,642 | ) | $ | — | $ | 70,997 | |||||||||||
Cash flows from investing activities | ||||||||||||||||||||||||
Intercompany accounts receivable/payable | — | (2,666 | ) | (13,713 | ) | — | 16,379 | — | ||||||||||||||||
Investment in Subsidiary | 28,353 | — | — | — | (28,353 | ) | — | |||||||||||||||||
Capital expenditures | — | — | (27,024 | ) | — | — | (27,024 | ) | ||||||||||||||||
Net cash (used in) provided by investing activities | 28,353 | (2,666 | ) | (40,737 | ) | — | (11,974 | ) | (27,024 | ) | ||||||||||||||
Cash flows from financing activities | ||||||||||||||||||||||||
Proceeds from issuance of common stock | 508 | — | — | — | — | 508 | ||||||||||||||||||
Excess tax benefits on stock-based compensation | 802 | — | — | — | — | 802 | ||||||||||||||||||
Taxes paid related to net share settlement of equity awards | (2,374 | ) | — | — | — | — | (2,374 | ) | ||||||||||||||||
Dividends paid | (27,289 | ) | — | — | — | — | (27,289 | ) | ||||||||||||||||
Repayments of long-term obligations | — | (1,312 | ) | (896 | ) | — | — | (2,208 | ) | |||||||||||||||
Proceeds from short-term borrowing | — | — | 963 | — | — | 963 | ||||||||||||||||||
Repayments of short-term borrowing | — | — | (1,096 | ) | — | — | (1,096 | ) | ||||||||||||||||
Intercompany accounts receivable/payable | — | — | 2,666 | 13,713 | (16,379 | ) | — | |||||||||||||||||
Parent investment | — | — | (28,353 | ) | 28,353 | — | ||||||||||||||||||
Repayment of capital lease obligations | — | — | (730 | ) | — | — | (730 | ) | ||||||||||||||||
Net cash (used in) provided by financing activities | (28,353 | ) | (1,312 | ) | (27,446 | ) | 13,713 | 11,974 | (31,424 | ) | ||||||||||||||
Effect of exchange rate changes on cash | — | — | — | (459 | ) | — | (459 | ) | ||||||||||||||||
Net change in cash and cash equivalents | — | — | 4,478 | 7,612 | — | 12,090 | ||||||||||||||||||
Cash and cash equivalents - beginning of period | — | — | 32,942 | 5,535 | — | 38,477 | ||||||||||||||||||
Cash and cash equivalents - end of period | $ | — | $ | — | $ | 37,420 | $ | 13,147 | $ | — | $ | 50,567 | ||||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||||||
For the three months ended March 30, 2014 | ||||||||||||||||||||||||
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 | $ | — | $ | (4,503 | ) | $ | 98,937 | $ | (495 | ) | $ | — | $ | 93,939 | ||||||||||
Cash flows from investing activities | ||||||||||||||||||||||||
Intercompany accounts receivable/payable | — | 9,891 | — | — | (9,891 | ) | — | |||||||||||||||||
Capital expenditures | — | — | (22,406 | ) | — | — | (22,406 | ) | ||||||||||||||||
Net cash (used in) provided by investing activities | — | 9,891 | (22,406 | ) | — | (9,891 | ) | (22,406 | ) | |||||||||||||||
Cash flows from financing activities | ||||||||||||||||||||||||
Proceeds from the issuance of common stock | 73 | — | — | — | — | 73 | ||||||||||||||||||
Dividends paid | — | — | (24,310 | ) | — | — | (24,310 | ) | ||||||||||||||||
Repayments of long-term obligations | — | (5,388 | ) | — | — | — | (5,388 | ) | ||||||||||||||||
Proceeds from short-term borrowing | — | — | 960 | — | — | 960 | ||||||||||||||||||
Repayments of short-term borrowing | — | — | (978 | ) | — | — | (978 | ) | ||||||||||||||||
Intercompany accounts receivable/payable | (73 | ) | — | (9,818 | ) | 9,891 | — | |||||||||||||||||
Repayment of capital lease obligations | — | — | (674 | ) | — | — | (674 | ) | ||||||||||||||||
Net cash (used in) provided by financing activities | — | (5,388 | ) | (34,820 | ) | — | 9,891 | (30,317 | ) | |||||||||||||||
Effect of exchange rate changes on cash | — | — | — | 81 | — | 81 | ||||||||||||||||||
Net change in cash and cash equivalents | — | — | 41,711 | (414 | ) | — | 41,297 | |||||||||||||||||
Cash and cash equivalents - beginning of period | — | — | 104,345 | 12,394 | — | 116,739 | ||||||||||||||||||
Cash and cash equivalents - end of period | $ | — | $ | — | $ | 146,056 | $ | 11,980 | $ | — | $ | 158,036 | ||||||||||||
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Policy (Policies) | 3 Months Ended |
Mar. 29, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. The primary risks managed by using derivative instruments are interest rate risk, foreign currency exchange risk and commodity price risk. |
The valuations of these instruments are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate, commodity, and foreign exchange forward curves. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments). The variable cash receipts (or payments) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. To comply with the provisions of the authoritative guidance for fair value disclosure, the Company incorporates credit valuation adjustments to appropriately reflect both its own non-performance risk and the respective counterparty’s non-performance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of non-performance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. The Company had no fair value measurements based upon significant unobservable inputs (Level 3) as of March 29, 2015 or December 28, 2014. | |
In addition to the instruments named above, the Company also makes fair value measurements in connection with its annual goodwill and trade name impairment testing. These measurements fall into Level 3 of the fair value hierarchy. |
Recently_Issued_Accounting_Pro
Recently Issued Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 29, 2015 | |
Recently Issued Accounting Pronouncements [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | Recently Issued Accounting Pronouncements |
In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs". The new guidance changes the presentation of debt issuance costs in financial statements. Under the ASU, an entity presents such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. The updated guidance will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted for all entities for financial statements that have not been previously issued. The Company is in the process of evaluating this guidance. | |
In April 2015, the FASB issued ASU No. 2015-04, “Compensation—Retirement Benefits (Topic 715): Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets". The new guidance gives an employer whose fiscal year-end does not coincide with a calendar month-end (e.g., an entity that has a 52- or 53-week fiscal year) the ability, as a practical expedient, to measure defined benefit retirement obligations and related plan assets as of the month-end that is closest to its fiscal year-end. The updated guidance will be effective for annual reporting periods beginning after December 31, 2015, including interim periods within that reporting period. Early application is permitted, and the ASU should be applied prospectively. The Company is in the process of evaluating this guidance. |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | |||
Mar. 29, 2015 | ||||
Duncan Hines Grocery [Member] | ||||
Business Acquisition [Line Items] | ||||
Summary of the allocation of the total cost of the acquisition to assets acquired | The following table summarizes the allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: | |||
Assets acquired: | ||||
Inventories | $ | 10,188 | ||
Building and land | 3,480 | |||
Plant assets | 2,302 | |||
Deferred tax assets | 1,278 | |||
Goodwill | 9,550 | |||
Fair value of assets acquired | 26,798 | |||
Liabilities assumed | ||||
Accrued liabilities | 178 | |||
Total cost of acquisition | $ | 26,620 | ||
Garden Protein International, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Summary of the allocation of the total cost of the acquisition to assets acquired | The following table summarizes the preliminary allocation of the total cost of the acquisition to the assets acquired and liabilities assumed: | |||
Assets acquired: | ||||
Accounts receivable | $ | 5,226 | ||
Inventories | 6,798 | |||
Prepaid expenses and other assets | 572 | |||
Property and equipment | 13,895 | |||
Tradenames | 51,950 | |||
Distributor relationships | 3,098 | |||
Private label customer relationships | 1,328 | |||
Formulations | 7,611 | |||
Goodwill | 83,155 | |||
Fair value of assets acquired | 173,632 | |||
Liabilities assumed | ||||
Accounts payable and accrued liabilities | 5,007 | |||
Income tax payable | 7,878 | |||
Long term deferred tax liability | 1,532 | |||
Other long-term liabilities | 2,714 | |||
Total cost of acquisition | $ | 156,502 | ||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 29, 2015 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||
Financial Assets and Liabilities Subject to Recurring Fair Value | The Company’s financial assets and liabilities subject to recurring fair value measurements and the required disclosures are as follows: | ||||||||||||||||||||||||||||||||
Fair Value | Fair Value Measurements | Fair Value | Fair Value Measurements | ||||||||||||||||||||||||||||||
as of | Using Fair Value Hierarchy | as of | Using Fair Value Hierarchy | ||||||||||||||||||||||||||||||
29-Mar-15 | Level 1 | Level 2 | Level 3 | 28-Dec-14 | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||
Assets | |||||||||||||||||||||||||||||||||
Interest rate derivatives | $ | — | $ | — | $ | — | $ | — | $ | 6,420 | $ | — | $ | 6,420 | $ | — | |||||||||||||||||
Foreign currency derivatives | 2,104 | — | 2,104 | — | 1,294 | — | 1,294 | — | |||||||||||||||||||||||||
Commodity derivatives | 152 | — | 152 | — | — | — | — | — | |||||||||||||||||||||||||
Total assets at fair value | $ | 2,256 | $ | — | $ | 2,256 | $ | — | $ | 7,714 | $ | — | $ | 7,714 | $ | — | |||||||||||||||||
Liabilities | |||||||||||||||||||||||||||||||||
Interest rate derivatives | $ | 11,862 | $ | — | $ | 11,862 | $ | — | $ | 4,543 | $ | — | $ | 4,543 | $ | — | |||||||||||||||||
Commodity derivatives | 12,051 | — | 12,051 | — | 12,011 | — | 12,011 | — | |||||||||||||||||||||||||
Total liabilities at fair value | $ | 23,913 | $ | — | $ | 23,913 | $ | — | $ | 16,554 | $ | — | $ | 16,554 | $ | — | |||||||||||||||||
Other_Expense_Income_Net_Table
Other Expense (Income), Net (Tables) | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Other Income and Expenses [Abstract] | ||||||||
Schedule of Other Expense (Income), net | ||||||||
Three months ended | ||||||||
March 29, | March 30, | |||||||
2015 | 2014 | |||||||
Other expense (income), net consists of: | ||||||||
Amortization of intangibles/other assets | $ | 3,362 | $ | 4,175 | ||||
Unrealized foreign exchange losses | 2,279 | — | ||||||
Royalty income and other | (240 | ) | (192 | ) | ||||
Total other expense (income), net | $ | 5,401 | $ | 3,983 | ||||
Stockholders_Equity_EquityBase1
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share (Tables) | 3 Months Ended | ||||||||||
Mar. 29, 2015 | |||||||||||
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | |||||||||||
Schedule of Employee Service Share-based Compensation | The following table summarizes equity-based compensation expense which was allocated as follows: | ||||||||||
Three months ended | |||||||||||
March 29, 2015 | March 30, 2014 | ||||||||||
Cost of products sold | $ | 1,293 | $ | 197 | |||||||
Marketing and selling expenses | 514 | 271 | |||||||||
Administrative expenses | 1,544 | 1,603 | |||||||||
Research and development expenses | 118 | 41 | |||||||||
Pre-tax equity-based compensation expense | 3,469 | 2,112 | |||||||||
Income tax benefit | (1,272 | ) | (698 | ) | |||||||
Net equity-based compensation expense | $ | 2,197 | $ | 1,414 | |||||||
Reclassification out of Accumulated Other Comprehensive Income | The following table presents amounts reclassified out of Accumulated Other Comprehensive Loss ("AOCL") and into Net earnings for the three months ended March 29, 2015 and March 30, 2014. | ||||||||||
Gain/(Loss) | Amounts Reclassified from AOCL | ||||||||||
Three months ended | |||||||||||
Details about Accumulated Other Comprehensive Earnings Components | March 29, 2015 | March 30, 2014 | Reclassified from AOCL to: | ||||||||
Gains and losses on financial instrument contracts | |||||||||||
Interest rate contracts | $ | (393 | ) | $ | (41 | ) | Interest expense | ||||
Foreign exchange contracts | 703 | 413 | Cost of products sold | ||||||||
Total pre-tax | 310 | 372 | |||||||||
Tax expense | (227 | ) | (207 | ) | Provision for income taxes | ||||||
Net of tax | 83 | 165 | |||||||||
Pension actuarial assumption adjustments | |||||||||||
Amortization of actuarial loss | (275 | ) | (143 | ) | (a) | Cost of products sold | |||||
Tax benefit | 105 | 55 | Provision for income taxes | ||||||||
Net of tax | (170 | ) | (88 | ) | |||||||
Net reclassifications into net earnings | $ | (87 | ) | $ | 77 | ||||||
(a) This is included in the computation of net periodic pension cost (see Note 10 for additional details). | |||||||||||
Schedule of Weighted Average Number of Shares | Basic earnings per common share is computed by dividing net earnings or loss for common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share are calculated by dividing net earnings by weighted-average common shares outstanding during the period plus dilutive potential common shares, which are determined as follows: | ||||||||||
Three months ended | |||||||||||
29-Mar-15 | 30-Mar-14 | ||||||||||
Weighted-average common shares | 115,906,031 | 115,592,299 | |||||||||
Effect of dilutive securities: | 1,130,375 | 1,094,602 | |||||||||
Dilutive potential common shares | 117,036,406 | 116,686,901 | |||||||||
Balance_Sheet_Information_Tabl
Balance Sheet Information (Tables) | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Balance Sheet Information [Abstract] | ||||||||
Schedule of Accounts Receivable | Accounts receivable are as follows: | |||||||
March 29, 2015 | December 28, 2014 | |||||||
Customers | $ | 211,793 | $ | 190,321 | ||||
Allowances for cash discounts, bad debts and returns | (7,249 | ) | (6,801 | ) | ||||
Subtotal | 204,544 | 183,520 | ||||||
Other receivables | 7,088 | 7,234 | ||||||
Total | $ | 211,632 | $ | 190,754 | ||||
Schedule of Inventories | Inventories are as follows: | |||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Raw materials, containers and supplies | $ | 79,572 | $ | 60,828 | ||||
Finished product | 265,114 | 295,639 | ||||||
Total | $ | 344,686 | $ | 356,467 | ||||
Schedule of Other Current Assets | Other Current Assets are as follows: | |||||||
March 29, 2015 | December 28, 2014 | |||||||
Prepaid expenses and other | $ | 8,708 | $ | 8,139 | ||||
Prepaid income taxes | 127 | 84 | ||||||
Total | $ | 8,835 | $ | 8,223 | ||||
Schedule of Plant Assets | Plant assets are as follows: | |||||||
March 29, 2015 | December 28, 2014 | |||||||
Land | $ | 14,211 | $ | 14,211 | ||||
Buildings | 210,700 | 208,341 | ||||||
Machinery and equipment | 651,158 | 641,818 | ||||||
Projects in progress | 91,828 | 91,175 | ||||||
Subtotal | 967,897 | 955,545 | ||||||
Accumulated depreciation | (366,148 | ) | (349,639 | ) | ||||
Total | $ | 601,749 | $ | 605,906 | ||||
Schedule of Accrued Liabilities | Accrued liabilities are as follows: | |||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Employee compensation and benefits | $ | 43,294 | $ | 52,404 | ||||
Interest payable | 16,190 | 12,239 | ||||||
Consumer coupons | 2,986 | 1,912 | ||||||
Accrued financial instrument contracts (see note 11) | 9,789 | 10,276 | ||||||
Other | 25,189 | 29,657 | ||||||
Total | $ | 97,448 | $ | 106,488 | ||||
Schedule Of Other Long-Term Liabilities | Other long-term liabilities are as follows: | |||||||
March 29, | December 28, | |||||||
2015 | 2014 | |||||||
Employee compensation and benefits | $ | 10,346 | $ | 9,506 | ||||
Long-term rent liability and deferred rent allowances | 8,189 | 8,431 | ||||||
Liability for uncertain tax positions | 2,089 | 2,064 | ||||||
Accrued financial instrument contracts (see note 11) | 14,124 | 6,280 | ||||||
Other | 7,456 | 8,024 | ||||||
Total | $ | 42,204 | $ | 34,305 | ||||
Goodwill_Tradenames_and_Other_
Goodwill Tradenames and Other Assets (Tables) | 3 Months Ended | |||||||||||||||
Mar. 29, 2015 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Schedule of Goodwill by segment | Goodwill by segment is as follows: | |||||||||||||||
Birds Eye | Duncan | Specialty | Total | |||||||||||||
Frozen | Hines | Foods | ||||||||||||||
Grocery | ||||||||||||||||
Balance, December 28, 2014 | $ | 608,984 | $ | 936,615 | $ | 173,961 | $ | 1,719,560 | ||||||||
Foreign currency adjustment | (2,186 | ) | — | — | (2,186 | ) | ||||||||||
Purchase price adjustment (1) | (1,102 | ) | — | — | (1,102 | ) | ||||||||||
Balance, March 29, 2015 | $ | 605,696 | $ | 936,615 | $ | 173,961 | $ | 1,716,272 | ||||||||
Schedule of Tradenames by segment | Tradenames by segment are as follows: | |||||||||||||||
Birds Eye | Duncan Hines | Specialty | ||||||||||||||
Frozen | Grocery | Foods | Total | |||||||||||||
Balance, December 28, 2014 | $ | 847,162 | $ | 1,118,712 | $ | 36,000 | $ | 2,001,874 | ||||||||
Foreign currency adjustment | (413 | ) | — | — | (413 | ) | ||||||||||
Balance, March 29, 2015 | $ | 846,749 | $ | 1,118,712 | $ | 36,000 | $ | 2,001,461 | ||||||||
Schedule of Other Assets | Other Assets | |||||||||||||||
March 29, 2015 | ||||||||||||||||
Weighted | Gross | Accumulated | Net | |||||||||||||
Avg Life | Carrying | Amortization | ||||||||||||||
Amount | ||||||||||||||||
Amortizable intangibles | ||||||||||||||||
Recipes | 10 | $ | 60,150 | $ | (42,543 | ) | $ | 17,607 | ||||||||
Customer relationships - Distributors | 35 | 142,142 | (42,065 | ) | 100,077 | |||||||||||
Customer relationships - Private Label | 7 | 1,290 | (131 | ) | 1,159 | |||||||||||
License | 7 | 6,175 | (4,871 | ) | 1,304 | |||||||||||
Total amortizable intangibles | $ | 209,757 | $ | (89,610 | ) | $ | 120,147 | |||||||||
Debt acquisition costs | 45,913 | (26,238 | ) | 19,675 | ||||||||||||
Financial instruments (see note 11) | 152 | — | 152 | |||||||||||||
Other (1) | 8,690 | — | 8,690 | |||||||||||||
Total other assets, net | $ | 148,664 | ||||||||||||||
Amortizable intangibles by segment | ||||||||||||||||
Birds Eye Frozen | $ | 65,726 | ||||||||||||||
Duncan Hines Grocery | 50,103 | |||||||||||||||
Specialty Foods | 4,318 | |||||||||||||||
$ | 120,147 | |||||||||||||||
December 28, 2014 | ||||||||||||||||
Weighted | Gross | Accumulated | Net | |||||||||||||
Avg Life | Carrying | Amortization | ||||||||||||||
Amount | ||||||||||||||||
Amortizable intangibles | ||||||||||||||||
Recipes | 10 | $ | 60,206 | $ | (41,027 | ) | $ | 19,179 | ||||||||
Customer relationships - Distributors | 35 | 142,156 | (40,616 | ) | 101,540 | |||||||||||
Customer relationships - Private Label | 7 | 1,290 | (43 | ) | 1,247 | |||||||||||
License | 7 | 6,175 | (4,563 | ) | 1,612 | |||||||||||
Total amortizable intangibles | $ | 209,827 | $ | (86,249 | ) | $ | 123,578 | |||||||||
Debt acquisition costs | 45,913 | (25,244 | ) | 20,669 | ||||||||||||
Financial instruments (see note 11) | 6,420 | — | 6,420 | |||||||||||||
Other (1) | 7,229 | — | 7,229 | |||||||||||||
Total other assets, net | $ | 157,896 | ||||||||||||||
Amortizable intangibles by segment | ||||||||||||||||
Birds Eye Frozen | $ | 67,525 | ||||||||||||||
Duncan Hines Grocery | 51,637 | |||||||||||||||
Specialty Foods | 4,416 | |||||||||||||||
$ | 123,578 | |||||||||||||||
(1) As of March 29, 2015 and December 28, 2014, Other primarily consists of security deposits | ||||||||||||||||
Schedule of Deferred Financing Cost Activity | he following summarizes debt acquisition cost activity: | |||||||||||||||
Gross | Accumulated | Net | ||||||||||||||
Carrying | Amortization | |||||||||||||||
Amount | ||||||||||||||||
Balance, December 28, 2014 | $ | 45,913 | $ | (25,244 | ) | $ | 20,669 | |||||||||
Amortization | — | (994 | ) | (994 | ) | |||||||||||
Balance, March 29, 2015 | $ | 45,913 | $ | (26,238 | ) | $ | 19,675 | |||||||||
Debt_and_Interest_Expense_Tabl
Debt and Interest Expense (Tables) | 3 Months Ended | ||||||||
Mar. 29, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Long-term and Short-term Debt Instruments | |||||||||
March 29, | December 28, | ||||||||
2015 | 2014 | ||||||||
Short-term borrowings | |||||||||
- Notes payable | $ | 2,263 | $ | 2,396 | |||||
Total short-term borrowings | $ | 2,263 | $ | 2,396 | |||||
Long-term debt | |||||||||
- Amended Credit Agreement - Tranche G Term Loans due 2020 | 1,409,625 | 1,409,625 | |||||||
- Amended Credit Agreement - Tranche H Term Loans due 2020 | 518,438 | 519,750 | |||||||
- 4.875% Senior Notes due 2021 | 350,000 | 350,000 | |||||||
- 3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 11,600 | 12,497 | |||||||
- Unamortized discount on long term debt | (12,133 | ) | (12,728 | ) | |||||
- Capital lease obligations | 18,026 | 18,756 | |||||||
2,295,556 | 2,297,900 | ||||||||
Less: current portion of long-term obligations | 11,816 | 11,916 | |||||||
Total long-term debt | $ | 2,283,740 | $ | 2,285,984 | |||||
Schedule of Interest expense | |||||||||
Interest expense | Three months ended | ||||||||
March 29, | March 30, | ||||||||
2015 | 2014 | ||||||||
Interest expense, third party | $ | 19,965 | $ | 22,796 | |||||
Related party interest expense (Note 13) | 276 | 516 | |||||||
Amortization of debt acquisition costs (Note 8) | 994 | 1,024 | |||||||
Interest rate swap losses (Note 11) | 393 | 31 | |||||||
Total interest expense | $ | 21,628 | $ | 24,367 | |||||
Schedule of Early Redemption Prices Of Long-term Debt Instruments | may redeem the 4.875% Senior Notes at the redemption prices listed below, if redeemed during the twelve-month period beginning on May 1st of each of the years indicated below: | ||||||||
Year | Percentage | ||||||||
2016 | 103.66% | ||||||||
2017 | 102.44% | ||||||||
2018 | 101.22% | ||||||||
2019 and thereafter | 100.00% | ||||||||
Schedule of the estimated fair value of the Company's long-erm debt, including the current portion | The estimated fair value of the Company’s long-term debt, including the current portion, as of March 29, 2015, is as follows: | ||||||||
March 29, 2015 | |||||||||
Issue | Face Value | Fair Value | |||||||
Amended Credit Agreement - Tranche G Term Loans | $ | 1,409,625 | $ | 1,402,577 | |||||
Amended Credit Agreement - Tranche H Term Loans | 518,438 | 515,845 | |||||||
3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 11,600 | 11,600 | |||||||
4.875% Senior Notes | 350,000 | 350,000 | |||||||
$ | 2,289,663 | $ | 2,280,022 | ||||||
The estimated fair value of the Company’s long-term debt, including the current portion, as of December 28, 2014, is as follows: | |||||||||
December 28, 2014 | |||||||||
Issue | Face Value | Fair Value | |||||||
Amended Credit Agreement - Tranche G Term Loans | $ | 1,409,625 | $ | 1,367,336 | |||||
Amended Credit Agreement - Tranche H Term Loans | 519,750 | 504,158 | |||||||
3.0% Note payable to Gilster Mary Lee Corporation due 2018 | 12,497 | 12,497 | |||||||
4.875% Senior Notes | 350,000 | 346,500 | |||||||
$ | 2,291,872 | $ | 2,230,491 | ||||||
Pension_and_Retirement_Plans_T
Pension and Retirement Plans (Tables) | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
General Discussion of Pension and Other Postretirement Benefits [Abstract] | ||||||||
Schedule of net periodic benefit cost | The following represents the components of net periodic (benefit) cost: | |||||||
Three months ended | ||||||||
Pension Benefits | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Interest cost | 2,828 | 2,902 | ||||||
Expected return on assets | (3,391 | ) | (3,292 | ) | ||||
Amortization of: | ||||||||
Actuarial loss | 269 | 32 | ||||||
Net periodic benefit | $ | (294 | ) | $ | (358 | ) |
Financial_Instruments_Tables
Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||||||||
Mar. 29, 2015 | |||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||
Schedule of Interest Rate Swaps | s of March 29, 2015, the Company had the following interest rate swaps that were designated as cash flow hedges of interest rate risk: | ||||||||||||||||||||||
Product | Number of | Current | Fixed Rate Range | Index | Trade Dates | Maturity | |||||||||||||||||
Instruments | Notional | Dates | |||||||||||||||||||||
Amount | |||||||||||||||||||||||
Interest Rate Swaps | 15 | $ | 1,497,450 | 0.84% - 2.97% | USD-LIBOR-BBA | Apr 2013 - Oct 2013 | Apr 2015 - Apr 2020 | ||||||||||||||||
Schedule of Foreign Currency Exchange Contracts | As of March 29, 2015, the Company had the following foreign currency exchange contracts (in aggregate) that were designated as cash flow hedges of foreign exchange risk: | ||||||||||||||||||||||
Product | Number of | Notional Sold in | Notional | USD to CAD | Trade Date | Maturity | |||||||||||||||||
Instruments | Aggregate in CAD | Purchased in | Exchange | Dates | |||||||||||||||||||
Aggregate in USD | Rates | ||||||||||||||||||||||
CAD $ Contracts | 9 | $ | 18,000 | $ | 16,372 | 1.096 - 1.102 | Aug-14 | May 2015 - Dec 2015 | |||||||||||||||
Schedule of derivative instruments not designated in qualifying hedging relationships | As of March 29, 2015, the Company had the following derivative instruments that were not designated in qualifying hedging relationships: | ||||||||||||||||||||||
Commodity Contracts | Number of | Notional Purchased in Aggregate | Price/Index | Trade Dates | Maturity | ||||||||||||||||||
Instruments | Dates | ||||||||||||||||||||||
Diesel Fuel Contracts | 5 | 10,281,259 Gallons | $3.67 - $3.80 per Gallon | September 2014 - November 2014 | April 2015 - December 2016 | ||||||||||||||||||
Heating Oil Contracts | 1 | 1,935,550 Gallons | $1.82 Per Gallon | Jan-15 | Jan-16 | ||||||||||||||||||
- December 2016 | |||||||||||||||||||||||
Natural Gas Contracts | 2 | 671,960 MMBTU's | $4.12 - $4.40 per MMBTU | June 2014 - July 2014 | April 2015 - December 2015 | ||||||||||||||||||
Soybean Oil Contracts | 2 | 70,072,559 Pounds | $0.32 - $0.35 per Pound | December 2014 - March 2015 | April 2015 - December 2016 | ||||||||||||||||||
Schedule of the fair value of derivatives financial instruments as well as their Consolidated Balance Sheets classification | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification in the Consolidated Balance Sheets as of March 29, 2015 and December 28, 2014. | ||||||||||||||||||||||
Tabular Disclosure of Fair Values of Derivative Instruments | |||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||
Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||||||||||
as of | as of | ||||||||||||||||||||||
29-Mar-15 | 29-Mar-15 | ||||||||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||||||
Interest Rate Contracts | Accrued liabilities | $ | 905 | ||||||||||||||||||||
Other long-term liabilities | 10,957 | ||||||||||||||||||||||
Foreign Exchange Contracts | Other current assets | 2,104 | |||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 2,104 | $ | 11,862 | |||||||||||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||||||
Commodity Contracts | Other assets, net | $ | 152 | Accrued liabilities | 8,885 | ||||||||||||||||||
Other long-term liabilities | $ | 3,167 | |||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 152 | $ | 12,051 | |||||||||||||||||||
Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | ||||||||||||||||||||
as of | as of | ||||||||||||||||||||||
28-Dec-14 | 28-Dec-14 | ||||||||||||||||||||||
Derivatives designated as hedging instruments | |||||||||||||||||||||||
Interest Rate Contracts | Other assets, net | $ | 6,420 | Accrued liabilities | $ | 1,280 | |||||||||||||||||
Other long-term liabilities | 3,263 | ||||||||||||||||||||||
Foreign Exchange Contracts | Other current assets | 1,294 | |||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 7,714 | $ | 4,543 | |||||||||||||||||||
Derivatives not designated as hedging instruments | |||||||||||||||||||||||
Commodity Contracts | Accrued liabilities | $ | 8,995 | ||||||||||||||||||||
Other long-term liabilities | 3,016 | ||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | — | $ | 12,011 | |||||||||||||||||||
Schedule of derivative assets | The Company has elected not to offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. However, if the Company were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of March 29, 2015 and December 28, 2014 would be adjusted as detailed in the following table: | ||||||||||||||||||||||
March 29, 2015 | 28-Dec-14 | ||||||||||||||||||||||
Derivative Instrument | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | |||||||||||||||||
Total asset derivatives | $ | 2,256 | (2,256 | ) | $ | — | $ | 7,714 | (5,039 | ) | $ | 2,675 | |||||||||||
Total liability derivatives | $ | 23,913 | (2,256 | ) | 21,657 | $ | 16,554 | (5,039 | ) | $ | 11,515 | ||||||||||||
Schedule of derivative liabilities | The Company has elected not to offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. However, if the Company were to offset and record the asset and liability balances of derivatives on a net basis, the amounts presented in the Consolidated Balance Sheets as of March 29, 2015 and December 28, 2014 would be adjusted as detailed in the following table: | ||||||||||||||||||||||
March 29, 2015 | 28-Dec-14 | ||||||||||||||||||||||
Derivative Instrument | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | Gross Amounts Presented in the Consolidated Balance Sheet | Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | Net Amount | |||||||||||||||||
Total asset derivatives | $ | 2,256 | (2,256 | ) | $ | — | $ | 7,714 | (5,039 | ) | $ | 2,675 | |||||||||||
Total liability derivatives | $ | 23,913 | (2,256 | ) | 21,657 | $ | 16,554 | (5,039 | ) | $ | 11,515 | ||||||||||||
Schedule of derivative financial instruments on the Consolidated Statements of Operations and Accumulated other comprehensive (loss) earnings | The table below presents the effect of the Company’s derivative financial instruments in the Consolidated Statements of Operations and AOCL for the three months ended March 29, 2015 and March 30, 2014. | ||||||||||||||||||||||
Tabular Disclosure of the Effect of Derivative Instruments | |||||||||||||||||||||||
Gain/(Loss) | |||||||||||||||||||||||
Derivatives in Cash Flow Hedging | Recognized in | Effective portion | Reclassified | Ineffective portion | Recognized in | ||||||||||||||||||
Relationships | AOCL on | reclassified from AOCL to: | from AOCL | recognized in Earnings in: | Earnings on | ||||||||||||||||||
Derivative | into Earnings | Derivative | |||||||||||||||||||||
(Effective | (Effective | (Ineffective | |||||||||||||||||||||
Portion) | Portion) | Portion) | |||||||||||||||||||||
Interest Rate Contracts | $ | (14,131 | ) | Interest expense | $ | (393 | ) | Interest expense | |||||||||||||||
Foreign Exchange Contracts | 1,515 | Cost of products sold | 703 | Cost of products sold | (2 | ) | |||||||||||||||||
Three months ended March 29, 2015 | $ | (12,616 | ) | $ | 310 | $ | (2 | ) | |||||||||||||||
Interest Rate Contracts | $ | (8,732 | ) | Interest expense | $ | (41 | ) | Interest expense | $ | — | |||||||||||||
Foreign Exchange Contracts | 991 | Cost of products sold | 413 | Cost of products sold | 3 | ||||||||||||||||||
Three months ended March 30, 2014 | $ | (7,741 | ) | $ | 372 | $ | 3 | ||||||||||||||||
Derivatives Not Designated as Hedging Instruments | Recognized in Earnings in: | Recognized in | |||||||||||||||||||||
Earnings on | |||||||||||||||||||||||
Derivative | |||||||||||||||||||||||
Commodity Contracts | Cost of products sold | $ | (2,008 | ) | |||||||||||||||||||
Three months ended March 29, 2015 | $ | (2,008 | ) | ||||||||||||||||||||
Commodity Contracts | Cost of products sold | $ | (354 | ) | |||||||||||||||||||
Interest Rate Contracts | Interest expense | $ | 11 | ||||||||||||||||||||
Three months ended March 30, 2014 | $ | (343 | ) | ||||||||||||||||||||
Schedule of aggregate fair values of derivatives that contain credit risk-related contingent features | The table below summarizes the aggregate fair values of those derivatives that contain credit risk-related contingent features as of March 29, 2015 and December 28, 2014. | ||||||||||||||||||||||
March 29, 2015 | |||||||||||||||||||||||
Asset/(Liability) | |||||||||||||||||||||||
Counterparty | Contract | Termination | Performance | Accrued | Fair Value | ||||||||||||||||||
Type | Value | Risk | Interest | (excluding | |||||||||||||||||||
Adjustment | interest) | ||||||||||||||||||||||
Barclays | Interest Rate Contracts | $ | (5,886 | ) | $ | 828 | $ | (88 | ) | $ | (4,970 | ) | |||||||||||
Foreign Exchange Contracts | 2,108 | (4 | ) | — | 2,104 | ||||||||||||||||||
Commodity Contracts | (6,350 | ) | — | — | (6,350 | ) | |||||||||||||||||
Bank of America | Interest Rate Contracts | (3,011 | ) | 776 | — | (2,235 | ) | ||||||||||||||||
Commodity Contracts | (22 | ) | — | — | (22 | ) | |||||||||||||||||
Credit Suisse | Interest Rate Contracts | (1,829 | ) | 82 | (88 | ) | (1,659 | ) | |||||||||||||||
Macquarie | Interest Rate Contracts | (3,160 | ) | 84 | (77 | ) | (2,999 | ) | |||||||||||||||
Commodity Contracts | (5,526 | ) | — | — | (5,526 | ) | |||||||||||||||||
Total | $ | (23,676 | ) | $ | 1,766 | $ | (253 | ) | $ | (21,657 | ) | ||||||||||||
December 28, 2014 | |||||||||||||||||||||||
Asset/(Liability) | |||||||||||||||||||||||
Counterparty | Contract | Termination | Performance | Accrued | Fair Value | ||||||||||||||||||
Type | Value | Risk | Interest | (excluding | |||||||||||||||||||
Adjustment | interest) | ||||||||||||||||||||||
Barclays | Interest Rate Contracts | $ | 550 | $ | 667 | $ | (90 | ) | $ | 1,307 | |||||||||||||
Foreign Exchange Contracts | 1,294 | — | — | 1,294 | |||||||||||||||||||
Commodity Contracts | (6,300 | ) | — | — | (6,300 | ) | |||||||||||||||||
Bank of America | Interest Rate Contracts | 1,578 | 627 | — | 2,205 | ||||||||||||||||||
Credit Suisse | Interest Rate Contracts | 322 | 58 | (90 | ) | 470 | |||||||||||||||||
Macquarie | Interest Rate Contracts | (2,262 | ) | 80 | (77 | ) | (2,105 | ) | |||||||||||||||
Commodity Contracts | (5,711 | ) | — | — | (5,711 | ) | |||||||||||||||||
Total | $ | (10,529 | ) | $ | 1,432 | $ | (257 | ) | $ | (8,840 | ) | ||||||||||||
Segments_Tables
Segments (Tables) | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Schedule of Segment Reporting Information, by Segment | ||||||||
Three months ended | ||||||||
SEGMENT INFORMATION | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Net sales | ||||||||
Birds Eye Frozen | $ | 317,890 | $ | 294,278 | ||||
Duncan Hines Grocery | 261,198 | 264,904 | ||||||
Specialty Foods | 86,193 | 84,857 | ||||||
Total | $ | 665,281 | $ | 644,039 | ||||
Earnings before interest and taxes | ||||||||
Birds Eye Frozen | $ | 43,277 | $ | 46,728 | ||||
Duncan Hines Grocery | 43,207 | 42,673 | ||||||
Specialty Foods | 7,700 | 7,072 | ||||||
Unallocated corporate expenses | (5,715 | ) | (6,382 | ) | ||||
Total | $ | 88,469 | $ | 90,091 | ||||
Depreciation and amortization | ||||||||
Birds Eye Frozen | $ | 10,668 | $ | 9,949 | ||||
Duncan Hines Grocery | 7,000 | 6,462 | ||||||
Specialty Foods | 3,199 | 3,969 | ||||||
Total | $ | 20,867 | $ | 20,380 | ||||
Capital expenditures (1) | ||||||||
Birds Eye Frozen | $ | 4,540 | $ | 5,981 | ||||
Duncan Hines Grocery | 18,922 | 14,740 | ||||||
Specialty Foods | 3,562 | 1,967 | ||||||
Total | $ | 27,024 | $ | 22,688 | ||||
NET SALES BY PRODUCT TYPE | ||||||||
Net sales | ||||||||
Frozen | $ | 359,139 | $ | 337,234 | ||||
Meals and Meal Enhancers | 208,974 | 210,700 | ||||||
Desserts | 71,854 | 70,720 | ||||||
Snacks | 25,314 | 25,385 | ||||||
Total | $ | 665,281 | $ | 644,039 | ||||
GEOGRAPHIC INFORMATION | ||||||||
Net sales | ||||||||
United States | $ | 661,167 | $ | 639,817 | ||||
Canada | 29,498 | 20,191 | ||||||
Intercompany | (25,384 | ) | (15,969 | ) | ||||
Total | $ | 665,281 | $ | 644,039 | ||||
-1 | Includes new capital leases. | |||||||
SEGMENT INFORMATION | March 29, | December 28, | ||||||
2015 | 2014 | |||||||
Total assets | ||||||||
Birds Eye Frozen | $ | 2,118,614 | $ | 2,123,902 | ||||
Duncan Hines Grocery | 2,621,750 | 2,612,311 | ||||||
Specialty Foods | 344,801 | 343,177 | ||||||
Corporate | 103,526 | 121,555 | ||||||
Total | $ | 5,188,691 | $ | 5,200,945 | ||||
GEOGRAPHIC INFORMATION | ||||||||
Long-lived assets | ||||||||
United States | $ | 589,755 | $ | 592,541 | ||||
Canada | 11,994 | 13,365 | ||||||
Total | $ | 601,749 | $ | 605,906 | ||||
Provision_for_Income_Taxes_Tab
Provision for Income Taxes (Tables) | 3 Months Ended | |||||||
Mar. 29, 2015 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Schedule of the provision for income taxes | The provision for income taxes and related effective tax rates for the three months ended March 29, 2015 and March 30, 2014, respectively, were as follows: | |||||||
Three months ended | ||||||||
Provision for Income Taxes | March 29, | March 30, | ||||||
2015 | 2014 | |||||||
Current | $ | 6,959 | $ | 650 | ||||
Deferred | 18,499 | 24,352 | ||||||
Total | $ | 25,458 | $ | 25,002 | ||||
Effective tax rate | 38 | % | 38 | % |
Guarantor_and_Nonguarantor_Sta1
Guarantor and Nonguarantor Statements (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 29, 2015 | ||||||||||||||||||||||||
Guarantor And Nonguarantor Statements [Abstract] | ||||||||||||||||||||||||
Guarantor And Nonguarantor Statements, Balance Sheets | Pinnacle Foods Inc. | |||||||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||||||
29-Mar-15 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | and | Total | |||||||||||||||||||
Inc. | Finance LLC | Reclassifications | ||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | — | $ | 37,420 | $ | 13,147 | $ | — | $ | 50,567 | ||||||||||||
Accounts receivable, net | — | — | 196,957 | 14,675 | — | 211,632 | ||||||||||||||||||
Intercompany accounts receivable | 89,438 | — | 628,451 | — | (717,889 | ) | — | |||||||||||||||||
Inventories, net | — | — | 335,050 | 9,636 | — | 344,686 | ||||||||||||||||||
Other current assets | — | 2,105 | 6,269 | 461 | — | 8,835 | ||||||||||||||||||
Deferred tax assets | — | 1,015 | 103,780 | 30 | — | 104,825 | ||||||||||||||||||
Total current assets | 89,438 | 3,120 | 1,307,927 | 37,949 | (717,889 | ) | 720,545 | |||||||||||||||||
Plant assets, net | — | — | 589,755 | 11,994 | — | 601,749 | ||||||||||||||||||
Investment in subsidiaries | 1,659,799 | 2,239,394 | 27,184 | — | (3,926,377 | ) | — | |||||||||||||||||
Intercompany note receivable | — | 2,100,848 | 7,270 | 9,800 | (2,117,918 | ) | — | |||||||||||||||||
Tradenames | — | — | 1,996,800 | 4,661 | — | 2,001,461 | ||||||||||||||||||
Other assets, net | — | 19,518 | 128,139 | 1,007 | — | 148,664 | ||||||||||||||||||
Deferred tax assets | — | 309,825 | — | — | (309,825 | ) | — | |||||||||||||||||
Goodwill | — | — | 1,692,714 | 23,558 | — | 1,716,272 | ||||||||||||||||||
Total assets | $ | 1,749,237 | $ | 4,672,705 | $ | 5,749,789 | $ | 88,969 | $ | (7,072,009 | ) | $ | 5,188,691 | |||||||||||
Current liabilities: | ||||||||||||||||||||||||
Short-term borrowings | $ | — | $ | — | $ | 2,263 | $ | — | $ | — | $ | 2,263 | ||||||||||||
Current portion of long-term obligations | — | 5,250 | 6,640 | (74 | ) | — | 11,816 | |||||||||||||||||
Accounts payable | — | — | 180,621 | 4,006 | — | 184,627 | ||||||||||||||||||
Intercompany accounts payable | — | 707,287 | — | 10,602 | (717,889 | ) | — | |||||||||||||||||
Accrued trade marketing expense | — | — | 37,355 | 3,720 | — | 41,075 | ||||||||||||||||||
Accrued liabilities | — | 25,565 | 69,559 | 2,324 | — | 97,448 | ||||||||||||||||||
Dividends payable | 27,924 | — | — | — | — | 27,924 | ||||||||||||||||||
Total current liabilities | 27,924 | 738,102 | 296,438 | 20,578 | (717,889 | ) | 365,153 | |||||||||||||||||
Long-term debt | — | 2,260,680 | 22,657 | 403 | — | 2,283,740 | ||||||||||||||||||
Intercompany note payable | — | — | 2,082,043 | 35,875 | (2,117,918 | ) | — | |||||||||||||||||
Pension and other postretirement benefits | — | — | 59,471 | — | — | 59,471 | ||||||||||||||||||
Other long-term liabilities | — | 14,124 | 24,537 | 3,543 | — | 42,204 | ||||||||||||||||||
Deferred tax liabilities | — | — | 1,025,249 | 1,386 | (309,825 | ) | 716,810 | |||||||||||||||||
Total liabilities | 27,924 | 3,012,906 | 3,510,395 | 61,785 | (3,145,632 | ) | 3,467,378 | |||||||||||||||||
Commitments and contingencies (Note 12) | ||||||||||||||||||||||||
Shareholder’s equity: | ||||||||||||||||||||||||
Pinnacle common stock | 1,174 | — | — | — | — | 1,174 | ||||||||||||||||||
Additional paid-in-capital | 1,365,533 | 1,366,707 | 1,289,354 | 20,476 | (2,676,537 | ) | 1,365,533 | |||||||||||||||||
Retained earnings | 433,651 | 340,027 | 987,391 | 11,048 | (1,338,466 | ) | 433,651 | |||||||||||||||||
Accumulated other comprehensive loss | (46,935 | ) | (46,935 | ) | (37,351 | ) | (4,340 | ) | 88,626 | (46,935 | ) | |||||||||||||
Capital stock in treasury, at cost | (32,110 | ) | — | — | — | — | (32,110 | ) | ||||||||||||||||
Total Shareholders' equity | 1,721,313 | 1,659,799 | 2,239,394 | 27,184 | (3,926,377 | ) | 1,721,313 | |||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,749,237 | $ | 4,672,705 | $ | 5,749,789 | $ | 88,969 | $ | (7,072,009 | ) | $ | 5,188,691 | |||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Balance Sheet | ||||||||||||||||||||||||
28-Dec-14 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | and | Total | |||||||||||||||||||
Inc. | Finance LLC | Reclassifications | ||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | — | $ | 32,942 | $ | 5,535 | $ | — | $ | 38,477 | ||||||||||||
Accounts receivable, net | — | — | 176,822 | 13,932 | — | 190,754 | ||||||||||||||||||
Intercompany accounts receivable | 89,361 | — | 575,842 | — | (665,203 | ) | — | |||||||||||||||||
Inventories, net | — | — | 344,589 | 11,878 | — | 356,467 | ||||||||||||||||||
Other current assets | — | 1,294 | 6,756 | 173 | — | 8,223 | ||||||||||||||||||
Deferred tax assets | — | 1,015 | 120,488 | 285 | — | 121,788 | ||||||||||||||||||
Total current assets | 89,361 | 2,309 | 1,257,439 | 31,803 | (665,203 | ) | 715,709 | |||||||||||||||||
Plant assets, net | — | — | 592,541 | 13,365 | — | 605,906 | ||||||||||||||||||
Investment in subsidiaries | 1,652,475 | 2,188,789 | 75,740 | — | (3,917,004 | ) | — | |||||||||||||||||
Intercompany note receivable | — | 2,086,775 | 7,270 | 9,800 | (2,103,845 | ) | — | |||||||||||||||||
Tradenames | — | — | 1,951,392 | 50,482 | — | 2,001,874 | ||||||||||||||||||
Other assets, net | — | 26,757 | 119,336 | 11,803 | — | 157,896 | ||||||||||||||||||
Deferred tax assets | — | 307,584 | — | — | (307,584 | ) | — | |||||||||||||||||
Goodwill | — | — | 1,638,946 | 80,614 | — | 1,719,560 | ||||||||||||||||||
Total assets | $ | 1,741,836 | $ | 4,612,214 | $ | 5,642,664 | $ | 197,867 | $ | (6,993,636 | ) | $ | 5,200,945 | |||||||||||
Current liabilities: | ||||||||||||||||||||||||
Short-term borrowings | $ | — | $ | — | $ | 2,396 | $ | — | $ | — | $ | 2,396 | ||||||||||||
Current portion of long-term obligations | — | 5,250 | 6,746 | (80 | ) | — | 11,916 | |||||||||||||||||
Accounts payable | — | — | 194,671 | 3,908 | — | 198,579 | ||||||||||||||||||
Intercompany accounts payable | — | 664,675 | — | 528 | (665,203 | ) | — | |||||||||||||||||
Accrued trade marketing expense | — | — | 33,039 | 3,171 | — | 36,210 | ||||||||||||||||||
Accrued liabilities | — | 22,137 | 73,911 | 10,440 | — | 106,488 | ||||||||||||||||||
Dividends payable | 27,847 | — | — | — | — | 27,847 | ||||||||||||||||||
Total current liabilities | 27,847 | 692,062 | 310,763 | 17,967 | (665,203 | ) | 383,436 | |||||||||||||||||
Long-term debt | — | 2,261,397 | 24,142 | 445 | — | 2,285,984 | ||||||||||||||||||
Intercompany note payable | — | — | 2,005,593 | 98,252 | (2,103,845 | ) | — | |||||||||||||||||
Pension and other postretirement benefits | — | — | 61,830 | — | — | 61,830 | ||||||||||||||||||
Other long-term liabilities | — | 6,280 | 24,368 | 3,657 | — | 34,305 | ||||||||||||||||||
Deferred tax liabilities | — | — | 1,027,179 | 1,806 | (307,584 | ) | 721,401 | |||||||||||||||||
Total liabilities | 27,847 | 2,959,739 | 3,453,875 | 122,127 | (3,076,632 | ) | 3,486,956 | |||||||||||||||||
Commitments and contingencies (Note 12) | ||||||||||||||||||||||||
Shareholder’s equity: | ||||||||||||||||||||||||
Pinnacle common stock | 1,173 | — | — | — | — | 1,173 | ||||||||||||||||||
Additional paid-in-capital | 1,363,129 | 1,364,302 | 1,285,084 | 67,181 | (2,716,567 | ) | 1,363,129 | |||||||||||||||||
Retained earnings | 419,531 | 325,907 | 942,185 | 10,977 | (1,279,069 | ) | 419,531 | |||||||||||||||||
Accumulated other comprehensive loss | (37,734 | ) | (37,734 | ) | (38,480 | ) | (2,418 | ) | 78,632 | (37,734 | ) | |||||||||||||
Capital stock in treasury, at cost | (32,110 | ) | — | — | — | — | (32,110 | ) | ||||||||||||||||
Total Shareholders' equity | 1,713,989 | 1,652,475 | 2,188,789 | 75,740 | (3,917,004 | ) | 1,713,989 | |||||||||||||||||
Total liabilities and shareholders' equity | $ | 1,741,836 | $ | 4,612,214 | $ | 5,642,664 | $ | 197,867 | $ | (6,993,636 | ) | $ | 5,200,945 | |||||||||||
Guarantor And NonGuarantor Statements, Statements Of Operations And Comprehensive Income | Pinnacle Foods Inc. | |||||||||||||||||||||||
Condensed Consolidating Statement of Operations and Comprehensive Earnings | ||||||||||||||||||||||||
For the three months ended March 29, 2015 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | Total | ||||||||||||||||||||
Inc. | Finance LLC | |||||||||||||||||||||||
Net sales | $ | — | $ | — | $ | 661,167 | $ | 29,498 | $ | (25,384 | ) | $ | 665,281 | |||||||||||
Cost of products sold | — | 2 | 495,386 | 23,305 | (25,129 | ) | 493,564 | |||||||||||||||||
Gross profit | — | (2 | ) | 165,781 | 6,193 | (255 | ) | 171,717 | ||||||||||||||||
Marketing and selling expenses | — | — | 43,291 | 3,718 | — | 47,009 | ||||||||||||||||||
Administrative expenses | — | 132 | 25,940 | 1,714 | — | 27,786 | ||||||||||||||||||
Research and development expenses | — | — | 2,941 | 111 | — | 3,052 | ||||||||||||||||||
Intercompany royalties | — | — | — | 6 | (6 | ) | — | |||||||||||||||||
Intercompany technical service fees | — | — | — | 249 | (249 | ) | — | |||||||||||||||||
Other expense (income), net | 1,833 | 3,566 | 2 | — | 5,401 | |||||||||||||||||||
Equity in (earnings) loss of investees | (41,536 | ) | (45,206 | ) | (71 | ) | — | 86,813 | — | |||||||||||||||
(41,536 | ) | (43,241 | ) | 75,667 | 5,800 | 86,558 | 83,248 | |||||||||||||||||
Earnings before interest and taxes | 41,536 | 43,239 | 90,114 | 393 | (86,813 | ) | 88,469 | |||||||||||||||||
Intercompany interest (income) expense | — | (17,178 | ) | 16,921 | 257 | — | — | |||||||||||||||||
Interest expense | — | 21,121 | 496 | 11 | — | 21,628 | ||||||||||||||||||
Interest income | — | — | 145 | 8 | — | 153 | ||||||||||||||||||
Earnings (loss) before income taxes | 41,536 | 39,296 | 72,842 | 133 | (86,813 | ) | 66,994 | |||||||||||||||||
Provision (benefit) for income taxes | — | (2,240 | ) | 27,636 | 62 | — | 25,458 | |||||||||||||||||
Net earnings (loss) | $ | 41,536 | $ | 41,536 | $ | 45,206 | $ | 71 | $ | (86,813 | ) | $ | 41,536 | |||||||||||
Total comprehensive earnings (loss) | $ | 32,335 | $ | 32,335 | $ | 44,411 | $ | (894 | ) | $ | (75,852 | ) | $ | 32,335 | ||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Operations and Comprehensive Earnings | ||||||||||||||||||||||||
For the three months ended March 30, 2014 | ||||||||||||||||||||||||
Pinnacle | Pinnacle | Guarantor | Nonguarantor | Eliminations | Consolidated | |||||||||||||||||||
Foods | Foods | Subsidiaries | Subsidiaries | Total | ||||||||||||||||||||
Inc. | Finance LLC | |||||||||||||||||||||||
Net sales | $ | — | $ | — | $ | 639,817 | $ | 20,191 | $ | (15,969 | ) | $ | 644,039 | |||||||||||
Cost of products sold | — | 194 | 473,945 | 18,929 | (15,690 | ) | 477,378 | |||||||||||||||||
Gross profit | — | (194 | ) | 165,872 | 1,262 | (279 | ) | 166,661 | ||||||||||||||||
Marketing and selling expenses | — | 271 | 42,641 | 1,216 | — | 44,128 | ||||||||||||||||||
Administrative expenses | — | 1,696 | 23,105 | 1,176 | — | 25,977 | ||||||||||||||||||
Research and development expenses | — | 41 | 2,441 | — | — | 2,482 | ||||||||||||||||||
Intercompany royalties | — | — | — | 9 | (9 | ) | — | |||||||||||||||||
Intercompany technical service fees | — | — | — | 270 | (270 | ) | — | |||||||||||||||||
Other expense (income), net | — | — | 3,983 | — | — | 3,983 | ||||||||||||||||||
Equity in (earnings) loss of investees | (40,748 | ) | (46,403 | ) | 1,089 | — | 86,062 | — | ||||||||||||||||
(40,748 | ) | (44,395 | ) | 73,259 | 2,671 | 85,783 | 76,570 | |||||||||||||||||
Earnings before interest and taxes | 40,748 | 44,201 | 92,613 | (1,409 | ) | (86,062 | ) | 90,091 | ||||||||||||||||
Intercompany interest (income) expense | — | (16,890 | ) | 16,855 | 35 | — | — | |||||||||||||||||
Interest expense | — | 23,912 | 447 | 8 | — | 24,367 | ||||||||||||||||||
Interest income | — | — | 11 | 15 | — | 26 | ||||||||||||||||||
Earnings (loss) before income taxes | 40,748 | 37,179 | 75,322 | (1,437 | ) | (86,062 | ) | 65,750 | ||||||||||||||||
Provision (benefit) for income taxes | — | (3,569 | ) | 28,919 | (348 | ) | — | 25,002 | ||||||||||||||||
Net (loss) earnings | $ | 40,748 | $ | 40,748 | $ | 46,403 | $ | (1,089 | ) | $ | (86,062 | ) | $ | 40,748 | ||||||||||
Total comprehensive earnings (loss) | $ | 35,667 | $ | 35,667 | $ | 46,633 | $ | (948 | ) | $ | (81,352 | ) | $ | 35,667 | ||||||||||
Guarantor And Nonguarantor Statements, Statements of Cash Flows | ||||||||||||||||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||||||
For the three months ended March 29, 2015 | ||||||||||||||||||||||||
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 | $ | — | $ | 3,978 | $ | 72,661 | $ | (5,642 | ) | $ | — | $ | 70,997 | |||||||||||
Cash flows from investing activities | ||||||||||||||||||||||||
Intercompany accounts receivable/payable | — | (2,666 | ) | (13,713 | ) | — | 16,379 | — | ||||||||||||||||
Investment in Subsidiary | 28,353 | — | — | — | (28,353 | ) | — | |||||||||||||||||
Capital expenditures | — | — | (27,024 | ) | — | — | (27,024 | ) | ||||||||||||||||
Net cash (used in) provided by investing activities | 28,353 | (2,666 | ) | (40,737 | ) | — | (11,974 | ) | (27,024 | ) | ||||||||||||||
Cash flows from financing activities | ||||||||||||||||||||||||
Proceeds from issuance of common stock | 508 | — | — | — | — | 508 | ||||||||||||||||||
Excess tax benefits on stock-based compensation | 802 | — | — | — | — | 802 | ||||||||||||||||||
Taxes paid related to net share settlement of equity awards | (2,374 | ) | — | — | — | — | (2,374 | ) | ||||||||||||||||
Dividends paid | (27,289 | ) | — | — | — | — | (27,289 | ) | ||||||||||||||||
Repayments of long-term obligations | — | (1,312 | ) | (896 | ) | — | — | (2,208 | ) | |||||||||||||||
Proceeds from short-term borrowing | — | — | 963 | — | — | 963 | ||||||||||||||||||
Repayments of short-term borrowing | — | — | (1,096 | ) | — | — | (1,096 | ) | ||||||||||||||||
Intercompany accounts receivable/payable | — | — | 2,666 | 13,713 | (16,379 | ) | — | |||||||||||||||||
Parent investment | — | — | (28,353 | ) | 28,353 | — | ||||||||||||||||||
Repayment of capital lease obligations | — | — | (730 | ) | — | — | (730 | ) | ||||||||||||||||
Net cash (used in) provided by financing activities | (28,353 | ) | (1,312 | ) | (27,446 | ) | 13,713 | 11,974 | (31,424 | ) | ||||||||||||||
Effect of exchange rate changes on cash | — | — | — | (459 | ) | — | (459 | ) | ||||||||||||||||
Net change in cash and cash equivalents | — | — | 4,478 | 7,612 | — | 12,090 | ||||||||||||||||||
Cash and cash equivalents - beginning of period | — | — | 32,942 | 5,535 | — | 38,477 | ||||||||||||||||||
Cash and cash equivalents - end of period | $ | — | $ | — | $ | 37,420 | $ | 13,147 | $ | — | $ | 50,567 | ||||||||||||
Pinnacle Foods Inc. | ||||||||||||||||||||||||
Condensed Consolidating Statement of Cash Flows | ||||||||||||||||||||||||
For the three months ended March 30, 2014 | ||||||||||||||||||||||||
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 | $ | — | $ | (4,503 | ) | $ | 98,937 | $ | (495 | ) | $ | — | $ | 93,939 | ||||||||||
Cash flows from investing activities | ||||||||||||||||||||||||
Intercompany accounts receivable/payable | — | 9,891 | — | — | (9,891 | ) | — | |||||||||||||||||
Capital expenditures | — | — | (22,406 | ) | — | — | (22,406 | ) | ||||||||||||||||
Net cash (used in) provided by investing activities | — | 9,891 | (22,406 | ) | — | (9,891 | ) | (22,406 | ) | |||||||||||||||
Cash flows from financing activities | ||||||||||||||||||||||||
Proceeds from the issuance of common stock | 73 | — | — | — | — | 73 | ||||||||||||||||||
Dividends paid | — | — | (24,310 | ) | — | — | (24,310 | ) | ||||||||||||||||
Repayments of long-term obligations | — | (5,388 | ) | — | — | — | (5,388 | ) | ||||||||||||||||
Proceeds from short-term borrowing | — | — | 960 | — | — | 960 | ||||||||||||||||||
Repayments of short-term borrowing | — | — | (978 | ) | — | — | (978 | ) | ||||||||||||||||
Intercompany accounts receivable/payable | (73 | ) | — | (9,818 | ) | 9,891 | — | |||||||||||||||||
Repayment of capital lease obligations | — | — | (674 | ) | — | — | (674 | ) | ||||||||||||||||
Net cash (used in) provided by financing activities | — | (5,388 | ) | (34,820 | ) | — | 9,891 | (30,317 | ) | |||||||||||||||
Effect of exchange rate changes on cash | — | — | — | 81 | — | 81 | ||||||||||||||||||
Net change in cash and cash equivalents | — | — | 41,711 | (414 | ) | — | 41,297 | |||||||||||||||||
Cash and cash equivalents - beginning of period | — | — | 104,345 | 12,394 | — | 116,739 | ||||||||||||||||||
Cash and cash equivalents - end of period | $ | — | $ | — | $ | 146,056 | $ | 11,980 | $ | — | $ | 158,036 | ||||||||||||
Summary_of_Business_Activities1
Summary of Business Activities Narrative (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Nov. 21, 2014 | Mar. 29, 2015 | Mar. 30, 2014 | Mar. 13, 2015 | Dec. 28, 2014 | Apr. 02, 2013 | Apr. 02, 2007 |
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of Operating Segments | 3 | ||||||
Number of shares vested immediately | 1,100,000 | ||||||
Equity-based compensation expense | $23,700 | $3,469 | $2,112 | ||||
Common stock shares outstanding | 117,441,662 | 117,293,745 | |||||
Blackstone [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Ownership percentage (below 50% on November 21, 2014) | 50.00% | 4.30% | 98.00% | 98.00% | |||
Number of shares sold by company | 14,224,145 | ||||||
Common stock shares outstanding | 5,000,000 | ||||||
Stock Options [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares vested immediately | 200,000 |
Acquisitions_Summary_of_the_Al
Acquisitions Summary of the Allocation of the Total Cost of the Acquisition to Assets Acquired (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 | Nov. 14, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||||
Assets acquired: | ||||
Goodwill | $1,716,272 | $1,719,560 | ||
Garden Protein International, Inc. [Member] | ||||
Assets acquired: | ||||
Accounts receivable | 5,226 | |||
Inventories | 6,798 | |||
Prepaid expenses and other assets | 572 | |||
Property and equipment | 13,895 | |||
Tradenames | 51,950 | |||
Distributor relationships | 3,098 | |||
Private label customer relationships | 1,328 | |||
Formulations | 7,611 | |||
Goodwill | 83,155 | |||
Fair value of assets acquired | 173,632 | |||
Liabilities assumed | ||||
Accounts payable and accrued liabilities | 5,007 | |||
Income tax payable | 7,878 | |||
Long term deferred tax liability | 1,532 | |||
Other long-term liabilities | 2,714 | |||
Total cost of acquisition | 156,502 | |||
Gilster Duncan Hines Facility Acquisition [Member] | ||||
Assets acquired: | ||||
Inventories | 10,188 | |||
Building and land | 3,480 | |||
Plant assets | 2,302 | |||
Deferred tax assets | 1,278 | |||
Goodwill | 9,550 | |||
Fair value of assets acquired | 26,798 | |||
Liabilities assumed | ||||
Accrued liabilities | 178 | |||
Total cost of acquisition | $26,620 |
Acquisitions_Narrative_Details
Acquisitions Narrative (Details) (USD $) | 3 Months Ended | 0 Months Ended | ||||
Mar. 29, 2015 | Mar. 30, 2014 | Nov. 14, 2014 | Apr. 01, 2014 | Dec. 28, 2014 | Mar. 31, 2014 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $1,716,272,000 | $1,719,560,000 | ||||
Cost of products sold | 493,564,000 | 477,378,000 | ||||
Discount | 12,133,000 | 12,728,000 | ||||
Garden Protein International, Inc. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Total assets acquired | 156,502,000 | |||||
Intangible assets and goodwill | 147,100,000 | |||||
Tradenames | 51,950,000 | |||||
Goodwill | 83,155,000 | |||||
Tax deductible goodwill | 53,600,000 | |||||
Business Combination, Working Capital Adjustment | 1,102,000 | |||||
Garden Protein International, Inc. [Member] | Tradenames [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Tradenames | 51,900,000 | |||||
Garden Protein International, Inc. [Member] | Distributor Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Useful life | 30 years | |||||
Garden Protein International, Inc. [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Useful life | 7 years | |||||
Garden Protein International, Inc. [Member] | Technology-Based Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Useful life | 10 years | |||||
Gilster Duncan Hines Facility Acquisition [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Total assets acquired | 26,620,000 | |||||
Goodwill | 9,550,000 | |||||
Tax deductible goodwill | 7,500,000 | |||||
Payments for business acquisition | 11,700,000 | |||||
Business Acquisition, Transaction Costs | 300,000 | |||||
Notes Payable, Other Payables [Member] | Gilster Duncan Hines Facility Acquisition [Member] | Debt Instrument, 3% Notes Payable Due 2018 [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Notes Payable Face Amount | 14,900,000 | |||||
Line of Credit [Member] | Garden Protein International, Inc. [Member] | Revolving Credit Facility [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Senior Secured Credit Facility | $40,000,000 |
Fair_Value_Measurements_Financ
Fair Value Measurements Financial Assets and Liabilities Subject to Recurring Fair Value (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | $0 | $2,675 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 21,657 | 11,515 |
Fair Value, Measurements, Recurring | Fair Value as of | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets at fair value | 2,256 | 7,714 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities at fair value | 23,913 | 16,554 |
Fair Value, Measurements, Recurring | Fair Value Measurements Using Fair Value Hierarchy Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets at fair value | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Fair Value Measurements Using Fair Value Hierarchy Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets at fair value | 2,256 | 7,714 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities at fair value | 23,913 | 16,554 |
Fair Value, Measurements, Recurring | Fair Value Measurements Using Fair Value Hierarchy Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets at fair value | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Interest Rate Contracts | Fair Value as of | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 6,420 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 11,862 | 4,543 |
Fair Value, Measurements, Recurring | Interest Rate Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Interest Rate Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 6,420 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 11,862 | 4,543 |
Fair Value, Measurements, Recurring | Interest Rate Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Foreign Exchange Contracts | Fair Value as of | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 2,104 | 1,294 |
Fair Value, Measurements, Recurring | Foreign Exchange Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Fair Value, Measurements, Recurring | Foreign Exchange Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 2,104 | 1,294 |
Fair Value, Measurements, Recurring | Foreign Exchange Contracts | Fair Value Measurements Using Fair Value Hierarchy Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Fair Value, Measurements, Recurring | Commodity Contract | Fair Value as of | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 152 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 12,051 | 12,011 |
Fair Value, Measurements, Recurring | Commodity Contract | Fair Value Measurements Using Fair Value Hierarchy Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Commodity Contract | Fair Value Measurements Using Fair Value Hierarchy Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 152 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | 12,051 | 12,011 |
Fair Value, Measurements, Recurring | Commodity Contract | Fair Value Measurements Using Fair Value Hierarchy Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative assets | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liabilities | $0 | $0 |
Other_Expense_Income_Net_Sched
Other Expense (Income), Net Schedule of Other Expense (Income), Net (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Other Income and Expenses [Abstract] | ||
Amortization of intangibles/other | $3,362 | $4,175 |
Unrealized foreign exchange losses | 2,279 | 0 |
Royalty income and other | -240 | -192 |
Total other expense (income), net | $5,401 | $3,983 |
Stockholders_Equity_EquityBase2
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Equity Based Compensation Narrative (Details) | 3 Months Ended |
Mar. 29, 2015 | |
long-term_incentive_program | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of Long-Term Incentive Plans | 2 |
Stockholders_Equity_EquityBase3
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Schedule of Equity-based Compensation Expense (Details) (USD $) | 0 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Nov. 21, 2014 | Mar. 29, 2015 | Mar. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-Tax Equity Based Compensation Expense | $23,700 | $3,469 | $2,112 |
Income Tax Benefit | -1,272 | -698 | |
Net Equity Based Compensation Expense | 2,197 | 1,414 | |
Cost of products sold [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-Tax Equity Based Compensation Expense | 1,293 | 197 | |
Selling and Marketing Expense [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-Tax Equity Based Compensation Expense | 514 | 271 | |
General and Administrative Expense [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-Tax Equity Based Compensation Expense | 1,544 | 1,603 | |
Research and development expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Pre-Tax Equity Based Compensation Expense | $118 | $41 |
Stockholders_Equity_EquityBase4
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share 2013 Omnibus Plan Narrative (Details) (2013 Omnibus Plan [Member]) | Mar. 27, 2013 |
2013 Omnibus Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares Authorized | 11,300,000 |
Stockholders_Equity_EquityBase5
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Reclassification out of Accumulated Other Comprehensive Income (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense | ($21,628) | ($24,367) |
Cost of products sold | -493,564 | -477,378 |
Earnings before income taxes | 66,994 | 65,750 |
Provision for income taxes | -25,458 | -25,002 |
Net of tax | 41,536 | 40,748 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||
Net of tax | -87 | 77 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Gains and losses on swaps [Member] | ||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense | -393 | -41 |
Cost of products sold | 703 | 413 |
Earnings before income taxes | 310 | 372 |
Provision for income taxes | -227 | -207 |
Net of tax | 83 | 165 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Pension actuarial asumption adjustments [Member] | ||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||
Cost of products sold | -275 | -143 |
Provision for income taxes | 105 | 55 |
Net of tax | ($170) | ($88) |
Stockholders_Equity_EquityBase6
Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share Schedule of Weighted Average Number of Shares (Details) | 3 Months Ended | |
Mar. 29, 2015 | Mar. 30, 2014 | |
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | ||
Weighted-average common shares | 115,906,031 | 115,592,299 |
Effect of dilutive securities | 1,130,375 | 1,094,602 |
Dilutive potential common shares | 117,036,406 | 116,686,901 |
Antidilutive shares excluded from the computation | 10,258 | 216,648 |
Balance_Sheet_Information_Sche
Balance Sheet Information Schedule of Accounts Receivable (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Accounts Receivable, Net, Current [Abstract] | ||
Customers | $211,793 | $190,321 |
Allowances for cash discounts, bad debts and returns | -7,249 | -6,801 |
Subtotal | 204,544 | 183,520 |
Other receivables | 7,088 | 7,234 |
Total | $211,632 | $190,754 |
Balance_Sheet_Information_Sche1
Balance Sheet Information Schedule of Inventories (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Inventory, Net [Abstract] | ||
Raw materials, containers and supplies | $79,572 | $60,828 |
Finished product | 265,114 | 295,639 |
Total | $344,686 | $356,467 |
Balance_Sheet_Information_Sche2
Balance Sheet Information Schedule of Other Current Assets (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid expenses | $8,708 | $8,139 |
Prepaid income taxes | 127 | 84 |
Total | $8,835 | $8,223 |
Balance_Sheet_Information_Sche3
Balance Sheet Information Schedule of Plant Assets (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 |
Property, Plant and Equipment [Line Items] | |||
Plant Assets, Gross | $967,897 | $955,545 | |
Accumulated depreciation | -366,148 | -349,639 | |
Total | 601,749 | 605,906 | |
Depreciation | 17,505 | 16,205 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Plant Assets, Gross | 14,211 | 14,211 | |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Plant Assets, Gross | 210,700 | 208,341 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Plant Assets, Gross | 651,158 | 641,818 | |
Projects in progress | |||
Property, Plant and Equipment [Line Items] | |||
Plant Assets, Gross | 91,828 | 91,175 | |
Assets under capital lease | |||
Property, Plant and Equipment [Line Items] | |||
Accumulated depreciation | -10,756 | -9,935 | |
Total | $18,520 | $18,127 |
Balance_Sheet_Information_Sche4
Balance Sheet Information Schedule of Accrued Liabilities (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 | Mar. 30, 2014 |
In Thousands, unless otherwise specified | |||
Accrued Liabilities, Current [Abstract] | |||
Employee compensation and benefits | $43,294 | $52,404 | |
Dividends payable | 27,924 | 25,415 | |
Interest payable | 16,190 | 12,239 | |
Customer Coupons | 2,986 | 1,912 | |
Accrued financial instrument contracts (see note 10) | 9,789 | 10,276 | |
Other | 25,189 | 29,657 | |
Total | $97,448 | $106,488 |
Balance_Sheet_Information_Sche5
Balance Sheet Information Schedule of Other Long-Term Liabilities (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Liabilities, Noncurrent [Abstract] | ||
Employee compensation and benefits | $10,346 | $9,506 |
Long-term rent liability and deferred rent allowances | 8,189 | 8,431 |
Liability for uncertain tax positions | 2,089 | 2,064 |
Accrued financial instrument contracts (see note 10) | 14,124 | 6,280 |
Other | 7,456 | 8,024 |
Total | $42,204 | $34,305 |
Balance_Sheet_Information_Sche6
Balance Sheet Information Schedule of Accounts Payable (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Balance Sheet Information [Abstract] | ||
Accounts payable | $184,627 | $198,579 |
Goodwill_Tradenames_and_Other_1
Goodwill Tradenames and Other Assets Schedule of Goodwill by Segment (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 29, 2015 |
Goodwill [Roll Forward] | |
Goodwill | $1,719,560 |
Foreign currency adjustment | -2,186 |
Purchase price adjustment (1) | -1,102 |
Goodwill | 1,716,272 |
Birds Eye Frozen [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 608,984 |
Foreign currency adjustment | -2,186 |
Purchase price adjustment (1) | -1,102 |
Goodwill | 605,696 |
Duncan Hines Grocery [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 936,615 |
Foreign currency adjustment | 0 |
Purchase price adjustment (1) | 0 |
Goodwill | 936,615 |
Specialty Foods [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 173,961 |
Foreign currency adjustment | 0 |
Purchase price adjustment (1) | 0 |
Goodwill | $173,961 |
Goodwill_Tradenames_and_Other_2
Goodwill Tradenames and Other Assets Schedule of Tradenames by Segment (Details) (Tradenames [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 29, 2015 |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | $2,001,874 |
Foreign currency adjustment | -413 |
Balance, March 29, 2015 | 2,001,461 |
Birds Eye Frozen [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 847,162 |
Foreign currency adjustment | -413 |
Balance, March 29, 2015 | 846,749 |
Duncan Hines Grocery [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 1,118,712 |
Foreign currency adjustment | 0 |
Balance, March 29, 2015 | 1,118,712 |
Specialty Foods [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 36,000 |
Foreign currency adjustment | 0 |
Balance, March 29, 2015 | $36,000 |
Goodwill_Tradenames_and_Other_3
Goodwill Tradenames and Other Assets Schedule of Other Assets (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 | ||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $209,757 | $209,827 | |||
Accumulated Amortization | -89,610 | -86,249 | |||
Net | 120,147 | 123,578 | |||
Deferred financing costs, Gross Carrying Amount | 45,913 | 45,913 | |||
Deferred financing costs, Accumulated Amortization | -26,238 | -25,244 | |||
Deferred financing costs, Net | 19,675 | 20,669 | |||
Interest Rate Derivative Assets, at Fair Value | 6,420 | ||||
Derivative Assets, Noncurrent | 152 | ||||
Other | 8,690 | [1] | 7,229 | [1] | |
Total other assets, net | 148,664 | 157,896 | |||
Amortization of intangible assets | 3,362 | 4,175 | |||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||||
Estimated amortization expense, remainder of 2015 | 10,100 | ||||
Estimated amortization expense, 2016 | 12,200 | ||||
Estimated amortization expense, 2017 | 7,400 | ||||
Estimated amortization expense, 2018 | 5,800 | ||||
Estimated amortization expense, 2019 | 5,500 | ||||
Estimated amortization expense, thereafter | 79,200 | ||||
Amortization of debt acquisition costs | 994 | 1,024 | |||
Recipes | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Avg Life | 10 years | 10 years | |||
Gross Carrying Amount | 60,150 | 60,206 | |||
Accumulated Amortization | -42,543 | -41,027 | |||
Net | 17,607 | 19,179 | |||
Customer relationships - Distributors | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Avg Life | 36 years | 36 years | |||
Gross Carrying Amount | 142,142 | 142,156 | |||
Accumulated Amortization | -42,065 | -40,616 | |||
Net | 100,077 | 101,540 | |||
Customer relationships - Food Service | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Avg Life | 7 years | 7 years | |||
Customer relationships - Private Label | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Avg Life | 7 years | 7 years | |||
Gross Carrying Amount | 1,290 | 1,290 | |||
Accumulated Amortization | -131 | -43 | |||
Net | 1,159 | 1,247 | |||
License | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Avg Life | 7 years | 7 years | |||
Gross Carrying Amount | 6,175 | 6,175 | |||
Accumulated Amortization | -4,871 | -4,563 | |||
Net | 1,304 | 1,612 | |||
Birds Eye Frozen [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net | 65,726 | 67,525 | |||
Duncan Hines Grocery [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net | 50,103 | 51,637 | |||
Specialty Foods [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Net | $4,318 | $4,416 | |||
[1] | As of MarchB 29, 2015 and DecemberB 28, 2014, Other primarily consists of security deposits |
Goodwill_Tradenames_and_Other_4
Goodwill Tradenames and Other Assets Schedule of Deferred Financing Cost Activity (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Write off of Deferred Debt Issuance Cost, Gross | $1,000 | |
Amortization of debt acquisition costs | 994 | 1,024 |
Deferred Financing Cost Activity [Roll Forward] | ||
Deferred financing costs, Gross Carrying Amount, Beginning Balance | 45,913 | |
Deferred financing costs, Accumulated Amortization, Beginning Balance | -25,244 | |
Deferred financing costs, Net, Beginning Balance | 20,669 | |
Amortization of debt acquisition costs | -994 | |
Write off of Deferred Debt Issuance Cost, Gross | 1,000 | |
Deferred financing costs, Gross Carrying Amount, Ending Balance | 45,913 | |
Deferred financing costs, Accumulated Amortization, Ending Balance | -26,238 | |
Deferred financing costs, Net, Ending Balance | $19,675 |
Debt_and_Interest_Expense_Sche
Debt and Interest Expense Schedule of Long-term and Short-term Debt Instruments (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Short-term Debt [Abstract] | ||
Short-term borrowings | $2,263 | $2,396 |
Long-term Debt, Current and Noncurrent [Abstract] | ||
Unamortized discount on long term debt | -12,133 | -12,728 |
Capital lease obligations | 18,026 | 18,756 |
Long-term Debt, including capital lease obligations less unamortized discount on long term debt | 2,295,556 | 2,297,900 |
Less: current portion of long-term obligations | 11,816 | 11,916 |
Long-term debt | 2,283,740 | 2,285,984 |
Senior Notes | 4.875% Senior Notes Due 2021 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Notes | 350,000 | 350,000 |
Notes Payable, Other Payables [Member] | Debt Instrument, 3% Notes Payable Due 2018 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Notes Payable, Noncurrent | 11,600 | 12,497 |
Secured Debt [Member] | Tranche G Term Loan due 2020 | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Secured Credit Facility | 1,409,625 | 1,409,625 |
Secured Debt [Member] | Debt Instrument, Tranche H Extended Term Loans Due 2020 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Secured Credit Facility | $518,438 | $519,750 |
Debt_and_Interest_Expense_Sche1
Debt and Interest Expense Schedule of Interest Expense (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 |
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount | $12,133 | $12,728 | |
Interest expense, third party | 19,965 | 22,796 | |
Amortization of debt acquisition costs (Note 8) | 994 | 1,024 | |
Write off of Deferred Debt Issuance Cost, Gross | 1,000 | ||
Interest rate swap losses (Note 11) | 393 | 31 | |
Total interest expense | 21,628 | 24,367 | |
Majority Shareholder | |||
Debt Instrument [Line Items] | |||
Related party interest expense (Note 13) | $276 | $516 |
Debt_and_Interest_Expense_Seni
Debt and Interest Expense Senior Secured Credit Facility (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | |||
Apr. 29, 2013 | Mar. 29, 2015 | Jul. 08, 2014 | Mar. 30, 2014 | Dec. 28, 2014 | Oct. 02, 2013 | Apr. 02, 2007 | |
Debt Instrument [Line Items] | |||||||
Line of Credit Term | 5 years | ||||||
Due to Related Parties, Noncurrent | $33,857,000 | $47,315,000 | |||||
Actual net leverage ratio (less than 4.25) | 4.18 | ||||||
Percent of Peak Finance Holdings LLC owned by Pinnacle Foods Inc | 100.00% | ||||||
Debt Instrument, Unamortized Discount | 12,133,000 | 12,728,000 | |||||
Write off of Deferred Debt Issuance Cost, Gross | 1,000,000 | ||||||
Tranche G Term Loans | |||||||
Debt Instrument [Line Items] | |||||||
Write-off of original issue discount | 900,000 | ||||||
Secured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Debt Covenant, Consecutive Fiscal Quarters | 4 | ||||||
Secured Debt [Member] | Tranche G Term Loans | |||||||
Debt Instrument [Line Items] | |||||||
Amount of debt redeemed | 200,000,000 | ||||||
Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Term | 7 years | ||||||
Amount extended as part of the refinancing | 1,630,000,000 | ||||||
Basis points added to the Federal Reserve overnight funds rate | 0.25% | ||||||
Percent of collateralized capital stock of, or other equity interests in, each direct foreign subsidiaries, or any domestic subsidiaries | 65.00% | ||||||
Debt Instrument, Interest Rate During Period | 3.00% | ||||||
Eurocurrency rate | 3.00% | ||||||
Outstanding amount on Revolving Credit Facility for letters of credit | 1,409,625,000 | 1,409,625,000 | |||||
Percentage of Excess Cash Flow required to prepay Tranche B and Tranche D Loans | 50.00% | ||||||
Actual net leverage ratio (less than 4.25) | 4.25 | ||||||
Senior Sceured Credit Facility loans mature in quarterly installments, percent | 0.25% | ||||||
Secured Debt [Member] | Debt Instrument, Tranche H Extended Term Loans Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | 525,000,000 | ||||||
Outstanding amount on Revolving Credit Facility for letters of credit | 518,438,000 | 519,750,000 | |||||
Aggregate maturities due in the remainder of year | 3,900,000 | ||||||
Aggregate maturities due in 2014 | 5,300,000 | ||||||
Aggregate maturities due in 2015 | 6,600,000 | ||||||
Aggregate maturities due in 2016 | 3,900,000 | ||||||
Aggregate maturities due in 2017 | 5,300,000 | ||||||
Aggregate maturities thereafter | 493,400,000 | ||||||
Secured Debt [Member] | Tranche B Extended, B Non Extended E and F Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate During Period | 3.25% | ||||||
Eurocurrency rate | 3.00% | ||||||
New Revolving Credit Facility (2013) [Member] [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total letter of credit issued under the Revolving Credit Facility cannot exceed | 150,000,000 | ||||||
Revolving Credit Facility and Letters of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.38% | ||||||
Available borrowing capacity | 119,711,000 | 117,838,000 | |||||
Letters of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Total letter of credit issued under the Revolving Credit Facility cannot exceed | 50,000,000 | ||||||
Fronting fee, per annum | 0.13% | ||||||
Outstanding amount on Revolving Credit Facility for letters of credit | 30,289,000 | 32,162,000 | |||||
Available borrowing capacity | 19,711,000 | 17,838,000 | |||||
Majority Shareholder | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Due to Related Parties, Noncurrent | 33,857,000 | ||||||
Majority Shareholder | Secured Debt [Member] | Tranche B Extended, B Non Extended E and F Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Due to Related Parties, Noncurrent | 47,315,000 | ||||||
Net First Lien | Secured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt to EBITDA for the most recently concluded four consecutive fiscal quarters | 5.75 | ||||||
Restricted Payments | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Debt to EBITDA for the most recently concluded four consecutive fiscal quarters | 4.25 | ||||||
Amount of restricted payments for specified activities greater of amount or percent of consolidated total assets | 50,000,000 | ||||||
Percent of restricted payments for specified activities greater of amount or percent of consolidated total assets | 2.00% | ||||||
Senior Notes | 4.875% Senior Notes Due 2021 | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate | 4.88% | 4.88% | |||||
Total letter of credit issued under the Revolving Credit Facility cannot exceed | 350,000,000 | ||||||
Reduction Criteria 1 [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of Excess Cash Flow required to prepay Tranche B and Tranche D Loans | 25.00% | ||||||
Reduction Criteria 2 [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of Excess Cash Flow required to prepay Tranche B and Tranche D Loans | 0.00% | ||||||
Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Actual net leverage ratio (less than 4.25) | 4.5 | ||||||
Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Actual net leverage ratio (less than 4.25) | 5.49 | ||||||
Federal Funds Effective Rate | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Basis points added to the Federal Reserve overnight funds rate | 0.50% | ||||||
Eurodollar [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 1.00% | ||||||
Basis points added to the Federal Reserve overnight funds rate | 2.25% | ||||||
Eurocurrency rate, minimum per annum | 0.75% | ||||||
Base Rate [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Basis points added to the Federal Reserve overnight funds rate | 1.25% | ||||||
Base rate, minimum per annum | 1.75% |
Debt_and_Interest_Expense_Seni1
Debt and Interest Expense Senior Notes and Senior Subordinated Notes (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||
In Millions, unless otherwise specified | Apr. 29, 2013 | Mar. 29, 2015 | Sep. 28, 2014 | Apr. 01, 2014 | Apr. 02, 2007 | Mar. 31, 2014 |
Senior Notes | 4.875% Senior Notes Due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Fixed interest rate | 4.88% | 4.88% | ||||
Proceeds from Issuance of Unsecured Debt | $350 | |||||
Early redemption percent of principal amount plus the applicable premium as of, and accrued and unpaid interest to, the redemption date | 100.00% | |||||
Debt Instrument, Applicable Premium, Percentage of Principal Amount | 1.00% | |||||
Early redemption percent the Company may redeem up to the aggregate principal amount through September 1, 2013 | 35.00% | |||||
Early redemption percent of principal amount of note required to be outstanding immediately after the occurence of each such redemption | 50.00% | |||||
Period each redemption is required to occur after the closing of each such equity offering | 120 days | |||||
Senior Notes | 8.25% Senior Notes due 2017 | ||||||
Debt Instrument [Line Items] | ||||||
Early redemption percent of principal amount plus accrued and unpaid interest if any to redeem until September 1, 2013 | 104.88% | |||||
Notes Payable, Other Payables [Member] | Amended Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Net Leverage Ratio Threshold | 4.25 | |||||
Basis points added to the interest rate | -25.00% | |||||
Notes Payable, Other Payables [Member] | Debt Instrument, 3% Notes Payable Due 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Notes Payable Face Amount | $14.90 | |||||
Debt Instrument, Term | 4 years | |||||
Fixed interest rate | 3.00% |
Debt_and_Interest_Expense_Sche2
Debt and Interest Expense Schedule of Early Redemption Prices of Long-term Debt Instruments (Details) (Senior Notes, 4.875% Senior Notes Due 2021) | Mar. 29, 2015 |
2016 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 103.66% |
2017 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 102.44% |
2018 | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 101.22% |
2019 and thereafter | |
Debt Instrument [Line Items] | |
Redemption prices, percent of outstanding principal | 100.00% |
Debt_and_Interest_Expense_Sche3
Debt and Interest Expense Schedule of the Estimated Fair Value of the Company's Long-term Debt, Including the Current Portion (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 | Apr. 29, 2013 | Apr. 02, 2007 | Oct. 02, 2013 |
In Thousands, unless otherwise specified | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Fair Value | $2,280,022 | $2,230,491 | |||
Notes Payable, Other Payables [Member] | Notes Payable, Gilster Mary Lee Corporation [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 3.00% | 3.00% | |||
Face amount | 11,600 | 12,497 | |||
Long-term Debt, Fair Value | 11,600 | 12,497 | |||
Senior Notes | 4.875% Senior Notes Due 2021 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 4.88% | 4.88% | |||
Senior Notes | 350,000 | 350,000 | |||
Senior Notes, Fair value | 350,000 | 346,500 | |||
Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||
Debt Instrument [Line Items] | |||||
Senior Secured Credit Facility | 1,409,625 | 1,409,625 | |||
Senior Secured Credit Facility, Fair Value | 1,402,577 | 1,367,336 | |||
Secured Debt [Member] | Debt Instrument, Tranche H Extended Term Loans Due 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Secured Credit Facility | 518,438 | 519,750 | |||
Senior Secured Credit Facility, Fair Value | 515,845 | 504,158 | |||
Face amount | 525,000 | ||||
Face Value | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Fair Value | 2,289,663 | 2,291,872 | |||
Face Value | Senior Notes | 4.875% Senior Notes Due 2021 | |||||
Debt Instrument [Line Items] | |||||
Senior Notes | 350,000 | 350,000 | |||
Face Value | Secured Debt [Member] | Tranche G Term Loan due 2020 | |||||
Debt Instrument [Line Items] | |||||
Senior Secured Credit Facility | 1,409,625 | 1,409,625 | |||
Face Value | Secured Debt [Member] | Debt Instrument, Tranche H Extended Term Loans Due 2020 [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Secured Credit Facility | $518,438 | $519,750 |
Pension_and_Retirement_Plans_N
Pension and Retirement Plans Narrative (Details) | 3 Months Ended |
Mar. 29, 2015 | |
General Discussion of Pension and Other Postretirement Benefits [Abstract] | |
Number of qualified 401(k) plans | 2 |
Pension_and_Retirement_Plans_S
Pension and Retirement Plans Schedule of Net Periodic Benefit Cost, Pinnacle Foods (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 | |
Defined Benefit Plans and Other Postretirement Benefit Plans, Pinnacle Foods | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $2,828,000 | $2,902,000 | |
Expected return on assets | -3,391,000 | -3,292,000 | |
Amortization of actuarial loss | 269,000 | 32,000 | |
Net periodic cost | -294,000 | -358,000 | |
Expected future contributions | 2,800,000 | ||
Company contributions | 1,700,000 | 2,100,000 | 7,800,000 |
Defined Benefit Plans and Other Postretirement Benefit Plans, Multi-employer Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions | $193,000 | $193,000 |
Pension_and_Retirement_Plans_M
Pension and Retirement Plans Mutli-employer Plans (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Multiemployer Plans, Contributions By Employer Represent Less Than Percent | 5.00% | |
Funded status | At least 80 percent | |
Certified zone status | Green | |
Defined Benefit Plans and Other Postretirement Benefit Plans, Multi-employer Plans [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Employer contributions | $193 | $193 |
Financial_Instruments_Schedule
Financial Instruments Schedule of Interest Rate Swaps (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Derivative [Line Items] | ||
Deferred income taxes | $18,499 | $24,352 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Swap | ||
Derivative [Line Items] | ||
Number of Instruments | 15 | |
Notional Amount | 1,497,450 | |
Interest Rate Swaps, Fixed Rate Range, Lower | 0.84% | |
Interest Rate Swaps, Fixed Rate Range, Upper | 2.97% | |
Ineffective portion of the change in fair value recognized directly in earning, estimated for next twelve months | $2,537 |
Financial_Instruments_Schedule1
Financial Instruments Schedule of Foreign Currency Exchange Contracts (Details) (Cash Flow Hedging, Designated as Hedging Instrument, CAD Forward) | Mar. 29, 2015 | Mar. 29, 2015 |
In Thousands, unless otherwise specified | USD ($) | CAD |
Derivative [Line Items] | ||
Number of Instruments | 9 | 9 |
Notional Sold in Aggregate in (CAD) | $16,372 | 18,000 |
Derivative, Exchange Rate Floor | 1.096 | 1.096 |
Derivative, Exchange Rate Cap | 1.102 | 1.102 |
Financial_Instruments_Schedule2
Financial Instruments Schedule of Derivative Instruments Not Designated in Qualifying Hedging Relationships (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Derivative [Line Items] | ||
Deferred income taxes | $18,499 | $24,352 |
Not Designated as Hedging Instrument | Commodity Contracts, Natural Gas [Member] | ||
Derivative [Line Items] | ||
Number of Instruments | 2 | |
Notional Amount | 671,960 | |
Price/Index, Floor Price | 4.12 | |
Price/Index, Cap Price | 4.4 | |
Not Designated as Hedging Instrument | Diesel Fuel Contracts | ||
Derivative [Line Items] | ||
Number of Instruments | 5 | |
Notional Amount | 10,281,259 | |
Price/Index, Floor Price | 3.67 | |
Price/Index, Cap Price | 3.8 | |
Not Designated as Hedging Instrument | Commodity Contracts, Heating Oil [Member] | ||
Derivative [Line Items] | ||
Number of Instruments | 1 | |
Notional Amount | 1,935,550 | |
Price/Index, Floor Price | 1.82 | |
Price/Index, Cap Price | 1.82 | |
Not Designated as Hedging Instrument | Commodity Contracts, Soybean Oil [Member] | ||
Derivative [Line Items] | ||
Number of Instruments | 2 | |
Notional Amount | 70,072,559 | |
Price/Index, Floor Price | 0.32 | |
Price/Index, Cap Price | 0.35 |
Financial_Instruments_Schedule3
Financial Instruments Schedule of the Fair Value of Derivative Financial Instruments as well as Their Consolidated Balance Sheets Classification (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | $2,256 | $7,714 |
Derivative Liabilities | 23,913 | 16,554 |
Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 152 | |
Derivative Liabilities | 12,051 | 12,011 |
Accrued Liabilities [Member] | Commodity Contract | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | 8,885 | 8,995 |
Other assets, net | Commodity Contract | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 152 | |
Other long-term liabilities | Commodity Contract | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | 3,167 | 3,016 |
Cash Flow Hedging | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 2,104 | 7,714 |
Derivative Liabilities | 11,862 | 4,543 |
Cash Flow Hedging | Accrued Liabilities [Member] | Interest Rate Contracts | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | 905 | 1,280 |
Cash Flow Hedging | Other curent assets | Foreign Exchange Contracts | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 2,104 | 1,294 |
Cash Flow Hedging | Other assets, net | Interest Rate Contracts | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | 6,420 | |
Cash Flow Hedging | Other long-term liabilities | Interest Rate Contracts | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | $10,957 | $3,263 |
Summary_of_Derivative_Assets_a
Summary of Derivative Assets and Liabilities (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Derivative Asset [Abstract] | ||
Asset derivatives, Gross Amounts Presented in the Consolidated Balance Sheet | $2,256 | $7,714 |
Asset derivatives, Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | -2,256 | -5,039 |
Asset derivatives, Net Amount | 0 | 2,675 |
Derivative Liability [Abstract] | ||
Liability derivatives, Gross Amounts Presented in the Consolidated Balance Sheet | 23,913 | 16,554 |
Liability derivatives, Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | -2,256 | -5,039 |
Liability derivatives, Net Amount | $21,657 | $11,515 |
Financial_Instruments_Schedule4
Financial Instruments Schedule of Derivative Financial Instruments on the Consolidated Statements of Operations and Accumulated Other Comprehensive (Loss) Earnings (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net loss on financial instrument contracts | ($12,616) | ($7,741) |
Recognized in Earnings on Derivative | -2,008 | -343 |
Not Designated as Hedging Instrument | Interest Rate Contracts | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Recognized in Earnings on Derivative | 11 | |
Not Designated as Hedging Instrument | Commodity Contract | Cost of products sold [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Recognized in Earnings on Derivative | -2,008 | -354 |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net loss on financial instrument contracts | -12,616 | -7,741 |
Reclassified from AOCE into Earnings (Effective Portion) | 310 | 372 |
Recognized in Earnings on Derivative (Ineffective Portion) | -2 | 3 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net loss on financial instrument contracts | -14,131 | -8,732 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Contracts | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Reclassified from AOCE into Earnings (Effective Portion) | -393 | -41 |
Recognized in Earnings on Derivative (Ineffective Portion) | 0 | |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign Exchange Contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net loss on financial instrument contracts | 1,515 | 991 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign Exchange Contracts | Cost of products sold [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Reclassified from AOCE into Earnings (Effective Portion) | 703 | 413 |
Recognized in Earnings on Derivative (Ineffective Portion) | ($2) | $3 |
Financial_Instruments_Schedule5
Financial Instruments Schedule of Aggregate Fair Values of Derivatives that Contain Credit Risk-related Contingent Features (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Credit Derivatives [Line Items] | ||
Termination Value | ($23,676) | ($10,529) |
Performance Risk Adjustment | 1,766 | 1,432 |
Accrued Interest | -253 | -257 |
Fair Value (excluding interest) | -21,657 | -8,840 |
Barclays | Commodity Contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 6,350 | 6,300 |
Performance Risk Adjustment | 0 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | -6,350 | -6,300 |
Bank of America [Member] | Commodity Contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 22 | |
Performance Risk Adjustment | 0 | |
Accrued Interest | 0 | |
Fair Value (excluding interest) | -22 | |
Macquarie Bank [Member] | Commodity Contract | ||
Credit Derivatives [Line Items] | ||
Termination Value | 5,526 | 5,711 |
Performance Risk Adjustment | 0 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | -5,526 | -5,711 |
Cash Flow Hedging | Barclays | Interest Rate Contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 5,886 | -550 |
Performance Risk Adjustment | 828 | 667 |
Accrued Interest | 88 | 90 |
Fair Value (excluding interest) | -4,970 | 1,307 |
Cash Flow Hedging | Barclays | Foreign Exchange Contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | -2,108 | -1,294 |
Performance Risk Adjustment | -4 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | 2,104 | 1,294 |
Cash Flow Hedging | Bank of America [Member] | Interest Rate Contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 3,011 | -1,578 |
Performance Risk Adjustment | 776 | 627 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | -2,235 | 2,205 |
Cash Flow Hedging | Credit Suisse | Interest Rate Contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 1,829 | -322 |
Performance Risk Adjustment | 82 | 58 |
Accrued Interest | 88 | 90 |
Fair Value (excluding interest) | -1,659 | 470 |
Cash Flow Hedging | Macquarie Bank [Member] | Interest Rate Contracts | ||
Credit Derivatives [Line Items] | ||
Termination Value | 3,160 | 2,262 |
Performance Risk Adjustment | 84 | 80 |
Accrued Interest | 77 | 77 |
Fair Value (excluding interest) | ($2,999) | ($2,105) |
Related_Party_Transactions_Nar
Related Party Transactions Narrative (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 |
Related Party Transaction [Line Items] | |||
Due to Related Parties, Noncurrent | $33,857 | $47,315 | |
Majority Shareholder | |||
Related Party Transaction [Line Items] | |||
Interest expense and fees recognized to a related party | 276 | 516 | |
Accrued Liabilities Related Party | 166 | 196 | |
Performance Food Group Company | |||
Related Party Transaction [Line Items] | |||
Sales to a related party | 1,414 | 1,075 | |
Accounts receivable due from a related party | 385 | 230 | |
Blackstone [Member] | |||
Related Party Transaction [Line Items] | |||
Advisory services provided by related party | |||
Tranche G Term Loan due 2020 | Secured Debt [Member] | Majority Shareholder | |||
Related Party Transaction [Line Items] | |||
Due to Related Parties, Noncurrent | 33,857 | ||
Tranche B Extended, B Non Extended E and F Term Loans [Member] | Secured Debt [Member] | Majority Shareholder | |||
Related Party Transaction [Line Items] | |||
Due to Related Parties, Noncurrent | $47,315 |
Segments_Schedule_of_Segment_R
Segments Schedule of Segment Reporting Information, by Segment (Details) (USD $) | 3 Months Ended | ||||
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 | Dec. 28, 2014 | ||
Segment Reporting Information [Line Items] | |||||
Number of Operating Segments | 3 | ||||
Net sales | $665,281 | $644,039 | |||
Earnings before interest and taxes | 88,469 | 90,091 | |||
Depreciation and amortization | 20,867 | 20,380 | |||
Capital Expenditures Including Capital Leases | 27,024 | [1] | 22,688 | [1] | |
Total assets | 5,188,691 | 5,200,945 | |||
Plant assets, net | 601,749 | 605,906 | |||
Birds Eye Frozen [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 317,890 | 294,278 | |||
Earnings before interest and taxes | 43,277 | 46,728 | |||
Depreciation and amortization | 10,668 | 9,949 | |||
Capital Expenditures Including Capital Leases | 4,540 | 5,981 | |||
Total assets | 2,118,614 | 2,123,902 | |||
Duncan Hines Grocery [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 261,198 | 264,904 | |||
Earnings before interest and taxes | 43,207 | 42,673 | |||
Depreciation and amortization | 7,000 | 6,462 | |||
Capital Expenditures Including Capital Leases | 18,922 | 14,740 | |||
Total assets | 2,621,750 | 2,612,311 | |||
Specialty Foods [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 86,193 | 84,857 | |||
Earnings before interest and taxes | 7,700 | 7,072 | |||
Depreciation and amortization | 3,199 | 3,969 | |||
Capital Expenditures Including Capital Leases | 3,562 | 1,967 | |||
Total assets | 344,801 | 343,177 | |||
Unallocated corporate expenses | |||||
Segment Reporting Information [Line Items] | |||||
Earnings before interest and taxes | -5,715 | -6,382 | |||
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Total assets | 103,526 | 121,555 | |||
UNITED STATES | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 661,167 | 639,817 | |||
Plant assets, net | 589,755 | 592,541 | |||
CANADA | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 29,498 | 20,191 | |||
Plant assets, net | 11,994 | 13,365 | |||
Intercompany | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | -25,384 | -15,969 | |||
Frozen [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 359,139 | 337,234 | |||
Meals and Meal Enhancers [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 208,974 | [2] | 210,700 | [2] | |
Desserts [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 71,854 | 70,720 | |||
Snacks [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | $25,314 | $25,385 | |||
[1] | Includes new capital leases. | ||||
[2] | . |
Provision_for_Income_Taxes_Sch
Provision for Income Taxes Schedule of the Provision for Income Taxes (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Provision for Income Taxes | ||
Current | $6,959 | $650 |
Deferred | 18,499 | 24,352 |
Total | $25,458 | $25,002 |
Effective tax rate | 38.00% | 38.00% |
Provision_for_Income_Taxes_Nar
Provision for Income Taxes Narrative (Details) (USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Mar. 29, 2015 | Sep. 28, 2014 | Mar. 30, 2014 |
Operating Loss Carryforwards [Line Items] | |||
Benefit from change in valuation allowance | $0 | ($1.50) | |
Operating loss carryovers, subject to certain gain recognition items, annual limitation | 94 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Income tax benefit | 0.6 | ||
Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryovers, annual limitation | 230.8 | ||
Minimum [Member] | Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryovers, subject to certain gain recognition items, annual limitation | 17 | ||
Maximum [Member] | Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryovers, subject to certain gain recognition items, annual limitation | $23 |
Guarantor_and_Nonguarantor_Sta2
Guarantor and Nonguarantor Statements Narrative (Details) | 3 Months Ended | ||
Mar. 29, 2015 | Apr. 29, 2013 | Apr. 02, 2007 | |
Debt Instrument [Line Items] | |||
Percent owned domestic subsidiaries that guarantee other indebtedness of the Company | 100.00% | ||
Senior Notes | 4.875% Senior Notes Due 2021 | |||
Debt Instrument [Line Items] | |||
Fixed interest rate | 4.88% | 4.88% |
Guarantor_and_Nonguarantor_Sta3
Guarantor and Nonguarantor Statements Balance Sheets (Details) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 | Mar. 30, 2014 | Dec. 29, 2013 |
In Thousands, unless otherwise specified | ||||
Current assets: | ||||
Cash and cash equivalents | $50,567 | $38,477 | $158,036 | $116,739 |
Accounts receivable, net | 211,632 | 190,754 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 344,686 | 356,467 | ||
Other current assets | 8,835 | 8,223 | ||
Deferred tax assets | 104,825 | 121,788 | ||
Total current assets | 720,545 | 715,709 | ||
Plant assets, net | 601,749 | 605,906 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 0 | 0 | ||
Tradenames | 2,001,461 | 2,001,874 | ||
Other assets, net | 148,664 | 157,896 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 1,716,272 | 1,719,560 | ||
Total assets | 5,188,691 | 5,200,945 | ||
Current liabilities: | ||||
Short-term borrowings | 2,263 | 2,396 | ||
Current portion of long-term obligations | 11,816 | 11,916 | ||
Accounts payable | 184,627 | 198,579 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 41,075 | 36,210 | ||
Accrued liabilities | 97,448 | 106,488 | ||
Dividends payable | 27,924 | 27,847 | ||
Total current liabilities | 365,153 | 383,436 | ||
Long-term debt | 2,283,740 | 2,285,984 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 59,471 | 61,830 | ||
Other long-term liabilities | 42,204 | 34,305 | ||
Deferred tax liabilities | 716,810 | 721,401 | ||
Total liabilities | 3,467,378 | 3,486,956 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 1,174 | 1,173 | ||
Additional paid-in-capital | 1,365,533 | 1,363,129 | ||
Retained earnings | 433,651 | 419,531 | ||
Accumulated other comprehensive (loss) earnings | -46,935 | -37,734 | ||
Capital stock in treasury, at cost | -32,110 | -32,110 | ||
Total shareholders' equity | 1,721,313 | 1,713,989 | 1,611,270 | 1,598,041 |
Total liabilities and shareholders' equity | 5,188,691 | 5,200,945 | ||
Pinnacle Foods Finance LLC | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | 89,438 | 89,361 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Total current assets | 89,438 | 89,361 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 1,659,799 | 1,652,475 | ||
Intercompany note receivable | 0 | 0 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Total assets | 1,749,237 | 1,741,836 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Dividends payable | 27,924 | 27,847 | ||
Total current liabilities | 27,924 | 27,847 | ||
Long-term debt | 0 | 0 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Deferred tax liabilities | 0 | 0 | ||
Total liabilities | 27,924 | 27,847 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 1,174 | 1,173 | ||
Additional paid-in-capital | 1,365,533 | 1,363,129 | ||
Retained earnings | 433,651 | 419,531 | ||
Accumulated other comprehensive (loss) earnings | -46,935 | -37,734 | ||
Capital stock in treasury, at cost | -32,110 | -32,110 | ||
Total shareholders' equity | 1,721,313 | 1,713,989 | ||
Total liabilities and shareholders' equity | 1,749,237 | 1,741,836 | ||
Debt Issuing Company [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 2,105 | 1,294 | ||
Deferred tax assets | 1,015 | 1,015 | ||
Total current assets | 3,120 | 2,309 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 2,239,394 | 2,188,789 | ||
Intercompany note receivable | 2,100,848 | 2,086,775 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 19,518 | 26,757 | ||
Deferred tax assets | 309,825 | 307,584 | ||
Goodwill | 0 | 0 | ||
Total assets | 4,672,705 | 4,612,214 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 5,250 | 5,250 | ||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | 707,287 | 664,675 | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 25,565 | 22,137 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 738,102 | 692,062 | ||
Long-term debt | 2,260,680 | 2,261,397 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 14,124 | 6,280 | ||
Deferred tax liabilities | 0 | 0 | ||
Total liabilities | 3,012,906 | 2,959,739 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 0 | 0 | ||
Additional paid-in-capital | 1,366,707 | 1,364,302 | ||
Retained earnings | 340,027 | 325,907 | ||
Accumulated other comprehensive (loss) earnings | -46,935 | -37,734 | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 1,659,799 | 1,652,475 | ||
Total liabilities and shareholders' equity | 4,672,705 | 4,612,214 | ||
Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 37,420 | 32,942 | 146,056 | 104,345 |
Accounts receivable, net | 196,957 | 176,822 | ||
Intercompany accounts receivable | 628,451 | 575,842 | ||
Inventories, net | 335,050 | 344,589 | ||
Other current assets | 6,269 | 6,756 | ||
Deferred tax assets | 103,780 | 120,488 | ||
Total current assets | 1,307,927 | 1,257,439 | ||
Plant assets, net | 589,755 | 592,541 | ||
Investment in subsidiaries | 27,184 | 75,740 | ||
Intercompany note receivable | 7,270 | 7,270 | ||
Tradenames | 1,996,800 | 1,951,392 | ||
Other assets, net | 128,139 | 119,336 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 1,692,714 | 1,638,946 | ||
Total assets | 5,749,789 | 5,642,664 | ||
Current liabilities: | ||||
Short-term borrowings | 2,263 | 2,396 | ||
Current portion of long-term obligations | 6,640 | 6,746 | ||
Accounts payable | 180,621 | 194,671 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 37,355 | 33,039 | ||
Accrued liabilities | 69,559 | 73,911 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 296,438 | 310,763 | ||
Long-term debt | 22,657 | 24,142 | ||
Intercompany note payable | 2,082,043 | 2,005,593 | ||
Pension and other postretirement benefits | 59,471 | 61,830 | ||
Other long-term liabilities | 24,537 | 24,368 | ||
Deferred tax liabilities | 1,025,249 | 1,027,179 | ||
Total liabilities | 3,510,395 | 3,453,875 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 0 | 0 | ||
Additional paid-in-capital | 1,289,354 | 1,285,084 | ||
Retained earnings | 987,391 | 942,185 | ||
Accumulated other comprehensive (loss) earnings | -37,351 | -38,480 | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 2,239,394 | 2,188,789 | ||
Total liabilities and shareholders' equity | 5,749,789 | 5,642,664 | ||
Nonguarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 13,147 | 5,535 | 11,980 | 12,394 |
Accounts receivable, net | 14,675 | 13,932 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 9,636 | 11,878 | ||
Other current assets | 461 | 173 | ||
Deferred tax assets | 30 | 285 | ||
Total current assets | 37,949 | 31,803 | ||
Plant assets, net | 11,994 | 13,365 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 9,800 | 9,800 | ||
Tradenames | 4,661 | 50,482 | ||
Other assets, net | 1,007 | 11,803 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 23,558 | 80,614 | ||
Total assets | 88,969 | 197,867 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | -74 | -80 | ||
Accounts payable | 4,006 | 3,908 | ||
Intercompany accounts payable | 10,602 | 528 | ||
Accrued trade marketing expense | 3,720 | 3,171 | ||
Accrued liabilities | 2,324 | 10,440 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 20,578 | 17,967 | ||
Long-term debt | 403 | 445 | ||
Intercompany note payable | 35,875 | 98,252 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 3,543 | 3,657 | ||
Deferred tax liabilities | 1,386 | 1,806 | ||
Total liabilities | 61,785 | 122,127 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 0 | 0 | ||
Additional paid-in-capital | 20,476 | 67,181 | ||
Retained earnings | 11,048 | 10,977 | ||
Accumulated other comprehensive (loss) earnings | -4,340 | -2,418 | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 27,184 | 75,740 | ||
Total liabilities and shareholders' equity | 88,969 | 197,867 | ||
Eliminations and Reclassifications | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | -717,889 | -665,203 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Total current assets | -717,889 | -665,203 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | -3,926,377 | -3,917,004 | ||
Intercompany note receivable | -2,117,918 | -2,103,845 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Deferred tax assets | -309,825 | -307,584 | ||
Goodwill | 0 | 0 | ||
Total assets | -7,072,009 | -6,993,636 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | -717,889 | -665,203 | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | -717,889 | -665,203 | ||
Long-term debt | 0 | 0 | ||
Intercompany note payable | -2,117,918 | -2,103,845 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Deferred tax liabilities | -309,825 | -307,584 | ||
Total liabilities | -3,145,632 | -3,076,632 | ||
Commitments and contingencies (Note 12) | ||||
Memberbs equity: | ||||
Pinnacle common stock | 0 | 0 | ||
Additional paid-in-capital | -2,676,537 | -2,716,567 | ||
Retained earnings | -1,338,466 | -1,279,069 | ||
Accumulated other comprehensive (loss) earnings | 88,626 | 78,632 | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | -3,926,377 | -3,917,004 | ||
Total liabilities and shareholders' equity | ($7,072,009) | ($6,993,636) |
Guarantor_and_Nonguarantor_Sta4
Guarantor and Nonguarantor Statements Statements of Operations and Comprehensive Income (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | $665,281 | $644,039 |
Cost of products sold | 493,564 | 477,378 |
Gross profit | 171,717 | 166,661 |
Operating expenses | ||
Marketing and selling expenses | 47,009 | 44,128 |
Administrative expenses | 27,786 | 25,977 |
Research and development expenses | 3,052 | 2,482 |
Intercompany royalties | 0 | 0 |
Intercompany technical service fees | 0 | 0 |
Other expense (income), net | 5,401 | 3,983 |
Equity in (earnings) loss of investees | 0 | 0 |
Total operating (income) expenses | 83,248 | 76,570 |
Earnings (loss) before interest and taxes | 88,469 | 90,091 |
Intercompany interest (income) expense | 0 | 0 |
Interest expense | 21,628 | 24,367 |
Interest income | 153 | 26 |
Earnings before income taxes | 66,994 | 65,750 |
Provision for income taxes | 25,458 | 25,002 |
Net earnings | 41,536 | 40,748 |
Total comprehensive earnings (loss) | 32,335 | 35,667 |
Pinnacle Foods Finance LLC | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 0 | 0 |
Cost of products sold | 0 | 0 |
Gross profit | 0 | 0 |
Operating expenses | ||
Marketing and selling expenses | 0 | 0 |
Administrative expenses | 0 | 0 |
Research and development expenses | 0 | 0 |
Intercompany royalties | 0 | 0 |
Intercompany technical service fees | 0 | 0 |
Other expense (income), net | 0 | |
Equity in (earnings) loss of investees | -41,536 | -40,748 |
Total operating (income) expenses | -41,536 | -40,748 |
Earnings (loss) before interest and taxes | 41,536 | 40,748 |
Intercompany interest (income) expense | 0 | 0 |
Interest expense | 0 | 0 |
Interest income | 0 | 0 |
Earnings before income taxes | 41,536 | 40,748 |
Provision for income taxes | 0 | 0 |
Net earnings | 41,536 | 40,748 |
Total comprehensive earnings (loss) | 32,335 | 35,667 |
Debt Issuing Company [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 0 | 0 |
Cost of products sold | 2 | 194 |
Gross profit | -2 | -194 |
Operating expenses | ||
Marketing and selling expenses | 0 | 271 |
Administrative expenses | 132 | 1,696 |
Research and development expenses | 0 | 41 |
Intercompany royalties | 0 | 0 |
Intercompany technical service fees | 0 | 0 |
Other expense (income), net | 1,833 | 0 |
Equity in (earnings) loss of investees | -45,206 | -46,403 |
Total operating (income) expenses | -43,241 | -44,395 |
Earnings (loss) before interest and taxes | 43,239 | 44,201 |
Intercompany interest (income) expense | -17,178 | -16,890 |
Interest expense | 21,121 | 23,912 |
Interest income | 0 | 0 |
Earnings before income taxes | 39,296 | 37,179 |
Provision for income taxes | -2,240 | -3,569 |
Net earnings | 41,536 | 40,748 |
Total comprehensive earnings (loss) | 32,335 | 35,667 |
Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 661,167 | 639,817 |
Cost of products sold | 495,386 | 473,945 |
Gross profit | 165,781 | 165,872 |
Operating expenses | ||
Marketing and selling expenses | 43,291 | 42,641 |
Administrative expenses | 25,940 | 23,105 |
Research and development expenses | 2,941 | 2,441 |
Intercompany royalties | 0 | 0 |
Intercompany technical service fees | 0 | 0 |
Other expense (income), net | 3,566 | 3,983 |
Equity in (earnings) loss of investees | -71 | 1,089 |
Total operating (income) expenses | 75,667 | 73,259 |
Earnings (loss) before interest and taxes | 90,114 | 92,613 |
Intercompany interest (income) expense | 16,921 | 16,855 |
Interest expense | 496 | 447 |
Interest income | 145 | 11 |
Earnings before income taxes | 72,842 | 75,322 |
Provision for income taxes | 27,636 | 28,919 |
Net earnings | 45,206 | 46,403 |
Total comprehensive earnings (loss) | 44,411 | 46,633 |
Nonguarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 29,498 | 20,191 |
Cost of products sold | 23,305 | 18,929 |
Gross profit | 6,193 | 1,262 |
Operating expenses | ||
Marketing and selling expenses | 3,718 | 1,216 |
Administrative expenses | 1,714 | 1,176 |
Research and development expenses | 111 | 0 |
Intercompany royalties | 6 | 9 |
Intercompany technical service fees | 249 | 270 |
Other expense (income), net | 2 | 0 |
Equity in (earnings) loss of investees | 0 | 0 |
Total operating (income) expenses | 5,800 | 2,671 |
Earnings (loss) before interest and taxes | 393 | -1,409 |
Intercompany interest (income) expense | 257 | 35 |
Interest expense | 11 | 8 |
Interest income | 8 | 15 |
Earnings before income taxes | 133 | -1,437 |
Provision for income taxes | 62 | -348 |
Net earnings | 71 | -1,089 |
Total comprehensive earnings (loss) | -894 | -948 |
Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | -25,384 | -15,969 |
Cost of products sold | -25,129 | -15,690 |
Gross profit | -255 | -279 |
Operating expenses | ||
Marketing and selling expenses | 0 | 0 |
Administrative expenses | 0 | 0 |
Research and development expenses | 0 | 0 |
Intercompany royalties | -6 | -9 |
Intercompany technical service fees | -249 | -270 |
Other expense (income), net | 0 | 0 |
Equity in (earnings) loss of investees | 86,813 | 86,062 |
Total operating (income) expenses | 86,558 | 85,783 |
Earnings (loss) before interest and taxes | -86,813 | -86,062 |
Intercompany interest (income) expense | 0 | 0 |
Interest expense | 0 | 0 |
Interest income | 0 | 0 |
Earnings before income taxes | -86,813 | -86,062 |
Provision for income taxes | 0 | 0 |
Net earnings | -86,813 | -86,062 |
Total comprehensive earnings (loss) | ($75,852) | ($81,352) |
Guarantor_and_Nonguarantor_Sta5
Guarantor and Nonguarantor Statements Statements of Cash Flows (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | $70,997 | $93,939 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | 0 | 0 |
Capital expenditures | -27,024 | -22,406 |
Net cash used in investing activities | -27,024 | -22,406 |
Cash flows from financing activities | ||
Repayments of long-term obligations | -2,208 | -5,388 |
Proceeds from short-term borrowing | 963 | 960 |
Intercompany accounts receivable/payable | 0 | 0 |
Repayment of capital lease obligations | -730 | -674 |
Proceeds from Contributions from Parent | 0 | |
Equity contributions | 508 | 73 |
Net cash used in financing activities | -31,424 | -30,317 |
Excess tax benefits on equity-based compensation | 802 | 0 |
Taxes paid related to net share settlement of equity awards | -2,374 | 0 |
Dividends paid | -27,289 | -24,310 |
Effect of exchange rate changes on cash | -459 | 81 |
Net change in cash and cash equivalents | 12,090 | 41,297 |
Cash and cash equivalents - beginning of period | 38,477 | 116,739 |
Cash and cash equivalents - end of period | 50,567 | 158,036 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 15,710 | 18,594 |
Interest received | 153 | 26 |
Income taxes paid (refunded) | 8,319 | 957 |
Non-cash investing and financing activities: | ||
New capital leases | 0 | 282 |
Repayments of short-term borrowings | -1,096 | -978 |
Dividends payable | 27,924 | 25,415 |
Pinnacle Foods Finance LLC | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | 0 | 0 |
Investment in Subsidiary | 28,353 | |
Capital expenditures | 0 | 0 |
Net cash used in investing activities | 28,353 | 0 |
Cash flows from financing activities | ||
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 0 | -73 |
Repayment of capital lease obligations | 0 | 0 |
Proceeds from Contributions from Parent | 0 | |
Equity contributions | 508 | 73 |
Net cash used in financing activities | -28,353 | 0 |
Excess tax benefits on equity-based compensation | 802 | |
Taxes paid related to net share settlement of equity awards | -2,374 | |
Dividends paid | -27,289 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 |
Non-cash investing and financing activities: | ||
Repayments of short-term borrowings | 0 | 0 |
Debt Issuing Company [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 3,978 | -4,503 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | -2,666 | 9,891 |
Capital expenditures | 0 | 0 |
Net cash used in investing activities | -2,666 | 9,891 |
Cash flows from financing activities | ||
Repayments of long-term obligations | -1,312 | -5,388 |
Proceeds from short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 0 | 0 |
Repayment of capital lease obligations | 0 | 0 |
Proceeds from Contributions from Parent | 0 | |
Equity contributions | 0 | 0 |
Net cash used in financing activities | -1,312 | -5,388 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 |
Non-cash investing and financing activities: | ||
Repayments of short-term borrowings | 0 | 0 |
Guarantor Subsidiaries | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 72,661 | 98,937 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | -13,713 | 0 |
Capital expenditures | -27,024 | -22,406 |
Net cash used in investing activities | -40,737 | -22,406 |
Cash flows from financing activities | ||
Repayments of long-term obligations | -896 | 0 |
Proceeds from short-term borrowing | 963 | 960 |
Intercompany accounts receivable/payable | 2,666 | -9,818 |
Repayment of capital lease obligations | -730 | -674 |
Proceeds from Contributions from Parent | -28,353 | |
Equity contributions | 0 | 0 |
Net cash used in financing activities | -27,446 | -34,820 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | -24,310 |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 4,478 | 41,711 |
Cash and cash equivalents - beginning of period | 32,942 | 104,345 |
Cash and cash equivalents - end of period | 37,420 | 146,056 |
Non-cash investing and financing activities: | ||
Repayments of short-term borrowings | -1,096 | -978 |
Nonguarantor Subsidiaries | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | -5,642 | -495 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | 0 | 0 |
Capital expenditures | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities | ||
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 13,713 | |
Repayment of capital lease obligations | 0 | 0 |
Proceeds from Contributions from Parent | ||
Equity contributions | 0 | 0 |
Net cash used in financing activities | 13,713 | 0 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | 0 |
Effect of exchange rate changes on cash | -459 | 81 |
Net change in cash and cash equivalents | 7,612 | -414 |
Cash and cash equivalents - beginning of period | 5,535 | 12,394 |
Cash and cash equivalents - end of period | 13,147 | 11,980 |
Non-cash investing and financing activities: | ||
Repayments of short-term borrowings | 0 | 0 |
Eliminations and Reclassifications | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities | ||
Intercompany accounts receivable/payable | 16,379 | -9,891 |
Investment in Subsidiary | -28,353 | |
Capital expenditures | 0 | 0 |
Net cash used in investing activities | -11,974 | -9,891 |
Cash flows from financing activities | ||
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | -16,379 | 9,891 |
Repayment of capital lease obligations | 0 | 0 |
Proceeds from Contributions from Parent | 28,353 | |
Equity contributions | 0 | 0 |
Net cash used in financing activities | 11,974 | 9,891 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents - beginning of period | 0 | 0 |
Cash and cash equivalents - end of period | 0 | 0 |
Non-cash investing and financing activities: | ||
Repayments of short-term borrowings | $0 | $0 |