Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 27, 2015 | Oct. 26, 2015 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Pinnacle Foods Inc. | |
Entity Central Index Key | 1,564,822 | |
Current Fiscal Year End Date | --12-27 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 27, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 116,607,245 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 636,287 | $ 624,011 | $ 1,933,314 | $ 1,885,850 |
Cost of products sold | 459,432 | 460,109 | 1,415,633 | 1,393,070 |
Gross profit | 176,855 | 163,902 | 517,681 | 492,780 |
Operating expenses | ||||
Marketing and selling expenses | 44,155 | 41,722 | 136,862 | 133,820 |
Administrative expenses | 26,467 | 24,979 | 81,918 | 75,574 |
Research and development expenses | 3,247 | 3,120 | 9,888 | 8,478 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | (155,073) | 0 | (152,988) |
Other expense (income), net | 5,193 | 2,524 | 12,936 | 9,265 |
Total operating (income) expenses | 79,062 | (82,728) | 241,604 | 74,149 |
Earnings before interest and taxes | 97,793 | 246,630 | 276,077 | 418,631 |
Interest expense | 22,315 | 24,879 | 66,130 | 73,770 |
Interest income | 7 | 35 | 172 | 93 |
Earnings before income taxes | 75,485 | 221,786 | 210,119 | 344,954 |
Provision for income taxes | 27,387 | 85,829 | 76,806 | 132,665 |
Net earnings | $ 48,098 | $ 135,957 | $ 133,313 | $ 212,289 |
Net earnings per share | ||||
Basic (in dollars per share) | $ 0.41 | $ 1.17 | $ 1.15 | $ 1.84 |
Weighted average shares outstanding- basic (in shares) | 116,084,948 | 115,727,666 | 116,007,184 | 115,684,420 |
Diluted (in dollars per share) | $ 0.41 | $ 1.16 | $ 1.14 | $ 1.82 |
Weighted average shares outstanding- diluted (in shares) | 117,470,041 | 117,003,751 | 117,262,340 | 116,898,752 |
Dividends declared (in dollars per share) | $ 0.255000 | $ 0.235000 | $ 0.725000 | $ 0.655000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Earnings (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 48,098 | $ 135,957 | $ 133,313 | $ 212,289 |
Other comprehensive earnings (loss) | ||||
Foreign currency translation | (1,581) | (216) | (3,519) | (456) |
Net gain (loss) on financial instrument contracts | (13,531) | 3,263 | (23,893) | (16,960) |
Reclassifications into earnings: | ||||
Financial instrument contracts | 197 | 144 | 288 | (409) |
Gain (loss) on pension actuarial assumption adjustments | 261 | (6) | 780 | 169 |
Tax benefit (provision) on other comprehensive earnings (loss) | 5,647 | (1,094) | 10,176 | 6,934 |
Total other comprehensive (loss) earnings - net of tax | (9,007) | 2,091 | (16,168) | (10,722) |
Total comprehensive earnings | $ 39,091 | $ 138,048 | $ 117,145 | $ 201,567 |
Consolidated Balance Sheets (un
Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 73,022 | $ 38,477 |
Accounts receivable, net of allowances of $6,979 and $6,801, respectively | 208,731 | 190,754 |
Inventories | 444,977 | 356,467 |
Other current assets | 6,922 | 8,223 |
Deferred tax assets | 67,376 | 121,788 |
Total current assets | 801,028 | 715,709 |
Plant assets, net of accumulated depreciation of $393,763 and $349,639, respectively | 613,380 | 605,906 |
Tradenames | 2,001,225 | 2,001,874 |
Other assets, net | 141,362 | 157,896 |
Goodwill | 1,715,080 | 1,719,560 |
Total assets | 5,272,075 | 5,200,945 |
Current liabilities: | ||
Short-term borrowings | 1,146 | 2,396 |
Current portion of long-term obligations | 11,317 | 11,916 |
Accounts payable | 215,980 | 198,579 |
Accrued trade marketing expense | 38,137 | 36,210 |
Accrued liabilities | 116,978 | 106,488 |
Dividends payable | 30,582 | 27,847 |
Total current liabilities | 414,140 | 383,436 |
Long-term debt (includes $35,028 and $47,315 owed to related parties, respectively) | 2,279,082 | 2,285,984 |
Pension and other postretirement benefits | 56,752 | 61,830 |
Other long-term liabilities | 53,490 | 34,305 |
Deferred tax liabilities | 710,825 | 721,401 |
Total liabilities | $ 3,514,289 | $ 3,486,956 |
Commitments and contingencies | ||
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 117,607,014 and 117,293,745, respectively | 1,176 | 1,173 |
Additional paid-in-capital | 1,374,597 | 1,363,129 |
Retained earnings | 468,025 | 419,531 |
Accumulated other comprehensive loss | (53,902) | (37,734) |
Capital stock in treasury, at cost, 1,000,000 common shares | (32,110) | (32,110) |
Total shareholders' equity | 1,757,786 | 1,713,989 |
Total liabilities and shareholders' equity | $ 5,272,075 | $ 5,200,945 |
Consolidated Balance Sheets (u5
Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 6,979 | $ 6,801 |
Plant assets, accumulated depreciation | 393,763 | 349,639 |
Long-term debt, owed to related parties | $ 35,028 | $ 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 |
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (shares) | 117,607,014 | 117,293,745 |
Treasury Stock, shares | 1,000,000 | 1,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2015 | Sep. 28, 2014 | |
Cash flows from operating activities | ||
Net earnings | $ 133,313 | $ 212,289 |
Non-cash charges (credits) to net earnings | ||
Depreciation and amortization | 67,420 | 59,976 |
Amortization of discount on term loan | 1,786 | 1,865 |
Amortization of debt acquisition costs | 2,910 | 3,043 |
Refinancing costs and write off of debt issuance costs | 1,879 | |
Change in value of financial instruments | (174) | 3,564 |
Equity-based compensation charges | 11,489 | 8,386 |
Pension expense, net of contributions | (4,300) | (8,758) |
Gain on sale of assets held for sale | 0 | (1,541) |
Other long-term liabilities | (1,271) | 1,809 |
Unrealized foreign exchange losses | 3,679 | 0 |
Deferred income taxes | 55,500 | 127,389 |
Changes in working capital | ||
Accounts receivable | (19,391) | (28,422) |
Inventories | (90,277) | (23,132) |
Accrued trade marketing expense | 2,332 | (526) |
Accounts payable | 32,714 | 54,924 |
Accrued liabilities | 14,200 | (802) |
Other current assets | 890 | 673 |
Net cash provided by operating activities | 210,820 | 412,616 |
Cash flows from investing activities | ||
Business acquisition activity | 1,102 | (11,769) |
Capital expenditures | (84,733) | (82,684) |
Proceeds from sale of plant assets | 730 | 2,328 |
Net cash used in investing activities | (82,901) | (92,125) |
Cash flows from financing activities | ||
Repayments of long-term obligations | (6,642) | (217,552) |
Proceeds from short-term borrowings | 2,135 | 2,220 |
Repayments of short-term borrowings | (3,386) | (3,442) |
Repayment of capital lease obligations | (2,645) | (2,707) |
Dividends paid | (82,086) | (72,985) |
Net proceeds from issuance of common stock | 1,038 | 238 |
Excess tax benefits on equity-based compensation | 1,345 | 786 |
Taxes paid related to net share settlement of equity awards | (2,401) | (3,061) |
Debt acquisition costs | 0 | (258) |
Net cash used in financing activities | (92,642) | (296,761) |
Effect of exchange rate changes on cash | (732) | (17) |
Net change in cash and cash equivalents | 34,545 | 23,713 |
Cash and cash equivalents - beginning of period | 38,477 | 116,739 |
Cash and cash equivalents - end of period | 73,022 | 140,452 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 54,825 | 63,435 |
Interest received | 159 | 93 |
Income taxes paid | 18,425 | 5,451 |
Non-cash investing and financing activities: | ||
New capital leases | 0 | 1,286 |
Dividends payable | 30,582 | $ 29,037 |
Accrued plant asset additions | $ 9,693 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid In Capital | Retained earnings | Accumulated Other Comprehensive Loss | |
Balance beginning (shares) at Dec. 29, 2013 | 117,231,853 | ||||||
Balance, beginning at Dec. 29, 2013 | $ 1,598,041 | $ 1,172 | $ 1,328,847 | $ 275,519 | $ (7,497) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation plans (shares) | 54,999 | ||||||
Equity-based compensation plans | 6,350 | $ 1 | 6,349 | ||||
Dividends (YTD 2015 - $0.725 and YTD 2014 - $0.655) | [1] | (76,974) | (76,974) | ||||
Comprehensive earnings | 201,567 | 212,289 | (10,722) | ||||
Balance ending (shares) at Sep. 28, 2014 | 117,286,852 | ||||||
Balance, ending at Sep. 28, 2014 | 1,728,984 | $ 1,173 | 1,335,196 | 410,834 | (18,219) | ||
Balance beginning (shares) at Dec. 28, 2014 | 117,293,745 | (1,000,000) | |||||
Balance, beginning at Dec. 28, 2014 | 1,713,989 | $ 1,173 | $ (32,110) | 1,363,129 | 419,531 | (37,734) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation plans (shares) | 313,269 | ||||||
Equity-based compensation plans | 11,471 | $ 3 | 11,468 | ||||
Dividends (YTD 2015 - $0.725 and YTD 2014 - $0.655) | [2] | (84,819) | (84,819) | ||||
Comprehensive earnings | 117,145 | 133,313 | (16,168) | ||||
Balance ending (shares) at Sep. 27, 2015 | 117,607,014 | (1,000,000) | |||||
Balance, ending at Sep. 27, 2015 | $ 1,757,786 | $ 1,176 | $ (32,110) | $ 1,374,597 | $ 468,025 | $ (53,902) | |
[1] | $0.21 per share declared February 2014 and May 2014, $0.235 per share declared August 2014. | ||||||
[2] | $0.235 per share declared February 2015 and June 2015, $0.255 per share declared September 2015. |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (unaudited) (Parenthetical) - $ / shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Sep. 27, 2015 | Jun. 28, 2015 | Feb. 28, 2015 | Aug. 31, 2014 | May. 31, 2014 | Feb. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Statement of Stockholders' Equity [Abstract] | ||||||||||
Dividends declared per share (in dollars per share) | $ 0.255 | $ 0.235 | $ 0.235 | $ 0.235 | $ 0.210 | $ 0.21 | $ 0.255000 | $ 0.235000 | $ 0.725000 | $ 0.655000 |
Summary of Business Activities
Summary of Business Activities | 9 Months Ended |
Sep. 27, 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 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 Company refers to the sum of the Birds Eye Frozen segment and the Duncan Hines Grocery segment as the North America Retail business. 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. As of the launch of our initial public offering on April 3, 2013 (the “IPO”), we were a company controlled by Blackstone. 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 May 8, 2015, Blackstone sold an additional 5,000,000 shares in an underwritten public offering. Upon completion of the offering, Blackstone no longer beneficially owned any of the Company's outstanding common stock. |
Interim Financial Statements
Interim Financial Statements | 9 Months Ended |
Sep. 27, 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 September 27, 2015 , the results of operations for the three and nine months ended September 27, 2015 and September 28, 2014 , and the cash flows for the nine months ended September 27, 2015 and September 28, 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 | 9 Months Ended |
Sep. 27, 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”), which, prior to the acquisition, had been 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. 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 | 9 Months Ended |
Sep. 27, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 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 Using Fair Value Hierarchy Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Interest rate derivatives $ — $ — $ — $ — $ 6,420 $ — $ 6,420 $ — Foreign currency derivatives 941 — 941 — 1,294 — 1,294 — Total assets at fair value $ 941 $ — $ 941 $ — $ 7,714 $ — $ 7,714 $ — Liabilities Interest rate derivatives $ 21,397 $ — $ 21,397 $ — $ 4,543 $ — $ 4,543 $ — Commodity derivatives 11,773 — 11,773 — 12,011 — 12,011 — Total liabilities at fair value $ 33,170 $ — $ 33,170 $ — $ 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 September 27, 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. |
Termination Fee Received, Net o
Termination Fee Received, Net of Costs and Other Expense (Income), Net | 9 Months Ended |
Sep. 27, 2015 | |
Other Income and Expenses [Abstract] | |
Termination Fee Received, Net of Costs and Other Expense (Income), Net | Three months ended Nine months ended September 27, September 28, September 27, September 28, Other expense (income), net consists of: Amortization of intangibles/other assets $ 3,397 $ 3,187 $ 10,158 $ 10,548 Unrealized foreign exchange losses 2,101 — 3,679 — Royalty income and other (305 ) (663 ) (901 ) (1,283 ) Total other expense (income), net $ 5,193 $ 2,524 $ 12,936 $ 9,265 Unrealized foreign exchange losses. These r epresent foreign exchange losses from intra-entity loans resulting from the Garden Protein acquisition that are anticipated to be settled in the foreseeable future. |
Equity-Based Compensation Expen
Equity-Based Compensation Expense and Earnings Per Share | 9 Months Ended |
Sep. 27, 2015 | |
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | |
Equity-Based Compensation Expense and Earnings Per Share | 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-based 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 Nine months ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Cost of products sold $ 502 $ 1,321 $ 2,373 $ 1,792 Marketing and selling expenses 975 789 2,969 1,717 Administrative expenses 1,871 1,657 5,827 4,590 Research and development expenses 79 171 320 287 Pre-tax equity-based compensation expense 3,427 3,938 11,489 8,386 Income tax benefit (1,296 ) (1,418 ) (4,263 ) (2,884 ) Net equity-based compensation expense $ 2,131 $ 2,520 $ 7,226 $ 5,502 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), the Company ceased granting options 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 shares 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 and 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. In April 2015, as part of our equity compensation program: • We granted 354,422 equity options with a grant date fair value of $8.93 and an exercise price of $41.05 using the BlackScholes pricing method to value the awards. • We granted 184,574 PSU's and PS's with a grant date fair value of $48.61 using the Monte Carlo simulation model to value the awards. • We granted 165,625 RSU's with a grant date fair value of $41.05 which was the market price of our stock on the date of grant. 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 Nine months ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Weighted-average common shares 116,084,948 115,727,666 116,007,184 115,684,420 Effect of dilutive securities: 1,385,093 1,276,085 1,255,156 1,214,332 Dilutive potential common shares 117,470,041 117,003,751 117,262,340 116,898,752 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 and nine months ended September 27, 2015 , conversion of securities totaling 354,423 and 353,992 , respectively, into common share equivalents were excluded from this calculation as their effect would have been anti-dilutive. For the three and nine months ended September 28, 2014 , conversion of securities totaling 835,018 and 920,839 , respectively, into common share equivalents were excluded from this calculation as their effect would have been anti-dilutive. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 27, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components of Accumulated other comprehensive loss consist of the following: Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 28, 2014 $ (2,053 ) $ 4,126 $ (39,807 ) $ (37,734 ) Other comprehensive loss before reclassification (2,147 ) (14,594 ) (1 ) (16,742 ) Amounts reclassified from accumulated other comprehensive loss — 91 483 574 Net current period other comprehensive (loss) income (2,147 ) (14,503 ) 482 (16,168 ) Balance at September 27, 2015 $ (4,200 ) $ (10,377 ) $ (39,325 ) $ (53,902 ) Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 29, 2013 $ (466 ) $ 19,581 $ (26,612 ) $ (7,497 ) Other comprehensive loss before reclassification (261 ) (10,457 ) — (10,718 ) Amounts reclassified from accumulated other comprehensive loss — (108 ) 104 (4 ) Net current period other comprehensive (loss) income (261 ) (10,565 ) 104 (10,722 ) Balance at September 28, 2014 $ (727 ) $ 9,016 $ (26,508 ) $ (18,219 ) The following table presents amounts reclassified out of Accumulated Other Comprehensive Loss ("AOCL") and into Net earnings for the three and nine months ended September 27, 2015 and September 28, 2014 , respectively. Gain/(Loss) Amounts Reclassified from AOCL Three months ended Nine months ended Details about Accumulated Other Comprehensive Earnings Components September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Reclassified from AOCL to: Gains and losses on financial instrument contracts Interest rate contracts $ (1,113 ) $ (279 ) $ (2,516 ) $ (525 ) Interest expense Foreign exchange contracts 916 135 2,228 934 Cost of products sold Total pre-tax (197 ) (144 ) (288 ) 409 Tax benefit (expense) 111 36 197 (301 ) Provision for income taxes Net of tax (86 ) (108 ) (91 ) 108 Pension actuarial assumption adjustments Amortization of actuarial loss (261 ) 6 (780 ) (169 ) (a) Cost of products sold Tax benefit 99 (2 ) 297 65 Provision for income taxes Net of tax (162 ) 4 (483 ) (104 ) Net reclassifications into net earnings $ (248 ) $ (104 ) $ (574 ) $ 4 (a) This is included in the computation of net periodic pension cost (see Note 11 for additional details). |
Balance Sheet Information
Balance Sheet Information | 9 Months Ended |
Sep. 27, 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: September 27, 2015 December 28, 2014 Customers $ 207,337 $ 190,321 Allowances for cash discounts, bad debts and returns (6,979 ) (6,801 ) Subtotal 200,358 183,520 Other receivables 8,373 7,234 Total $ 208,731 $ 190,754 Inventories. Inventories are as follows: September 27, December 28, Raw materials, containers and supplies $ 54,342 $ 60,828 Finished product 390,635 295,639 Total $ 444,977 $ 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: September 27, 2015 December 28, 2014 Prepaid expenses and other $ 6,649 $ 8,139 Prepaid income taxes 273 84 Total $ 6,922 $ 8,223 Plant Assets. Plant assets are as follows: September 27, 2015 December 28, 2014 Land $ 14,211 $ 14,211 Buildings 238,200 208,341 Machinery and equipment 695,848 641,818 Projects in progress 58,884 91,175 Subtotal 1,007,143 955,545 Accumulated depreciation (393,763 ) (349,639 ) Total $ 613,380 $ 605,906 Depreciation was $20,866 and $57,262 during the three and nine months ended September 27, 2015 , respectively. Depreciation was $16,831 and $49,428 during the three and nine months ended September 28, 2014 , respectively. As of September 27, 2015 and December 28, 2014 , Machinery and equipment included assets under capital lease with a book value of $17,095 and $18,127 (net of accumulated depreciation of $12,443 and $9,935 ), respectively. Accrued Liabilities. Accrued liabilities are as follows: September 27, December 28, Employee compensation and benefits $ 56,248 $ 52,404 Interest payable 16,409 12,239 Consumer coupons 5,637 1,912 Accrued financial instrument contracts (see note 12) 6,434 10,276 Other 32,250 29,657 Total $ 116,978 $ 106,488 Other Long-Term Liabilities. Other long-term liabilities are as follows: September 27, December 28, Employee compensation and benefits $ 10,496 $ 9,506 Long-term rent liability and deferred rent allowances 7,699 8,431 Liability for uncertain tax positions 2,102 2,064 Accrued financial instrument contracts (see note 12) 26,736 6,280 Other 6,457 8,024 Total $ 53,490 $ 34,305 |
Goodwill, Tradenames and Other
Goodwill, Tradenames and Other Assets | 9 Months Ended |
Sep. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Tradenames and Other Assets | Goodwill, Tradenames and Other Assets Goodwill Goodwill by segment is as follows: Birds Eye Frozen Duncan Hines Grocery Specialty Foods Total Balance, December 28, 2014 $ 608,984 $ 936,615 $ 173,961 $ 1,719,560 Foreign currency adjustment (3,378 ) — — (3,378 ) Purchase price adjustment (1) (1,102 ) — — (1,102 ) Balance, September 27, 2015 $ 604,504 $ 936,615 $ 173,961 $ 1,715,080 (1) During the first quarter of 2015, the preliminary purchase price related to the Garden Protein acquisition was reduced by a post closing working capital adjustment. 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. The Company completed its annual testing in the third quarter of 2015, that indicated 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 (649 ) — — (649 ) Balance, September 27, 2015 $ 846,513 $ 1,118,712 $ 36,000 $ 2,001,225 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 2015, that indicated no impairment. Other Assets September 27, 2015 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 60,118 $ (45,543 ) $ 14,575 Customer relationships - Distributors 35 142,135 (45,032 ) 97,103 Customer relationships - Private Label 7 1,290 (310 ) 980 License 7 6,175 (5,491 ) 684 Total amortizable intangibles $ 209,718 $ (96,376 ) $ 113,342 Debt acquisition costs 45,913 (28,154 ) 17,759 Financial instruments (see note 12) — — — Other (1) 10,261 — 10,261 Total other assets, net $ 141,362 Amortizable intangibles by segment Birds Eye Frozen $ 62,272 Duncan Hines Grocery 47,036 Specialty Foods 4,034 $ 113,342 December 28, 2014 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net 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 12) 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 September 27, 2015 and December 28, 2014 , Other primarily consists of security deposits and supplemental savings plan investments. Amortization of intangible assets was $3,397 and $10,158 for the three and nine months ended September 27, 2015 , respectively. Amortization of intangible assets was $3,187 and $10,548 for the three and nine months ended September 28, 2014 , respectively. Estimated amortization expense for each of the next five years and thereafter is as follows: remainder of 2015 - $3,300 ; 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 Amended Credit Agreement 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 $970 and $2,910 during the three and nine months ended September 27, 2015 , respectively. Amortization of debt acquisition costs was $987 and $3,043 during the three and nine months ended September 28, 2014 , respectively. The following summarizes debt acquisition cost activity: Gross Carrying Amount Accumulated Amortization Net Balance, December 28, 2014 $ 45,913 $ (25,244 ) $ 20,669 Amortization — (2,910 ) (2,910 ) Balance, September 27, 2015 $ 45,913 $ (28,154 ) $ 17,759 |
Debt and Interest Expense
Debt and Interest Expense | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
Debt And Interest Expense | Debt and Interest Expense September 27, December 28, Short-term borrowings - Notes payable $ 1,146 $ 2,396 Total short-term borrowings $ 1,146 $ 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 515,813 519,750 - 4.875% Senior Notes due 2021 350,000 350,000 - 3.0% Note payable to Gilster Mary Lee Corporation due 2018 9,793 12,497 - Unamortized discount on long term debt (10,945 ) (12,728 ) - Capital lease obligations 16,113 18,756 2,290,399 2,297,900 Less: current portion of long-term obligations 11,317 11,916 Total long-term debt $ 2,279,082 $ 2,285,984 Interest expense Three months ended Nine months ended September 27, September 28, September 27, September 28, Interest expense, third party $ 19,991 $ 21,298 $ 59,926 $ 66,857 Related party interest expense (Note 14) 241 436 778 1,462 Amortization of debt acquisition costs (Note 9) 970 987 2,910 3,043 Write-off of debt acquisition costs (a) — 983 — 983 Write-off of original issue discount (a) — 896 — 896 Interest rate swap losses (Note 12) 1,113 279 2,516 529 Total interest expense $ 22,315 $ 24,879 $ 66,130 $ 73,770 (a) As part of the July 8, 2014 debt pay down, the Company wrote off original discount and debt acquisition costs. Amended Credit Agreement 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. The lower rate took effect in the fourth quarter of 2014 and will remain in effect as long as the total net leverage ratio is maintained below 4.25 :1.0. As of September 27, 2015 , the total net leverage ratio was 4.03 :1.0. Senior Notes 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 18 for Guarantor and Nonguarantor Financial Statements. Estimated fair value The estimated fair value of the Company’s long-term debt, including the current portion, as of September 27, 2015 , is as follows: September 27, 2015 Issue Face Value Fair Value Amended Credit Agreement - Tranche G Term Loans $ 1,409,625 $ 1,409,625 Amended Credit Agreement - Tranche H Term Loans 515,813 515,813 3.0% Note payable to Gilster Mary Lee Corporation due 2018 9,793 9,793 4.875% Senior Notes 350,000 343,875 $ 2,285,231 $ 2,279,106 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 loans and borrowing rates currently available to the Company for notes and loans with similar terms and maturities. |
Pension and Retirement Plans
Pension and Retirement Plans | 9 Months Ended |
Sep. 27, 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 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 equity or debt securities. The following represents the components of net periodic (benefit) cost: Three months ended Nine months ended Pension Benefits September 27, September 28, September 27, September 28, Interest cost 2,594 2,804 7,783 8,607 Expected return on assets (3,308 ) (3,279 ) (9,925 ) (9,863 ) Amortization of: Actuarial loss 238 (7 ) 713 57 Net periodic benefit $ (476 ) $ (482 ) $ (1,429 ) $ (1,199 ) 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 $1.1 million and $2.8 million were made in the three and nine months ended September 27, 2015 , respectively. The Company made contributions to the pension plans totaling $7.8 million in fiscal 2014 , of which $2.6 million and $6.9 million was made in the three and nine months ended September 28, 2014 , respectively. 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 and nine months ended September 27, 2015 , contributions to the UFCW Plan were $186 and $570 , respectively. For the three and nine months ended September 28, 2014 , contributions to the UFCW Plan were $191 and $575 , 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 | 9 Months Ended |
Sep. 27, 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 and nine months ended September 27, 2015 and September 28, 2014 , such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. As of September 27, 2015 , the Company had the following interest rate swaps that were designated as cash flow hedges of interest rate risk: Product Number of Instruments Current Notional Amount Fixed Rate Range Index Trade Dates Maturity Dates Interest Rate Swaps 13 $ 1,498,050 1.03% - 2.97% USD-LIBOR-BBA Apr 2013 - Oct 2013 Nov 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 $6,451 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 September 27, 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 Instruments Notional Sold in Aggregate in CAD Notional Purchased in Aggregate in USD USD to CAD Exchange Rates Trade Date Maturity Dates CAD $ Contracts 3 $ 6,000 $ 5,446 1.101 - 1.102 Aug 2014 Oct 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 September 27, 2015 , the Company had the following derivative instruments that were not designated in qualifying hedging relationships: Commodity Contracts Number of Instruments Notional Purchased in Aggregate Price/Index Trade Dates Maturity Dates Diesel Fuel Contracts 3 9,309,557 Gallons $3.68 - $3.80 per Gallon September 2014 - November 2014 December 2015 - December 2016 Heating Oil Contracts 2 3,871,100 Gallons $1.80 - $1.82 per Gallon January 2015 - July 2015 December 2016 Natural Gas Contracts 4 1,874,801 MMBTU's $2.96 - $4.40 per MMBTU June 2014 - July 2015 December 2015 - June 2016 Soybean Oil Contracts 3 68,688,173 Pounds $0.31 - $0.35 per Pound December 2014 - July 2015 October 2015 - January 2017 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 September 27, 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 Derivatives designated as hedging instruments Interest Rate Contracts Other assets, net $ — Accrued liabilities $ 2,020 — Other long-term liabilities 19,377 Foreign Exchange Contracts Other current assets 941 — Total derivatives designated as hedging instruments $ 941 $ 21,397 Derivatives not designated as hedging instruments Commodity Contracts Other assets, net $ — Accrued liabilities $ 4,414 Other long-term liabilities 7,359 Total derivatives not designated as hedging instruments $ — $ 11,773 Balance Sheet Location Fair Value Balance Sheet Location Fair Value 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 September 27, 2015 and December 28, 2014 would be adjusted as detailed in the following table: September 27, 2015 December 28, 2014 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 $ 941 (941 ) $ — $ 7,714 (5,039 ) $ 2,675 Total liability derivatives $ 33,170 (941 ) 32,229 $ 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 and nine months ended September 27, 2015 and September 28, 2014 . Tabular Disclosure of the Effect of Derivative Instruments Gain/(Loss) Derivatives in Cash Flow Hedging Relationships Recognized in AOCL on Derivative (Effective Portion) Effective portion Reclassified from AOCL into Earnings (Effective Portion) Ineffective portion recognized in Earnings in: Recognized in Earnings (Ineffective Portion) Interest Rate Contracts $ (14,222 ) Interest expense $ (1,113 ) Interest expense $ — Foreign Exchange Contracts 691 Cost of products sold 916 Cost of products sold (5 ) Three months ended September 27, 2015 $ (13,531 ) $ (197 ) $ (5 ) Interest Rate Contracts $ (25,789 ) Interest expense $ (2,516 ) Interest expense $ — Foreign Exchange Contracts 1,896 Cost of products sold 2,228 Cost of products sold (21 ) Nine months ended September 27, 2015 $ (23,893 ) $ (288 ) $ (21 ) Interest Rate Contracts $ 2,045 Interest expense $ (279 ) Interest expense $ — Foreign Exchange Contracts 1,218 Cost of products sold 135 Cost of products sold 20 Three months ended September 28, 2014 $ 3,263 $ (144 ) $ 20 Interest Rate Contracts $ (18,379 ) Interest expense $ (525 ) Interest expense $ — Foreign Exchange Contracts 1,419 Cost of products sold 934 Cost of products sold 12 Nine months ended September 28, 2014 $ (16,960 ) $ 409 $ 12 Derivatives Not Designated as Hedging Instruments Recognized in Earnings in: Recognized in Earnings Commodity Contracts Cost of products sold $ (7,195 ) Three months ended September 27, 2015 $ (7,195 ) Commodity Contracts Cost of products sold $ (7,268 ) Nine months ended September 27, 2015 $ (7,268 ) Commodity Contracts Cost of products sold $ (3,464 ) Interest Rate Contracts Interest expense $ — Three months ended September 28, 2014 $ (3,464 ) Commodity Contracts Cost of products sold $ (3,509 ) Interest Rate Contracts Interest expense $ (5 ) Nine months ended September 28, 2014 $ (3,514 ) 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 September 27, 2015 , the Company has not posted any collateral related to these agreements. If the Company had breached this provision at September 27, 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 September 27, 2015 and December 28, 2014 . September 27, 2015 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ (10,748 ) $ 869 $ (264 ) $ (9,615 ) Foreign Exchange Contracts 942 (1 ) — 941 Commodity Contracts (6,686 ) 118 — (6,568 ) Bank of America Interest Rate Contracts (6,370 ) 858 — (5,512 ) Commodity Contracts (1,005 ) 13 — (992 ) Credit Suisse Interest Rate Contracts (3,306 ) 84 (264 ) (2,958 ) Macquarie Interest Rate Contracts (3,485 ) 63 (110 ) (3,312 ) Commodity Contracts (4,219 ) 6 — (4,213 ) Total $ (34,877 ) $ 2,010 $ (638 ) $ (32,229 ) December 28, 2014 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding 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 | 9 Months Ended |
Sep. 27, 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 | 9 Months Ended |
Sep. 27, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Upon completion of the May 8, 2015 public offering described in Note 1 , Blackstone no longer beneficially owns any of the Company's outstanding common stock. 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 $1,455 and $4,674 in the three and nine months ended September 27, 2015 , respectively. Sales to Performance Food Group Company were $1,211 and $3,419 in the three and nine months ended September 28, 2014 , respectively. As of September 27, 2015 and December 28, 2014 , amounts due from Performance Food Group Company were $342 and $230 , respectively, and were recorded in Accounts receivable, net of allowances in the Consolidated Balance Sheets. Interest Expense For the three and nine months ended September 27, 2015 , fees and interest expense recognized in the Consolidated Statements of Operations for debt owed to affiliates of Blackstone Advisors L.P. totaled $241 and $778 , respectively. For the three and nine months ended September 28, 2014 , fees and interest expense recognized in the Consolidated Statements of Operations for debt owed to affiliates of Blackstone Advisors L.P. totaled $436 and $1,462 , respectively. As of September 27, 2015 and December 28, 2014 , debt owed to related parties was $35,028 and $47,315 , respectively and was recorded in Long-term debt in the Consolidated Balance Sheets. As of September 27, 2015 and December 28, 2014 , interest accrued on debt owed to related parties was $178 and $196 , respectively, and was recorded in Accrued liabilities in the Consolidated Balance Sheets. |
Segments
Segments | 9 Months Ended |
Sep. 27, 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 business. The Specialty Foods segment consists of snack products ( Tim's Cascade and Snyder of Berlin ), foodservice and private label business. 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. In 2014, unallocated corporate expenses also include the termination fee received, net of costs, associated with the Hillshire merger agreement. Three months ended Nine months ended SEGMENT INFORMATION September 27, September 28, September 27, September 28, Net sales Birds Eye Frozen $ 296,709 $ 257,405 $ 883,458 $ 797,871 Duncan Hines Grocery 257,387 271,171 796,579 826,038 Specialty Foods 82,191 95,435 253,277 261,941 Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 Earnings before interest and taxes Birds Eye Frozen $ 51,953 $ 44,312 $ 133,208 $ 128,108 Duncan Hines Grocery 44,223 43,615 138,471 132,637 Specialty Foods 7,788 9,938 23,087 23,358 Unallocated corporate expenses (6,171 ) 148,765 (18,689 ) 134,528 Total $ 97,793 $ 246,630 $ 276,077 $ 418,631 Depreciation and amortization Birds Eye Frozen $ 11,989 $ 10,151 $ 33,404 $ 29,814 Duncan Hines Grocery 7,781 5,940 22,862 19,303 Specialty Foods 4,492 3,927 11,154 10,859 Total $ 24,262 $ 20,018 $ 67,420 $ 59,976 Capital expenditures (1) Birds Eye Frozen $ 18,688 $ 7,969 $ 36,440 $ 25,324 Duncan Hines Grocery 14,799 17,113 40,610 51,121 Specialty Foods 3,078 2,396 7,683 7,525 Total $ 36,565 $ 27,478 $ 84,733 $ 83,970 NET SALES BY PRODUCT TYPE Net sales Frozen $ 335,888 $ 299,258 $ 1,000,362 $ 920,089 Shelf stable meals and meal enhancers 204,067 219,779 646,992 663,604 Desserts 70,806 78,050 207,939 222,721 Snacks 25,526 26,924 78,021 79,436 Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 GEOGRAPHIC INFORMATION Net sales United States $ 633,063 $ 618,101 $ 1,920,698 $ 1,870,711 Canada 28,260 18,790 88,825 56,642 Intercompany (25,036 ) (12,880 ) (76,209 ) (41,503 ) Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 (1) Includes new capital leases. SEGMENT INFORMATION September 27, December 28, Total assets Birds Eye Frozen $ 2,190,580 $ 2,123,902 Duncan Hines Grocery 2,665,715 2,612,311 Specialty Foods 348,721 343,177 Corporate 67,059 121,555 Total $ 5,272,075 $ 5,200,945 GEOGRAPHIC INFORMATION Plant assets United States $ 600,552 $ 592,541 Canada 12,828 13,365 Total $ 613,380 $ 605,906 |
Provision for Income Taxes
Provision for Income Taxes | 9 Months Ended |
Sep. 27, 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 and nine months ended September 27, 2015 and September 28, 2014 , respectively, were as follows: Three months ended Nine months ended Provision for Income Taxes September 27, September 28, September 27, September 28, Current $ 5,010 $ 3,878 $ 21,306 $ 5,276 Deferred 22,377 81,951 55,500 127,389 Total $ 27,387 $ 85,829 $ 76,806 $ 132,665 Effective tax rate 36.3 % 38.7 % 36.6 % 38.5 % 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. The provision for income taxes for the three and nine months ended September 27, 2015 includes benefits related to the Domestic Production Activities Deduction and the foreign tax credit associated with our Canadian operations, which were not available to the Company during 2014. In addition, the provision for income taxes for the three and nine months ended September 27, 2015 includes benefits of $0.4 million and $0.7 million , respectively, for the enactment of state tax legislation and changes to our state tax profile. For the three and nine months ended September 28, 2014, the provision for income taxes includes benefits of $0.0 million and $1.1 million , respectively, for enactment of state tax legislation. 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 September 27, 2015 and September 28, 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 nine month periods ended September 27, 2015 and September 28, 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 NOL carryovers 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 $230.0 million of our federal NOL carryovers which previously were not subject to an annual limitation. The annual limitation which applies to our federal NOL carryovers 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. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 27, 2015 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments”. The new guidance eliminates the requirement to retrospectively account for adjustments to provisional amounts recognized in a business combination. Under the ASU, the adjustments to the provisional amounts will be recognized in the reporting period in which the adjustment amounts are determined. The updated guidance will be effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Early adoption is permitted, and the ASU should be applied prospectively. The Company is in process of evaluating this guidance. In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory", which requires entities to measure most inventory “at the lower of cost and net realizable value,” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The ASU will not apply to inventories that are measured by using either the last-in, first-out (LIFO) method or the retail inventory method (RIM). 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. The Company is in the process of evaluating this guidance. In April 2015, the FASB issued 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, 2015, 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, as the Company does) 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. In May 2014, the FASB issued revised guidance on the recognition of revenue from contracts with customers. The guidance is designed to create greater comparability for financial statement users across industries and jurisdictions. The guidance also requires enhanced disclosures. The guidance was originally effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. In April 2015, the FASB delayed the effective date of the new revenue guidance by one year. The updated guidance will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Entities will be permitted to adopt the new revenue standard early, but not before the original effective date. The guidance permits the use of either a full retrospective or modified retrospective transition method. The Company is currently evaluating the impact that the new guidance will have on the consolidated financial statements, as well as which transition method it will use. |
Guarantor and Nonguarantor Stat
Guarantor and Nonguarantor Statements | 9 Months Ended |
Sep. 27, 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 LLC, 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 LLC'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 September 27, 2015 and December 28, 2014 . (b) The related condensed consolidating statements of operations and comprehensive earnings for the Company, Pinnacle Foods Finance LLC, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: i. Three and nine months ended September 27, 2015 ; and ii. Three and nine months ended September 28, 2014 . (c) The related condensed consolidating statements of cash flows for the Company, Pinnacle Foods Finance LLC, all guarantor subsidiaries and the non-guarantor subsidiaries for the following: i. Nine months ended September 27, 2015 ; and ii. Nine months ended September 28, 2014 . (2) Elimination entries necessary to consolidate the Company, Pinnacle Foods Finance LLC 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 September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Current assets: Cash and cash equivalents $ — $ — $ 57,535 $ 15,487 $ — $ 73,022 Accounts receivable, net — — 200,119 8,612 — 208,731 Intercompany accounts receivable 92,236 — 735,665 — (827,901 ) — Inventories, net — — 433,842 11,135 — 444,977 Other current assets — 942 5,379 601 — 6,922 Deferred tax assets — 1,015 66,045 316 — 67,376 Total current assets 92,236 1,957 1,498,585 36,151 (827,901 ) 801,028 Plant assets, net — — 600,552 12,828 — 613,380 Investment in subsidiaries 1,696,272 2,346,961 25,845 — (4,069,078 ) — Intercompany note receivable — 2,131,593 15,005 9,800 (2,156,398 ) — Tradenames — — 1,996,800 4,425 — 2,001,225 Other assets, net — 17,425 123,054 883 — 141,362 Deferred tax assets — 329,802 — 25 (329,827 ) — Goodwill — — 1,692,715 22,365 — 1,715,080 Total assets $ 1,788,508 $ 4,827,738 $ 5,952,556 $ 86,477 $ (7,383,204 ) $ 5,272,075 Current liabilities: Short-term borrowings $ — $ — $ 1,146 $ — $ — $ 1,146 Current portion of long-term obligations — 5,250 5,985 82 — 11,317 Accounts payable — — 212,733 3,247 — 215,980 Intercompany accounts payable — 817,568 — 10,333 (827,901 ) — Accrued trade marketing expense — — 32,968 5,169 — 38,137 Accrued liabilities 172 22,668 92,343 1,795 — 116,978 Dividends payable 30,550 — 32 — — 30,582 Total current liabilities 30,722 845,486 345,207 20,626 (827,901 ) 414,140 Long-term debt — 2,259,245 19,464 373 — 2,279,082 Intercompany note payable — — 2,121,792 34,606 (2,156,398 ) — Pension and other postretirement benefits — — 56,752 — — 56,752 Other long-term liabilities — 26,735 23,314 3,441 — 53,490 Deferred tax liabilities — — 1,039,066 1,586 (329,827 ) 710,825 Total liabilities 30,722 3,131,466 3,605,595 60,632 (3,314,126 ) 3,514,289 Commitments and contingencies (Note 13) Shareholders' equity: Pinnacle common stock 1,176 — — — — 1,176 Additional paid-in-capital 1,374,597 1,375,773 1,297,912 20,476 (2,694,161 ) 1,374,597 Retained earnings 468,025 374,401 1,085,671 12,035 (1,472,107 ) 468,025 Accumulated other comprehensive loss (53,902 ) (53,902 ) (36,622 ) (6,666 ) 97,190 (53,902 ) Capital stock in treasury, at cost (32,110 ) — — — — (32,110 ) Total Shareholders' equity 1,757,786 1,696,272 2,346,961 25,845 (4,069,078 ) 1,757,786 Total liabilities and shareholders' equity $ 1,788,508 $ 4,827,738 $ 5,952,556 $ 86,477 $ (7,383,204 ) $ 5,272,075 Pinnacle Foods Inc. Condensed Consolidating Balance Sheet December 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total 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 13) Shareholders' 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 September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 633,063 $ 28,260 $ (25,036 ) $ 636,287 Cost of products sold — 7 460,515 23,694 (24,784 ) 459,432 Gross profit — (7 ) 172,548 4,566 (252 ) 176,855 Marketing and selling expenses — — 42,683 1,472 — 44,155 Administrative expenses — — 24,932 1,535 — 26,467 Research and development expenses — — 3,103 144 — 3,247 Intercompany royalties — — — 3 (3 ) — Intercompany technical service fees — — — 249 (249 ) — Other expense (income), net — 1,568 3,593 32 — 5,193 Equity in (earnings) loss of investees (48,098 ) (52,034 ) (721 ) — 100,853 — (48,098 ) (50,466 ) 73,590 3,435 100,601 79,062 Earnings before interest and taxes 48,098 50,459 98,958 1,131 (100,853 ) 97,793 Intercompany interest (income) expense — (17,172 ) 16,913 259 — — Interest expense — 21,852 454 9 — 22,315 Interest income — — — 7 — 7 Earnings before income taxes 48,098 45,779 81,591 870 (100,853 ) 75,485 Provision (benefit) for income taxes — (2,319 ) 29,557 149 — 27,387 Net earnings $ 48,098 $ 48,098 $ 52,034 $ 721 $ (100,853 ) $ 48,098 Total comprehensive earnings (loss) $ 39,091 $ 39,091 $ 51,050 $ (424 ) $ (89,717 ) $ 39,091 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the three months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 618,101 $ 18,790 $ (12,880 ) $ 624,011 Cost of products sold — 1,301 456,734 14,676 (12,602 ) 460,109 Gross profit — (1,301 ) 161,367 4,114 (278 ) 163,902 Marketing and selling expenses — 789 39,881 1,052 — 41,722 Administrative expenses — 1,795 22,226 958 — 24,979 Research and development expenses — 171 2,949 — — 3,120 Intercompany royalties — — — 8 (8 ) — Intercompany technical service fees — — — 270 (270 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement (155,073 ) — — — — (155,073 ) Other expense (income), net — — 2,524 — — 2,524 Equity in (earnings) loss of investees (41,257 ) (48,529 ) (1,328 ) — 91,114 — (196,330 ) (45,774 ) 66,252 2,288 90,836 (82,728 ) Earnings before interest and taxes 196,330 44,473 95,115 1,826 (91,114 ) 246,630 Intercompany interest (income) expense — (16,535 ) 16,499 36 — — Interest expense — 24,362 510 7 — 24,879 Interest income — — 21 14 — 35 Earnings before income taxes 196,330 36,646 78,127 1,797 (91,114 ) 221,786 Provision (benefit) for income taxes 58,288 (4,611 ) 31,683 469 — 85,829 Net earnings $ 138,042 $ 41,257 $ 46,444 $ 1,328 $ (91,114 ) $ 135,957 Total comprehensive earnings (loss) $ 138,048 $ 43,348 $ 49,200 $ 2,003 $ (94,551 ) $ 138,048 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the nine months ended September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 1,920,698 $ 88,825 $ (76,209 ) $ 1,933,314 Cost of products sold — 23 1,417,751 73,303 (75,444 ) 1,415,633 Gross profit — (23 ) 502,947 15,522 (765 ) 517,681 Marketing and selling expenses — — 129,294 7,568 — 136,862 Administrative expenses — 3 77,180 4,735 — 81,918 Research and development expenses — — 9,493 395 — 9,888 Intercompany royalties — — — 17 (17 ) — Intercompany technical service fees — — — 748 (748 ) — Other expense (income), net — 2,879 9,989 68 — 12,936 Equity in (earnings) loss of investees (133,313 ) (143,486 ) (1,058 ) — 277,857 — (133,313 ) (140,604 ) 224,898 13,531 277,092 241,604 Earnings before interest and taxes 133,313 140,581 278,049 1,991 (277,857 ) 276,077 Intercompany interest (income) expense — (51,531 ) 50,742 789 — — Interest expense — 64,781 1,317 32 — 66,130 Interest income — — 147 25 — 172 Earnings (loss) before income taxes 133,313 127,331 226,137 1,195 (277,857 ) 210,119 Provision (benefit) for income taxes — (5,982 ) 82,651 137 — 76,806 Net earnings (loss) $ 133,313 $ 133,313 $ 143,486 $ 1,058 $ (277,857 ) $ 133,313 Total comprehensive earnings (loss) $ 117,145 $ 117,145 $ 141,561 $ (1,349 ) $ (257,357 ) $ 117,145 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the nine months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 1,870,711 $ 56,642 $ (41,503 ) $ 1,885,850 Cost of products sold — 1,780 1,382,794 49,163 (40,667 ) 1,393,070 Gross profit — (1,780 ) 487,917 7,479 (836 ) 492,780 Marketing and selling expenses — 1,717 128,125 3,978 — 133,820 Administrative expenses — 5,146 67,394 3,034 — 75,574 Research and development expenses — 287 8,191 — — 8,478 Intercompany royalties — — — 26 (26 ) — Intercompany technical service fees — — — 810 (810 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement (152,988 ) — — — — (152,988 ) Other expense (income), net — 250 9,015 — — 9,265 Equity in (earnings) loss of investees (117,589 ) (136,633 ) 386 — 253,836 — (270,577 ) (129,233 ) 213,111 7,848 253,000 74,149 Earnings before interest and taxes 270,577 127,453 274,806 (369 ) (253,836 ) 418,631 Intercompany interest (income) expense — (50,316 ) 50,209 107 — — Interest expense — 72,254 1,494 22 — 73,770 Interest income — — 49 44 — 93 Earnings (loss) before income taxes 270,577 105,515 223,152 (454 ) (253,836 ) 344,954 Provision (benefit) for income taxes 58,288 (12,074 ) 86,519 (68 ) — 132,665 Net earnings (loss) $ 212,289 $ 117,589 $ 136,633 $ (386 ) $ (253,836 ) $ 212,289 Total comprehensive earnings (loss) $ 201,567 $ 106,867 $ 136,820 $ (303 ) $ (243,384 ) $ 201,567 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the nine months ended September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash provided by (used in) operating activities $ — $ (5,277 ) $ 225,386 $ (9,289 ) $ — $ 210,820 Cash flows from investing activities Business acquisition activity — — 1,102 — — 1,102 Intercompany accounts receivable/payable — — (24,754 ) — 24,754 — Intercompany loans — — (7,209 ) — 7,209 — Investment in Subsidiary 82,104 — — — (82,104 ) — Capital expenditures — — (81,954 ) (2,779 ) — (84,733 ) Sale of plant assets — — 730 — — 730 Net cash (used in) provided by investing activities 82,104 — (112,085 ) (2,779 ) (50,141 ) (82,901 ) Cash flows from financing activities Net proceeds from issuance of common stock 1,038 — — — — 1,038 Excess tax benefits on stock-based compensation 1,345 — — — — 1,345 Taxes paid related to net share settlement of equity awards (2,401 ) — — — — (2,401 ) Dividends paid (82,086 ) — — — — (82,086 ) Repayments of long-term obligations — (3,934 ) (2,708 ) — — (6,642 ) Proceeds from short-term borrowing — — 2,135 — — 2,135 Repayments of short-term borrowing — — (3,386 ) — — (3,386 ) Intercompany accounts receivable/payable — 9,211 — 15,543 (24,754 ) — Parent investment — — (82,104 ) — 82,104 — Intercompany loans 7,209 (7,209 ) — Repayment of capital lease obligations — — (2,645 ) — — (2,645 ) Net cash (used in) provided by financing activities (82,104 ) 5,277 (88,708 ) 22,752 50,141 (92,642 ) Effect of exchange rate changes on cash — — — (732 ) — (732 ) Net change in cash and cash equivalents — — 24,593 9,952 — 34,545 Cash and cash equivalents - beginning of period — — 32,942 5,535 — 38,477 Cash and cash equivalents - end of period $ — $ — $ 57,535 $ 15,487 $ — $ 73,022 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the nine months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash provided by (used in) operating activities $ — $ (19,790 ) $ 433,974 $ (1,568 ) $ — $ 412,616 Cash flows from investing activities Payments for business acquisitions (11,769 ) (11,769 ) Repayments of intercompany loans — 61,197 — — (61,197 ) — Investment in subsidiaries 75,022 — — — (75,022 ) — Capital expenditures — — (82,684 ) — — (82,684 ) Sale of plant assets — — 2,328 — — 2,328 Net cash (used in) provided by investing activities 75,022 61,197 (92,125 ) — (136,219 ) (92,125 ) Cash flows from financing activities Proceeds from the issuance of common stock 238 — — — — 238 Excess tax benefits on stock-based compensation 786 786 Taxes paid related to net share settlement of equity awards (3,061 ) (3,061 ) Dividends paid (72,985 ) — — — — (72,985 ) Repayments of long-term obligations — (216,162 ) (1,390 ) — — (217,552 ) Proceeds from short-term borrowing — — 2,220 — — 2,220 Repayments of short-term borrowing — — (3,442 ) — — (3,442 ) Intercompany accounts receivable/payable — 177,050 (177,050 ) — — — Repayments of intercompany loans — — (61,197 ) — 61,197 — Parent investment (2,037 ) (72,985 ) 75,022 — Repayment of capital lease obligations — — (2,707 ) — — (2,707 ) Debt acquisition costs — (258 ) — — (258 ) Net cash (used in) provided by financing activities (75,022 ) (41,407 ) (316,551 ) — 136,219 (296,761 ) Effect of exchange rate changes on cash — — — (17 ) — (17 ) Net change in cash and cash equivalents — — 25,298 (1,585 ) — 23,713 Cash and cash equivalents - beginning of period — — 104,345 12,394 — 116,739 Cash and cash equivalents - end of period $ — $ — $ 129,643 $ 10,809 $ — $ 140,452 |
Fair Value Measurements (Polici
Fair Value Measurements (Policies) | 9 Months Ended |
Sep. 27, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments, Policy | 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 September 27, 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 Pronouncements | Recently Issued Accounting Pronouncements In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments”. The new guidance eliminates the requirement to retrospectively account for adjustments to provisional amounts recognized in a business combination. Under the ASU, the adjustments to the provisional amounts will be recognized in the reporting period in which the adjustment amounts are determined. The updated guidance will be effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Early adoption is permitted, and the ASU should be applied prospectively. The Company is in process of evaluating this guidance. In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory", which requires entities to measure most inventory “at the lower of cost and net realizable value,” thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The ASU will not apply to inventories that are measured by using either the last-in, first-out (LIFO) method or the retail inventory method (RIM). 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. The Company is in the process of evaluating this guidance. In April 2015, the FASB issued 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, 2015, 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, as the Company does) 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. In May 2014, the FASB issued revised guidance on the recognition of revenue from contracts with customers. The guidance is designed to create greater comparability for financial statement users across industries and jurisdictions. The guidance also requires enhanced disclosures. The guidance was originally effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. In April 2015, the FASB delayed the effective date of the new revenue guidance by one year. The updated guidance will be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Entities will be permitted to adopt the new revenue standard early, but not before the original effective date. The guidance permits the use of either a full retrospective or modified retrospective transition method. The Company is currently evaluating the impact that the new guidance will have on the consolidated financial statements, as well as which transition method it will use. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 27, 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) | 9 Months Ended |
Sep. 27, 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 Using Fair Value Hierarchy Fair Value Fair Value Measurements Using Fair Value Hierarchy Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Interest rate derivatives $ — $ — $ — $ — $ 6,420 $ — $ 6,420 $ — Foreign currency derivatives 941 — 941 — 1,294 — 1,294 — Total assets at fair value $ 941 $ — $ 941 $ — $ 7,714 $ — $ 7,714 $ — Liabilities Interest rate derivatives $ 21,397 $ — $ 21,397 $ — $ 4,543 $ — $ 4,543 $ — Commodity derivatives 11,773 — 11,773 — 12,011 — 12,011 — Total liabilities at fair value $ 33,170 $ — $ 33,170 $ — $ 16,554 $ — $ 16,554 $ — |
Termination Fee Received, Net30
Termination Fee Received, Net of Costs and Other Expense (Income), Net (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense (Income), net | Three months ended Nine months ended September 27, September 28, September 27, September 28, Other expense (income), net consists of: Amortization of intangibles/other assets $ 3,397 $ 3,187 $ 10,158 $ 10,548 Unrealized foreign exchange losses 2,101 — 3,679 — Royalty income and other (305 ) (663 ) (901 ) (1,283 ) Total other expense (income), net $ 5,193 $ 2,524 $ 12,936 $ 9,265 |
Equity-Based Compensation Exp31
Equity-Based Compensation Expense and Earnings Per Share (Tables) | 9 Months Ended |
Sep. 27, 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 Nine months ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Cost of products sold $ 502 $ 1,321 $ 2,373 $ 1,792 Marketing and selling expenses 975 789 2,969 1,717 Administrative expenses 1,871 1,657 5,827 4,590 Research and development expenses 79 171 320 287 Pre-tax equity-based compensation expense 3,427 3,938 11,489 8,386 Income tax benefit (1,296 ) (1,418 ) (4,263 ) (2,884 ) Net equity-based compensation expense $ 2,131 $ 2,520 $ 7,226 $ 5,502 |
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 Nine months ended September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Weighted-average common shares 116,084,948 115,727,666 116,007,184 115,684,420 Effect of dilutive securities: 1,385,093 1,276,085 1,255,156 1,214,332 Dilutive potential common shares 117,470,041 117,003,751 117,262,340 116,898,752 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Equity [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Income (Loss) | The components of Accumulated other comprehensive loss consist of the following: Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 28, 2014 $ (2,053 ) $ 4,126 $ (39,807 ) $ (37,734 ) Other comprehensive loss before reclassification (2,147 ) (14,594 ) (1 ) (16,742 ) Amounts reclassified from accumulated other comprehensive loss — 91 483 574 Net current period other comprehensive (loss) income (2,147 ) (14,503 ) 482 (16,168 ) Balance at September 27, 2015 $ (4,200 ) $ (10,377 ) $ (39,325 ) $ (53,902 ) Currency translation adjustments Gains (Losses) on cash flow hedges Change in pensions Total Balance at December 29, 2013 $ (466 ) $ 19,581 $ (26,612 ) $ (7,497 ) Other comprehensive loss before reclassification (261 ) (10,457 ) — (10,718 ) Amounts reclassified from accumulated other comprehensive loss — (108 ) 104 (4 ) Net current period other comprehensive (loss) income (261 ) (10,565 ) 104 (10,722 ) Balance at September 28, 2014 $ (727 ) $ 9,016 $ (26,508 ) $ (18,219 ) |
Summary of Reclassification out of Accumulated Other Comprehensive Income (Loss) | The following table presents amounts reclassified out of Accumulated Other Comprehensive Loss ("AOCL") and into Net earnings for the three and nine months ended September 27, 2015 and September 28, 2014 , respectively. Gain/(Loss) Amounts Reclassified from AOCL Three months ended Nine months ended Details about Accumulated Other Comprehensive Earnings Components September 27, 2015 September 28, 2014 September 27, 2015 September 28, 2014 Reclassified from AOCL to: Gains and losses on financial instrument contracts Interest rate contracts $ (1,113 ) $ (279 ) $ (2,516 ) $ (525 ) Interest expense Foreign exchange contracts 916 135 2,228 934 Cost of products sold Total pre-tax (197 ) (144 ) (288 ) 409 Tax benefit (expense) 111 36 197 (301 ) Provision for income taxes Net of tax (86 ) (108 ) (91 ) 108 Pension actuarial assumption adjustments Amortization of actuarial loss (261 ) 6 (780 ) (169 ) (a) Cost of products sold Tax benefit 99 (2 ) 297 65 Provision for income taxes Net of tax (162 ) 4 (483 ) (104 ) Net reclassifications into net earnings $ (248 ) $ (104 ) $ (574 ) $ 4 (a) This is included in the computation of net periodic pension cost (see Note 11 for additional details). |
Balance Sheet Information (Tabl
Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Balance Sheet Information [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable are as follows: September 27, 2015 December 28, 2014 Customers $ 207,337 $ 190,321 Allowances for cash discounts, bad debts and returns (6,979 ) (6,801 ) Subtotal 200,358 183,520 Other receivables 8,373 7,234 Total $ 208,731 $ 190,754 |
Schedule of Inventories | Inventories are as follows: September 27, December 28, Raw materials, containers and supplies $ 54,342 $ 60,828 Finished product 390,635 295,639 Total $ 444,977 $ 356,467 |
Schedule of Other Current Assets | Other Current Assets are as follows: September 27, 2015 December 28, 2014 Prepaid expenses and other $ 6,649 $ 8,139 Prepaid income taxes 273 84 Total $ 6,922 $ 8,223 |
Schedule of Plant Assets | Plant assets are as follows: September 27, 2015 December 28, 2014 Land $ 14,211 $ 14,211 Buildings 238,200 208,341 Machinery and equipment 695,848 641,818 Projects in progress 58,884 91,175 Subtotal 1,007,143 955,545 Accumulated depreciation (393,763 ) (349,639 ) Total $ 613,380 $ 605,906 |
Schedule of Accrued Liabilities | Accrued liabilities are as follows: September 27, December 28, Employee compensation and benefits $ 56,248 $ 52,404 Interest payable 16,409 12,239 Consumer coupons 5,637 1,912 Accrued financial instrument contracts (see note 12) 6,434 10,276 Other 32,250 29,657 Total $ 116,978 $ 106,488 |
Schedule of Other Long-Term Liabilities | Other long-term liabilities are as follows: September 27, December 28, Employee compensation and benefits $ 10,496 $ 9,506 Long-term rent liability and deferred rent allowances 7,699 8,431 Liability for uncertain tax positions 2,102 2,064 Accrued financial instrument contracts (see note 12) 26,736 6,280 Other 6,457 8,024 Total $ 53,490 $ 34,305 |
Goodwill, Tradenames and Othe34
Goodwill, Tradenames and Other Assets (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill by segment | Goodwill by segment is as follows: Birds Eye Frozen Duncan Hines Grocery Specialty Foods Total Balance, December 28, 2014 $ 608,984 $ 936,615 $ 173,961 $ 1,719,560 Foreign currency adjustment (3,378 ) — — (3,378 ) Purchase price adjustment (1) (1,102 ) — — (1,102 ) Balance, September 27, 2015 $ 604,504 $ 936,615 $ 173,961 $ 1,715,080 (1) During the first quarter of 2015, the preliminary purchase price related to the Garden Protein acquisition was reduced by a post closing working capital adjustment. |
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 (649 ) — — (649 ) Balance, September 27, 2015 $ 846,513 $ 1,118,712 $ 36,000 $ 2,001,225 |
Schedule of Other Assets | Other Assets September 27, 2015 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net Amortizable intangibles Recipes 10 $ 60,118 $ (45,543 ) $ 14,575 Customer relationships - Distributors 35 142,135 (45,032 ) 97,103 Customer relationships - Private Label 7 1,290 (310 ) 980 License 7 6,175 (5,491 ) 684 Total amortizable intangibles $ 209,718 $ (96,376 ) $ 113,342 Debt acquisition costs 45,913 (28,154 ) 17,759 Financial instruments (see note 12) — — — Other (1) 10,261 — 10,261 Total other assets, net $ 141,362 Amortizable intangibles by segment Birds Eye Frozen $ 62,272 Duncan Hines Grocery 47,036 Specialty Foods 4,034 $ 113,342 December 28, 2014 Weighted Avg Life Gross Carrying Amount Accumulated Amortization Net 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 12) 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 September 27, 2015 and December 28, 2014 , Other primarily consists of security deposits and supplemental savings plan investments. |
Schedule of Deferred Financing Cost Activity | The following summarizes debt acquisition cost activity: Gross Carrying Amount Accumulated Amortization Net Balance, December 28, 2014 $ 45,913 $ (25,244 ) $ 20,669 Amortization — (2,910 ) (2,910 ) Balance, September 27, 2015 $ 45,913 $ (28,154 ) $ 17,759 |
Debt and Interest Expense (Tabl
Debt and Interest Expense (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term and Short-term Debt Instruments | September 27, December 28, Short-term borrowings - Notes payable $ 1,146 $ 2,396 Total short-term borrowings $ 1,146 $ 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 515,813 519,750 - 4.875% Senior Notes due 2021 350,000 350,000 - 3.0% Note payable to Gilster Mary Lee Corporation due 2018 9,793 12,497 - Unamortized discount on long term debt (10,945 ) (12,728 ) - Capital lease obligations 16,113 18,756 2,290,399 2,297,900 Less: current portion of long-term obligations 11,317 11,916 Total long-term debt $ 2,279,082 $ 2,285,984 |
Schedule of Interest Expense | Interest expense Three months ended Nine months ended September 27, September 28, September 27, September 28, Interest expense, third party $ 19,991 $ 21,298 $ 59,926 $ 66,857 Related party interest expense (Note 14) 241 436 778 1,462 Amortization of debt acquisition costs (Note 9) 970 987 2,910 3,043 Write-off of debt acquisition costs (a) — 983 — 983 Write-off of original issue discount (a) — 896 — 896 Interest rate swap losses (Note 12) 1,113 279 2,516 529 Total interest expense $ 22,315 $ 24,879 $ 66,130 $ 73,770 (a) As part of the July 8, 2014 debt pay down, the Company wrote off original discount and debt acquisition costs. |
Schedule of the Estimated Fair Value of the Company's Long-term Debt, including the Current Portion | The estimated fair value of the Company’s long-term debt, including the current portion, as of September 27, 2015 , is as follows: September 27, 2015 Issue Face Value Fair Value Amended Credit Agreement - Tranche G Term Loans $ 1,409,625 $ 1,409,625 Amended Credit Agreement - Tranche H Term Loans 515,813 515,813 3.0% Note payable to Gilster Mary Lee Corporation due 2018 9,793 9,793 4.875% Senior Notes 350,000 343,875 $ 2,285,231 $ 2,279,106 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) | 9 Months Ended |
Sep. 27, 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 Nine months ended Pension Benefits September 27, September 28, September 27, September 28, Interest cost 2,594 2,804 7,783 8,607 Expected return on assets (3,308 ) (3,279 ) (9,925 ) (9,863 ) Amortization of: Actuarial loss 238 (7 ) 713 57 Net periodic benefit $ (476 ) $ (482 ) $ (1,429 ) $ (1,199 ) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swaps | As of September 27, 2015 , the Company had the following interest rate swaps that were designated as cash flow hedges of interest rate risk: Product Number of Instruments Current Notional Amount Fixed Rate Range Index Trade Dates Maturity Dates Interest Rate Swaps 13 $ 1,498,050 1.03% - 2.97% USD-LIBOR-BBA Apr 2013 - Oct 2013 Nov 2015 - Apr 2020 |
Schedule of Foreign Currency Exchange Contracts | As of September 27, 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 Instruments Notional Sold in Aggregate in CAD Notional Purchased in Aggregate in USD USD to CAD Exchange Rates Trade Date Maturity Dates CAD $ Contracts 3 $ 6,000 $ 5,446 1.101 - 1.102 Aug 2014 Oct 2015 - Dec 2015 |
Schedule of Derivative Instruments Not Designated in Qualifying Hedging Relationships | As of September 27, 2015 , the Company had the following derivative instruments that were not designated in qualifying hedging relationships: Commodity Contracts Number of Instruments Notional Purchased in Aggregate Price/Index Trade Dates Maturity Dates Diesel Fuel Contracts 3 9,309,557 Gallons $3.68 - $3.80 per Gallon September 2014 - November 2014 December 2015 - December 2016 Heating Oil Contracts 2 3,871,100 Gallons $1.80 - $1.82 per Gallon January 2015 - July 2015 December 2016 Natural Gas Contracts 4 1,874,801 MMBTU's $2.96 - $4.40 per MMBTU June 2014 - July 2015 December 2015 - June 2016 Soybean Oil Contracts 3 68,688,173 Pounds $0.31 - $0.35 per Pound December 2014 - July 2015 October 2015 - January 2017 |
Schedule of the Fair Value of Derivatives, Financial Instruments as their Consolidated Balance Sheet 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 September 27, 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 Derivatives designated as hedging instruments Interest Rate Contracts Other assets, net $ — Accrued liabilities $ 2,020 — Other long-term liabilities 19,377 Foreign Exchange Contracts Other current assets 941 — Total derivatives designated as hedging instruments $ 941 $ 21,397 Derivatives not designated as hedging instruments Commodity Contracts Other assets, net $ — Accrued liabilities $ 4,414 Other long-term liabilities 7,359 Total derivatives not designated as hedging instruments $ — $ 11,773 Balance Sheet Location Fair Value Balance Sheet Location Fair Value 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 September 27, 2015 and December 28, 2014 would be adjusted as detailed in the following table: September 27, 2015 December 28, 2014 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 $ 941 (941 ) $ — $ 7,714 (5,039 ) $ 2,675 Total liability derivatives $ 33,170 (941 ) 32,229 $ 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 September 27, 2015 and December 28, 2014 would be adjusted as detailed in the following table: September 27, 2015 December 28, 2014 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 $ 941 (941 ) $ — $ 7,714 (5,039 ) $ 2,675 Total liability derivatives $ 33,170 (941 ) 32,229 $ 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 and nine months ended September 27, 2015 and September 28, 2014 . Tabular Disclosure of the Effect of Derivative Instruments Gain/(Loss) Derivatives in Cash Flow Hedging Relationships Recognized in AOCL on Derivative (Effective Portion) Effective portion Reclassified from AOCL into Earnings (Effective Portion) Ineffective portion recognized in Earnings in: Recognized in Earnings (Ineffective Portion) Interest Rate Contracts $ (14,222 ) Interest expense $ (1,113 ) Interest expense $ — Foreign Exchange Contracts 691 Cost of products sold 916 Cost of products sold (5 ) Three months ended September 27, 2015 $ (13,531 ) $ (197 ) $ (5 ) Interest Rate Contracts $ (25,789 ) Interest expense $ (2,516 ) Interest expense $ — Foreign Exchange Contracts 1,896 Cost of products sold 2,228 Cost of products sold (21 ) Nine months ended September 27, 2015 $ (23,893 ) $ (288 ) $ (21 ) Interest Rate Contracts $ 2,045 Interest expense $ (279 ) Interest expense $ — Foreign Exchange Contracts 1,218 Cost of products sold 135 Cost of products sold 20 Three months ended September 28, 2014 $ 3,263 $ (144 ) $ 20 Interest Rate Contracts $ (18,379 ) Interest expense $ (525 ) Interest expense $ — Foreign Exchange Contracts 1,419 Cost of products sold 934 Cost of products sold 12 Nine months ended September 28, 2014 $ (16,960 ) $ 409 $ 12 Derivatives Not Designated as Hedging Instruments Recognized in Earnings in: Recognized in Earnings Commodity Contracts Cost of products sold $ (7,195 ) Three months ended September 27, 2015 $ (7,195 ) Commodity Contracts Cost of products sold $ (7,268 ) Nine months ended September 27, 2015 $ (7,268 ) Commodity Contracts Cost of products sold $ (3,464 ) Interest Rate Contracts Interest expense $ — Three months ended September 28, 2014 $ (3,464 ) Commodity Contracts Cost of products sold $ (3,509 ) Interest Rate Contracts Interest expense $ (5 ) Nine months ended September 28, 2014 $ (3,514 ) |
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 September 27, 2015 and December 28, 2014 . September 27, 2015 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding interest) Barclays Interest Rate Contracts $ (10,748 ) $ 869 $ (264 ) $ (9,615 ) Foreign Exchange Contracts 942 (1 ) — 941 Commodity Contracts (6,686 ) 118 — (6,568 ) Bank of America Interest Rate Contracts (6,370 ) 858 — (5,512 ) Commodity Contracts (1,005 ) 13 — (992 ) Credit Suisse Interest Rate Contracts (3,306 ) 84 (264 ) (2,958 ) Macquarie Interest Rate Contracts (3,485 ) 63 (110 ) (3,312 ) Commodity Contracts (4,219 ) 6 — (4,213 ) Total $ (34,877 ) $ 2,010 $ (638 ) $ (32,229 ) December 28, 2014 Asset/(Liability) Counterparty Contract Type Termination Value Performance Risk Adjustment Accrued Interest Fair Value (excluding 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) | 9 Months Ended |
Sep. 27, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Three months ended Nine months ended SEGMENT INFORMATION September 27, September 28, September 27, September 28, Net sales Birds Eye Frozen $ 296,709 $ 257,405 $ 883,458 $ 797,871 Duncan Hines Grocery 257,387 271,171 796,579 826,038 Specialty Foods 82,191 95,435 253,277 261,941 Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 Earnings before interest and taxes Birds Eye Frozen $ 51,953 $ 44,312 $ 133,208 $ 128,108 Duncan Hines Grocery 44,223 43,615 138,471 132,637 Specialty Foods 7,788 9,938 23,087 23,358 Unallocated corporate expenses (6,171 ) 148,765 (18,689 ) 134,528 Total $ 97,793 $ 246,630 $ 276,077 $ 418,631 Depreciation and amortization Birds Eye Frozen $ 11,989 $ 10,151 $ 33,404 $ 29,814 Duncan Hines Grocery 7,781 5,940 22,862 19,303 Specialty Foods 4,492 3,927 11,154 10,859 Total $ 24,262 $ 20,018 $ 67,420 $ 59,976 Capital expenditures (1) Birds Eye Frozen $ 18,688 $ 7,969 $ 36,440 $ 25,324 Duncan Hines Grocery 14,799 17,113 40,610 51,121 Specialty Foods 3,078 2,396 7,683 7,525 Total $ 36,565 $ 27,478 $ 84,733 $ 83,970 NET SALES BY PRODUCT TYPE Net sales Frozen $ 335,888 $ 299,258 $ 1,000,362 $ 920,089 Shelf stable meals and meal enhancers 204,067 219,779 646,992 663,604 Desserts 70,806 78,050 207,939 222,721 Snacks 25,526 26,924 78,021 79,436 Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 GEOGRAPHIC INFORMATION Net sales United States $ 633,063 $ 618,101 $ 1,920,698 $ 1,870,711 Canada 28,260 18,790 88,825 56,642 Intercompany (25,036 ) (12,880 ) (76,209 ) (41,503 ) Total $ 636,287 $ 624,011 $ 1,933,314 $ 1,885,850 (1) Includes new capital leases. SEGMENT INFORMATION September 27, December 28, Total assets Birds Eye Frozen $ 2,190,580 $ 2,123,902 Duncan Hines Grocery 2,665,715 2,612,311 Specialty Foods 348,721 343,177 Corporate 67,059 121,555 Total $ 5,272,075 $ 5,200,945 GEOGRAPHIC INFORMATION Plant assets United States $ 600,552 $ 592,541 Canada 12,828 13,365 Total $ 613,380 $ 605,906 |
Provision for Income Taxes (Tab
Provision for Income Taxes (Tables) | 9 Months Ended |
Sep. 27, 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 and nine months ended September 27, 2015 and September 28, 2014 , respectively, were as follows: Three months ended Nine months ended Provision for Income Taxes September 27, September 28, September 27, September 28, Current $ 5,010 $ 3,878 $ 21,306 $ 5,276 Deferred 22,377 81,951 55,500 127,389 Total $ 27,387 $ 85,829 $ 76,806 $ 132,665 Effective tax rate 36.3 % 38.7 % 36.6 % 38.5 % |
Guarantor and Nonguarantor St40
Guarantor and Nonguarantor Statements (Tables) | 9 Months Ended |
Sep. 27, 2015 | |
Guarantor And Nonguarantor Statements [Abstract] | |
Guarantor And Nonguarantor Statements, Balance Sheets | Pinnacle Foods Inc. Condensed Consolidating Balance Sheet September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Current assets: Cash and cash equivalents $ — $ — $ 57,535 $ 15,487 $ — $ 73,022 Accounts receivable, net — — 200,119 8,612 — 208,731 Intercompany accounts receivable 92,236 — 735,665 — (827,901 ) — Inventories, net — — 433,842 11,135 — 444,977 Other current assets — 942 5,379 601 — 6,922 Deferred tax assets — 1,015 66,045 316 — 67,376 Total current assets 92,236 1,957 1,498,585 36,151 (827,901 ) 801,028 Plant assets, net — — 600,552 12,828 — 613,380 Investment in subsidiaries 1,696,272 2,346,961 25,845 — (4,069,078 ) — Intercompany note receivable — 2,131,593 15,005 9,800 (2,156,398 ) — Tradenames — — 1,996,800 4,425 — 2,001,225 Other assets, net — 17,425 123,054 883 — 141,362 Deferred tax assets — 329,802 — 25 (329,827 ) — Goodwill — — 1,692,715 22,365 — 1,715,080 Total assets $ 1,788,508 $ 4,827,738 $ 5,952,556 $ 86,477 $ (7,383,204 ) $ 5,272,075 Current liabilities: Short-term borrowings $ — $ — $ 1,146 $ — $ — $ 1,146 Current portion of long-term obligations — 5,250 5,985 82 — 11,317 Accounts payable — — 212,733 3,247 — 215,980 Intercompany accounts payable — 817,568 — 10,333 (827,901 ) — Accrued trade marketing expense — — 32,968 5,169 — 38,137 Accrued liabilities 172 22,668 92,343 1,795 — 116,978 Dividends payable 30,550 — 32 — — 30,582 Total current liabilities 30,722 845,486 345,207 20,626 (827,901 ) 414,140 Long-term debt — 2,259,245 19,464 373 — 2,279,082 Intercompany note payable — — 2,121,792 34,606 (2,156,398 ) — Pension and other postretirement benefits — — 56,752 — — 56,752 Other long-term liabilities — 26,735 23,314 3,441 — 53,490 Deferred tax liabilities — — 1,039,066 1,586 (329,827 ) 710,825 Total liabilities 30,722 3,131,466 3,605,595 60,632 (3,314,126 ) 3,514,289 Commitments and contingencies (Note 13) Shareholders' equity: Pinnacle common stock 1,176 — — — — 1,176 Additional paid-in-capital 1,374,597 1,375,773 1,297,912 20,476 (2,694,161 ) 1,374,597 Retained earnings 468,025 374,401 1,085,671 12,035 (1,472,107 ) 468,025 Accumulated other comprehensive loss (53,902 ) (53,902 ) (36,622 ) (6,666 ) 97,190 (53,902 ) Capital stock in treasury, at cost (32,110 ) — — — — (32,110 ) Total Shareholders' equity 1,757,786 1,696,272 2,346,961 25,845 (4,069,078 ) 1,757,786 Total liabilities and shareholders' equity $ 1,788,508 $ 4,827,738 $ 5,952,556 $ 86,477 $ (7,383,204 ) $ 5,272,075 Pinnacle Foods Inc. Condensed Consolidating Balance Sheet December 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total 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 13) Shareholders' 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 September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 633,063 $ 28,260 $ (25,036 ) $ 636,287 Cost of products sold — 7 460,515 23,694 (24,784 ) 459,432 Gross profit — (7 ) 172,548 4,566 (252 ) 176,855 Marketing and selling expenses — — 42,683 1,472 — 44,155 Administrative expenses — — 24,932 1,535 — 26,467 Research and development expenses — — 3,103 144 — 3,247 Intercompany royalties — — — 3 (3 ) — Intercompany technical service fees — — — 249 (249 ) — Other expense (income), net — 1,568 3,593 32 — 5,193 Equity in (earnings) loss of investees (48,098 ) (52,034 ) (721 ) — 100,853 — (48,098 ) (50,466 ) 73,590 3,435 100,601 79,062 Earnings before interest and taxes 48,098 50,459 98,958 1,131 (100,853 ) 97,793 Intercompany interest (income) expense — (17,172 ) 16,913 259 — — Interest expense — 21,852 454 9 — 22,315 Interest income — — — 7 — 7 Earnings before income taxes 48,098 45,779 81,591 870 (100,853 ) 75,485 Provision (benefit) for income taxes — (2,319 ) 29,557 149 — 27,387 Net earnings $ 48,098 $ 48,098 $ 52,034 $ 721 $ (100,853 ) $ 48,098 Total comprehensive earnings (loss) $ 39,091 $ 39,091 $ 51,050 $ (424 ) $ (89,717 ) $ 39,091 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the three months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 618,101 $ 18,790 $ (12,880 ) $ 624,011 Cost of products sold — 1,301 456,734 14,676 (12,602 ) 460,109 Gross profit — (1,301 ) 161,367 4,114 (278 ) 163,902 Marketing and selling expenses — 789 39,881 1,052 — 41,722 Administrative expenses — 1,795 22,226 958 — 24,979 Research and development expenses — 171 2,949 — — 3,120 Intercompany royalties — — — 8 (8 ) — Intercompany technical service fees — — — 270 (270 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement (155,073 ) — — — — (155,073 ) Other expense (income), net — — 2,524 — — 2,524 Equity in (earnings) loss of investees (41,257 ) (48,529 ) (1,328 ) — 91,114 — (196,330 ) (45,774 ) 66,252 2,288 90,836 (82,728 ) Earnings before interest and taxes 196,330 44,473 95,115 1,826 (91,114 ) 246,630 Intercompany interest (income) expense — (16,535 ) 16,499 36 — — Interest expense — 24,362 510 7 — 24,879 Interest income — — 21 14 — 35 Earnings before income taxes 196,330 36,646 78,127 1,797 (91,114 ) 221,786 Provision (benefit) for income taxes 58,288 (4,611 ) 31,683 469 — 85,829 Net earnings $ 138,042 $ 41,257 $ 46,444 $ 1,328 $ (91,114 ) $ 135,957 Total comprehensive earnings (loss) $ 138,048 $ 43,348 $ 49,200 $ 2,003 $ (94,551 ) $ 138,048 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the nine months ended September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 1,920,698 $ 88,825 $ (76,209 ) $ 1,933,314 Cost of products sold — 23 1,417,751 73,303 (75,444 ) 1,415,633 Gross profit — (23 ) 502,947 15,522 (765 ) 517,681 Marketing and selling expenses — — 129,294 7,568 — 136,862 Administrative expenses — 3 77,180 4,735 — 81,918 Research and development expenses — — 9,493 395 — 9,888 Intercompany royalties — — — 17 (17 ) — Intercompany technical service fees — — — 748 (748 ) — Other expense (income), net — 2,879 9,989 68 — 12,936 Equity in (earnings) loss of investees (133,313 ) (143,486 ) (1,058 ) — 277,857 — (133,313 ) (140,604 ) 224,898 13,531 277,092 241,604 Earnings before interest and taxes 133,313 140,581 278,049 1,991 (277,857 ) 276,077 Intercompany interest (income) expense — (51,531 ) 50,742 789 — — Interest expense — 64,781 1,317 32 — 66,130 Interest income — — 147 25 — 172 Earnings (loss) before income taxes 133,313 127,331 226,137 1,195 (277,857 ) 210,119 Provision (benefit) for income taxes — (5,982 ) 82,651 137 — 76,806 Net earnings (loss) $ 133,313 $ 133,313 $ 143,486 $ 1,058 $ (277,857 ) $ 133,313 Total comprehensive earnings (loss) $ 117,145 $ 117,145 $ 141,561 $ (1,349 ) $ (257,357 ) $ 117,145 Pinnacle Foods Inc. Condensed Consolidating Statement of Operations and Comprehensive Earnings For the nine months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ 1,870,711 $ 56,642 $ (41,503 ) $ 1,885,850 Cost of products sold — 1,780 1,382,794 49,163 (40,667 ) 1,393,070 Gross profit — (1,780 ) 487,917 7,479 (836 ) 492,780 Marketing and selling expenses — 1,717 128,125 3,978 — 133,820 Administrative expenses — 5,146 67,394 3,034 — 75,574 Research and development expenses — 287 8,191 — — 8,478 Intercompany royalties — — — 26 (26 ) — Intercompany technical service fees — — — 810 (810 ) — Termination fee received, net of costs, associated with the Hillshire merger agreement (152,988 ) — — — — (152,988 ) Other expense (income), net — 250 9,015 — — 9,265 Equity in (earnings) loss of investees (117,589 ) (136,633 ) 386 — 253,836 — (270,577 ) (129,233 ) 213,111 7,848 253,000 74,149 Earnings before interest and taxes 270,577 127,453 274,806 (369 ) (253,836 ) 418,631 Intercompany interest (income) expense — (50,316 ) 50,209 107 — — Interest expense — 72,254 1,494 22 — 73,770 Interest income — — 49 44 — 93 Earnings (loss) before income taxes 270,577 105,515 223,152 (454 ) (253,836 ) 344,954 Provision (benefit) for income taxes 58,288 (12,074 ) 86,519 (68 ) — 132,665 Net earnings (loss) $ 212,289 $ 117,589 $ 136,633 $ (386 ) $ (253,836 ) $ 212,289 Total comprehensive earnings (loss) $ 201,567 $ 106,867 $ 136,820 $ (303 ) $ (243,384 ) $ 201,567 |
Guarantor And Nonguarantor Statements, Statements of Cash Flows | Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the nine months ended September 27, 2015 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash provided by (used in) operating activities $ — $ (5,277 ) $ 225,386 $ (9,289 ) $ — $ 210,820 Cash flows from investing activities Business acquisition activity — — 1,102 — — 1,102 Intercompany accounts receivable/payable — — (24,754 ) — 24,754 — Intercompany loans — — (7,209 ) — 7,209 — Investment in Subsidiary 82,104 — — — (82,104 ) — Capital expenditures — — (81,954 ) (2,779 ) — (84,733 ) Sale of plant assets — — 730 — — 730 Net cash (used in) provided by investing activities 82,104 — (112,085 ) (2,779 ) (50,141 ) (82,901 ) Cash flows from financing activities Net proceeds from issuance of common stock 1,038 — — — — 1,038 Excess tax benefits on stock-based compensation 1,345 — — — — 1,345 Taxes paid related to net share settlement of equity awards (2,401 ) — — — — (2,401 ) Dividends paid (82,086 ) — — — — (82,086 ) Repayments of long-term obligations — (3,934 ) (2,708 ) — — (6,642 ) Proceeds from short-term borrowing — — 2,135 — — 2,135 Repayments of short-term borrowing — — (3,386 ) — — (3,386 ) Intercompany accounts receivable/payable — 9,211 — 15,543 (24,754 ) — Parent investment — — (82,104 ) — 82,104 — Intercompany loans 7,209 (7,209 ) — Repayment of capital lease obligations — — (2,645 ) — — (2,645 ) Net cash (used in) provided by financing activities (82,104 ) 5,277 (88,708 ) 22,752 50,141 (92,642 ) Effect of exchange rate changes on cash — — — (732 ) — (732 ) Net change in cash and cash equivalents — — 24,593 9,952 — 34,545 Cash and cash equivalents - beginning of period — — 32,942 5,535 — 38,477 Cash and cash equivalents - end of period $ — $ — $ 57,535 $ 15,487 $ — $ 73,022 Pinnacle Foods Inc. Condensed Consolidating Statement of Cash Flows For the nine months ended September 28, 2014 Pinnacle Foods Inc. Pinnacle Foods Finance LLC Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations and Reclassifications Consolidated Total Cash flows from operating activities Net cash provided by (used in) operating activities $ — $ (19,790 ) $ 433,974 $ (1,568 ) $ — $ 412,616 Cash flows from investing activities Payments for business acquisitions (11,769 ) (11,769 ) Repayments of intercompany loans — 61,197 — — (61,197 ) — Investment in subsidiaries 75,022 — — — (75,022 ) — Capital expenditures — — (82,684 ) — — (82,684 ) Sale of plant assets — — 2,328 — — 2,328 Net cash (used in) provided by investing activities 75,022 61,197 (92,125 ) — (136,219 ) (92,125 ) Cash flows from financing activities Proceeds from the issuance of common stock 238 — — — — 238 Excess tax benefits on stock-based compensation 786 786 Taxes paid related to net share settlement of equity awards (3,061 ) (3,061 ) Dividends paid (72,985 ) — — — — (72,985 ) Repayments of long-term obligations — (216,162 ) (1,390 ) — — (217,552 ) Proceeds from short-term borrowing — — 2,220 — — 2,220 Repayments of short-term borrowing — — (3,442 ) — — (3,442 ) Intercompany accounts receivable/payable — 177,050 (177,050 ) — — — Repayments of intercompany loans — — (61,197 ) — 61,197 — Parent investment (2,037 ) (72,985 ) 75,022 — Repayment of capital lease obligations — — (2,707 ) — — (2,707 ) Debt acquisition costs — (258 ) — — (258 ) Net cash (used in) provided by financing activities (75,022 ) (41,407 ) (316,551 ) — 136,219 (296,761 ) Effect of exchange rate changes on cash — — — (17 ) — (17 ) Net change in cash and cash equivalents — — 25,298 (1,585 ) — 23,713 Cash and cash equivalents - beginning of period — — 104,345 12,394 — 116,739 Cash and cash equivalents - end of period $ — $ — $ 129,643 $ 10,809 $ — $ 140,452 |
Summary of Business Activities
Summary of Business Activities (Details) $ in Thousands | May. 08, 2015shares | Nov. 21, 2014USD ($)shares | Sep. 27, 2015USD ($) | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)segment | Sep. 28, 2014USD ($) | Apr. 02, 2007 |
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of operating segments | segment | 3 | ||||||
Number of shares vested immediately | 1,100,000 | ||||||
Equity-based compensation expense | $ | $ 23,700 | $ 3,427 | $ 3,938 | $ 11,489 | $ 8,386 | ||
Stock Options [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares vested immediately | 200,000 | ||||||
Blackstone [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Ownership percentage (below 50% on November 21, 2014) | 50.00% | 98.00% | |||||
Number of shares sold by company | 5,000,000 |
Acquisitions - Summary of the A
Acquisitions - Summary of the Allocation of the Total Cost of the Acquisition to Assets Acquired (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 | Nov. 14, 2014 | Mar. 31, 2014 |
Assets acquired: | ||||
Goodwill | $ 1,715,080 | $ 1,719,560 | ||
Duncan Hines [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 | |||
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 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | Nov. 14, 2014 | Mar. 31, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 |
Business Acquisition [Line Items] | |||||
Payments for business acquisition | $ (1,102) | $ 11,769 | |||
Goodwill | $ 1,715,080 | $ 1,719,560 | |||
Duncan Hines [Member] | |||||
Business Acquisition [Line Items] | |||||
Total assets acquired | $ 26,620 | ||||
Payments for business acquisition | 11,700 | ||||
Goodwill | 9,550 | ||||
Tax deductible goodwill | 7,500 | ||||
Other operating costs | 300 | ||||
Garden Protein International, Inc. [Member] | |||||
Business Acquisition [Line Items] | |||||
Total assets acquired | $ 156,502 | ||||
Goodwill | 83,155 | ||||
Tax deductible goodwill | 53,600 | ||||
Working capital adjustment | 1,102 | ||||
Intangible assets and goodwill | 147,100 | ||||
Tradenames | 51,950 | ||||
Garden Protein International, Inc. [Member] | Tradenames [Member] | |||||
Business Acquisition [Line Items] | |||||
Tradenames | $ 51,900 | ||||
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] | Formulations [Member] | |||||
Business Acquisition [Line Items] | |||||
Useful life | 10 years | ||||
Notes Payable, Other Payables [Member] | Duncan Hines [Member] | Debt Instrument, 3% Notes Payable Due 2018 [Member] | |||||
Business Acquisition [Line Items] | |||||
Face amount of notes payable | $ 14,900 | ||||
Term of debt instrument | 4 years | ||||
Line of Credit [Member] | Garden Protein International, Inc. [Member] | Revolving Credit Facility [Member] | |||||
Business Acquisition [Line Items] | |||||
Credit Facility | $ 40,000 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Subject to Recurring Fair Value (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Assets | ||
Derivative assets | $ 941 | $ 7,714 |
Liabilities | ||
Derivative liabilities | 33,170 | 16,554 |
Recurring [Member] | Level 1 [Member] | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Total liabilities at fair value | 0 | 0 |
Recurring [Member] | Level 2 [Member] | ||
Assets | ||
Total assets at fair value | 941 | 7,714 |
Liabilities | ||
Total liabilities at fair value | 33,170 | 16,554 |
Recurring [Member] | Level 3 [Member] | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Total liabilities at fair value | 0 | 0 |
Recurring [Member] | Interest Rate Contracts [Member] | Level 1 [Member] | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring [Member] | Interest Rate Contracts [Member] | Level 2 [Member] | ||
Assets | ||
Derivative assets | 0 | 6,420 |
Liabilities | ||
Derivative liabilities | 21,397 | 4,543 |
Recurring [Member] | Interest Rate Contracts [Member] | Level 3 [Member] | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring [Member] | Foreign currency derivatives [Member] | Level 1 [Member] | ||
Assets | ||
Derivative assets | 0 | 0 |
Recurring [Member] | Foreign currency derivatives [Member] | Level 2 [Member] | ||
Assets | ||
Derivative assets | 941 | 1,294 |
Recurring [Member] | Foreign currency derivatives [Member] | Level 3 [Member] | ||
Assets | ||
Derivative assets | 0 | 0 |
Recurring [Member] | Commodity Contract [Member] | Level 1 [Member] | ||
Liabilities | ||
Derivative liabilities | 0 | 0 |
Recurring [Member] | Commodity Contract [Member] | Level 2 [Member] | ||
Liabilities | ||
Derivative liabilities | 11,773 | 12,011 |
Recurring [Member] | Commodity Contract [Member] | Level 3 [Member] | ||
Liabilities | ||
Derivative liabilities | 0 | 0 |
Fair Value [Member] | Recurring [Member] | ||
Assets | ||
Total assets at fair value | 941 | 7,714 |
Liabilities | ||
Total liabilities at fair value | 33,170 | 16,554 |
Fair Value [Member] | Recurring [Member] | Interest Rate Contracts [Member] | ||
Assets | ||
Derivative assets | 0 | 6,420 |
Liabilities | ||
Derivative liabilities | 21,397 | 4,543 |
Fair Value [Member] | Recurring [Member] | Foreign currency derivatives [Member] | ||
Assets | ||
Derivative assets | 941 | 1,294 |
Fair Value [Member] | Recurring [Member] | Commodity Contract [Member] | ||
Liabilities | ||
Derivative liabilities | $ 11,773 | $ 12,011 |
Termination Fee Received, Net45
Termination Fee Received, Net of Costs and Other Expense (Income), Net - Schedule of Other Expense (Income), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Other Income and Expenses [Abstract] | ||||
Amortization of intangibles/other assets | $ 3,397 | $ 3,187 | $ 10,158 | $ 10,548 |
Unrealized foreign exchange losses | 2,101 | 0 | 3,679 | 0 |
Royalty income and other | (305) | (663) | (901) | (1,283) |
Total other expense (income), net | $ 5,193 | $ 2,524 | $ 12,936 | $ 9,265 |
Termination Fee Received, Net46
Termination Fee Received, Net of Costs and Other Expense (Income), Net - Narrative (Details) - Hillshire Brands [Member] - USD ($) $ in Millions | 9 Months Ended | |
Sep. 28, 2014 | Jul. 02, 2014 | |
Other Income and Expenses [Line Items] | ||
Termination payment received from merger agreement | $ 163 | |
Merger related costs incurred | $ 13.8 | |
Other Expense (income) [Member] | ||
Other Income and Expenses [Line Items] | ||
Net impact on pre-tax earnings | (153) | |
Cost of products sold [Member] | ||
Other Income and Expenses [Line Items] | ||
Net impact on pre-tax earnings | 1.5 | |
Marketing and selling expenses [Member] | ||
Other Income and Expenses [Line Items] | ||
Net impact on pre-tax earnings | 1 | |
Administrative expenses [Member] | ||
Other Income and Expenses [Line Items] | ||
Net impact on pre-tax earnings | 1.1 | |
Research and development expenses [Member] | ||
Other Income and Expenses [Line Items] | ||
Net impact on pre-tax earnings | $ 0.2 |
Equity-Based Compensation Exp47
Equity-Based Compensation Expense and Earnings Per Share - Narrative (Details) | 9 Months Ended |
Sep. 27, 2015long-term_incentive_program | |
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | |
Number of Long-Term Incentive Plans | 2 |
Equity-Based Compensation Exp48
Equity-Based Compensation Expense and Earnings Per Share - Schedule of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | Nov. 21, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pre-tax equity-based compensation expense | $ 23,700 | $ 3,427 | $ 3,938 | $ 11,489 | $ 8,386 |
Income tax benefit | (1,296) | (1,418) | (4,263) | (2,884) | |
Net equity-based compensation expense | 2,131 | 2,520 | 7,226 | 5,502 | |
Cost of products sold [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pre-tax equity-based compensation expense | 502 | 1,321 | 2,373 | 1,792 | |
Marketing and selling expenses [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pre-tax equity-based compensation expense | 975 | 789 | 2,969 | 1,717 | |
Administrative expenses [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pre-tax equity-based compensation expense | 1,871 | 1,657 | 5,827 | 4,590 | |
Research and development expenses [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Pre-tax equity-based compensation expense | $ 79 | $ 171 | $ 320 | $ 287 |
Equity-Based Compensation Exp49
Equity-Based Compensation Expense and Earnings Per Share - Plan Narrative (Details) - $ / shares | 1 Months Ended | 9 Months Ended | |
Apr. 30, 2015 | Sep. 27, 2015 | Apr. 03, 2013 | |
2007 Stock Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
2007 Unit Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
2013 Omnibus Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Number of shares authorized | 11,300,000 | ||
Number of equity options granted during period (in shares) | 354,422 | ||
Grant date fair value - equity options (in dollars per share) | $ 8.93 | ||
Exercise price - options granted during period (in dollars per share) | $ 41.05 | ||
Performance Shares [Member] | 2013 Omnibus Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance period | 3 years | ||
Number of equity instruments other than options granted during period (in shares) | 184,574 | ||
Grant date fair value - equity instruments other than options (in dollars per share) | $ 48.61 | ||
Restricted Stock Units (RSUs) [Member] | 2013 Omnibus Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of equity instruments other than options granted during period (in shares) | 165,625 | ||
Grant date fair value - equity instruments other than options (in dollars per share) | $ 41.05 |
Equity-Based Compensation Exp50
Equity-Based Compensation Expense and Earnings Per Share - Schedule of Weighted Average Number of Shares (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Disclosure of Stockholder's Equity, Equity-Based Compensation Expense and Earnings Per Share [Abstract] | ||||
Weighted-average common shares | 116,084,948 | 115,727,666 | 116,007,184 | 115,684,420 |
Effect of dilutive securities | 1,385,093 | 1,276,085 | 1,255,156 | 1,214,332 |
Dilutive potential common shares | 117,470,041 | 117,003,751 | 117,262,340 | 116,898,752 |
Antidilutive shares excluded from the computation | 354,423 | 835,018 | 353,992 | 920,839 |
Accumulated Other Comprehensi51
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2015 | Sep. 28, 2014 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | $ 1,713,989 | $ 1,598,041 |
Balance, ending | 1,757,786 | 1,728,984 |
Accumulated Other Comprehensive Loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (37,734) | (7,497) |
Other comprehensive loss before reclassification | (16,742) | (10,718) |
Amounts reclassified from accumulated other comprehensive loss | 574 | (4) |
Net current period other comprehensive (loss) income | (16,168) | (10,722) |
Balance, ending | (53,902) | (18,219) |
Currency translation adjustments [Member] | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (2,053) | (466) |
Other comprehensive loss before reclassification | (2,147) | (261) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 |
Net current period other comprehensive (loss) income | (2,147) | (261) |
Balance, ending | (4,200) | (727) |
Gains (Losses) on cash flow hedges [Member] | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | 4,126 | 19,581 |
Other comprehensive loss before reclassification | (14,594) | (10,457) |
Amounts reclassified from accumulated other comprehensive loss | 91 | (108) |
Net current period other comprehensive (loss) income | (14,503) | (10,565) |
Balance, ending | (10,377) | 9,016 |
Change in pensions [Member] | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance, beginning | (39,807) | (26,612) |
Other comprehensive loss before reclassification | (1) | 0 |
Amounts reclassified from accumulated other comprehensive loss | 483 | 104 |
Net current period other comprehensive (loss) income | 482 | 104 |
Balance, ending | $ (39,325) | $ (26,508) |
Accumulated Other Comprehensi52
Accumulated Other Comprehensive Loss - Reclassifications out of AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Interest expense | $ (22,315) | $ (24,879) | $ (66,130) | $ (73,770) | |
Cost of products sold | (459,432) | (460,109) | (1,415,633) | (1,393,070) | |
Tax benefit (expense) | (27,387) | (85,829) | (76,806) | (132,665) | |
Net earnings | 48,098 | 135,957 | 133,313 | 212,289 | |
Reclassification out of Accumulated Other Comprehensive Loss [Member] | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net earnings | (248) | (104) | (574) | 4 | |
Gains and losses on financial instrument contracts [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member] | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Total pre-tax | (197) | (144) | (288) | 409 | |
Tax benefit (expense) | 111 | 36 | 197 | (301) | |
Net earnings | (86) | (108) | (91) | 108 | |
Pension actuarial assumption adjustments [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member] | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of products sold | [1] | (261) | 6 | (780) | (169) |
Tax benefit (expense) | 99 | (2) | 297 | 65 | |
Net earnings | (162) | 4 | (483) | (104) | |
Interest rate contracts [Member] | Gains and losses on financial instrument contracts [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member] | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Interest expense | (1,113) | (279) | (2,516) | (525) | |
Foreign exchange contract [Member] | Gains and losses on financial instrument contracts [Member] | Reclassification out of Accumulated Other Comprehensive Loss [Member] | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of products sold | $ 916 | $ 135 | $ 2,228 | $ 934 | |
[1] | This is included in the computation of net periodic pension cost (see Note 11 for additional details). |
Balance Sheet Information - Sch
Balance Sheet Information - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Accounts Receivable, Net, Current [Abstract] | ||
Customers | $ 207,337 | $ 190,321 |
Allowances for cash discounts, bad debts and returns | (6,979) | (6,801) |
Subtotal | 200,358 | 183,520 |
Other receivables | 8,373 | 7,234 |
Total | $ 208,731 | $ 190,754 |
Balance Sheet Information - S54
Balance Sheet Information - Schedule of Inventories (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Inventory, Net [Abstract] | ||
Raw materials, containers and supplies | $ 54,342 | $ 60,828 |
Finished product | 390,635 | 295,639 |
Total | $ 444,977 | $ 356,467 |
Balance Sheet Information - S55
Balance Sheet Information - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid expenses and other | $ 6,649 | $ 8,139 |
Prepaid income taxes | 273 | 84 |
Total | $ 6,922 | $ 8,223 |
Balance Sheet Information - S56
Balance Sheet Information - Schedule of Plant Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Plant assets, gross | $ 1,007,143 | $ 1,007,143 | $ 955,545 | ||
Accumulated depreciation | (393,763) | (393,763) | (349,639) | ||
Total | 613,380 | 613,380 | 605,906 | ||
Depreciation | 20,866 | $ 16,831 | 57,262 | $ 49,428 | |
Accumulated depreciation | 393,763 | 393,763 | 349,639 | ||
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Plant assets, gross | 14,211 | 14,211 | 14,211 | ||
Buildings [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Plant assets, gross | 238,200 | 238,200 | 208,341 | ||
Machinery and equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Plant assets, gross | 695,848 | 695,848 | 641,818 | ||
Projects in progress [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Plant assets, gross | 58,884 | 58,884 | 91,175 | ||
Assets under capital lease [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Accumulated depreciation | (12,443) | (12,443) | (9,935) | ||
Total | 17,095 | 17,095 | 18,127 | ||
Accumulated depreciation | $ 12,443 | $ 12,443 | $ 9,935 |
Balance Sheet Information - S57
Balance Sheet Information - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Accrued Liabilities, Current [Abstract] | ||
Employee compensation and benefits | $ 56,248 | $ 52,404 |
Interest payable | 16,409 | 12,239 |
Consumer coupons | 5,637 | 1,912 |
Accrued financial instrument contracts | 6,434 | 10,276 |
Other | 32,250 | 29,657 |
Total | $ 116,978 | $ 106,488 |
Balance Sheet Information - S58
Balance Sheet Information - Schedule of Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Liabilities, Noncurrent [Abstract] | ||
Employee compensation and benefits | $ 10,496 | $ 9,506 |
Long-term rent liability and deferred rent allowances | 7,699 | 8,431 |
Liability for uncertain tax positions | 2,102 | 2,064 |
Accrued financial instrument contracts | 26,736 | 6,280 |
Other | 6,457 | 8,024 |
Total | $ 53,490 | $ 34,305 |
Goodwill, Tradenames and Othe59
Goodwill, Tradenames and Other Assets - Schedule of Goodwill by Segment (Details) $ in Thousands | 9 Months Ended | |
Sep. 27, 2015USD ($) | ||
Goodwill [Roll Forward] | ||
Goodwill | $ 1,719,560 | |
Foreign currency adjustment | (3,378) | |
Purchase price adjustment | (1,102) | [1] |
Goodwill | 1,715,080 | |
Operating Segments [Member] | Birds Eye Frozen [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 608,984 | |
Foreign currency adjustment | (3,378) | |
Purchase price adjustment | (1,102) | [1] |
Goodwill | 604,504 | |
Operating Segments [Member] | Duncan Hines Grocery [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 936,615 | |
Foreign currency adjustment | 0 | |
Purchase price adjustment | 0 | [1] |
Goodwill | 936,615 | |
Operating Segments [Member] | Specialty Foods [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill | 173,961 | |
Foreign currency adjustment | 0 | |
Purchase price adjustment | 0 | [1] |
Goodwill | $ 173,961 | |
[1] | During the first quarter of 2015, the preliminary purchase price related to the Garden Protein acquisition was reduced by a post closing working capital adjustment. |
Goodwill, Tradenames and Othe60
Goodwill, Tradenames and Other Assets - Schedule of Tradenames by Segment (Details) - Tradenames [Member] $ in Thousands | 9 Months Ended |
Sep. 27, 2015USD ($) | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | $ 2,001,874 |
Foreign currency adjustment | (649) |
Balance, September 27, 2015 | 2,001,225 |
Operating Segments [Member] | Birds Eye Frozen [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 847,162 |
Foreign currency adjustment | (649) |
Balance, September 27, 2015 | 846,513 |
Operating Segments [Member] | Duncan Hines Grocery [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 1,118,712 |
Foreign currency adjustment | 0 |
Balance, September 27, 2015 | 1,118,712 |
Operating Segments [Member] | Specialty Foods [Member] | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance, December 28, 2014 | 36,000 |
Foreign currency adjustment | 0 |
Balance, September 27, 2015 | $ 36,000 |
Goodwill, Tradenames and Othe61
Goodwill, Tradenames and Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | ||
Finite-Lived Intangible Assets [Line Items] | ||||||
Gross Carrying Amount | $ 209,718 | $ 209,718 | $ 209,827 | |||
Accumulated Amortization | (96,376) | (96,376) | (86,249) | |||
Total amortizable intangibles, Net | 113,342 | 113,342 | 123,578 | |||
Debt Acquisition Costs, Gross Carrying Amount | 45,913 | 45,913 | 45,913 | |||
Debt acquisition costs, Accumulated Amortization | (28,154) | (28,154) | (25,244) | |||
Debt acquisition costs, Net | 17,759 | 17,759 | 20,669 | |||
Financial instruments | 0 | 0 | 6,420 | |||
Other | [1] | 10,261 | 10,261 | 7,229 | ||
Total other assets, net | 141,362 | 141,362 | $ 157,896 | |||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||
Amortization of intangible assets | 3,397 | $ 3,187 | 10,158 | $ 10,548 | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||||||
Estimated amortization expense, remainder of 2015 | 3,300 | 3,300 | ||||
Estimated amortization expense, 2016 | 12,200 | 12,200 | ||||
Estimated amortization expense, 2017 | 7,400 | 7,400 | ||||
Estimated amortization expense, 2018 | 5,800 | 5,800 | ||||
Estimated amortization expense, 2019 | 5,500 | 5,500 | ||||
Estimated amortization expense, thereafter | 79,200 | $ 79,200 | ||||
Recipes [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted Average Life | 10 years | 10 years | ||||
Gross Carrying Amount | 60,118 | $ 60,118 | $ 60,206 | |||
Accumulated Amortization | (45,543) | (45,543) | (41,027) | |||
Total amortizable intangibles, Net | 14,575 | $ 14,575 | $ 19,179 | |||
Customer relationships - Distributors [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted Average Life | 35 years | 35 years | ||||
Gross Carrying Amount | 142,135 | $ 142,135 | $ 142,156 | |||
Accumulated Amortization | (45,032) | (45,032) | (40,616) | |||
Total amortizable intangibles, Net | 97,103 | $ 97,103 | $ 101,540 | |||
Customer relationships - Private Label [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted Average Life | 7 years | 7 years | ||||
Gross Carrying Amount | 1,290 | $ 1,290 | $ 1,290 | |||
Accumulated Amortization | (310) | (310) | (43) | |||
Total amortizable intangibles, Net | 980 | $ 980 | $ 1,247 | |||
License [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted Average Life | 7 years | 7 years | ||||
Gross Carrying Amount | 6,175 | $ 6,175 | $ 6,175 | |||
Accumulated Amortization | (5,491) | (5,491) | (4,563) | |||
Total amortizable intangibles, Net | 684 | 684 | 1,612 | |||
Operating Segments [Member] | Birds Eye Frozen [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Total amortizable intangibles, Net | 62,272 | 62,272 | 67,525 | |||
Operating Segments [Member] | Duncan Hines Grocery [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Total amortizable intangibles, Net | 47,036 | 47,036 | 51,637 | |||
Operating Segments [Member] | Specialty Foods [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Total amortizable intangibles, Net | $ 4,034 | $ 4,034 | $ 4,416 | |||
[1] | As of September 27, 2015 and December 28, 2014, Other primarily consists of security deposits and supplemental savings plan investments. |
Goodwill, Tradenames and Othe62
Goodwill, Tradenames and Other Assets - Schedule of Deferred Financing Cost Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Deferred Financing Cost Activity [Roll Forward] | ||||
Gross Carrying Amount, Beginning Balance | $ 45,913 | |||
Accumulated Amortization, Beginning Balance | (25,244) | |||
Net, Beginning Balance | 20,669 | |||
Accumulated Amortization | $ (970) | $ (987) | (2,910) | $ (3,043) |
Gross Carrying Amount, Ending Balance | 45,913 | 45,913 | ||
Accumulated Amortization, Ending Balance | (28,154) | (28,154) | ||
Net, Ending Balance | $ 17,759 | $ 17,759 |
Debt and Interest Expense - Sch
Debt and Interest Expense - Schedule of Long-term and Short-term Debt Instruments (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Short-term Debt [Abstract] | ||
Short-term borrowings | $ 1,146 | $ 2,396 |
Long-term Debt, Current and Noncurrent [Abstract] | ||
Unamortized discount on long term debt | (10,945) | (12,728) |
Capital lease obligations | 16,113 | 18,756 |
Long-term Debt, including capital lease obligations less unamortized discount on long term debt | 2,290,399 | 2,297,900 |
Less: current portion of long-term obligations | 11,317 | 11,916 |
Total long-term debt | 2,279,082 | 2,285,984 |
Senior Notes [Member] | 4.875% Senior Notes Due 2021 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Senior Notes | 350,000 | 350,000 |
Notes Payable, Other Payables [Member] | 3% Notes Payable Due 2018 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Note payable | 9,793 | 12,497 |
Secured Debt [Member] | Tranche G Term Loan due 2020 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit Agreement | 1,409,625 | 1,409,625 |
Secured Debt [Member] | Tranche H Term Loans Due 2020 [Member] | ||
Long-term Debt, Current and Noncurrent [Abstract] | ||
Credit Agreement | $ 515,813 | $ 519,750 |
Debt and Interest Expense - S64
Debt and Interest Expense - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | ||
Debt Instrument [Line Items] | |||||
Interest expense, third party | $ 19,991 | $ 21,298 | $ 59,926 | $ 66,857 | |
Amortization of debt acquisition costs | 970 | 987 | 2,910 | 3,043 | |
Write-off of debt acquisition costs | [1] | 0 | 983 | 0 | 983 |
Write-off of original issue discount (a) | [1] | 0 | 896 | 0 | 896 |
Interest rate swap losses | 1,113 | 279 | 2,516 | 529 | |
Total interest expense | 22,315 | 24,879 | 66,130 | 73,770 | |
Majority Shareholder [Member] | |||||
Debt Instrument [Line Items] | |||||
Related party interest expense | $ 241 | $ 436 | $ 778 | $ 1,462 | |
[1] | As part of the July 8, 2014 debt pay down, the Company wrote off original discount and debt acquisition costs. |
Debt and Interest Expense - S65
Debt and Interest Expense - Schedule of the Estimated Fair Value of the Company's Long-term Debt, Including the Current Portion (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
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 | $ 9,793 | $ 12,497 |
Long-term debt, fair value | $ 9,793 | $ 12,497 |
Senior Notes [Member] | 4.875% Senior Notes Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.875% | 4.875% |
Senior Notes | $ 350,000 | $ 350,000 |
Secured Debt [Member] | Tranche G Term Loan due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility | 1,409,625 | 1,409,625 |
Secured Debt [Member] | Tranche H Term Loans Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility | 515,813 | 519,750 |
Face Value [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,285,231 | 2,291,872 |
Face Value [Member] | Senior Notes [Member] | 4.875% Senior Notes Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes | 350,000 | 350,000 |
Face Value [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility | 1,409,625 | 1,409,625 |
Face Value [Member] | Secured Debt [Member] | Tranche H Term Loans Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility | 515,813 | 519,750 |
Fair Value [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,279,106 | 2,230,491 |
Fair Value [Member] | Senior Notes [Member] | 4.875% Senior Notes Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes, Fair value | 343,875 | 346,500 |
Fair Value [Member] | Secured Debt [Member] | Tranche G Term Loan due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Secured Credit Facility, Fair Value | 1,409,625 | 1,367,336 |
Fair Value [Member] | Secured Debt [Member] | Tranche H Term Loans Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Secured Credit Facility, Fair Value | $ 515,813 | $ 504,158 |
Debt and Interest Expense - Nar
Debt and Interest Expense - Narrative (Details) - Amended Credit Agreement [Member] | Sep. 28, 2014 | Sep. 27, 2015 |
Debt Instrument [Line Items] | ||
Covenant terms, maximum net leverage ratio | 4.25 | |
Covenant compliance, total net leverage ratio | 4.03 | |
Notes Payable, Other Payables [Member] | ||
Debt Instrument [Line Items] | ||
Basis point reduction | 0.25% |
Pension and Retirement Plans -
Pension and Retirement Plans - Narrative (Details) | 9 Months Ended |
Sep. 27, 2015qualified_plannonqualified_plan | |
General Discussion of Pension and Other Postretirement Benefits [Abstract] | |
Number of qualified 401(k) plans | 2 |
Number of non-qualified plans | nonqualified_plan | 2 |
Pension and Retirement Plans 68
Pension and Retirement Plans - Schedule of Net Periodic Benefit Cost, Pinnacle Foods (Details) - Pension Plan [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Interest cost | $ 2,594 | $ 2,804 | $ 7,783 | $ 8,607 | |
Expected return on assets | (3,308) | (3,279) | (9,925) | (9,863) | |
Amortization of actuarial loss | 238 | (7) | 713 | 57 | |
Net periodic benefit | (476) | (482) | (1,429) | (1,199) | |
Expected future contributions | 2,800 | ||||
Company contributions | $ 1,100 | $ 2,600 | $ 2,800 | $ 6,900 | $ 7,800 |
Pension and Retirement Plans 69
Pension and Retirement Plans - Multi-employer Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Multiemployer Plans [Line Items] | ||||
Funded status | At least 80 percent | |||
Certified zone status | Green | |||
Multiemployer Plans [Member] | ||||
Multiemployer Plans [Line Items] | ||||
Employer contributions | $ 186 | $ 191 | $ 570 | $ 575 |
Total contributions received by defined benefit plan (less than) | 5.00% | 5.00% |
Financial Instruments - Schedul
Financial Instruments - Schedule of Interest Rate Swaps (Details) - Cash Flow Hedging [Member] - Designated as Hedging Instrument [Member] - Interest Rate Swap [Member] $ in Thousands | 9 Months Ended |
Sep. 27, 2015USD ($)instrument | |
Derivative [Line Items] | |
Number of Instruments | instrument | 13 |
Current Notional Amount | $ 1,498,050 |
Interest Rate Swaps, Fixed Rate Range, Lower | 1.03% |
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 | $ 6,451 |
Financial Instruments - Sched71
Financial Instruments - Schedule of Foreign Currency Exchange Contracts (Details) - Sep. 27, 2015 - Cash Flow Hedging [Member] - Designated as Hedging Instrument [Member] - CAD Forward [Member] CAD in Thousands, $ in Thousands | USD ($)instrument | CADinstrument |
Derivative [Line Items] | ||
Number of Instruments | 3 | 3 |
Notional Sold in Aggregate in (CAD) | $ 5,446 | CAD 6,000 |
Derivative, Exchange Rate Floor | 1.101 | 1.101 |
Derivative, Exchange Rate Cap | 1.102 | 1.102 |
Financial Instruments - Sched72
Financial Instruments - Schedule of Derivative Instruments Not Designated in Qualifying Hedging Relationships (Details) - Not Designated as Hedging Instrument [Member] | Sep. 27, 2015lbMMBTUgalinstrument$ / lb$ / MMBTU$ / gal |
Diesel Fuel Contracts [Member] | |
Derivative [Line Items] | |
Number of Instruments | 3 |
Notional Amount | gal | 9,309,557 |
Price/Index, Floor Price | $ / gal | 3.68 |
Price/Index, Cap Price | $ / gal | 3.80 |
Heating Oil Contracts [Member] | |
Derivative [Line Items] | |
Number of Instruments | 2 |
Notional Amount | gal | 3,871,100 |
Price/Index, Floor Price | $ / gal | 1.80 |
Price/Index, Cap Price | $ / gal | 1.82 |
Natural Gas Contracts [Member] | |
Derivative [Line Items] | |
Number of Instruments | 4 |
Notional Amount | MMBTU | 1,874,801 |
Price/Index, Floor Price | $ / MMBTU | 2.96 |
Price/Index, Cap Price | $ / MMBTU | 4.40 |
Soybean Oil Contracts [Member] | |
Derivative [Line Items] | |
Number of Instruments | 3 |
Notional Amount | lb | 68,688,173 |
Price/Index, Floor Price | $ / lb | 0.31 |
Price/Index, Cap Price | $ / lb | 0.35 |
Financial Instruments - Sched73
Financial Instruments - Schedule of the Fair Value of Derivative Financial Instruments as well as Their Consolidated Balance Sheets Classification (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 0 | $ 0 |
Liability Derivatives | 11,773 | 12,011 |
Other assets, net [Member] | Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 0 | |
Accrued Liabilities [Member] | Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 4,414 | 8,995 |
Other long-term liabilities [Member] | Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 7,359 | 3,016 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 941 | 7,714 |
Liability Derivatives | 21,397 | 4,543 |
Cash Flow Hedging [Member] | Foreign Exchange Contracts [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 0 | |
Cash Flow Hedging [Member] | Other assets, net [Member] | Interest Rate Contracts [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 0 | 6,420 |
Cash Flow Hedging [Member] | Accrued Liabilities [Member] | Interest Rate Contracts [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 2,020 | 1,280 |
Cash Flow Hedging [Member] | Other long-term liabilities [Member] | Interest Rate Contracts [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 19,377 | 3,263 |
Cash Flow Hedging [Member] | Other current assets [Member] | Foreign Exchange Contracts [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 941 | $ 1,294 |
Financial Instruments - Summary
Financial Instruments - Summary of Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Derivative Asset [Abstract] | ||
Gross Amounts Presented in the Consolidated Balance Sheet | $ 941 | $ 7,714 |
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | (941) | (5,039) |
Asset derivatives, Net Amount | 0 | 2,675 |
Derivative Liability [Abstract] | ||
Gross Amounts Presented in the Consolidated Balance Sheet | 33,170 | 16,554 |
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements | (941) | (5,039) |
Liability derivatives, Net Amount | $ 32,229 | $ 11,515 |
Financial Instruments - Sched75
Financial Instruments - Schedule of Derivative Financial Instruments on the Consolidated Statements of Operations and Accumulated Other Comprehensive (Loss) Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in AOCL on Derivative (Effective Portion) | $ (13,531) | $ 3,263 | $ (23,893) | $ (16,960) |
Not Designated as Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in Earnings | (7,195) | (3,464) | (7,268) | (3,514) |
Not Designated as Hedging Instrument [Member] | Interest Rate Contracts [Member] | Interest expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in Earnings | 0 | (5) | ||
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Cost of products sold [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in Earnings | (7,195) | (3,464) | (7,268) | (3,509) |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in AOCL on Derivative (Effective Portion) | (13,531) | 3,263 | (23,893) | (16,960) |
Reclassified from AOCL into Earnings (Effective Portion) | (197) | (144) | (288) | 409 |
Recognized in Earnings (Ineffective Portion) | (5) | 20 | (21) | 12 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Rate Contracts [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in AOCL on Derivative (Effective Portion) | (14,222) | 2,045 | (25,789) | (18,379) |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Interest Rate Contracts [Member] | Interest expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Reclassified from AOCL into Earnings (Effective Portion) | (1,113) | (279) | (2,516) | (525) |
Recognized in Earnings (Ineffective Portion) | 0 | 0 | 0 | 0 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contracts [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Recognized in AOCL on Derivative (Effective Portion) | 691 | 1,218 | 1,896 | 1,419 |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign Exchange Contracts [Member] | Cost of products sold [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Reclassified from AOCL into Earnings (Effective Portion) | 916 | 135 | 2,228 | 934 |
Recognized in Earnings (Ineffective Portion) | $ (5) | $ 20 | $ (21) | $ 12 |
Financial Instruments - Sched76
Financial Instruments - Schedule of Aggregate Fair Values of Derivatives that Contain Credit Risk-related Contingent Features (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 |
Credit Derivatives [Line Items] | ||
Termination Value | $ (34,877) | $ (10,529) |
Performance Risk Adjustment | 2,010 | 1,432 |
Accrued Interest | (638) | (257) |
Fair Value (excluding interest) | (32,229) | (8,840) |
Barclays [Member] | Commodity Contract [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (6,686) | (6,300) |
Performance Risk Adjustment | 118 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | (6,568) | (6,300) |
Bank of America [Member] | Commodity Contract [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (1,005) | |
Performance Risk Adjustment | 13 | |
Accrued Interest | 0 | |
Fair Value (excluding interest) | (992) | |
Macquarie Bank [Member] | Commodity Contract [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (4,219) | (5,711) |
Performance Risk Adjustment | 6 | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | (4,213) | (5,711) |
Cash Flow Hedging [Member] | Barclays [Member] | Interest Rate Contracts [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (10,748) | 550 |
Performance Risk Adjustment | 869 | 667 |
Accrued Interest | (264) | (90) |
Fair Value (excluding interest) | (9,615) | 1,307 |
Cash Flow Hedging [Member] | Barclays [Member] | Foreign Exchange Contracts [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | 942 | 1,294 |
Performance Risk Adjustment | (1) | 0 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | 941 | 1,294 |
Cash Flow Hedging [Member] | Bank of America [Member] | Interest Rate Contracts [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (6,370) | 1,578 |
Performance Risk Adjustment | 858 | 627 |
Accrued Interest | 0 | 0 |
Fair Value (excluding interest) | (5,512) | 2,205 |
Cash Flow Hedging [Member] | Credit Suisse [Member] | Interest Rate Contracts [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (3,306) | 322 |
Performance Risk Adjustment | 84 | 58 |
Accrued Interest | (264) | (90) |
Fair Value (excluding interest) | (2,958) | 470 |
Cash Flow Hedging [Member] | Macquarie Bank [Member] | Interest Rate Contracts [Member] | ||
Credit Derivatives [Line Items] | ||
Termination Value | (3,485) | (2,262) |
Performance Risk Adjustment | 63 | 80 |
Accrued Interest | (110) | (77) |
Fair Value (excluding interest) | $ (3,312) | $ (2,105) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Dec. 28, 2014 | |
Related Party Transaction [Line Items] | |||||
Long-term debt, owed to related parties | $ 35,028 | $ 35,028 | $ 47,315 | ||
Majority Shareholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Interest expense and fees recognized to a related party | 241 | $ 436 | 778 | $ 1,462 | |
Debt owed to related parties | 178 | 178 | 196 | ||
Performance Food Group Company [Member] | |||||
Related Party Transaction [Line Items] | |||||
Sales to a related party | 1,455 | $ 1,211 | 4,674 | $ 3,419 | |
Accounts receivable due from a related party | 342 | 342 | 230 | ||
Tranche G Term Loan due 2020 [Member] | Secured Debt [Member] | Majority Shareholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Long-term debt, owed to related parties | $ 35,028 | $ 35,028 | |||
Tranche B Extended, B Non Extended E and F Term Loans [Member] | Secured Debt [Member] | Majority Shareholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Long-term debt, owed to related parties | $ 47,315 |
Segments - Schedule of Segment
Segments - Schedule of Segment Reporting Information, by Segment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2015USD ($) | Sep. 28, 2014USD ($) | Sep. 27, 2015USD ($)segment | Sep. 28, 2014USD ($) | Dec. 28, 2014USD ($) | ||
Segment Reporting Information [Line Items] | ||||||
Number of operating segments | segment | 3 | |||||
Net sales | $ 636,287 | $ 624,011 | $ 1,933,314 | $ 1,885,850 | ||
Earnings before interest and taxes | 97,793 | 246,630 | 276,077 | 418,631 | ||
Depreciation and amortization | 24,262 | 20,018 | 67,420 | 59,976 | ||
Capital expenditures | [1] | 36,565 | 27,478 | 84,733 | 83,970 | |
Total assets | 5,272,075 | 5,272,075 | $ 5,200,945 | |||
Plant assets | 613,380 | 613,380 | 605,906 | |||
United States [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 633,063 | 618,101 | 1,920,698 | 1,870,711 | ||
Plant assets | 600,552 | 600,552 | 592,541 | |||
Canada [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 28,260 | 18,790 | 88,825 | 56,642 | ||
Plant assets | 12,828 | 12,828 | 13,365 | |||
Frozen [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 335,888 | 299,258 | 1,000,362 | 920,089 | ||
Shel stable meals and meal enhancers [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 204,067 | 219,779 | 646,992 | 663,604 | ||
Desserts [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 70,806 | 78,050 | 207,939 | 222,721 | ||
Snacks [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 25,526 | 26,924 | 78,021 | 79,436 | ||
Operating Segments [Member] | Birds Eye Frozen [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 296,709 | 257,405 | 883,458 | 797,871 | ||
Earnings before interest and taxes | 51,953 | 44,312 | 133,208 | 128,108 | ||
Depreciation and amortization | 11,989 | 10,151 | 33,404 | 29,814 | ||
Capital expenditures | [1] | 18,688 | 7,969 | 36,440 | 25,324 | |
Total assets | 2,190,580 | 2,190,580 | 2,123,902 | |||
Operating Segments [Member] | Duncan Hines Grocery [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 257,387 | 271,171 | 796,579 | 826,038 | ||
Earnings before interest and taxes | 44,223 | 43,615 | 138,471 | 132,637 | ||
Depreciation and amortization | 7,781 | 5,940 | 22,862 | 19,303 | ||
Capital expenditures | [1] | 14,799 | 17,113 | 40,610 | 51,121 | |
Total assets | 2,665,715 | 2,665,715 | 2,612,311 | |||
Operating Segments [Member] | Specialty Foods [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 82,191 | 95,435 | 253,277 | 261,941 | ||
Earnings before interest and taxes | 7,788 | 9,938 | 23,087 | 23,358 | ||
Depreciation and amortization | 4,492 | 3,927 | 11,154 | 10,859 | ||
Capital expenditures | [1] | 3,078 | 2,396 | 7,683 | 7,525 | |
Total assets | 348,721 | 348,721 | 343,177 | |||
Unallocated Corporate expenses [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Earnings before interest and taxes | (6,171) | 148,765 | (18,689) | 134,528 | ||
Total assets | 67,059 | 67,059 | $ 121,555 | |||
Intercompany [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | $ (25,036) | $ (12,880) | $ (76,209) | $ (41,503) | ||
[1] | Includes new capital leases. |
Provision for Income Taxes - Sc
Provision for Income Taxes - Schedule of the Provision for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Provision for Income Taxes | ||||
Current | $ 5,010 | $ 3,878 | $ 21,306 | $ 5,276 |
Deferred | 22,377 | 81,951 | 55,500 | 127,389 |
Total | $ 27,387 | $ 85,829 | $ 76,806 | $ 132,665 |
Effective tax rate | 36.30% | 38.70% | 36.60% | 38.50% |
Provision for Income Taxes - Na
Provision for Income Taxes - Narrative (Details) - USD ($) | Sep. 12, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 |
Operating Loss Carryforwards [Line Items] | |||||
Benefit from change in valuation allowance | $ 0 | $ 0 | |||
Operating loss carryovers, subject to certain gain recognition items, annual limitation | $ 94,000,000 | ||||
State and Local Jurisdiction [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income tax benefit | $ 400,000 | $ 0 | 700,000 | $ 1,100,000 | |
Domestic Tax Authority [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Operating loss carryovers, annual limitation | $ 230,000,000 | ||||
Minimum [Member] | Domestic Tax Authority [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Operating loss carryovers, subject to certain gain recognition items, annual limitation | 17,000,000 | ||||
Maximum [Member] | Domestic Tax Authority [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Operating loss carryovers, subject to certain gain recognition items, annual limitation | $ 23,000,000 |
Guarantor and Nonguarantor St81
Guarantor and Nonguarantor Statements - Narrative (Details) | 9 Months Ended | |
Sep. 27, 2015 | Dec. 28, 2014 | |
Debt Instrument [Line Items] | ||
Percent owned domestic subsidiaries that guarantee other indebtedness of the Company | 100.00% | |
Senior Notes [Member] | 4.875% Senior Notes Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 4.875% | 4.875% |
Guarantor and Nonguarantor St82
Guarantor and Nonguarantor Statements - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 27, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Dec. 29, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 73,022 | $ 38,477 | $ 140,452 | $ 116,739 |
Accounts receivable, net | 208,731 | 190,754 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 444,977 | 356,467 | ||
Other current assets | 6,922 | 8,223 | ||
Deferred tax assets | 67,376 | 121,788 | ||
Total current assets | 801,028 | 715,709 | ||
Plant assets, net | 613,380 | 605,906 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 0 | 0 | ||
Tradenames | 2,001,225 | 2,001,874 | ||
Other assets, net | 141,362 | 157,896 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 1,715,080 | 1,719,560 | ||
Total assets | 5,272,075 | 5,200,945 | ||
Current liabilities: | ||||
Short-term borrowings | 1,146 | 2,396 | ||
Current portion of long-term obligations | 11,317 | 11,916 | ||
Accounts payable | 215,980 | 198,579 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 38,137 | 36,210 | ||
Accrued liabilities | 116,978 | 106,488 | ||
Dividends payable | 30,582 | 27,847 | ||
Total current liabilities | 414,140 | 383,436 | ||
Long-term debt | 2,279,082 | 2,285,984 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 56,752 | 61,830 | ||
Other long-term liabilities | 53,490 | 34,305 | ||
Deferred tax liabilities | 710,825 | 721,401 | ||
Total liabilities | $ 3,514,289 | $ 3,486,956 | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 1,176 | $ 1,173 | ||
Additional paid-in-capital | 1,374,597 | 1,363,129 | ||
Retained earnings | 468,025 | 419,531 | ||
Accumulated other comprehensive loss | (53,902) | (37,734) | ||
Capital stock in treasury, at cost | (32,110) | (32,110) | ||
Total shareholders' equity | 1,757,786 | 1,713,989 | 1,728,984 | 1,598,041 |
Total liabilities and shareholders' equity | 5,272,075 | 5,200,945 | ||
Pinnacle Foods Inc. [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | 92,236 | 89,361 | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Total current assets | 92,236 | 89,361 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 1,696,272 | 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 | 1,788,508 | 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 | 172 | 0 | ||
Dividends payable | 30,550 | 27,847 | ||
Total current liabilities | 30,722 | 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 | $ 30,722 | $ 27,847 | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 1,176 | $ 1,173 | ||
Additional paid-in-capital | 1,374,597 | 1,363,129 | ||
Retained earnings | 468,025 | 419,531 | ||
Accumulated other comprehensive loss | (53,902) | (37,734) | ||
Capital stock in treasury, at cost | (32,110) | (32,110) | ||
Total shareholders' equity | 1,757,786 | 1,713,989 | ||
Total liabilities and shareholders' equity | 1,788,508 | 1,741,836 | ||
Pinnacle Foods Finance LLC [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 | 942 | 1,294 | ||
Deferred tax assets | 1,015 | 1,015 | ||
Total current assets | 1,957 | 2,309 | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | 2,346,961 | 2,188,789 | ||
Intercompany note receivable | 2,131,593 | 2,086,775 | ||
Tradenames | 0 | 0 | ||
Other assets, net | 17,425 | 26,757 | ||
Deferred tax assets | 329,802 | 307,584 | ||
Goodwill | 0 | 0 | ||
Total assets | 4,827,738 | 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 | 817,568 | 664,675 | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 22,668 | 22,137 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 845,486 | 692,062 | ||
Long-term debt | 2,259,245 | 2,261,397 | ||
Intercompany note payable | 0 | 0 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 26,735 | 6,280 | ||
Deferred tax liabilities | 0 | 0 | ||
Total liabilities | $ 3,131,466 | $ 2,959,739 | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 0 | $ 0 | ||
Additional paid-in-capital | 1,375,773 | 1,364,302 | ||
Retained earnings | 374,401 | 325,907 | ||
Accumulated other comprehensive loss | (53,902) | (37,734) | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 1,696,272 | 1,652,475 | ||
Total liabilities and shareholders' equity | 4,827,738 | 4,612,214 | ||
Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 57,535 | 32,942 | 129,643 | 104,345 |
Accounts receivable, net | 200,119 | 176,822 | ||
Intercompany accounts receivable | 735,665 | 575,842 | ||
Inventories, net | 433,842 | 344,589 | ||
Other current assets | 5,379 | 6,756 | ||
Deferred tax assets | 66,045 | 120,488 | ||
Total current assets | 1,498,585 | 1,257,439 | ||
Plant assets, net | 600,552 | 592,541 | ||
Investment in subsidiaries | 25,845 | 75,740 | ||
Intercompany note receivable | 15,005 | 7,270 | ||
Tradenames | 1,996,800 | 1,951,392 | ||
Other assets, net | 123,054 | 119,336 | ||
Deferred tax assets | 0 | 0 | ||
Goodwill | 1,692,715 | 1,638,946 | ||
Total assets | 5,952,556 | 5,642,664 | ||
Current liabilities: | ||||
Short-term borrowings | 1,146 | 2,396 | ||
Current portion of long-term obligations | 5,985 | 6,746 | ||
Accounts payable | 212,733 | 194,671 | ||
Intercompany accounts payable | 0 | 0 | ||
Accrued trade marketing expense | 32,968 | 33,039 | ||
Accrued liabilities | 92,343 | 73,911 | ||
Dividends payable | 32 | 0 | ||
Total current liabilities | 345,207 | 310,763 | ||
Long-term debt | 19,464 | 24,142 | ||
Intercompany note payable | 2,121,792 | 2,005,593 | ||
Pension and other postretirement benefits | 56,752 | 61,830 | ||
Other long-term liabilities | 23,314 | 24,368 | ||
Deferred tax liabilities | 1,039,066 | 1,027,179 | ||
Total liabilities | $ 3,605,595 | $ 3,453,875 | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 0 | $ 0 | ||
Additional paid-in-capital | 1,297,912 | 1,285,084 | ||
Retained earnings | 1,085,671 | 942,185 | ||
Accumulated other comprehensive loss | (36,622) | (38,480) | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 2,346,961 | 2,188,789 | ||
Total liabilities and shareholders' equity | 5,952,556 | 5,642,664 | ||
Nonguarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 15,487 | 5,535 | 10,809 | 12,394 |
Accounts receivable, net | 8,612 | 13,932 | ||
Intercompany accounts receivable | 0 | 0 | ||
Inventories, net | 11,135 | 11,878 | ||
Other current assets | 601 | 173 | ||
Deferred tax assets | 316 | 285 | ||
Total current assets | 36,151 | 31,803 | ||
Plant assets, net | 12,828 | 13,365 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany note receivable | 9,800 | 9,800 | ||
Tradenames | 4,425 | 50,482 | ||
Other assets, net | 883 | 11,803 | ||
Deferred tax assets | 25 | 0 | ||
Goodwill | 22,365 | 80,614 | ||
Total assets | 86,477 | 197,867 | ||
Current liabilities: | ||||
Short-term borrowings | 0 | 0 | ||
Current portion of long-term obligations | 82 | (80) | ||
Accounts payable | 3,247 | 3,908 | ||
Intercompany accounts payable | 10,333 | 528 | ||
Accrued trade marketing expense | 5,169 | 3,171 | ||
Accrued liabilities | 1,795 | 10,440 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 20,626 | 17,967 | ||
Long-term debt | 373 | 445 | ||
Intercompany note payable | 34,606 | 98,252 | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 3,441 | 3,657 | ||
Deferred tax liabilities | 1,586 | 1,806 | ||
Total liabilities | $ 60,632 | $ 122,127 | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 0 | $ 0 | ||
Additional paid-in-capital | 20,476 | 67,181 | ||
Retained earnings | 12,035 | 10,977 | ||
Accumulated other comprehensive loss | (6,666) | (2,418) | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | 25,845 | 75,740 | ||
Total liabilities and shareholders' equity | 86,477 | 197,867 | ||
Eliminations and Reclassifications [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany accounts receivable | (827,901) | (665,203) | ||
Inventories, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Deferred tax assets | 0 | 0 | ||
Total current assets | (827,901) | (665,203) | ||
Plant assets, net | 0 | 0 | ||
Investment in subsidiaries | (4,069,078) | (3,917,004) | ||
Intercompany note receivable | (2,156,398) | (2,103,845) | ||
Tradenames | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Deferred tax assets | (329,827) | (307,584) | ||
Goodwill | 0 | 0 | ||
Total assets | (7,383,204) | (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 | (827,901) | (665,203) | ||
Accrued trade marketing expense | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | (827,901) | (665,203) | ||
Long-term debt | 0 | 0 | ||
Intercompany note payable | (2,156,398) | (2,103,845) | ||
Pension and other postretirement benefits | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Deferred tax liabilities | (329,827) | (307,584) | ||
Total liabilities | $ (3,314,126) | $ (3,076,632) | ||
Commitments and contingencies | ||||
Shareholders' equity: | ||||
Pinnacle common stock | $ 0 | $ 0 | ||
Additional paid-in-capital | (2,694,161) | (2,716,567) | ||
Retained earnings | (1,472,107) | (1,279,069) | ||
Accumulated other comprehensive loss | 97,190 | 78,632 | ||
Capital stock in treasury, at cost | 0 | 0 | ||
Total shareholders' equity | (4,069,078) | (3,917,004) | ||
Total liabilities and shareholders' equity | $ (7,383,204) | $ (6,993,636) |
Guarantor and Nonguarantor St83
Guarantor and Nonguarantor Statements - Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2015 | Sep. 28, 2014 | Sep. 27, 2015 | Sep. 28, 2014 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | $ 636,287 | $ 624,011 | $ 1,933,314 | $ 1,885,850 |
Cost of products sold | 459,432 | 460,109 | 1,415,633 | 1,393,070 |
Gross profit | 176,855 | 163,902 | 517,681 | 492,780 |
Operating expenses | ||||
Marketing and selling expenses | 44,155 | 41,722 | 136,862 | 133,820 |
Administrative expenses | 26,467 | 24,979 | 81,918 | 75,574 |
Research and development expenses | 3,247 | 3,120 | 9,888 | 8,478 |
Intercompany royalties | 0 | 0 | 0 | 0 |
Intercompany technical service fees | 0 | 0 | 0 | 0 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | (155,073) | 0 | (152,988) |
Other expense (income), net | 5,193 | 2,524 | 12,936 | 9,265 |
Equity in (earnings) loss of investees | 0 | 0 | 0 | 0 |
Total operating (income) expenses | 79,062 | (82,728) | 241,604 | 74,149 |
Earnings before interest and taxes | 97,793 | 246,630 | 276,077 | 418,631 |
Intercompany interest (income) expense | 0 | 0 | 0 | 0 |
Interest expense | 22,315 | 24,879 | 66,130 | 73,770 |
Interest income | 7 | 35 | 172 | 93 |
Earnings before income taxes | 75,485 | 221,786 | 210,119 | 344,954 |
Provision for income taxes | 27,387 | 85,829 | 76,806 | 132,665 |
Net earnings | 48,098 | 135,957 | 133,313 | 212,289 |
Total comprehensive earnings (loss) | 39,091 | 138,048 | 117,145 | 201,567 |
Pinnacle Foods Inc. [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of products sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Operating expenses | ||||
Marketing and selling expenses | 0 | 0 | 0 | 0 |
Administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Intercompany royalties | 0 | 0 | 0 | 0 |
Intercompany technical service fees | 0 | 0 | 0 | 0 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | (155,073) | (152,988) | ||
Other expense (income), net | 0 | 0 | 0 | 0 |
Equity in (earnings) loss of investees | (48,098) | (41,257) | (133,313) | (117,589) |
Total operating (income) expenses | (48,098) | (196,330) | (133,313) | (270,577) |
Earnings before interest and taxes | 48,098 | 196,330 | 133,313 | 270,577 |
Intercompany interest (income) expense | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 | 0 |
Earnings before income taxes | 48,098 | 196,330 | 133,313 | 270,577 |
Provision for income taxes | 0 | 58,288 | 0 | 58,288 |
Net earnings | 48,098 | 138,042 | 133,313 | 212,289 |
Total comprehensive earnings (loss) | 39,091 | 138,048 | 117,145 | 201,567 |
Pinnacle Foods Finance LLC [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of products sold | 7 | 1,301 | 23 | 1,780 |
Gross profit | (7) | (1,301) | (23) | (1,780) |
Operating expenses | ||||
Marketing and selling expenses | 0 | 789 | 0 | 1,717 |
Administrative expenses | 0 | 1,795 | 3 | 5,146 |
Research and development expenses | 0 | 171 | 0 | 287 |
Intercompany royalties | 0 | 0 | 0 | 0 |
Intercompany technical service fees | 0 | 0 | 0 | 0 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | 0 | ||
Other expense (income), net | 1,568 | 0 | 2,879 | 250 |
Equity in (earnings) loss of investees | (52,034) | (48,529) | (143,486) | (136,633) |
Total operating (income) expenses | (50,466) | (45,774) | (140,604) | (129,233) |
Earnings before interest and taxes | 50,459 | 44,473 | 140,581 | 127,453 |
Intercompany interest (income) expense | (17,172) | (16,535) | (51,531) | (50,316) |
Interest expense | 21,852 | 24,362 | 64,781 | 72,254 |
Interest income | 0 | 0 | 0 | 0 |
Earnings before income taxes | 45,779 | 36,646 | 127,331 | 105,515 |
Provision for income taxes | (2,319) | (4,611) | (5,982) | (12,074) |
Net earnings | 48,098 | 41,257 | 133,313 | 117,589 |
Total comprehensive earnings (loss) | 39,091 | 43,348 | 117,145 | 106,867 |
Guarantor Subsidiaries [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | 633,063 | 618,101 | 1,920,698 | 1,870,711 |
Cost of products sold | 460,515 | 456,734 | 1,417,751 | 1,382,794 |
Gross profit | 172,548 | 161,367 | 502,947 | 487,917 |
Operating expenses | ||||
Marketing and selling expenses | 42,683 | 39,881 | 129,294 | 128,125 |
Administrative expenses | 24,932 | 22,226 | 77,180 | 67,394 |
Research and development expenses | 3,103 | 2,949 | 9,493 | 8,191 |
Intercompany royalties | 0 | 0 | 0 | 0 |
Intercompany technical service fees | 0 | 0 | 0 | 0 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | 0 | ||
Other expense (income), net | 3,593 | 2,524 | 9,989 | 9,015 |
Equity in (earnings) loss of investees | (721) | (1,328) | (1,058) | 386 |
Total operating (income) expenses | 73,590 | 66,252 | 224,898 | 213,111 |
Earnings before interest and taxes | 98,958 | 95,115 | 278,049 | 274,806 |
Intercompany interest (income) expense | 16,913 | 16,499 | 50,742 | 50,209 |
Interest expense | 454 | 510 | 1,317 | 1,494 |
Interest income | 0 | 21 | 147 | 49 |
Earnings before income taxes | 81,591 | 78,127 | 226,137 | 223,152 |
Provision for income taxes | 29,557 | 31,683 | 82,651 | 86,519 |
Net earnings | 52,034 | 46,444 | 143,486 | 136,633 |
Total comprehensive earnings (loss) | 51,050 | 49,200 | 141,561 | 136,820 |
Nonguarantor Subsidiaries [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | 28,260 | 18,790 | 88,825 | 56,642 |
Cost of products sold | 23,694 | 14,676 | 73,303 | 49,163 |
Gross profit | 4,566 | 4,114 | 15,522 | 7,479 |
Operating expenses | ||||
Marketing and selling expenses | 1,472 | 1,052 | 7,568 | 3,978 |
Administrative expenses | 1,535 | 958 | 4,735 | 3,034 |
Research and development expenses | 144 | 0 | 395 | 0 |
Intercompany royalties | 3 | 8 | 17 | 26 |
Intercompany technical service fees | 249 | 270 | 748 | 810 |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | 0 | ||
Other expense (income), net | 32 | 0 | 68 | 0 |
Equity in (earnings) loss of investees | 0 | 0 | 0 | 0 |
Total operating (income) expenses | 3,435 | 2,288 | 13,531 | 7,848 |
Earnings before interest and taxes | 1,131 | 1,826 | 1,991 | (369) |
Intercompany interest (income) expense | 259 | 36 | 789 | 107 |
Interest expense | 9 | 7 | 32 | 22 |
Interest income | 7 | 14 | 25 | 44 |
Earnings before income taxes | 870 | 1,797 | 1,195 | (454) |
Provision for income taxes | 149 | 469 | 137 | (68) |
Net earnings | 721 | 1,328 | 1,058 | (386) |
Total comprehensive earnings (loss) | (424) | 2,003 | (1,349) | (303) |
Eliminations and Reclassifications [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net sales | (25,036) | (12,880) | (76,209) | (41,503) |
Cost of products sold | (24,784) | (12,602) | (75,444) | (40,667) |
Gross profit | (252) | (278) | (765) | (836) |
Operating expenses | ||||
Marketing and selling expenses | 0 | 0 | 0 | 0 |
Administrative expenses | 0 | 0 | 0 | 0 |
Research and development expenses | 0 | 0 | 0 | 0 |
Intercompany royalties | (3) | (8) | (17) | (26) |
Intercompany technical service fees | (249) | (270) | (748) | (810) |
Termination fee received, net of costs, associated with the Hillshire merger agreement | 0 | 0 | ||
Other expense (income), net | 0 | 0 | 0 | 0 |
Equity in (earnings) loss of investees | 100,853 | 91,114 | 277,857 | 253,836 |
Total operating (income) expenses | 100,601 | 90,836 | 277,092 | 253,000 |
Earnings before interest and taxes | (100,853) | (91,114) | (277,857) | (253,836) |
Intercompany interest (income) expense | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 | 0 |
Earnings before income taxes | (100,853) | (91,114) | (277,857) | (253,836) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net earnings | (100,853) | (91,114) | (277,857) | (253,836) |
Total comprehensive earnings (loss) | $ (89,717) | $ (94,551) | $ (257,357) | $ (243,384) |
Guarantor and Nonguarantor St84
Guarantor and Nonguarantor Statements - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2015 | Sep. 28, 2014 | |
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | $ 210,820 | $ 412,616 |
Cash flows from investing activities | ||
Business acquisition activity | 1,102 | (11,769) |
Intercompany accounts receivable/payable | 0 | |
Repayments of intercompany loans | 0 | 0 |
Investment in subsidiaries | 0 | |
Capital expenditures | (84,733) | (82,684) |
Sale of plant assets | 730 | 2,328 |
Net cash used in investing activities | (82,901) | (92,125) |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 1,038 | 238 |
Excess tax benefits on equity-based compensation | 1,345 | 786 |
Taxes paid related to net share settlement of equity awards | (2,401) | (3,061) |
Dividends paid | (82,086) | (72,985) |
Repayments of long-term obligations | (6,642) | (217,552) |
Proceeds from short-term borrowing | 2,135 | 2,220 |
Repayments of short-term borrowing | (3,386) | (3,442) |
Intercompany accounts receivable/payable | 0 | 0 |
Parent investment | 0 | 0 |
Repayments of intercompany loans | 0 | 0 |
Repayment of capital lease obligations | (2,645) | (2,707) |
Debt acquisition costs | 0 | (258) |
Net cash used in financing activities | (92,642) | (296,761) |
Effect of exchange rate changes on cash | (732) | (17) |
Net change in cash and cash equivalents | 34,545 | 23,713 |
Cash and cash equivalents - beginning of period | 38,477 | 116,739 |
Cash and cash equivalents - end of period | 73,022 | 140,452 |
Pinnacle Foods Inc. [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | $ 0 |
Cash flows from investing activities | ||
Business acquisition activity | 0 | |
Intercompany accounts receivable/payable | 0 | |
Repayments of intercompany loans | 0 | $ 0 |
Investment in Subsidiary | 82,104 | |
Investment in subsidiaries | 75,022 | |
Capital expenditures | 0 | 0 |
Sale of plant assets | 0 | 0 |
Net cash used in investing activities | 82,104 | 75,022 |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 1,038 | 238 |
Excess tax benefits on equity-based compensation | 1,345 | 786 |
Taxes paid related to net share settlement of equity awards | (2,401) | (3,061) |
Dividends paid | (82,086) | (72,985) |
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Repayments of short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 0 | $ 0 |
Parent investment | $ 0 | |
Repayments of intercompany loans | $ 0 | |
Repayment of capital lease obligations | $ 0 | 0 |
Debt acquisition costs | 0 | |
Net cash used in financing activities | (82,104) | (75,022) |
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 |
Pinnacle Foods Finance LLC [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | (5,277) | $ (19,790) |
Cash flows from investing activities | ||
Business acquisition activity | 0 | |
Intercompany accounts receivable/payable | 0 | |
Repayments of intercompany loans | 0 | $ 61,197 |
Investment in subsidiaries | 0 | |
Capital expenditures | 0 | 0 |
Sale of plant assets | 0 | 0 |
Net cash used in investing activities | 0 | 61,197 |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 0 | $ 0 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | $ 0 |
Repayments of long-term obligations | (3,934) | (216,162) |
Proceeds from short-term borrowing | 0 | 0 |
Repayments of short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 9,211 | 177,050 |
Parent investment | $ 0 | (2,037) |
Repayments of intercompany loans | 0 | |
Repayment of capital lease obligations | $ 0 | 0 |
Debt acquisition costs | (258) | |
Net cash used in financing activities | 5,277 | (41,407) |
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 |
Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 225,386 | 433,974 |
Cash flows from investing activities | ||
Business acquisition activity | 1,102 | (11,769) |
Intercompany accounts receivable/payable | (24,754) | |
Repayments of intercompany loans | (7,209) | 0 |
Investment in subsidiaries | 0 | |
Capital expenditures | (81,954) | (82,684) |
Sale of plant assets | 730 | 2,328 |
Net cash used in investing activities | (112,085) | (92,125) |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 0 | $ 0 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | $ 0 |
Repayments of long-term obligations | (2,708) | (1,390) |
Proceeds from short-term borrowing | 2,135 | 2,220 |
Repayments of short-term borrowing | (3,386) | (3,442) |
Intercompany accounts receivable/payable | 0 | (177,050) |
Parent investment | $ (82,104) | (72,985) |
Repayments of intercompany loans | (61,197) | |
Repayment of capital lease obligations | $ (2,645) | $ (2,707) |
Debt acquisition costs | ||
Net cash used in financing activities | (88,708) | $ (316,551) |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 24,593 | 25,298 |
Cash and cash equivalents - beginning of period | 32,942 | 104,345 |
Cash and cash equivalents - end of period | 57,535 | 129,643 |
Nonguarantor Subsidiaries [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | (9,289) | $ (1,568) |
Cash flows from investing activities | ||
Business acquisition activity | 0 | |
Intercompany accounts receivable/payable | 0 | |
Repayments of intercompany loans | 0 | $ 0 |
Investment in subsidiaries | 0 | |
Capital expenditures | (2,779) | 0 |
Sale of plant assets | 0 | 0 |
Net cash used in investing activities | (2,779) | 0 |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 0 | $ 0 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | $ 0 |
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Repayments of short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | 15,543 | $ 0 |
Parent investment | 0 | |
Repayments of intercompany loans | 7,209 | $ 0 |
Repayment of capital lease obligations | 0 | 0 |
Debt acquisition costs | 0 | |
Net cash used in financing activities | 22,752 | 0 |
Effect of exchange rate changes on cash | (732) | (17) |
Net change in cash and cash equivalents | 9,952 | (1,585) |
Cash and cash equivalents - beginning of period | 5,535 | 12,394 |
Cash and cash equivalents - end of period | 15,487 | 10,809 |
Eliminations and Reclassifications [Member] | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | $ 0 |
Cash flows from investing activities | ||
Business acquisition activity | 0 | |
Intercompany accounts receivable/payable | 24,754 | |
Repayments of intercompany loans | 7,209 | $ (61,197) |
Investment in Subsidiary | (82,104) | |
Investment in subsidiaries | (75,022) | |
Capital expenditures | 0 | 0 |
Sale of plant assets | 0 | 0 |
Net cash used in investing activities | (50,141) | (136,219) |
Cash flows from financing activities | ||
Net proceeds from issuance of common stock | 0 | $ 0 |
Excess tax benefits on equity-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Dividends paid | 0 | $ 0 |
Repayments of long-term obligations | 0 | 0 |
Proceeds from short-term borrowing | 0 | 0 |
Repayments of short-term borrowing | 0 | 0 |
Intercompany accounts receivable/payable | (24,754) | 0 |
Parent investment | 82,104 | 75,022 |
Repayments of intercompany loans | (7,209) | 61,197 |
Repayment of capital lease obligations | 0 | 0 |
Debt acquisition costs | 0 | |
Net cash used in financing activities | 50,141 | 136,219 |
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 |